Common use of Prosecution and Maintenance of Patent Rights Clause in Contracts

Prosecution and Maintenance of Patent Rights. (a) At the initiative of ProPhase or Licensor, the Parties shall consult in good faith with each other regarding the filing, prosecution, and maintenance of all Licensed Patents. The Licensed Patents shall be diligently filed, prosecuted and maintained by Licensor using reputable counsel. Licensor shall keep ProPhase reasonably informed with regard to the preparation, filing, prosecution, and maintenance of the Licensed Patents, including by providing ProPhase (or its designee) copies of office actions issued from patent offices, proposed responses to such office actions, and any other patent related filings, to be made to such patent authority in the Territory sufficiently in advance of submitting such filings or responses so as to allow for a reasonable opportunity for ProPhase to review and comment thereon. Licensor shall consider in good faith any such comments for incorporation into such draft. Licensor represents that during the Term that (a) all Licensed Patents will be diligently prosecuted in the respective patent offices in the Territory in accordance with applicable laws, rules and regulations, (b) all Licensed Patents will be filed and maintained properly and correctly, (c) Licensor will pay all applicable fees on or before the due date for payment, and (d) all Licensed Patents will identify each and every inventor of the claims thereof as determined in accordance with the laws of the jurisdiction in which such Patent is filed. Prophase shall reimburse Global BioLife for reasonable attorney fees and patent office costs associated with the prosecution and maintenance of the Licensed Patents on a quarterly basis commencing on September 30, 2022. (b) If, at any time during the Term, the Parties may mutually agree that it is undesirable, as to one or more countries, to file, prosecute or maintain any Licensed Patent, then Global BioLife shall have discretion to refrain from filing, prosecuting and/or maintaining any Licensed Patent or permitting the Licensed Patent to lapse. (c) The Parties shall cooperate with each other and discuss, in good faith, the Patent Rights within the Licensed Patents Covering the Licensed Compound and Licensed Products to enable Prophase to make filings with Regulatory Authorities, as required or allowed in connection with (A) in the United States, the FDA’s Orange Book and (B) outside the United States, under the national implementations of Article 10.l(a)(iii) of Directive 2001/EC/83 or other international equivalents thereof. Global BioLife shall cooperate with Prophase’s reasonable requests in connection therewith, including meeting any submission deadlines, in each case, to the extent required or permitted by applicable law. (d) The Parties shall cooperate in obtaining Patent Term Extensions pursuant to 35 U.S.C. § 156 and foreign counterparts and equivalents thereof, including supplementary protection certificates, to the extent such extensions are available with respect to the applicable Patent Rights (“Extension Activities”).

Prosecution and Maintenance of Patent Rights. (a) At Subject to commercially appropriate and reasonable efforts (subject to oversight by the initiative Advisory Committee), Genetronics shall at its own expense and by counsel of ProPhase or Licensorits own choice, file, prosecute and maintain all patent applications and patents within the Parties Genetronics Patent Rights and any inventions conceived of and reduced to practice solely by its employees and agents hereunder. Genetronics shall consult do everything commercially appropriate and reasonable (subject to oversight by the Advisory Committee), including without limitation filing all documents and paying all fees to the appropriate patent offices to maintain the patents and pending patent applications in good faith effect. Genetronics agrees to promptly provide Ethicon with each other copies of all correspondence to and from the patent offices related to the pending patent applications within the Genetronics Patent Rights. Ethicon shall have the right to provide comments to Genetronics regarding the filing, prosecutioncontent of such correspondence, and maintenance of all Licensed Patents. The Licensed Patents shall be diligently filed, prosecuted and maintained by Licensor using reputable counsel. Licensor shall keep ProPhase reasonably informed with regard to the preparation, filing, prosecution, and maintenance of the Licensed Patents, including by providing ProPhase (or its designee) copies of office actions issued from patent offices, proposed responses to such office actions, and any other patent related filings, to be made to such patent authority in the Territory sufficiently in advance of submitting such filings or responses so as to allow for a reasonable opportunity for ProPhase to review and comment thereon. Licensor Genetronics shall consider all such comments offered by Ethicon; provided, that all final decisions with respect to such prosecution shall rest solely in good faith the discretion of Genetronics. In the event that Genetronics desires to abandon any such comments for incorporation into patent application or patent within the Genetronics Patent Rights, or if Genetronics later declines to prosecute or maintain any such draft. Licensor represents that during patent application or patent, Genetronics shall provide reasonable prior written notice to Ethicon of such intention and Ethicon shall have the Term that (a) all Licensed Patents will be diligently prosecuted in right, but not the respective patent offices in the Territory in accordance with applicable lawsobligation at its own expense, rules and regulationsto file, (b) all Licensed Patents will be filed and maintained properly and correctly, (c) Licensor will pay all applicable fees on or before the due date for paymentprosecute, and (d) all Licensed Patents will identify each maintain such patent application or patent, which Genetronics shall assign to Ethicon and every inventor shall no longer be subject to the terms of the claims thereof as determined in accordance with the laws of the jurisdiction in which such Patent is filed. Prophase shall reimburse Global BioLife for reasonable attorney fees and patent office costs associated with the prosecution and maintenance of the Licensed Patents on a quarterly basis commencing on September 30, 2022this Agreement. (b) IfThe Advisory Committee shall determine which party shall be responsible for the filing, at any time during prosecution and maintenance of patent applications and patents within the TermJoint Patent Rights on a case by case basis, with the Parties may mutually agree understanding that it is undesirablethe parties' intent that Genetronics shall be initially responsible for the filing, as prosecution and maintenance of patent applications and patents within the Joint Patent Rights related to one the Drug Delivery System. In the event that a party responsible for the filing, prosecution and maintenance of any patent application or more countriespatent within the Joint Patent Rights desires to abandon such patent application or patent, or if such party later declines responsibility for such patent application or patent, such party shall provide reasonable prior