Common use of Prosecution and Maintenance Clause in Contracts

Prosecution and Maintenance. Wyeth shall be responsible for the preparation, filing, prosecution and maintenance (including, without limitation, any interferences, oppositions, reissue proceedings and reexaminations), of the Wyeth Patents. Wyeth shall reasonably consult with DOV with respect to the preparation, filing, prosecution and maintenance of the Wyeth Primary Patents and DOV agrees to reasonably cooperate with Wyeth in such activities. Wyeth shall keep DOV advised of the status of such activities and shall also inform DOV in a timely manner of any material communications Wyeth receives from the relevant patent office with respect to such activities. Wyeth shall give notice to DOV of any desire to cease preparation, filing, prosecution or maintenance of any Wyeth Primary Patent on a country-by-country basis, and in such case, DOV shall have the right to elect to continue preparation, filing, prosecution and maintenance of such Wyeth Primary Patent. In the event that DOV elects to continue any such activities for such Wyeth Primary Patent, DOV shall reasonably consult with Wyeth with respect thereto and shall consider in good xxxxx Xxxxx’x reasonable views with respect to such activities, and Wyeth agrees to transfer to DOV all information reasonably requested by DOV for DOV to conduct such activities and to otherwise reasonably cooperate with DOV in such actions. DOV shall keep Wyeth advised of the status of such actions and shall also inform Wyeth in a timely manner of any material communications DOV receives from the relevant patent office with respect to such activities. Each party shall bear its own costs with respect to any preparation, filing, prosecution and maintenance of any Wyeth Patent for which it is responsible. Upon DOV’s reasonable request, Wyeth shall consider in good faith prosecuting in a separate Patent application any claim(s) concerning Product or Marketed Product that if separated into a separate Patent would thereby qualify as a “Wyeth Primary Patent” under clause (iv) of that definition instead of being included in another Wyeth Patent that is a “Wyeth Secondary Patent” hereunder, provided that (i) such separation and additional Patent shall not adversely affect the patentability, validity or enforceability any of the other Wyeth Patents or any other Patents owned or controlled by Wyeth or any of its Affiliates, and (ii) DOV shall be responsible for any incremental out-of-pocket costs incurred by Wyeth for preparing, filing, prosecuting and maintaining such additional Patent.

Prosecution and Maintenance. Wyeth Abbott shall be solely responsible for the preparation, filing, prosecution and the associated costs incurred in connection with maintenance of the Patents (includingexcept for the case family including [/\#/\] which is the responsibility of BASF AG; provided always that Abbott shall use Commercially Reasonable Efforts to cause BASF AG to defend or prosecute the case family as necessary) in Abbott's name, without limitation, any including oppositions and interferences, oppositionsxxbject to Myogen's right to assume such duties in the event Abbott reasonably fails to adequately prepare, reissue proceedings file, prosecute and reexaminations)maintain the Patents. By June 30, 2003, Abbott shall inform BASF AG of Abbott's desire to have the Patent family for whicx XXXX XG has responsibility transferred to Abbott and Abbott shall use commercially reasonable efforts to have BASF AG agree to such transfer to Abbott within a reasonable time after the Effective Date, and upon such transfer such Patents will be subject to the same terms and conditions of this Agreement as the Patents for which Abbott has responsibility as of the Wyeth PatentsEffective Date. Wyeth Abbott and Myogen shall consult and cooperate with each other, and Abbott shall keep Myogen reasonably consult with DOV informed with respect to the preparationprosecution [/\#/\] CONFIDENTIAL TREATMENT REQUESTED 27 [/\#/\] CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, filingMARKED BY BRACKETS, IS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. and maintenance of the Patents hereunder, including the case family which is the responsibility of BASF AG. In this regard Abbott shall exercise its rights under its license from BASF AG for this Patent family such that Myogen shall have the opportunity to participate in the preservation of these Patent rights if it chooses to do so. In connection with its duties under this Section 13.2, Abbott will provide Myogen with: (a) copies of all material documents received or prepared by Abbott in the prosecution and maintenance of the Wyeth Primary Patents Patents; (b) advance written notice to the extent reasonably practical of any action or proceeding relating to any Patent; and DOV agrees to reasonably cooperate with Wyeth in such activities. Wyeth shall keep DOV advised of (c) a bi-annual report on the status of such activities and prosecution of all Patents. Abbott shall also inform DOV provide copies in a timely manner to allow Myogen an opportunity, if it so elects, to review and comment on Abbott's proposed patent strategy. If Myogen determines, upon advice of any material communications Wyeth receives from the relevant its patent office counsel, that further prosecution actions with respect to an existing application within the Patents or a reexamination, reissue, interference and action under 35 USC Paragraph 146 or other official proceeding involving an issued Patent anywhere in the Myogen Territory is required to ensure the enforceability of such activities. Wyeth shall give notice to DOV of any desire to cease preparationPatent or adequate claim coverage within such Patents, filing, prosecution or maintenance of any Wyeth Primary Patent on a country-by-country basis, and in such case, DOV Abbott shall have the right and sole responsibility for conducting such prosecution action or instituting such proceeding. If Abbott elects not to elect to continue preparationexercise such right, filing, prosecution then Myogen shall have the right and maintenance sole responsibility for the pursuit of such Wyeth Primary Patent. In the event that DOV elects to continue any such activities for such Wyeth Primary Patent, DOV shall reasonably consult with Wyeth with respect thereto and shall consider in good xxxxx Xxxxx’x reasonable views with respect to such activities, and Wyeth agrees to transfer to DOV Abbott shall cooperate with Myogen and provide Myogen with all necessary information reasonably requested by DOV for DOV to conduct such activities and activities. Inasmuch as the Patents cover other compounds not licensed to otherwise reasonably cooperate with DOV in such actions. DOV shall keep Wyeth advised of the status of such actions and shall also inform Wyeth in a timely manner of Myogen hereunder, Abbott warrants that it will not take any material communications DOV receives from the relevant patent office action with respect to such activities. Each party shall bear its own costs with respect to any preparationthe Patents, filing, prosecution and maintenance of any Wyeth Patent for which it is responsible. Upon DOV’s reasonable request, Wyeth shall consider in good faith prosecuting in would have a separate Patent application any claim(s) concerning Product or Marketed Product that if separated into a separate Patent would thereby qualify as a “Wyeth Primary Patent” under clause (iv) of that definition instead of being included in another Wyeth Patent that is a “Wyeth Secondary Patent” hereunder, provided that (i) such separation and additional Patent shall not adversely affect material adverse effect on the patentability, validity or enforceability any patent coverage of the other Wyeth Patents or any other Patents owned or controlled by Wyeth or any of its Affiliates, and (ii) DOV shall be responsible for any incremental out-of-pocket costs incurred by Wyeth for preparing, filing, prosecuting and maintaining such additional PatentCompound.

