Common use of Principles of Reporting Clause in Contracts

Principles of Reporting. The presentation of results of operation of the Parties with respect to Revenue Split Products will be based on each Party’s respective financial information presented separately and on a consolidated basis in the reporting format depicted as follows: [***] [***] [***] It is the intention of the Parties to interpret definitions to be consistent with this Exhibit E and Accounting Principles, it being understood and agreed that [***]. Where such costs will be determined based on either Party’s system of cost or project accounting, each Party agrees to provide reasonable supporting documentation, as may be requested by the other Party, to ensure that each Party’s methodologies are reasonable and consistently applied. To the extent that such costs are not readily determinable based on the respective Party’s system of cost or project accounting, the JWG will develop a reasonable methodology for determining such costs. Reasonable methodologies may include a standard rate or some other appropriate basis for allocating costs. For billing and reporting, the statement of operations will be translated into U.S. Dollars in accordance with this PD-1 License Agreement. If necessary, a Party will make the appropriate adjustments to the financial information it supplies under this Exhibit E to conform to the above format of reporting results of operation. The Parties agree that (a) all Revenue Split Products will be booked by the Party which is then-Commercializing such Revenue Split Product and (b) all Collaboration Combination Products will be booked pursuant to the terms of the applicable Co-Development & CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. Co-Commercialization Agreement pursuant to which such Collaboration Combination Product is then-being Commercialized.

Principles of Reporting. (a) The presentation of results of operation of the Parties with respect to Revenue Split Shared Products and Companion Diagnostics for U.S. Administration will be based on each Party’s respective financial information presented separately and on a consolidated basis in the reporting format depicted as follows: Total [***] [***] [***] [***] [***] [***] (b) It is the intention of the Parties to interpret definitions to be consistent with this Exhibit E D and Accounting PrinciplesStandards, it being understood and agreed that [***]“Operating Profits or Losses” shall be calculated in accordance with Celgene’s or Vividion’s, as applicable, then current Accounting Standards practices (and the Parties hereby agree that Celgene, in its sole discretion, may adopt the same cost methodology as adopted by Vividion in accordance with its then current Accounting Standards practices solely for purposes of recording costs incurred by Celgene under this Exhibit D). Where such costs will be determined based on either Party’s system of cost or project accounting, each Party agrees to provide reasonable supporting documentation, as may be requested by the other Party, to ensure that each Party’s methodologies are reasonable and consistently applied. To the extent that such costs are not readily determinable based on the respective Party’s system of cost or project accounting, the JWG JSC (or such other Committee designated by the JSC) will develop a reasonable methodology for determining such costs. Reasonable methodologies may include a standard rate or some other appropriate basis for allocating costs. For billing and reporting, the statement of operations will be translated into U.S. Dollars in accordance with this PD-1 License Agreement. . (c) If necessary, a Party will make the appropriate adjustments to the financial information it supplies under this Exhibit E D to conform to the above format of reporting results of operation. . (d) The Parties agree that (a) all Revenue Split Annual Net Sales of Shared Products and, as applicable, Companion Diagnostics in the US Territory will be booked by Celgene. (e) There shall be no double counting of any expenses or income in determining the Party which is then-Commercializing such Revenue Split Product and Operating Profits or Losses under this Exhibit D. (bf) all Collaboration Combination Products will All employee Commercialization expenses shall be booked pursuant to calculated in accordance with the terms of the applicable Co-Development & CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. Co-Commercialization Agreement pursuant to which such Collaboration Combination Product is then-being CommercializedFTE Rate.

Principles of Reporting. (a) The presentation of results of operation of the Parties with respect to Revenue Split Shared Products and Companion Diagnostics will be based on each Party’s respective financial information presented separately and on a consolidated basis in the reporting format depicted as follows: [***] [***] [***] [***] [***] [***] (b) It is the intention of the Parties to interpret definitions to be consistent with this Exhibit E D and Accounting PrinciplesStandards, it being understood and agreed that [***]“Operating Profits or Losses” shall be calculated in accordance with Celgene’s or Vividion’s, as applicable, then current Accounting Standards practices (and the Parties hereby agree that Celgene, in its sole discretion, may adopt the same cost methodology as adopted by Vividion in accordance with its then current Accounting Standards practices solely for purposes of recording costs incurred by Celgene under this Exhibit D). Where such costs will be determined based on either Party’s system of cost or project accounting, each Party agrees to provide reasonable supporting documentation, as may be requested by the other Party, to ensure that each Party’s methodologies are reasonable and consistently applied. To the extent that such costs are not readily determinable based on the respective Party’s system of cost or project accounting, the JWG JSC (or such other Committee designated by the JSC) will develop a reasonable methodology for determining such costs. Reasonable methodologies may include a standard rate or some other appropriate basis for allocating costs. For billing and reporting, the statement of operations will be translated into U.S. Dollars in accordance with this PD-1 License Agreement. . (c) If necessary, a Party will make the appropriate adjustments to the financial information it supplies under this Exhibit E D to conform to the above format of reporting results of operation. . (d) The Parties agree that (a) all Revenue Split Annual Net Sales of Shared Products and, as applicable, Companion Diagnostics in the Territory will be booked by the applicable Lead Party which is then-Commercializing such Revenue Split Product and (b) all Collaboration Combination Products will be booked pursuant to in the terms relevant portion of the Territory. (e) There shall be no double counting of any expenses or income in determining the Operating Profits or Losses under this Exhibit D. (f) All employee expenses shall be calculated in accordance with the applicable Co-Development & CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. Co-Commercialization Agreement pursuant to which such Collaboration Combination Product is then-being CommercializedFTE Rate.