written notice to the other party of its intention to abandon or decline responsibility, and the other party shall have the right, but not the obligation, to prepare, file, prosecute or prosecute, and maintain any Licensed Patent, then Global BioLife shall have discretion to refrain from filing, prosecuting and/or maintaining any Licensed Patent such patent application or permitting the Licensed Patent to lapse. (c) The Parties shall cooperate with each other and discuss, in good faith, the Patent Rights patent within the Licensed Patents Covering the Licensed Compound and Licensed Products to enable Prophase to make filings with Regulatory Authorities, as required or allowed in connection with (A) in the United States, the FDA’s Orange Book and (B) outside the United States, under the national implementations of Article 10.l(a)(iii) of Directive 2001/EC/83 or other international equivalents thereof. Global BioLife shall cooperate with Prophase’s reasonable requests in connection therewith, including meeting any submission deadlines, in each case, to the extent required or permitted by applicable law. (d) The Parties shall cooperate in obtaining Patent Term Extensions pursuant to 35 U.S.C. § 156 and foreign counterparts and equivalents thereof, including supplementary protection certificates, to the extent such extensions are available with respect to the applicable Patent Rights (“Extension Activities”).Joint

Prosecution and Maintenance of Patent Rights. (a) At Within * after the initiative of ProPhase or LicensorEffective Date, the Parties shall consult in good faith with each other regarding the OPKO will transfer to TESARO responsibility for filing, prosecuting and maintaining all OPKO Patent Rights (other than the OPKO Patent Rights, if any, that were licensed but not assigned to OPKO under the Asset Purchase Agreement) in such a way that there is not any loss of rights during such * period or in connection with the transition, including consulting with TESARO and cooperating with TESARO related to such activities prior to completion of the transition, and contacting the foreign agents of OPKO to assist in the transfer of power of attorney as required by the relevant patent offices for TESARO to assume prosecution of such files. Commencing after notification to the USPTO and OPKO foreign agent of the change in prosecution status, TESARO will have responsibility, at TESARO’s cost, for filing, conducting prosecution, and maintenance maintaining (including the defense of any interference or opposition proceedings) all such OPKO Patent Rights as to which OPKO has assumed and maintains responsibility under this Section, and shall use Commercially Reasonable Efforts in the conduct of such activities. TESARO will provide to OPKO copies of all Licensed Patents. The Licensed Patents shall be diligently filed, prosecuted prosecution filings and maintained by Licensor using reputable counsel. Licensor shall keep ProPhase reasonably informed with regard material submissions and correspondence related to the preparation, filing, prosecution, OPKO Patent Rights for which TESARO has assumed and maintenance of the Licensed Patents, including by providing ProPhase (maintains responsibility under this Section sent to or its designee) copies of office actions issued received from patent offices, proposed responses and other service providers including maintenance fee providers, and, with respect to such office actionspatent applications, and any other patent related filingsmaterial submissions, will use reasonable efforts to be made to provide OPKO with a draft of each such patent authority in the Territory sufficiently filing or material submission reasonably in advance of submitting such filings or responses so as to allow for a reasonable opportunity for ProPhase to review submission, and comment thereon. Licensor shall will consider in good faith any comments that OPKO may timely provide. In addition, TESARO will provide to OPKO such comments for incorporation into such draft. Licensor represents that during the Term that (a) all Licensed Patents will be diligently prosecuted in the respective patent offices in the Territory in accordance with applicable laws, rules and regulations, (b) all Licensed Patents will be filed and maintained properly and correctly, (c) Licensor will pay all applicable fees on or before the due date for payment, and (d) all Licensed Patents will identify each and every inventor other information related to prosecution of the claims thereof OPKO Patent Rights for which TESARO has assumed and maintains responsibility under this Section as determined in accordance with the laws of the jurisdiction in which such Patent is filed. Prophase shall reimburse Global BioLife for reasonable attorney fees and patent office costs associated with the OPKO may from time to time reasonably request to allow OPKO to track prosecution and maintenance of such OPKO Patent Rights including docket reports of all pending and issued patents and patent applications within OPKO Patent Rights. In the Licensed Patents on event TESARO decides to abandon prosecution in any country with respect to an OPKO Patent Right for which TESARO is responsible under this Section in a quarterly basis commencing on September 30particular country or decides to not otherwise maintain or extend any OPKO Patent Right for which TESARO is responsible under this Agreement in a particular country, 2022. in either case where a substitute is not filed for such OPKO Patent Right (b) Ifsuch OPKO Patent Right in the applicable country being referred to in this Agreement as an “Abandoned Patent Right”), at TESARO will give OPKO written notice, and will transfer the relevant files and authority to OPKO, sufficiently in advance of any time during the Term, the Parties may mutually agree that it is undesirable, as loss of rights to one or more countries, allow OPKO to file, prosecute prosecute, maintain or maintain any Licensed Patent, then Global BioLife shall have discretion to refrain from filing, prosecuting and/or maintaining any Licensed Patent or permitting the Licensed Patent to lapse. (c) The Parties shall cooperate with each other and discuss, in good faith, the Patent Rights within the Licensed Patents Covering the Licensed Compound and Licensed Products to enable Prophase to make filings with Regulatory Authoritiesextend, as required or allowed in connection with (A) in the United Statescase may be, the FDA’s Orange Book and (B) outside the United States, under the national implementations of Article 10.l(a)(iii) of Directive 2001/EC/83 or other international equivalents thereof. Global BioLife shall cooperate with Prophase’s reasonable requests in connection therewith, including meeting any submission deadlines, in each case, to the extent required or permitted by applicable law. (d) The Parties shall cooperate in obtaining Patent Term Extensions pursuant to 35 U.S.C. § 156 and foreign counterparts and equivalents thereof, including supplementary protection certificates, to the extent such extensions are available claims with respect to the applicable such Abandoned Patent Rights (“Extension Activities”)in the relevant country, and such Abandoned Patent Right in the relevant country will no longer be included as an OPKO Patent Right licensed to TESARO under Agreement.