Prosecution and Maintenance. Wyeth Ixsys and Xxxxxxx-Xxxxx each shall be responsible for have the preparationright, filingusing commercially reasonable practices, prosecution and maintenance (includingto control the prosecution, without limitation, any interferences, oppositions, reissue proceedings and reexaminations), of the Wyeth Patents. Wyeth shall reasonably consult with DOV with respect to the preparation, filing, prosecution grant and maintenance of its Patent Rights, and to select all patent counsel or other professionals to advise, represent or act for it in all matters relating to its Patent Rights, except as otherwise provided in this Article 14. Xxxxxxx-Xxxxx shall control the Wyeth Primary Patents prosecution, grant and DOV agrees to reasonably cooperate with Wyeth in such activities. Wyeth shall keep DOV advised maintenance of Patent Rights regarding (a) Xxxxxxx-Xxxxx Inventions, (b) those Joint Inventions that constitute composition of matter and related use inventions (including without limitation Joint Inventions that constitute Program Antibodies, Products or related Materials necessary solely for the production or use of Program Antibodies or Products or the use of Program Antibodies or Products), and (c) those Ixsys Inventions that constitute BR96 Antibodies, human or humanized BR96 antibodies, L6 Antibodies, human or humanized L6 antibodies or Products containing BR96 Antibodies, human or humanized BR96 antibodies, L6 Antibodies, human or humanized L6 antibodies, or related Materials necessary solely for the production or use of any of the status foregoing or the use of such activities Program Antibodies or Products. Ixsys shall control the prosecution, grant and maintenance of Patent Rights regarding all other Joint Inventions and all other Ixsys Inventions. All costs incurred in connection with the prosecution, grant and maintenance of Patent Rights shall also inform DOV in a timely manner of any material communications Wyeth receives from be borne by the relevant patent office party taking action with respect to such activities. Wyeth shall give notice to DOV of any desire to cease preparation, filing, prosecution or maintenance of any Wyeth Primary Patent on a country-by-country basis, and in such case, DOV shall have the right to elect to continue preparation, filing, prosecution and maintenance of such Wyeth Primary Patent. In the event that DOV elects to continue any such activities for such Wyeth Primary Patent, DOV shall reasonably consult with Wyeth with respect thereto and shall consider in good xxxxx Xxxxx’x reasonable views with respect to such activities, and Wyeth agrees to transfer to DOV all information reasonably requested by DOV for DOV to conduct such activities and to otherwise reasonably cooperate with DOV in such actions. DOV shall keep Wyeth advised of the status of such actions and shall also inform Wyeth in a timely manner of any material communications DOV receives from the relevant patent office with respect to such activitiesRights. Each party shall bear its own costs with respect to any preparationinform the other party at regular intervals, filingor on request, prosecution and maintenance about the status of any Wyeth Patent patent applications or patents for which it is responsible. Upon DOV’s reasonable requestIn the event that Ixsys or Xxxxxxx-Xxxxx elects not to file a patent application in any country, Wyeth or decides to abandon any pending application or granted patent in any country, it shall consider in good faith prosecuting in a separate provide adequate notice to the other party and give the other party the opportunity to file or maintain such application or patent at its own expense; provided, however, that except for the right to file and maintain such Patent application any claim(s) concerning Product or Marketed Product that if separated into a separate Rights, the rights of Ixsys and Xxxxxxx-Xxxxx to such Patent would thereby qualify as a “Wyeth Primary Patent” under clause (iv) of that definition instead of being included in another Wyeth Patent that is a “Wyeth Secondary Patent” hereunder, provided that (i) such separation and additional Patent Rights shall not adversely affect the patentability, validity or enforceability any be affected by reason of the other Wyeth Patents or any other Patents owned or controlled by Wyeth or any of its Affiliates, and (ii) DOV shall be responsible for any incremental out-of-pocket costs incurred by Wyeth for preparing, filing, prosecuting and maintaining such additional Patentthis paragraph.

Prosecution and Maintenance. Wyeth 23.1 As between the Parties, in all countries in the Territory: (a) at its own cost, Sanofi will have the sole and exclusive right, but not the obligation, to control the Prosecution and Maintenance of any Patent Rights comprised in the Sanofi Background IP, the Sanofi Collaboration IP and any EXS Project IP (other than the Terminated Project IP); and (b) at its own cost, EXS will have the sole and exclusive right, but not the obligation, to control the Prosecution and Maintenance of any Patent Rights comprised in the EXS Background IP [***] and any Terminated Project IP. 23.2 If Sanofi elects to abandon any Patent Rights comprised in the EXS Project IP under Clause 20.1(a) in any country in the Territory, then Sanofi shall be responsible for the preparationprovide EXS with prompt written notice (in any event, filing, prosecution and maintenance (including, without limitation, any interferences, oppositions, reissue proceedings and reexaminations), of the Wyeth Patents. Wyeth shall reasonably consult with DOV with respect at least [***] prior to the preparationdate that abandonment would become effective) and EXS shall, filingat its own cost, prosecution and maintenance of the Wyeth Primary Patents and DOV agrees to reasonably cooperate with Wyeth in such activities. Wyeth shall keep DOV advised of the status of such activities and shall also inform DOV in a timely manner of any material communications Wyeth receives from the relevant patent office with respect to such activities. Wyeth shall give notice to DOV of any desire to cease preparation, filing, prosecution or maintenance of any Wyeth Primary Patent on a country-by-country basis, and in such case, DOV shall have the right to elect to continue preparation, filing, prosecution assume the Prosecution and maintenance Maintenance of those Patent Rights in its own name. 23.3 Sanofi shall provide EXS with copies of any documents it receives or prepares in connection with the Prosecution and Maintenance of the Licensed Product Patents and shall inform EXS of the progress of such Wyeth Primary PatentProsecution and Maintenance. In Before filing any document with a patent office in connection with such Prosecution and Maintenance of the event that DOV elects Licensed Product Patents, Sanofi shall provide a copy of the document to continue any such activities for such Wyeth Primary PatentEXS sufficiently in advance to enable EXS to comment on it and give due consideration to EXS’s comments. EXS shall, DOV shall reasonably consult with Wyeth with respect thereto and shall consider cause its Affiliates to, assist and cooperate with Sanofi, and provide any information and assistance as Sanofi may reasonably request from time to time, in good xxxxx Xxxxx’x connection with the Prosecution and Maintenance of the Licensed Product Patents or the Sanofi Product Patents including: (a) offering its comments promptly upon reasonable views with respect request; (b) providing access to relevant documents and other evidence and making its employees available at reasonable business hours and (c) providing to Sanofi any reference relevant to such activitiesPatent Rights as necessary to meet any duty of disclosure to a patent authority. Sanofi shall [***]. 23.4 EXS shall, and Wyeth agrees to transfer to DOV all information reasonably requested by DOV for DOV to conduct such activities and to otherwise [***] reasonably cooperate with DOV Sanofi upon Sanofi’s reasonable request in such actions. DOV shall keep Wyeth advised of obtaining patent term extension or supplemental protection certificates and the status of such actions and shall also inform Wyeth in a timely manner of any material communications DOV receives from the relevant patent office with respect to such activities. Each party shall bear its own costs like with respect to any preparationProduct Patent, filing, prosecution in each country and maintenance of any Wyeth Patent for which region where it is responsiblepossible to do so. Upon DOV’s reasonable request, Wyeth shall consider Sanofi will make the election in good faith prosecuting in a separate Patent application any claim(s) concerning Product or Marketed Product that if separated into a separate Patent would thereby qualify as a “Wyeth Primary Patent” under clause (iv) of that definition instead of being included in another Wyeth Patent that is a “Wyeth Secondary Patent” hereunder, provided that (i) such separation and additional Patent shall not adversely affect accordance with the patentability, validity or enforceability any of the other Wyeth Patents or any other Patents owned or controlled by Wyeth or any of its Affiliatespreceding sentence, and (ii) DOV shall be responsible for EXS agrees to abide by any incremental out-of-pocket costs incurred election made by Wyeth for preparing, filing, prosecuting and maintaining such additional PatentSanofi.