Principles of Reporting. The 4.8.1 If necessary a Party will make appropriate adjustments to the financial information it supplies under this Financial Exhibit to conform to the format of reporting results and operations set out in Section 4.1. 4.8.2 In addition, the following general principles shall apply with respect to the defined terms and phrases set forth in Article 5 of this Financial Exhibit: (a) each of the Costs (as defined in Article 5 below) shall be tracked and calculated on a Product-by-Product and Indication-by-Indication basis, for applicable Product for Co-Development Indications; (b) Costs shall be determined in accordance with applicable Accounting Standards, as consistently applied internally by a Party for all its products; (c) all Costs shall exclude any costs and/or expenses included in the deductions used to determine Gross Sales and/or Net Sales; (d) all Costs shall exclude any and all amounts recovered and reimbursed to or paid to the applicable Party by a Third Party; (e) all Costs shall only include those amounts described in Articles 4 and 5 of this Financial Exhibit (e.g., shall not include any payments to Maxygen pursuant to Section 8.1.1 of the Agreement and/or Articles 1 and/or 2 of this Financial Exhibit); and (f) where Costs relate to or provide benefit to more than one Product (or product), Indication and/or country or geographic region, such Costs shall be tracked and allocated reasonably between such Products (or products), Indications and/or countries or regions, as provided in this Financial Exhibit and otherwise in accordance with guidelines agreed by the Parties in good faith. 4.8.3 For the determination of Preclinical Development Costs, Development Costs and/or Distributable Profits, as applicable, the presentation of results and budgets of operation of operations for the Parties in connection with respect to Revenue Split the applicable Preclinical Development, Development, Manufacture and/or Commercialization of Products will be based on each Party’s respective financial information presented separately for Maxygen and for Astellas (and, if the Parties so agree, using one consolidated pro forma financial statement for each Party and its Affiliates and (Sub)licensees in the applicable portion of the Territory) and on a consolidated basis basis, in substantially the reporting format depicted as follows: [***] [***] [***] It is the intention of the Parties to interpret definitions to be consistent with this Exhibit E and Accounting Principles, it being understood and agreed that [***]. Where such costs will be determined based on either Party’s system of cost or project accounting, each Party agrees to provide reasonable supporting documentation, as may be requested by the other Party, to ensure that each Party’s methodologies are reasonable and consistently applied. To the extent that such costs are not readily determinable based on the respective Party’s system of cost or project accounting, the JWG will develop a reasonable methodology for determining such costs. Reasonable methodologies may include a standard rate or some other appropriate basis for allocating costs. For billing and reporting, the statement of operations will be translated into U.S. Dollars same form established in accordance with this PD-1 License Agreement. If necessary, a Party will make the appropriate adjustments to the financial information it supplies under this Exhibit E to conform to the above format of reporting results of operation. The Parties agree that (a) all Revenue Split Products will be booked by the Party which is then-Commercializing such Revenue Split Product and (b) all Collaboration Combination Products will be booked pursuant to the terms of the applicable Co-Development & CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. Co-Commercialization Agreement pursuant to which such Collaboration Combination Product is then-being CommercializedSection 4.1.1.

Principles of Reporting. (a) The presentation of results of operation of the Parties with respect to Revenue Split Juno Program Co-Co Products in the Territory will be based on each Party’s respective financial information presented separately and on a consolidated basis in the reporting format depicted as followsfollows with respect to all countries within Territory, for calculating Profit & Loss Share for Juno Program Co-Co Products for Celgene Territory Administration and Juno Territory Administration: Juno Celgene Total [***] [***] [***] [***] [***] [***] (b) It is the intention of the Parties to interpret definitions to be consistent with this Exhibit E D and Accounting Principles, it being understood and agreed that (i) “Operating Profits or Losses” shall be calculated in accordance with [***], and (ii) [***]. For clarity, Juno is the Lead Party with respect to Development and Commercialization of Co-Co Products for Juno Territory Administration and Celgene is the Lead Party with respect to Development and Commercialization of Co-Co Products for Celgene Territory Administration. Where such costs will be determined based on either Party’s system of cost or project accounting[***], each Party agrees to provide reasonable supporting documentation, as may be requested by the other Party, to ensure that each Party’s methodologies are reasonable and consistently applied. To the extent that such costs are not readily determinable based on the respective Party’s system of cost or project accounting[***], the JWG JCC will develop a reasonable methodology for determining such costs. Reasonable methodologies may include a standard rate or some other appropriate basis for allocating costs. For billing [***] Certain information in this document has been omitted and reporting, filed separately with the statement of operations will be translated into U.S. Dollars in accordance Securities and Exchange Commission. Confidential treatment has been requested with this PD-1 License Agreement. respect to the omitted portions. (c) If necessary, a Party will make the appropriate adjustments to the financial information it supplies under this Exhibit E D to conform to the above format of reporting results of operation. . (d) The Parties agree that (a) all Revenue Split Products Juno Co-Co Net Sales of Juno Program Co-Co Product for Juno Territory Administration will be booked by the Party which is thenJuno, and that all Juno Co-Commercializing such Revenue Split Co Net Sales of Juno Program Co-Co Product and (b) all Collaboration Combination Products for Celgene Territory Administration will be booked pursuant to the terms of the applicable Co-Development & CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. Co-Commercialization Agreement pursuant to which such Collaboration Combination Product is then-being Commercializedby Celgene.