Prosecution and Maintenance of Patent Rights. (a) At For the initiative of ProPhase or LicensorTerm, the Parties shall consult in good faith with each other regarding the Acer will be responsible for filing, prosecutionprosecuting and maintaining all patent applications and patents included in the Patent Rights, and maintenance whether in the Acer Territory or the Relief Territory, using independent patent counsel reasonably acceptable to Relief in the Relief Territory. Acer will: (i) furnish Relief with copies of all Licensed Patents. The Licensed Patents shall be diligently material correspondence relating to the Patent Rights from the United States Patent and Trademark Office (USPTO) and any other patent office, as well as copies of all proposed responses to such material correspondence in time for Relief to review and comment on such response; (ii) give Relief an opportunity to review the text of each patent application before filing; (iii) consult with Relief with respect thereto; (iv) supply Relief with a copy of the application as filed, prosecuted together with notice of its filing date and maintained by Licensor using reputable counselserial number; and (v) keep Relief advised of the status of actual and prospective patent filings. Licensor shall keep ProPhase reasonably informed with regard Acer will give Relief the opportunity to provide comments on and make requests of Acer concerning the preparation, filing, prosecution, protection and maintenance of the Licensed Patents, including by providing ProPhase (or its designee) copies of office actions issued from patent offices, proposed responses to such office actionsPatent Rights, and any other patent related filings, to be made to will consider such patent authority in the Territory sufficiently in advance of submitting such filings or responses so as to allow for a reasonable opportunity for ProPhase to review comments and comment thereon. Licensor shall consider requests in good faith faith. Acer shall not invoice any such comments fee to Relief for incorporation into such draft. Licensor represents that during the Term that performance of the activities under this Section 9.4 (a) all Licensed Patents will be diligently prosecuted in the respective patent offices in the Territory in accordance with applicable laws, rules and regulations, (b) all Licensed Patents will be filed and maintained properly and correctly, (c) Licensor will pay all applicable fees on or before the due date for payment, and (d) all Licensed Patents will identify each and every inventor of the claims thereof as determined in accordance with the laws of the jurisdiction in which such Patent is filed. Prophase shall reimburse Global BioLife for reasonable attorney fees and patent office costs associated with the prosecution and maintenance of the Licensed Patents on a quarterly basis commencing on September 30, 2022). (b) IfIn the event that Acer decides not to pay for the costs associated with either (i) the prosecution of any of the Patent Rights in any country in the Relief Territory to issuance or (ii) maintenance of any foreign issued patent on the Patent Rights in the Relief Territory, at Acer will timely notify Relief in writing thereof (such Patent Rights in such country will be referred to as “Abandoned Patent Rights”) with sufficient advance notice for Relief to assume the prosecution or maintenance. In the event of Acer’s abandonment of any time during the TermPatent Rights in any country, the Parties may mutually agree that it is undesirableAcer Technology License or the Acer Sublicense, as applicable: a) will terminate with respect to one or more countries, such Abandoned Patent Rights; and b) shall not be affected with respect to file, the rest of its content. In the event Relief decides to prosecute or maintain any Licensed Patent, then Global BioLife Abandoned Patent Rights: a) Acer shall have discretion assign to refrain from filing, prosecuting and/or maintaining Relief or any Licensed of its Affiliates any and all rights to such patents and b) such Abandoned Patent or permitting the Licensed Patent Rights shall not be deemed to lapse. (c) The Parties shall cooperate with each other and discuss, be included in good faith, the Patent Rights within the Licensed Patents Covering the Licensed Compound and Licensed Products to enable Prophase to make filings with Regulatory Authoritiesafter such assignment and, as required or allowed in connection with (A) in the United States, the FDA’s Orange Book and (B) outside the United States, under the national implementations effect of Article 10.l(a)(iii) of Directive 2001/EC/83 or other international equivalents thereof. Global BioLife shall cooperate with Prophase’s reasonable requests in connection therewith, including meeting any submission deadlinesthat, in each casecase such Abandoned Patent Right was the last Acer Patent securing Acer’s Royalty Payments, to no more Royalty Payments shall be due for the extent required or permitted by applicable lawrelative country of Relief Territory. (d) The Parties shall cooperate in obtaining Patent Term Extensions pursuant to 35 U.S.C. § 156 and foreign counterparts and equivalents thereof, including supplementary protection certificates, to the extent such extensions are available with respect to the applicable Patent Rights (“Extension Activities”).

Prosecution and Maintenance of Patent Rights. (a) At ViroPharma's Prior Inventions and Non-Collaboration Inventions. ViroPharma shall have the initiative of ProPhase first right to prepare, file, prosecute and maintain, throughout the world, all Patent Rights claiming ViroPharma's Prior Inventions and Non-Collaboration Inventions. With respect to any ViroPharma Prior Invention or Licensor, the Parties shall consult in good faith with each other regarding the filing, prosecution, and maintenance of all Licensed Patents. The Licensed Patents shall be diligently filed, prosecuted and maintained by Licensor using reputable counsel. Licensor shall keep ProPhase reasonably informed with regard to the preparation, filing, prosecution, and maintenance of the Licensed Patents, including by providing ProPhase (or its designee) copies of office actions issued from patent offices, proposed responses to such office actions, and any other patent related filings, to be made to such patent authority Non-Collaboration Invention that is applicable in the Territory sufficiently in advance of submitting such filings or responses so as to allow for a reasonable Field, ViroPharma shall give AHPC an opportunity for ProPhase to review and comment thereonupon the text of the applications before filing, shall consult with AHPC with respect to such application, and shall supply AHPC with a copy of the applications as filed, together with notice of its filing date and serial number. Licensor ViroPharma shall consider in good faith keep AHPC advised of the status of the actual and prospective patent filings (including, without limitation, the grant of any such comments for incorporation into such draft. Licensor represents Patent Rights that during the Term that (a) all Licensed Patents will be diligently prosecuted are applicable in the respective patent offices in the Territory in accordance with applicable laws, rules and regulations, (b) all Licensed Patents will be filed and maintained properly and correctly, (c) Licensor will pay all applicable fees on or before the due date for paymentField), and (d) all Licensed Patents will identify each and every inventor shall provide advance copies of any official correspondence related to the claims thereof as determined in accordance with the laws of the jurisdiction in which such Patent is filed. Prophase shall reimburse Global BioLife for reasonable attorney fees and patent office costs associated with the filing, prosecution and maintenance of such patent filings. If ViroPharma elects not to file a patent application or to cease the Licensed Patents prosecution and/or maintenance of any Patent Right claiming a ViroPharma Prior Invention or Non-Collaboration Invention that relates to any Collaboration Target, any Active Compound and/or any Assay and Screening Technology and that is applicable in the Field, ViroPharma shall provide AHPC with written notice immediately upon the decision to not file or continue the prosecution of such patent application or maintenance of such patent and at least sixty (60) days before ceasing prosecution and/or maintenance of a particular Patent Right that is applicable in the Field and, in such case, shall permit AHPC, at AHPC's sole discretion, to file and/or continue prosecution and/or maintenance of such Patent Right on a quarterly basis commencing on September 30ViroPharma's behalf and at AHPC's own expense. If AHPC elects to continue prosecution or maintenance, 2022ViroPharma shall execute such documents and perform such acts, at AHPC's expense, as may be reasonably necessary to permit AHPC to file, prosecute and/or maintain such Patent Rights. (b) IfAHPC's Prior Inventions and Non-Collaboration Inventions. AHPC, at its own expense, shall have the sole right to prepare, file, prosecute and maintain, throughout the world, all Patent Rights claiming any time during of AHPC's Prior Inventions and/or Non-Collaboration Inventions in countries and regions of the Termworld of AHPC's choice. With respect to patent applications filed or to be filed in the Copromotion Territory claiming any AHPC Prior Invention or Non- Collaboration Invention that relates to any Active Compound and is applicable in the Field, AHPC shall give ViroPharma an opportunity to review and comment upon the text of such applications before filing, shall consult with ViroPharma with respect to such applications, and shall supply ViroPharma with a copy of such applications as