Prosecution and Maintenance. Wyeth 4.2.1 BioAge shall be responsible for have the preparationfirst right to file, filingprosecute and maintain all Patent Rights specified under Licensed Patents at BioAge’s sole expense using outside counsel reasonably acceptable to Amgen. BioAge will use Commercially Reasonable Efforts to prepare, prosecution file, prosecute, defend and maintenance (including, without limitation, any interferences, oppositions, reissue proceedings and reexaminations), of the Wyeth maintain all Patent Rights specified under Licensed Patents. Wyeth Amgen shall reasonably consult cooperate with DOV with respect BioAge’s requests for data, affidavits, and other information and assistance to the preparation, filing, support prosecution and maintenance of the Wyeth Primary Patents and DOV agrees to reasonably cooperate with Wyeth Patent Rights in such activities. Wyeth the Licensed Patents; provided, however, that BioAge shall keep DOV advised of the status of such activities and shall also inform DOV in a timely manner of any material communications Wyeth receives from the relevant patent office reimburse Amgen for its reasonable, documented out-of-pocket expenses with respect to such activitiescooperation. Wyeth BioAge shall give notice promptly upon receipt forward to DOV Amgen copies of any desire to cease preparationoffice actions, filing, prosecution or maintenance of any Wyeth Primary Patent on a country-by-country basiscommunications, and in such case, DOV correspondence relating to the Licensed Patents. Amgen shall have the right to elect comment on and to continue preparationdiscuss prosecution and maintenance activities with BioAge, and BioAge shall consider the same in good faith and shall provide Amgen with copies of all proposed filings and correspondence to give Amgen the opportunity to review and comment. 4.2.2 Notwithstanding the foregoing, if BioAge declines to file, prosecute or maintain any Patent Rights, elects to allow any Patent Rights to lapse in any country, or elects to abandon any Patent Rights (in each case to the extent contained in the Licensed Patents) before all appeals within the respective patent office have been exhausted (each, an “Abandoned Patent Right”), then: (a) BioAge shall provide Amgen with reasonable notice of such decision so as to permit Amgen to decide whether to file, prosecute or maintain such Abandoned Patent Rights and to take any necessary action (which notice shall, in any event, be given no later than [*] prior to the next deadline for any action that may be taken with respect to such Abandoned Patent Right with the U.S. Patent & Trademark Office or any foreign patent office). (b) Amgen, at Xxxxx’s expense, may assume control of the filing, prosecution and/or maintenance of such Abandoned Patent Rights. (c) Amgen shall have the right to transfer the responsibility for such filing, prosecution and maintenance of such Wyeth Primary Patent. In the event Abandoned Patent Rights to patent counsel (outside or internal) selected by Amgen. (d) BioAge shall assist and cooperate with Amgen’s reasonable requests to support prosecution and maintenance of such Abandoned Patent Rights; provided, however, that DOV elects to continue any such activities Amgen shall reimburse BioAge for such Wyeth Primary Patent, DOV shall reasonably consult with Wyeth with respect thereto and shall consider in good xxxxx Xxxxx’x its reasonable views expenses with respect to such activities, and Wyeth agrees to transfer to DOV all information reasonably requested by DOV for DOV to conduct such activities and to otherwise reasonably cooperate with DOV in such actions. DOV shall keep Wyeth advised of cooperation (including BioAge’s employee’s time at the status of such actions and shall also inform Wyeth in FTE Rate). (e) In the event a timely manner of any material communications DOV receives from the relevant patent office with respect to such activities. Each party shall bear its own costs issues with respect to any preparationsuch Abandoned Patent Rights, filingAmgen shall provide reasonable notice to BioAge thereof and such Abandoned Patent Right shall be excluded from the license granted by Amgen to BioAge under Section 2.1 (Grant), unless BioAge (i) reimburses Amgen for its reasonable, documented, internal and external costs and expenses related to the prosecution and maintenance of such Abandoned Patent Right [*] of notice of issuance of any Wyeth Patent for which it is responsible. Upon DOV’s reasonable request, Wyeth shall consider in good faith prosecuting in a separate Patent application any claim(s) concerning Product or Marketed Product that if separated into a separate Patent would thereby qualify as a “Wyeth Primary Patent” under clause (iv) of that definition instead of being included in another Wyeth Patent that is a “Wyeth Secondary Patent” hereunder, provided that (i) such separation and additional Patent shall not adversely affect the patentability, validity or enforceability any of the other Wyeth Patents or any other Patents owned or controlled by Wyeth or any of its Affiliates, patent and (ii) DOV assumes, in writing, the responsibility for the continued prosecution and maintenance of such Patent Rights in accordance with the provisions of Section 4.1 (Prosecution and Maintenance). For the avoidance of doubt, the Abandoned Patent Rights shall not be responsible for any incremental out-of-pocket costs incurred excluded from the license granted by Wyeth for preparing, filing, prosecuting Amgen to BioAge under Section 2.1 (Grant) unless and maintaining such additional Patentuntil after expiry of the [*] period referred to under (i) above and if BioAge elects not to exercise its rights under (i) and (ii) above.

Prosecution and Maintenance. Wyeth Subject to the remainder of this Section 11, Kissei shall be responsible have full responsibility, including financial responsibility, for the preparation, prosecution and maintenance of all Kissei Patents in the Territory. Upon reasonable request by Elixir, Kissei shall provide Elixir with an update list of the filing, prosecution and maintenance (including, without limitation, any interferences, oppositions, reissue proceedings and reexaminations), status for each of the Wyeth Kissei Patents. Wyeth shall reasonably consult with DOV with respect In the event during the term of this Agreement that Kissei files an application for a Patent in the Territory, Kissei will provide to Elixir an English abstract (including main claims thereof) of such application within ninety (90) days after the filing of such application. Kissei will use Commercially Reasonable Efforts to prepare, prosecute and maintain the Kissei Patents in the Territory. Kissei will provide to Elixir copies of material papers relating to the preparation, filing, prosecution and maintenance of the Wyeth Primary Patents and DOV agrees to reasonably cooperate with Wyeth in such activities. Wyeth shall keep DOV advised of the status of such activities and shall also inform DOV in a timely manner of any material communications Wyeth receives from the relevant patent office with respect to such activities. Wyeth shall give notice to DOV of any desire to cease preparation, filing, prosecution or maintenance of the Kissei Patents in the Territory, upon their being received and sufficiently in advance of their being filed so that Kissei may obtain comments from Elixir thereon, and Elixir may comment thereto within thirty (30) days of its receipt of such papers and Kissei shall take into account Elixir’s reasonable comments thereon. Kissei will not knowingly take action during prosecution and maintenance of the Kissei Patents that would materially adversely affect them (including any Wyeth Primary reduction in claim scope), without Elixir’s prior consent, such consent not to be unreasonably withheld or delayed. Elixir may file a notice with governmental patent offices of the exclusive license to the Kissei Patents granted to Elixir hereunder, with prior written consent of Kissei, such consent not to be unreasonably withheld and to be made by Kissei within thirty (30) days. Notwithstanding the foregoing in this Section 11.1, Kissei may, at its election, elect to abandon any part of a Kissei Patent on in the Territory, or Kissei may elect not to file a country-by-country basisnew patent application in the Territory claiming priority to a patent application within the Kissei Patents either before such patent application’s issuance or within the time period required for the filing of an international (i.e., Patent Cooperation Treaty), regional (including European Patent Office) or national application, and in such caseevent, DOV Kissei shall provide thirty (30) days notice of such election, and Elixir shall have the right right, at its * Confidential Treatment Requested discretion, to elect have such part of the Kissei Patent assigned to continue preparationit and/or assume responsibility, filingincluding financial responsibility, for prosecution and maintenance of such Wyeth Primary part of the Kissei Patent. In Kissei shall not allow any Kissei Patent in the event that DOV elects Territory to be abandoned or lapse, nor shall Kissei fail to file any new patent application claiming priority to a patent application within the Kissei Patents, without giving Elixir such 30-day notice. Kissei shall give reasonable assistance to Elixir to support prosecution and defence of such Kissei Patent (except as set forth herein, excluding financial assistance) should Elixir elect to continue any such activities for such Wyeth Primary Patent, DOV shall reasonably consult with Wyeth with respect thereto and shall consider in good xxxxx Xxxxx’x reasonable views with respect to such activities, and Wyeth agrees to transfer to DOV all information reasonably requested by DOV for DOV to conduct such activities and to otherwise reasonably cooperate with DOV in such actions. DOV shall keep Wyeth advised of the status of such actions and shall also inform Wyeth in a timely manner of any material communications DOV receives from the relevant patent office with respect to such activities. Each party shall bear its own costs with respect to any preparation, filing, prosecution and maintenance of any Wyeth Patent for which it is responsible. Upon DOV’s reasonable request, Wyeth shall consider in good faith prosecuting in a separate Patent application any claim(s) concerning Product or Marketed Product that if separated into a separate Patent would thereby qualify as a “Wyeth Primary Patent” under clause (iv) of that definition instead of being included in another Wyeth Patent that is a “Wyeth Secondary Patent” hereunder, provided that (i) such separation and additional Patent shall not adversely affect the patentability, validity or enforceability any of the other Wyeth Patents or any other Patents owned or controlled by Wyeth or any of its Affiliates, and (ii) DOV shall be responsible for any incremental out-of-pocket costs incurred by Wyeth for preparing, filing, prosecuting and maintaining such additional Patentmaintenance.