filed, together with notice of its filing date and serial number. AHPC shall keep ViroPharma advised of the status of such actual and prospective patent filings (including, without limitation, the Parties may mutually agree grant of any Patent Rights that it are applicable in the Field), and shall provide advance copies of any official correspondence related to the filing, prosecution and maintenance of such patent filings. If AHPC elects not to file a patent application or to cease the prosecution and/or maintenance of any such Patent Right, AHPC shall provide ViroPharma with written notice immediately upon the decision to not file or continue the prosecution of such patent application or maintenance of such patent and at least sixty (60) days before ceasing prosecution and/or maintenance of a particular Patent Right that is undesirableapplicable in the Field and, in such case, shall permit ViroPharma, at the ViroPharma's sole discretion, to file and/or continue prosecution and/or maintenance of such Patent Right on behalf of AHPC at ViroPharma's own expense. If ViroPharma elects to continue prosecution or maintenance, AHPC shall execute such documents and perform such acts, at ViroPharma's expense, as may be reasonably necessary to one or more countries, permit ViroPharma to file, prosecute or and/or maintain any Licensed Patent, then Global BioLife shall have discretion to refrain from filing, prosecuting and/or maintaining any Licensed such Patent or permitting the Licensed Patent to lapseRights. (c) The Parties shall cooperate with each other and discuss, in good faith, the Patent Rights within the Licensed Patents Covering the Licensed Compound and Licensed Products to enable Prophase to make filings with Regulatory Authorities, as required or allowed in connection with (A) in the United States, the FDA’s Orange Book and (B) outside the United States, under the national implementations of Article 10.l(a)(iii) of Directive 2001/EC/83 or other international equivalents thereof. Global BioLife shall cooperate with Prophase’s reasonable requests in connection therewith, including meeting any submission deadlines, in each case, to the extent required or permitted by applicable law. (d) The Parties shall cooperate in obtaining Patent Term Extensions pursuant to 35 U.S.C. § 156 and foreign counterparts and equivalents thereof, including supplementary protection certificates, to the extent such extensions are available with respect to the applicable Patent Rights (“Extension Activities”).

Prosecution and Maintenance of Patent Rights. (a) At MLNM shall have the initiative of ProPhase or Licensorright and responsibility, the at its own expense, to prosecute and maintain patent protection for all MLNM Patent Rights that are solely owned by MLNM. The XOMA Parties shall consult in good faith with each other regarding have the filingright and responsibility, prosecution, and maintenance of all Licensed Patents. The Licensed Patents shall be diligently filed, prosecuted and maintained by Licensor using reputable counsel. Licensor shall keep ProPhase reasonably informed with regard to the preparation, filing, prosecution, and maintenance of the Licensed Patents, including by providing ProPhase (or its designee) copies of office actions issued from patent offices, proposed responses to such office actions, and any other patent related filingsat their own expense, to be made to such prosecute and maintain patent authority in the Territory sufficiently in advance of submitting such filings protection for all XOMA Patent Rights that are solely owned by XOMA-US or responses so as to allow for a reasonable opportunity for ProPhase to review and comment thereon. Licensor shall consider in good faith any such comments for incorporation into such draft. Licensor represents that during the Term that (a) all Licensed Patents will be diligently prosecuted in the respective patent offices in the Territory in accordance with applicable laws, rules and regulations, XOMA-Ireland. (b) Subject to the XOMA Parties' continuing right to the prior review of, comment on, revision to and approval of material documents, which shall not be unreasonably delayed or withheld, MLNM shall have the right and responsibility to prosecute and maintain patent protection for all Licensed Patents will be filed Patent Rights made jointly by MLNM and maintained properly XOMA-US in the course of performing a Development Plan or a Development and correctlyCommercialization Plan, (c) Licensor will pay as applicable, in the names of both MLNM and XOMA-US or a designated Affiliate. XOMA-US shall use commercially reasonable efforts to make available to MLNM or its authorized attorneys, agents or representatives, such of its employees as MLNM in its reasonable judgment deems necessary in order to assist it in obtaining patent protection for such jointly made Patent Rights. XOMA-US shall sign or use commercially reasonable efforts to have signed all applicable fees legal documents necessary to file and prosecute patent applications or to obtain or maintain patents at no cost to MLNM. The XOMA Parties, on or before the due date for paymentone hand, and (d) MLNM, on the other, otherwise agree to share equally all Licensed Patents will identify each and every inventor of the claims thereof as determined in accordance with the laws of the jurisdiction in which such Patent is filed. Prophase shall reimburse Global BioLife expenses for reasonable attorney fees and patent office costs associated with the prosecution and maintenance of the Licensed Patents on a quarterly basis commencing on September 30, 2022. (b) If, at any time during the Term, the Parties may mutually agree that it is undesirable, as to one or more countries, to file, prosecute or maintain any Licensed Patent, then Global BioLife shall have discretion to refrain from filing, prosecuting and/or maintaining any Licensed patent protection for such jointly made Patent or permitting the Licensed Patent to lapseRights. (c) The In the event MLNM elects not to seek or continue to seek or maintain patent protection on any MLNM Patent Rights that are solely owned by MLNM in the Territory, the XOMA Parties shall cooperate with each other have the right (but not the obligation), at their expense (except as set forth in the last sentence of this Section 7.2(c)), to prosecute and discuss, maintain in good faith, any country within the Territory patent protection on such MLNM Patent Rights within the Licensed Patents Covering the Licensed Compound and Licensed Products to enable Prophase in MLNM's name. In any such case, MLNM shall use commercially reasonable efforts to make filings with Regulatory Authorities, as required or allowed in connection with (A) in the United States, the FDA’s Orange Book and (B) outside the United States, under the national implementations of Article 10.l(a)(iii) of Directive 2001/EC/83 or other international equivalents thereof. Global BioLife shall cooperate with Prophase’s reasonable requests in connection therewith, including meeting any submission deadlines, in each case, available to the extent required XOMA Parties or permitted by applicable lawtheir authorized attorneys, agents or representatives, such of its employees as the XOMA Parties in their reasonable judgment deem necessary in order to assist it in obtaining patent protection for such MLNM Patent Rights. MLNM shall sign or use commercially reasonable efforts to have signed all legal documents necessary to file and prosecute patent applications or to obtain or maintain patents at no cost to the XOMA Parties. (d) The In the event the XOMA Parties elect not to seek or continue to seek or maintain patent protection on any XOMA Patent Rights that are solely owned by the XOMA Parties, MLNM shall have the right (but not the obligation), at its expense (except as set forth in the last sentence of this Section 7.2(d)), to prosecute and maintain in any country patent protection on such XOMA Patent Rights in the relevant XOMA Party's name. In any such case, the XOMA Parties shall cooperate use commercially reasonable efforts to make available to MLNM or its authorized attorneys, agents or representatives, such of their employees as the XOMA Parties in their reasonable judgment deem necessary in order to assist it in obtaining patent protection for such XOMA Patent Term Extensions pursuant Rights. The XOMA Parties shall sign or use commercially reasonable efforts to 35 U.S.C. § 156 have signed all legal documents necessary to file and foreign counterparts prosecute patent applications or to obtain or maintain patents at no cost to MLNM. (e) In the event MLNM elects not to seek or continue to seek or maintain patent protection on any Patent Rights made jointly by MLNM and equivalents thereofXOMA-US in the course of the De- velopment Plan or Development and Commercialization Plan, including supplementary protection certificatesthe XOMA Parties shall have the right (but not the obligation), at their expense (except as set forth in the last sentence of this Section 7.2(e)), to prosecute and maintain in any country patent protection on such jointly made Patent Rights in the extent names of both MLNM and XOMA-US. In any such extensions are case, MLNM shall use commercially reasonable efforts to make available with respect to the applicable XOMA Parties or their authorized attorneys, agents or representatives, such of its employees as the XOMA Parties in their reasonable judgment deem necessary in order to assist them in obtaining patent protection for such jointly made Patent Rights (“Extension Activities”)Rights. MLNM shall sign or use commercially reasonable efforts to have signed all legal documents necessary to file and prosecute patent applications or to obtain or maintain patents at no cost to the XOMA Parties.