Prosecution and Maintenance. Wyeth (i) After the Effective Date the Parties shall be responsible select Outside Patent Counsel to Prosecute and Maintain the Prosecuted and Maintained Patents as set forth in this Section 8. (ii) Prior to Licensee’s exercise of the Option, as between the Parties, Kxxxxx shall decide on a strategy for the preparationProsecution and Maintenance of any Prosecuted and Maintained Patent, filing, prosecution and maintenance including deciding on (including, without limitation, any interferences, oppositions, reissue proceedings and reexaminations), A) the content of the Wyeth Patents. Wyeth shall reasonably consult with DOV with respect application; (B) the timing of filing; (C) the countries in which Prosecution and Maintenance should be conducted; and (D) and any amendments made to the preparation, filing, prosecution specification or claim. It is acknowledged and maintenance understood that Kxxxxx shall Prosecute and Maintain the Prosecuted and Maintained Patents in the Territory with the goal of maximizing the economic value of the Wyeth Primary Molecules. Licensee shall have reasonable review and comment rights, and Kxxxxx will take into account all such comments in good faith. If Kineta elects not to Prosecute and Maintain any Patents within the Prosecuted and DOV agrees to reasonably cooperate with Wyeth in such activities. Wyeth Maintained Patent, Kineta shall keep DOV advised of the status of such activities and shall also inform DOV in a timely manner of any material communications Wyeth receives from the relevant patent office with respect to such activities. Wyeth shall give provide written notice to DOV of any desire to cease preparationLicensee. Thereafter, filing, prosecution or maintenance of any Wyeth Primary Patent on a country-by-country basis, and in such case, DOV Licensee shall have the right right, but not the obligation, to elect Prosecute and Maintain any such Patents, at its sole expense and in its sole discretion. Kineta will provide reasonable cooperation and assistance to continue preparationLicensee in Prosecution and Maintenance. The ownership or license rights of either Party shall not be affected, filing, prosecution notwithstanding any such transfer of Prosecution and maintenance Maintenance of such Wyeth Primary Patents to Licensee. (iii) Following Licensee’s exercise of the Option, as between the Parties, Licensee shall decide on a strategy for the Prosecution and Maintenance of any Prosecuted and Maintained Patent, including deciding on (A) the content of the application; (B) the timing of filing; (C) the countries in which Prosecution and Maintenance should be conducted; and (D) any amendments to the specification or claim. In It is acknowledged and understood that Licensee shall Prosecute and Maintain the event that DOV Prosecuted and Maintained Patents in the Territory with the goal of maximizing the economic value of the Molecules. Kxxxxx shall have reasonable review and comment rights, and Licensee will take into account all such comments in good faith. If Licensee elects not to continue Prosecute and Maintain any Patents within the Prosecuted and Maintained Patent, Licensee shall provide written notice to Kineta. Thereafter, Kxxxxx shall have the right, but not the obligation, to Prosecute and Maintain any such activities for Patents, at its sole expense and in its sole discretion. Licensee will provide reasonable cooperation and assistance to Kxxxxx in Prosecution and Maintenance. The ownership or license rights of either Party shall not be affected, notwithstanding any such Wyeth Primary Patent, DOV shall reasonably consult with Wyeth with respect thereto transfer of Prosecution and shall consider in good xxxxx Xxxxx’x reasonable views with respect to such activities, and Wyeth agrees to transfer to DOV all information reasonably requested by DOV for DOV to conduct such activities and to otherwise reasonably cooperate with DOV in such actions. DOV shall keep Wyeth advised of the status Maintenance of such actions Patents to Kineta. Kineta-Genentech Exclusive Option and shall also inform Wyeth in a timely manner of any material communications DOV receives from the relevant patent office with respect to such activities. Each party shall bear its own costs with respect to any preparation, filing, prosecution and maintenance of any Wyeth Patent for which it is responsible. Upon DOV’s reasonable request, Wyeth shall consider in good faith prosecuting in a separate Patent application any claim(s) concerning Product or Marketed Product that if separated into a separate Patent would thereby qualify as a “Wyeth Primary Patent” under clause (iv) of that definition instead of being included in another Wyeth Patent that is a “Wyeth Secondary Patent” hereunder, provided that (i) such separation and additional Patent shall not adversely affect the patentability, validity or enforceability any of the other Wyeth Patents or any other Patents owned or controlled by Wyeth or any of its Affiliates, and (ii) DOV shall be responsible for any incremental out-of-pocket costs incurred by Wyeth for preparing, filing, prosecuting and maintaining such additional Patent.License Agreement 25

Prosecution and Maintenance. Wyeth (1) ARCH shall be responsible responsible, using any of the following patent counsel, that are acceptable to Licensee: Xxxxxx, White & Xxxxxx; Xxxxxxxx, Xxxxx, Xxxxxxxx & Xxxx, Ltd.; Xxxxxxxx, X’Xxxxx, Gerstein, Murray, & Xxxxx; or Xxxxx & Xxxxxxx for the filing, preparation, filingregistration, prosecution and maintenance (including, without limitation, any interferences, oppositions, reissue proceedings and reexaminations), of the Wyeth Licensed Patents. Wyeth Licensee shall reasonably consult select patent counsel from the above list, or such other counsel as the parties agree, as patent counsel for maintenance of all patent applications and patents within the Licensed Patents. (2) ARCH shall cause such patent counsel to provide Licensee with DOV a list of the countries in which ARCH has filed and/or intends to file applications. Such list shall be provided to Licensee at least ninety (90) days prior to the expiration of the corresponding United States priority date to allow Licensee to suggest that additional countries be added to the list or that one or more countries be deleted from the list. ARCH agrees to timely file applications in each of the countries requested by Licensee unless it otherwise notifies Licensee under Paragraph 4.B below. *The asterisk denotes that confidential portions of this exhibit have been omitted in reliance on Rule 24b-2 of the Securities Exchange Act of 1934. The confidential portions have been submitted separately to the Securities and Exchange Commission (3) Licensee agrees to cooperate, and agrees to cause its Sublicensees and Affiliates of either to cooperate, with respect to ARCH in the preparation, filing, prosecution and maintenance of the Wyeth Primary Licensed Patents by disclosing such information as may be necessary for the same and DOV agrees by promptly executing such documents as ARCH may reasonably request in connection therewith. Licensee and its Sublicensees and Affiliates of either shall bear their own costs in connection with their cooperation with ARCH under this Paragraph. (4) ARCH will provide Licensee copies of all material documents received or prepared by ARCH in the prosecution and maintenance of the Licensed Patents. Licensee shall have reasonable opportunities to reasonably advise ARCH concerning, and ARCH shall cooperate with Wyeth in such activities. Wyeth shall keep DOV advised of the status of such activities and shall also inform DOV in a timely manner of any material communications Wyeth receives from the relevant patent office Licensee with respect to such activities. Wyeth shall give notice to DOV of any desire to cease preparationto, filing, prosecution or maintenance of any Wyeth Primary Patent on a country-by-country basis, and in such case, DOV shall have the right to elect to continue preparation, filingregistration, prosecution and maintenance of such Wyeth Primary Patentall patents and patent applications within the Licensed Patents. In the event “Reasonable opportunities” shall mean that DOV elects Licensee shall receive from ARCH or its patent counsel copies of all documents and materials relating to continue any such activities for such Wyeth Primary Patentfiling, DOV shall reasonably consult with Wyeth with respect thereto and shall consider in good xxxxx Xxxxx’x reasonable views with respect to such activities, and Wyeth agrees to transfer to DOV all information reasonably requested by DOV for DOV to conduct such activities and to otherwise reasonably cooperate with DOV in such actions. DOV shall keep Wyeth advised of the status of such actions and shall also inform Wyeth in a timely manner of any material communications DOV receives from the relevant patent office with respect to such activities. Each party shall bear its own costs with respect to any preparation, filingregistration, prosecution and maintenance of patent applications and patents within the Licensed Patents as soon as is reasonably practical after ARCH has received such documents and materials, and at least forty-five (45) days or the maximum time provided by the Patent Office before any Wyeth Patent date imposed upon ARCH for which it is responsibleaction or response with respect to such patent applications and patents. Upon DOV’s ARCH agrees to use its best efforts to incorporate into the final version of such documents and materials any reasonable requestchange(s) and/or claims (s) requested by Licensee thereof prior to submission to the applicable government agencies or other parties. In addition, Wyeth to avoid any prejudice and added unnecessary costs to Licensee, ARCH shall consider in good faith prosecuting in a separate Patent application any claim(s) concerning Product or Marketed Product that if separated into a separate Patent would thereby qualify as a “Wyeth Primary Patent” under clause (iv) of that definition instead of being included in another Wyeth Patent that is a “Wyeth Secondary Patent” hereunderadhere to the applicable deadlines, provided that (i) such separation and additional Patent Licensee shall not adversely affect the patentability, validity or enforceability any of the other Wyeth Patents or any other Patents owned or controlled by Wyeth or any of its Affiliates, and (ii) DOV shall be responsible for the costs of any incremental out-of-pocket costs incurred time extensions for reasons that are not approved in advance by Wyeth for preparing, filing, prosecuting and maintaining such additional PatentLicensee.

Prosecution and Maintenance. Wyeth 5.2.1 Licensor shall be responsible for the preparation, filing, prosecution and maintenance (including, without limitation, any interferences, oppositions, reissue proceedings and reexaminations), of the Wyeth Patents. Wyeth shall reasonably consult with DOV with respect to the preparation, filing, prosecution and maintenance of the Wyeth Primary Patents and DOV agrees to reasonably cooperate with Wyeth in such activities. Wyeth shall keep DOV advised of the status of such activities and shall also inform DOV in a timely manner of any material communications Wyeth receives from the relevant patent office with respect to such activities. Wyeth shall give notice to DOV of any desire to cease preparation, filing, prosecution or maintenance of any Wyeth Primary Patent on a country-by-country basis, and in such case, DOV shall have the right to elect to continue preparation, filing, prosecution and maintenance of such Wyeth Primary Patent. In the event that DOV elects to continue any such activities for such Wyeth Primary Patent, DOV shall reasonably consult with Wyeth with respect thereto and shall consider in good xxxxx Xxxxx’x reasonable views with respect to such activities, and Wyeth agrees to transfer to DOV all information reasonably requested by DOV for DOV to conduct such activities and to otherwise reasonably cooperate with DOV in such actions. DOV shall keep Wyeth advised of the status of such actions and shall also inform Wyeth in a timely manner of any material communications DOV receives from the relevant patent office with respect to such activities. Each party shall bear its own costs with respect to any preparation, filing, prosecution and maintenance of any Wyeth Patent for which it is responsible. Upon DOV’s reasonable request, Wyeth shall consider in good faith prosecuting in a separate Patent application any claim(s) concerning Product or Marketed Product that if separated into a separate Patent would thereby qualify as a “Wyeth Primary Patent” under clause (iv) of that definition instead of being included in another Wyeth Patent that is a “Wyeth Secondary Patent” hereunder, provided that (i) such separation and additional Patent shall not adversely affect the patentability, validity or enforceability any of the other Wyeth Patents or any other Patents owned or controlled by Wyeth or any of its Affiliates, and (ii) DOV shall be responsible for any incremental out-of-pocket costs incurred by Wyeth for preparing, filing, prosecuting and maintaining the Licensed Patents in the United States and the People’s Republic of China and PCT applications in the Licensed Patents at Licensor’s expense using in-house or outside legal counsel selected by Licensor and reasonably acceptable to Licensee. Licensee shall be responsible, at its expense, for preparing, filing, prosecuting and maintaining the Licensed Patents in all other countries in its discretion. Each Party shall consult with the other Party as to the prosecution and maintenance of such additional PatentLicensed Patents reasonably prior to any deadline, submission to or action with any patent office, and shall furnish to such other Party copies of all relevant drafts and documents reasonably in advance of such consultation. Each Party shall consider in good faith any reasonable comments provided by the other Party in connection with the prosecution and maintenance of such Licensed Patents and shall incorporate the good faith comments and requests of the other Party, so long as such comments are provided in a timely manner. Each Party shall also provide copies of material documents received from patent authorities relating to the Licensed Patents. 5.2.2 The Parties will confer and must mutually agree before any claims within the Licensed Patents may be abandoned or materially narrowed, provided that if this Agreement has been terminated with respect to a particular country, WuXi Biologics may act in its sole discretion regarding the prosecution, maintenance, or abandonment, regarding any such Licensed Patents in such country. 5.2.3 In the event that either Party desires not to remain responsible for prosecution or maintenance of any of the Licensed Patent(s) in any country, it will provide the other Party written notice at least [***] in advance of the next applicable deadline with the applicable patent office, and following receipt of such notice, the other Party will have the right but not the obligation to assume responsibility for the prosecution and maintenance in such country(ies) and will be responsible for all expenses associated therewith. 5.2.4 The Parties shall coordinate and discuss which of the Patents within the Licensed Patents should be selected for term extensions, supplementary protection certificates, and equivalents thereof offering patent protection beyond the initial term with respect to any issued Patents (“Patent Term Extensions”) with respect to the Licensed Products in the Territory. Licensee shall have the right to make the final decision regarding which Patents are selected for Patent Term Extension with respect to the Licensed Products in the Territory, and shall have the right to seek and obtain such Patent Term Extensions with respect to the Licensed Patents in the Territory. For the avoidance of doubt, to the extent permitted by Applicable Law, Licensee shall have the sole discretion regarding whether and which of the Patent(s) in the People’s Republic of China will be selected for Patent Term Extensions with respect to the Licensed Products, and the sole right to seek and obtain such Patent Term Extensions with respect to such selected Patent(s).