Prosecution and Maintenance of Patent Rights. (a) At GENEMEDICINE shall be responsible, at its own expense, for the initiative filing, prosecution and maintenance of ProPhase or Licensorall patent applications and patents within the GENEMEDICINE Patent Rights and any inventions conceived of and reduced to practice in the course of the Collaborative Alliance during the Term solely by its employees and agents. BIOJECT shall be responsible, at its own expense, for the Parties filing, prosecution and maintenance of all patent applications and patents within the BIOJECT Patent Rights and any inventions conceived of and reduced to practice in the course of the Collaborative Alliance during the Term solely by its employees and agents. Each party shall consult consider in good faith the requests and suggestions of the other party with each respect to strategies for filing, prosecuting and maintaining such patent applications and patents. The inventing party shall keep the other regarding party informed of progress with regard to the filing, prosecution, maintenance, enforcement and maintenance defense of all Licensed Patentspatents applications and patents subject to this Section 7.2(a). The Licensed Patents In the event that either party desires to abandon any patent application or patent within the Patent Rights of such party, or if such party later declines responsibility for any such patent application or patent, such party shall be diligently filed, prosecuted and maintained by Licensor using reputable counsel. Licensor shall keep ProPhase reasonably informed with regard provide reasonable prior written notice to the preparation, filing, prosecutionother party of such intention to abandon or decline responsibility, and maintenance of the Licensed Patentsother party shall have the right, including by providing ProPhase (or at its designee) copies of office actions issued from patent officesown expense, proposed responses to such office actionsfile, prosecute, and any other patent related filings, to be made to maintain such patent authority in the Territory sufficiently in advance of submitting such filings application or responses so as to allow for a reasonable opportunity for ProPhase to review and comment thereon. Licensor shall consider in good faith any such comments for incorporation into such draft. Licensor represents that during the Term that (a) all Licensed Patents will be diligently prosecuted in the respective patent offices in the Territory in accordance with applicable laws, rules and regulations, (b) all Licensed Patents will be filed and maintained properly and correctly, (c) Licensor will pay all applicable fees on or before the due date for payment, and (d) all Licensed Patents will identify each and every inventor of the claims thereof as determined in accordance with the laws of the jurisdiction in which such Patent is filed. Prophase shall reimburse Global BioLife for reasonable attorney fees and patent office costs associated with the prosecution and maintenance of the Licensed Patents on a quarterly basis commencing on September 30, 2022patent. (b) IfThe Steering Committee shall determine which party shall be responsible for the filing, at any time during prosecution and maintenance of patent applications and patents within the TermJoint Patent Rights on a case by case basis, with the Parties may mutually agree understanding that it is undesirablethe parties' intent that GENEMEDICINE will be responsible for the filing, as prosecution and maintenance of patent applications and patents within the Joint Patent Rights related to one gene delivery and gene expression and BIOJECT will be responsible for the filing, prosecution and maintenance of patent applications and patents within the Joint Patent Rights related to NFIDs. In the event that a party responsible for the filing, prosecution and maintenance of any patent application or more countriespatent within the Joint Patent Rights desires to abandon such patent application or patent, or if such party later declines responsibility for such patent application or patent, such party shall provide reasonable prior written notice to the other party of its intention to abandon or decline responsibility, and the other party shall have the right, but not the obligation, to prepare, file, prosecute or prosecute, and maintain any Licensed Patent, then Global BioLife such patent application or patent within the Joint Patent Rights. The parties shall have discretion to refrain from share equally the costs of filing, prosecuting and/or and maintaining any Licensed Patent patents or permitting the Licensed Patent to lapse. (c) The Parties shall cooperate with each other and discuss, in good faith, the Patent Rights patent applications within the Licensed Patents Covering the Licensed Compound and Licensed Products to enable Prophase to make filings with Regulatory Authorities, as required or allowed in connection with (A) in the United States, the FDA’s Orange Book and (B) outside the United States, under the national implementations of Article 10.l(a)(iii) of Directive 2001/EC/83 or other international equivalents thereof. Global BioLife shall cooperate with Prophase’s reasonable requests in connection therewith, including meeting any submission deadlines, in each case, to the extent required or permitted by applicable lawJoint Patent Rights. (d) The Parties shall cooperate in obtaining Patent Term Extensions pursuant to 35 U.S.C. § 156 and foreign counterparts and equivalents thereof, including supplementary protection certificates, to the extent such extensions are available with respect to the applicable Patent Rights (“Extension Activities”).

Prosecution and Maintenance of Patent Rights. (a) At ViroPharma's Prior Inventions and Non-Collaboration Inventions. ViroPharma shall have the initiative of ProPhase first right to prepare, file, prosecute and maintain, throughout the world, all Patent Rights claiming ViroPharma's Prior Inventions and Non-Collaboration Inventions. With respect to any ViroPharma Prior Invention or Licensor, the Parties shall consult in good faith with each other regarding the filing, prosecution, and maintenance of all Licensed Patents. The Licensed Patents shall be diligently filed, prosecuted and maintained by Licensor using reputable counsel. Licensor shall keep ProPhase reasonably informed with regard to the preparation, filing, prosecution, and maintenance of the Licensed Patents, including by providing ProPhase (or its designee) copies of office actions issued from patent offices, proposed responses to such office actions, and any other patent related filings, to be made to such patent authority Non-Collaboration Invention that is applicable in the Territory sufficiently in advance of submitting such filings or responses so as to allow for a reasonable Field, ViroPharma shall give Wyeth an opportunity for ProPhase to review and comment thereonupon the text of the applications before filing, shall consult with Wyeth with respect to such application, and shall supply Wyeth with a copy of the applications as filed, together with notice of its filing date and serial number. Licensor ViroPharma shall consider in good faith keep Wyeth advised of the status of the actual and prospective patent filings (including, without limitation, the grant of any such comments for incorporation into such draft. Licensor represents Patent Rights that during the Term that (a) all Licensed Patents will be diligently prosecuted are applicable in the respective patent offices in the Territory in accordance with applicable laws, rules and regulations, (b) all Licensed Patents will be filed and maintained properly and correctly, (c) Licensor will pay all applicable fees on or before the due date for paymentField), and (d) all Licensed Patents will identify each and every inventor shall provide advance copies of any official correspondence related to the claims thereof as determined in accordance with the laws of the jurisdiction in which such Patent is filed. Prophase shall reimburse Global BioLife for reasonable attorney fees and patent office costs associated with the filing, prosecution and maintenance of such patent filings. If ViroPharma elects not to file a patent application or to cease the Licensed Patents prosecution and/or maintenance of any Patent Right claiming a ViroPharma Prior Invention or Non-Collaboration Invention that relates to any Collaboration Target, any Active Compound and/or any Assay and Screening Technology and that is applicable in the Field, ViroPharma shall provide Wyeth with written notice immediately upon the decision to not file or continue the prosecution of such patent application or maintenance of such patent and at least sixty (60) days before ceasing prosecution and/or maintenance of a particular Patent Right that is applicable in the Field and, in such case, shall permit Wyeth, at Wyeth's sole discretion, to file and/or continue prosecution and/or maintenance of such Patent Right on a quarterly basis commencing on September 30ViroPharma's behalf and at Wyeth's own expense. If Wyeth elects to continue prosecution or maintenance, 2022ViroPharma shall execute such documents and perform such acts, at Wyeth's expense, as may be reasonably necessary to permit Wyeth to file, prosecute and/or maintain such Patent Rights. (b) IfWyeth's Prior Inventions and Non-Collaboration Inventions. Wyeth, at its own expense, shall have the sole right to prepare, file, prosecute and maintain, throughout the world, all Patent Rights claiming any time during of Wyeth's Prior Inventions and/or Non-Collaboration Inventions in countries and regions of the Termworld of Wyeth's choice. With respect to patent applications filed or to be filed in the Copromotion Territory claiming any Wyeth Prior Inventionor Non-Collaboration Invention that relates to any Active Compound and is applicable in the Field, Wyeth shall give ViroPharma an opportunity to review and comment upon the text of such applications before filing, shall consult with ViroPharma with respect to such applications, and shall supply ViroPharma with a copy of such applications as filed, together with notice of its filing date and serial number. Wyeth shall keep ViroPharma advised of the status of such actual and prospective patent filings (including, without limitation, the Parties may mutually agree grant of any Patent Rights that it are applicable in the Field), and shall provide advance copies of any official correspondence related to the filing, prosecution and maintenance of such patent filings. If Wyeth elects not to file a patent application or to cease the prosecution and/or maintenance of any such Patent Right, Wyeth shall provide ViroPharma with written notice immediately upon the decision to not file or continue the prosecution of such patent application or maintenance of such patent and at least sixty (60) days before ceasing prosecution and/or maintenance of a particular Patent Right that is undesirableapplicable in the Field and, in such case, shall permit ViroPharma, at the ViroPharma's sole discretion, to file and/or continue prosecution and/or maintenance of such Patent Right on behalf of Wyeth at ViroPharma's own expense. If ViroPharma elects to continue prosecution or maintenance, Wyeth shall execute such documents and perform such acts, at ViroPharma's expense, as may be reasonably necessary to one or more countries, permit ViroPharma to file, prosecute or and/or maintain any Licensed Patent, then Global BioLife shall have discretion to refrain from filing, prosecuting and/or maintaining any Licensed such Patent or permitting the Licensed Patent to lapseRights. (c) The Parties shall cooperate with each other and discuss, in good faith, the Patent Rights within the Licensed Patents Covering the Licensed Compound and Licensed Products to enable Prophase to make filings with Regulatory Authorities, as required or allowed in connection with (A) in the United States, the FDA’s Orange Book and (B) outside the United States, under the national implementations of Article 10.l(a)(iii) of Directive 2001/EC/83 or other international equivalents thereof. Global BioLife shall cooperate with Prophase’s reasonable requests in connection therewith, including meeting any submission deadlines, in each case, to the extent required or permitted by applicable law. (d) The Parties shall cooperate in obtaining Patent Term Extensions pursuant to 35 U.S.C. § 156 and foreign counterparts and equivalents thereof, including supplementary protection certificates, to the extent such extensions are available with respect to the applicable Patent Rights (“Extension Activities”).