Prosecution and Maintenance. Wyeth 4.2.1 XXXXX shall be responsible for have the preparationfirst right to file, filingprosecute and maintain all Patent Rights specified under Licensed Patents and Program Patents at XXXXX’x sole expense using outside counsel selected by XXXXX and reasonably acceptable to AMGEN. XXXXX will use Commercially Reasonable Efforts to prepare, prosecution file, prosecute, defend and maintenance (including, without limitation, any interferences, oppositions, reissue proceedings maintain all Patent Rights specified under Licensed Patents and reexaminations), of the Wyeth Program Patents. Wyeth AMGEN shall reasonably consult cooperate with DOV with respect XXXXX’x requests for data, affidavits, and other information and assistance to the preparation, filing, support prosecution and maintenance of the Wyeth Primary Patents and DOV agrees to reasonably cooperate with Wyeth Patent Rights in such activities. Wyeth the Licensed Patents; provided, however, that XXXXX shall keep DOV advised of the status of such activities and shall also inform DOV in a timely manner of any material communications Wyeth receives from the relevant patent office reimburse AMGEN for its reasonable, documented out-of-pocket expenses with respect to such activitiescooperation. Wyeth XXXXX shall give notice promptly upon receipt forward to DOV AMGEN copies of any desire to cease preparationsignificant office actions, filing, prosecution or maintenance of any Wyeth Primary Patent on a country-by-country basiscommunications, and in such case, DOV correspondence relating to the Licensed Patents and Program Patents. AMGEN shall have the right to elect comment on and to continue preparationdiscuss prosecution and maintenance activities with XXXXX, and XXXXX shall consider the same in good faith. For purpose of clarity, XXXXX may at its discretion file new patent applications for Program Patents and may include in such applications data or discoveries included within the Licensed Know-How; provided, however, XXXXX, its Affiliates and Sublicensees may not file patent applications claiming any AMGEN Cell Line or any Licensed Manufacturing Know-How. 4.2.2 Notwithstanding the foregoing, if XXXXX declines to file, prosecute or maintain any Patent Rights, elects to allow any Patent Rights to lapse in any country, or elects to abandon any Patent Rights (in each case to the extent contained in the Licensed Patents or Program Patents) before all appeals within the respective patent office have been exhausted (each, an “Abandoned Patent Right”), then: (a) XXXXX shall provide AMGEN with reasonable notice of such decision so as to permit AMGEN to decide whether to file, prosecute or maintain such Abandoned Patent Rights and to take any necessary action (which notice shall, in any event, be given no later than [***] ([***]) days prior to the next deadline for any action that may be taken with respect to such Abandoned Patent Right with the U.S. Patent & Trademark Office or any foreign patent office). (b) AMGEN, at AMGEN’s expense, may assume control of the filing, prosecution and/or maintenance of such Abandoned Patent Rights. (c) AMGEN shall have the right to transfer the responsibility for such filing, prosecution and maintenance of such Wyeth Primary Patent. In the event Abandoned Patent Rights to patent counsel (outside or internal) selected by AMGEN. (d) XXXXX shall assist and cooperate with AMGEN’s reasonable requests to support prosecution and maintenance of such Abandoned Patent Rights; provided, however, that DOV elects to continue any such activities AMGEN shall reimburse XXXXX for such Wyeth Primary Patent, DOV shall reasonably consult with Wyeth with respect thereto and shall consider in good xxxxx Xxxxx’x its reasonable views expenses with respect to such activities, and Wyeth agrees to transfer to DOV all information reasonably requested by DOV for DOV to conduct such activities and to otherwise reasonably cooperate with DOV in such actions. DOV shall keep Wyeth advised of cooperation (including XXXXX’x employee’s time at the status of such actions and shall also inform Wyeth in FTE Rate). (e) In the event a timely manner of any material communications DOV receives from the relevant patent office with respect to such activities. Each party shall bear its own costs issues with respect to any preparationsuch Abandoned Patent Rights, filingAMGEN shall provide reasonable notice to XXXXX thereof and such Abandoned Patent Right shall be excluded from the license granted by AMGEN to XXXXX under Section 2.1 (Grant), unless XXXXX (i) reimburses AMGEN for its reasonable, documented, internal and external costs and expenses related to the prosecution and maintenance of such Abandoned Patent Right within [***] ([***]) days of notice of issuance of any Wyeth Patent for which it is responsible. Upon DOV’s reasonable request, Wyeth shall consider in good faith prosecuting in a separate Patent application any claim(s) concerning Product or Marketed Product that if separated into a separate Patent would thereby qualify as a “Wyeth Primary Patent” under clause (iv) of that definition instead of being included in another Wyeth Patent that is a “Wyeth Secondary Patent” hereunder, provided that (i) such separation and additional Patent shall not adversely affect the patentability, validity or enforceability any of the other Wyeth Patents or any other Patents owned or controlled by Wyeth or any of its Affiliates, patent and (ii) DOV assumes, in writing, the responsibility for the continued prosecution and maintenance of such Patent Rights in accordance with the provisions of Section 4.1 (Prosecution and Maintenance). For the avoidance of doubt, the Abandoned Patent Rights shall not be responsible for any incremental out-of-pocket costs incurred excluded from the license granted by Wyeth for preparing, filing, prosecuting AMGEN to XXXXX under Section 2.1 (Grant) unless and maintaining such additional Patentuntil after expiry of the [***] ([***]) day period referred to under (i) above and if XXXXX elects not to exercise its rights under (i) and (ii) above.

Prosecution and Maintenance. Wyeth (a) Schering and EPIX will mutually agree on whether to prepare, file, prosecute and maintain patent applications and/or patents covering Joint Program Technology (“Joint Patent Rights”). In each case where the Parties determine to pursue Joint Patent Rights, the Parties shall be select a mutually agreeable, independent, external patent counsel (hereinafter “Patent Counsel”) responsible for the preparation, filing, prosecution and and/or maintenance (including, without limitation, any interferences, oppositions, reissue proceedings and reexaminations), of the Wyeth PatentsJoint Patent Rights. Wyeth Such Patent Counsel shall reasonably consult with DOV with respect (i) have the legal and technical qualifications necessary to conduct the preparation, filing, prosecution and maintenance of the Wyeth Primary Patents Joint Patent Rights, as the case may be, and DOV agrees (ii) shall be retained jointly by Schering and EPIX and shall be obligated to reasonably cooperate with Wyeth in such activitiesrepresent the interests of both Schering and EPIX equally and without prejudice to either Party. Wyeth Except as otherwise provided herein, all Costs related to the filing, prosecution and maintenance of the Joint Patent Rights shall be considered Development Costs if incurred during the Development Phase of a Licensed Product, and Costs of Goods Sold if incurred thereafter. (b) In the course of carrying out the preparation, filing, prosecution and maintenance of the Joint Patent Rights, the Patent Counsel shall keep DOV advised EPIX and Schering apprised of the status of all patent applications and patents comprising the Joint Patent Rights which are the subject of such activities activities, shall seek the guidance and shall also inform DOV in a timely manner contributions of any material communications Wyeth receives from the relevant patent office both Parties with respect to prosecution strategy, the drafting of patent applications and responses to the United States and foreign patent offices regarding