Prosecution and Maintenance of Patent Rights. 10.4.1 Aventis shall be responsible for (a) At the initiative of ProPhase or Licensorpreparing, the Parties shall consult in good faith with each other regarding the filingfiling and prosecuting patent applications (including reissue, prosecutioncontinuing, divisional, and maintenance of all Licensed Patents. The Licensed Patents shall be diligently filed, prosecuted and maintained by Licensor using reputable counsel. Licensor shall keep ProPhase reasonably informed with regard to the preparation, filing, prosecution, and maintenance of the Licensed Patents, including by providing ProPhase (or its designee) copies of office actions issued from patent offices, proposed responses to such office actions, substitute applications and any other patent related filings, to be made to such patent authority in the Territory sufficiently in advance of submitting such filings or responses so as to allow for a reasonable opportunity for ProPhase to review and comment thereon. Licensor shall consider in good faith any such comments for incorporation into such draft. Licensor represents that during the Term that (a) all Licensed Patents will be diligently prosecuted in the respective patent offices in the Territory in accordance with applicable laws, rules and regulationsforeign counterparts thereof), (b) all Licensed Patents will be filed for maintaining any Patent Rights, and maintained properly and correctly, (c) Licensor will pay all applicable fees on for managing any interference or before opposition proceedings relating to the due foregoing (“Patent Prosecution”) Covering any Aventis Intellectual Property or Program Intellectual Property. ImmunoGen shall be responsible for Patent Prosecution for ImmunoGen Intellectual Property. All Patent Prosecution expenses, including attorneys’ fees, incurred by a Party in the performance of Patent Prosecution shall be borne by such Party. 10.4.2 Except with respect to Aventis Intellectual Property, with respect to which ImmunoGen shall not have rights under this Section, if the prosecuting Party elects not to continue pursuing Patent Prosecution with respect to any rights within Patent Rights (and the other Party has rights under such Patent Right), then the prosecuting Party shall notify the other Party in writing of such election at least ***** (*****) ***** prior to the last available date for payment, and (d) all Licensed Patents will identify each and every inventor of the claims thereof as determined in accordance with the laws of the jurisdiction in which action to preserve such Patent Rights. If such other Party elects to continue Patent Prosecution, such other Party may do so at its sole expense. If ImmunoGen is filed. Prophase shall reimburse Global BioLife for reasonable attorney fees the Party that elects not to continue pursuing Patent Prosecution and patent office costs associated with the prosecution and maintenance of the Licensed Patents on a quarterly basis commencing on September 30, 2022. (b) If, at any time during the Term, the Parties may mutually agree that it is undesirable, as Aventis elects to one or more countries, to file, prosecute or maintain any Licensed Patentcontinue such Patent Prosecution, then Global BioLife shall have discretion to refrain from filing, prosecuting and/or maintaining any Licensed Patent or permitting the Licensed Patent to lapse. (ca) The Parties shall cooperate with each other and discuss, in good faith, the such affected Patent Rights within the Licensed Patents Covering the Licensed Compound shall not be considered a Valid Claim hereunder and Licensed Products no Royalties shall be payable by Aventis to enable Prophase to make filings with Regulatory Authorities, as required or allowed in connection with (A) in the United States, the FDA’s Orange Book and (B) outside the United States, under the national implementations of Article 10.l(a)(iii) of Directive 2001/EC/83 or other international equivalents thereof. Global BioLife shall cooperate with Prophase’s reasonable requests in connection therewith, including meeting any submission deadlines, in each case, to the extent required or permitted by applicable law. (d) The Parties shall cooperate in obtaining Patent Term Extensions pursuant to 35 U.S.C. § 156 and foreign counterparts and equivalents thereof, including supplementary protection certificates, to the extent such extensions are available ImmunoGen hereunder with respect to the applicable affected Patent Rights in such country and (“Extension Activities”)b) Aventis shall be entitled to offset the costs of such Patent Prosecution against Royalties, if any, due to ImmunoGen hereunder for sales of Products in such country. For clarity, in the event that Aventis incurs such costs of Patent Prosecution and there are not sufficient Royalties to fully offset such costs in the ***** in which such costs are incurred, ImmunoGen shall have no obligation to make a payment to Aventis for such costs; provided that, Aventis may continue such offsets in subsequent ***** until such costs are fully recovered.

Prosecution and Maintenance of Patent Rights. (a) At Celgene shall be responsible, at its own expense, for the initiative filing, prosecution and maintenance of ProPhase or Licensorall patent applications and patents within the Celgene Patent Rights. Novartis shall be responsible, at its own expense, for the Parties filing, prosecution and maintenance of all patent applications and patents within the Novartis Patent Rights. Each Party shall consult consider in good faith the requests and suggestions of the other Party with each respect to strategies for filing, prosecuting and maintaining such patent applications and patents. The responsible Party shall keep the other regarding Party informed of progress with regard to the filing, prosecution, maintenance, enforcement and maintenance defense of all Licensed Patentspatents applications and patents subject to this Section 9.2(a). The Licensed Patents In the event that Celgene desires to abandon any patent application or patent within the Celgene Patent Rights that claims a Celgene Invention, or if Celgene later declines responsibility for any such patent application or patent, Celgene shall be diligently filed, prosecuted and maintained by Licensor using reputable counsel. Licensor shall keep ProPhase reasonably informed with regard provide reasonable prior written notice to the preparation, filing, prosecutionNovartis of such intention to abandon or decline responsibility, and maintenance of Novartis shall have the Licensed Patentsright, including by providing ProPhase (or but not the obligation, as its designee) copies of office actions issued from patent officesown expense, proposed responses to such office actionsfile, prosecute, and any other patent related filings, to be made to maintain such patent authority in the Territory sufficiently in advance of submitting such filings application or responses so as to allow for a reasonable opportunity for ProPhase to review and comment thereon. Licensor shall consider in good faith any such comments for incorporation into such draft. Licensor represents that during the Term that (a) all Licensed Patents will be diligently prosecuted in the respective patent offices in the Territory in accordance with applicable laws, rules and regulations, (b) all Licensed Patents will be filed and maintained properly and correctly, (c) Licensor will pay all applicable fees on or before the due date for payment, and (d) all Licensed Patents will identify each and every inventor of the claims thereof as determined in accordance with the laws of the jurisdiction in which such Patent is filed. Prophase shall reimburse Global BioLife for reasonable attorney fees and patent office costs associated with the prosecution and maintenance of the Licensed Patents on a quarterly basis commencing on September 30, 2022patent. (b) IfThe Parties shall determine by mutual agreement which Party shall be responsible for the filing, at prosecution and maintenance of patent applications and patents within the Joint Patent Rights on a case by case basis. In the event that a party responsible for the filing, prosecution and maintenance of any time during patent application or patent within the TermJoint Patent Rights desires to abandon such patent application or patent, or if such Party later declines responsibility for such patent application or patent, such Party shall provide reasonable prior written notice to the Parties may mutually agree that it is undesirableother Party of its intention to abandon or decline responsibility, as to one or more countriesand the other Party shall have the right, but not the obligation, to prepare, file, prosecute or prosecute, and maintain any Licensed Patent, then Global BioLife such patent application or patent within the Joint Patent Rights. The Parties shall have discretion to refrain from share equally the costs of filing, prosecuting and/or and maintaining any Licensed Patent patents or permitting the Licensed Patent to lapse. (c) The Parties shall cooperate with each other and discuss, in good faith, the Patent Rights patent applications within the Licensed Patents Covering the Licensed Compound and Licensed Products to enable Prophase to make filings with Regulatory Authorities, as required or allowed in connection with (A) in the United States, the FDA’s Orange Book and (B) outside the United States, under the national implementations of Article 10.l(a)(iii) of Directive 2001/EC/83 or other international equivalents thereof. Global BioLife shall cooperate with Prophase’s reasonable requests in connection therewith, including meeting any submission deadlines, in each case, to the extent required or permitted by applicable lawJoint Patent Rights. (d) The Parties shall cooperate in obtaining Patent Term Extensions pursuant to 35 U.S.C. § 156 and foreign counterparts and equivalents thereof, including supplementary protection certificates, to the extent such extensions are available with respect to the applicable Patent Rights (“Extension Activities”).

Prosecution and Maintenance of Patent Rights. (a) At the initiative of ProPhase or Licensor, 9.2.1 Each Party shall use reasonable efforts to handle all communications between the Parties under this Section 9.2 through their Patent Representatives and keep such communications in strict confidence to protect their attorney-client privileged status. 9.2.2 argenx shall consult in good faith have the first right to prepare, file, prosecute and maintain the argenx Patent Rights that are Sole Collaboration Inventions on a worldwide basis, using outside counsel selected by argenx and acceptable to Xxxxxxx. argenx shall provide Xxxxxxx with each other regarding the filinga reasonable opportunity to review and comment on its efforts to prepare, prosecutionfile, prosecute and maintenance of all Licensed Patents. The Licensed Patents shall be diligently filed, prosecuted and maintained by Licensor using reputable counsel. Licensor shall keep ProPhase reasonably informed with regard to the preparation, filing, prosecution, and maintenance of the Licensed Patentsmaintain argenx Patent Rights, including by providing ProPhase (or its designee) copies Xxxxxxx with a copy of office actions issued material communications from any patent offices, proposed responses to such office actionsauthority regarding any argenx Patent Right, and by providing drafts of any other patent related filings, material filings or responses to be made to such patent authority in the Territory sufficiently in advance of submitting such filings or responses so as to allow for a reasonable opportunity for ProPhase to review and comment thereonresponses. Licensor argenx shall consider Xxxxxxx’x comments regarding such communications and drafts in good faith faith. If argenx determines, in its sole discretion, to abandon or not maintain any argenx Patent Right in any country, then argenx shall provide Xxxxxxx with written notice of such comments determination within a period of time sufficiently in advance to enable Xxxxxxx to determine whether it will assume responsibility for incorporation into such draftargenx Patent Right (which notice shall be given no later than [...***...] prior to any final deadline for any pending action or response that may be due with respect to such argenx Patent Right with the applicable patent authority). Licensor represents If Xxxxxxx provides written notice to argenx that during it will assume responsibility for such argenx Patent Right, argenx shall transfer such responsibility to Xxxxxxx and shall execute any documents necessary to complete such transfer. Upon completion of such transfer, Xxxxxxx shall have the Term that right to prepare, file, prosecute and maintain such Patent Right at its sole expense (awhich shall not be shared by the Parties as Allowable Expenses) all Licensed Patents will and such Patent Right shall no longer be diligently prosecuted included in the respective patent offices in argenx Patent Rights. 9.2.3 Xxxxxxx shall have the Territory in accordance with applicable lawssole right and authority to prepare, rules file, prosecute and regulationsmaintain the Xxxxxxx Patent Rights that Cover Sole Collaboration Inventions and the Joint Collaboration Patent Rights on a worldwide basis. Xxxxxxx shall keep argenx reasonably informed regarding the filing, (b) all Licensed Patents will be filed and maintained properly and correctly, (c) Licensor will pay all applicable fees on or before the due date for payment, and (d) all Licensed Patents will identify each and every inventor of the claims thereof as determined in accordance with the laws of the jurisdiction in which such Patent is filed. Prophase shall reimburse Global BioLife for reasonable attorney fees and patent office costs associated with the prosecution and maintenance of such Xxxxxxx Patent Rights and the Licensed Patents on a quarterly basis commencing on September 30, 2022Joint Collaboration Patent Rights. (b) If9.2.4 The Out-of-Pocket Costs incurred by argenx or Xxxxxxx or their Affiliates in preparing, at any time during filing, prosecuting and maintaining the Termargenx Patent Rights, the Parties may mutually agree that it is undesirableXxxxxxx Patent Rights or Joint Collaboration Patent Rights shall be borne by the Party incurring such expense. 9.2.5 Each Party shall provide the other Party with all reasonable assistance and cooperation in preparing, filing, prosecuting and maintaining Patent Rights pursuant to this Section 9.2, including providing any necessary powers of attorney and executing any other required documents or instruments, as well as further actions as set forth below. Such assistance and cooperation shall include making a Party’s inventors and other scientific advisors reasonably available to one or more countriesassist the other Party’s efforts to prepare, to file, prosecute and maintain Patent Rights pursuant to this Section 9.2. 9.2.6 All communications between the Parties relating to the preparation, filing, prosecution or maintain maintenance of Patent Rights pursuant to this Section 9.2, including copies of any Licensed Patentdraft or final documents or any communications received from or sent to patent offices or patenting authorities with respect to such Patents, then Global BioLife shall have discretion be considered Confidential Information of the Party Controlling the relevant Patent and subject to refrain from the confidentiality provisions of Article X. 9.2.7 Each Party shall take all reasonable actions requested by the other Party responsible for preparing, filing, prosecuting and/or or maintaining any Licensed Patent or permitting the Licensed Patent to lapse. (c) The Parties shall cooperate with each other and discuss, in good faith, the Patent Rights within pursuant to this Section 9.2 to perfect or separately document the Licensed Patents Covering other Party’s ownership interest rights in such Patent Right as provided for in this Agreement, including by causing its and its applicable Affiliates’ employees, agents and consultants to execute appropriate assignment documents. The requesting Party shall not be required to pay any remuneration to the Licensed Compound and Licensed Products to enable Prophase to make filings with Regulatory Authoritiesother Party or its Affiliates, as required or allowed in connection with (A) in any of their employees, agents or consultants, for the United States, the FDA’s Orange Book and (B) outside the United States, under the national implementations execution of Article 10.l(a)(iii) of Directive 2001/EC/83 any assignments or other international equivalents thereofpapers pursuant to this Section. Global BioLife Each Party shall cooperate with Prophase’s reasonable requests in connection therewithbe solely responsible for any compensation due to its and its Affiliates’ employees, agents and consultants for (i) the assignment of their respective rights to any Collaboration Inventions and associated Patent Rights pursuant to this Agreement or (ii) the Exploitation of any such Collaboration Inventions or associated Patent Rights by any Party or its Affiliates pursuant to this Agreement, including meeting any submission deadlines, in each case, to the extent required or permitted by operation of applicable lawLaw. (d) The Parties shall cooperate in obtaining Patent Term Extensions pursuant to 35 U.S.C. § 156 and foreign counterparts and equivalents thereof, including supplementary protection certificates, to the extent such extensions are available with respect to the applicable Patent Rights (“Extension Activities”).