the Joint Patent Rights, and shall provide both Schering and EPIX with copies of all communications to and from the United States and foreign patent offices within a reasonable time frame to permit EPIX and Schering to make meaningful contributions to such activitiesfilings or communications. Wyeth The foregoing notwithstanding, the Parties agree that the Patent Counsel will take instructions from EPIX with respect to Joint Patent Rights covering Joint Program Technology relating to a process, method, use, modification, derivative or formulation of Compound MS-325; PROVIDED, HOWEVER, that such instructions will be discussed in advance with Schering, and if Schering reasonably concludes that the legal work to be undertaken will not provide commercially viable protection for a Licensed Product being developed by or marketed by Schering, then Schering shall give notice have no obligation to DOV share in the Costs of any desire such legal work. (c) If, during the Term of this Agreement, a Party does not wish to cease continue with the preparation, filing, prosecution or maintenance of any Wyeth Primary Joint Patent on a country-by-country basisRight, or if Schering does not wish to share the Costs of legal work as described in Section 9.6.1(b) above, the relevant Party shall notify the other Party of such intention at least sixty (60) days prior to the date upon which such right shall lapse or become abandoned, or upon which the next response to the applicable patent office is due to be filed, and in such case, DOV the other Party shall thereupon have the right right, but not the obligation, to elect to continue preparationassume sole responsibility for the prosecution, filing, prosecution maintenance and maintenance defense of such Wyeth Primary PatentJoint Patent Right, including all prospective expenses related thereto. In such event, the event that DOV elects uninterested Party shall assign its entire right title and interest in the relevant Joint Patent Rights to continue any such activities for such Wyeth Primary Patent, DOV shall reasonably consult with Wyeth with respect thereto and shall consider in good xxxxx Xxxxx’x reasonable views with respect to such activitiesthe other Party, and Wyeth agrees the assigning Party shall no longer have any rights under the relevant Joint Patent Right. (d) The Parties agree to transfer use reasonable commercial efforts to DOV all information reasonably requested by DOV for DOV to conduct such activities and to otherwise reasonably cooperate with DOV in such actions. DOV shall keep Wyeth advised ensure that any Joint Patent Right filed outside of the status of such actions and shall also inform Wyeth United States prior to a filing in the United States will be in a timely manner form sufficient to establish the date of original filing as a priority date for the purposes of a subsequent filing in the United States. The Parties agree to use reasonable commercial efforts to ensure that any material communications DOV receives from Joint Patent Right filed in the relevant patent office with respect United States prior to such activities. Each party shall bear its own costs with respect to any preparation, filing, prosecution and maintenance filings outside of any Wyeth Patent for which it is responsible. Upon DOV’s reasonable request, Wyeth shall consider in good faith prosecuting the United States will be in a separate Patent application any claim(s) concerning Product or Marketed Product that if separated into a separate Patent would thereby qualify form sufficient to establish the date of original filing as a “Wyeth Primary Patent” priority date for the purpose of a subsequent filing in any contracting state of the Paris Convention. (e) Except as otherwise permitted under clause (iv) of that definition instead of being included in another Wyeth this Agreement, neither Party shall grant any Third Party a license under any Joint Patent that is a “Wyeth Secondary Patent” hereunder, provided that (i) such separation and additional Patent shall not adversely affect Right without the patentability, validity or enforceability any prior written consent of the other Wyeth Patents Party, such consent not to be unreasonably withheld or any other Patents owned or controlled by Wyeth or any of its Affiliates, and (ii) DOV shall be responsible for any incremental out-of-pocket costs incurred by Wyeth for preparing, filing, prosecuting and maintaining such additional Patentdelayed.

Prosecution and Maintenance. Wyeth shall be responsible for As between the preparationParties, filing, prosecution and maintenance (including, without limitation, any interferences, oppositions, reissue proceedings and reexaminations), of the Wyeth Patents. Wyeth shall reasonably consult with DOV with respect to the preparation, filing, prosecution and maintenance of the Wyeth Primary Patents and DOV agrees to reasonably cooperate with Wyeth in such activities. Wyeth shall keep DOV advised of the status of such activities and shall also inform DOV in a timely manner of any material communications Wyeth receives from the relevant patent office with respect to such activities. Wyeth shall give notice to DOV of any desire to cease preparation, filing, prosecution or maintenance of any Wyeth Primary Patent on a country-by-country basis, and in such case, DOV ADVENTRX shall have the right to elect control the Prosecution and Maintenance of the ADVENTRX Patent Rights using counsel of its choice, such counsel to continue preparation, filing, prosecution and maintenance of such Wyeth Primary Patent. In the event that DOV elects be reasonably acceptable to continue any such activities for such Wyeth Primary Patent, DOV shall reasonably consult with Wyeth with respect thereto and shall consider in good xxxxx Xxxxx’x reasonable views with respect to such activitiesTHERAGENEX, and Wyeth THERAGENEX agrees to transfer to DOV all information reasonably requested by DOV reimburse ADVENTRX for DOV to conduct such activities and to otherwise reasonably cooperate with DOV in such actions. DOV shall keep Wyeth advised of the status of such actions and shall also inform Wyeth in a timely manner of any material communications DOV receives from the relevant patent office with respect to such activities. Each party shall bear its own costs with respect to any preparation, filing, prosecution and maintenance of any Wyeth Patent for which it is responsible. Upon DOV’s reasonable request, Wyeth shall consider in good faith prosecuting in a separate Patent application any claim(s) concerning Product or Marketed Product that if separated into a separate Patent would thereby qualify as a “Wyeth Primary Patent” under clause (iv) of that definition instead of being included in another Wyeth Patent that is a “Wyeth Secondary Patent” hereunder, provided that (i) such separation and additional Patent shall not adversely affect the patentability, validity or enforceability any of the other Wyeth Patents or any other Patents owned or controlled by Wyeth or any of its Affiliates, and (ii) DOV shall be responsible for any incremental out-of-pocket costs incurred expenses in connection with such activities as they are incurred, not to exceed ten thousand dollars ($10,000) per calendar quarter. ADVENTRX agrees to: (i) keep THERAGENEX reasonably informed with respect to such activities by Wyeth providing THERAGENEX with an opportunity to review and comment reasonably before the filing of all Prosecution and Maintenance documents (but in no event less than ten (10) days before such filing) and ADVENTRX shall incorporate all such reasonable comments to the extent that they are compatible with the development of Licensed Products hereunder; and (ii) consult in good faith with THERAGENEX regarding such matters, including the abandonment of any claim thereof covering a Licensed Product. Following the filing or mailing thereof, ADVENTRX shall provide THERAGENEX with a copy of each patent application within the ADVENTRX Patent Rights filed or mailed after the Effective Date, together with notice of its filing date and serial number, and a copy of such other patent prosecution document or any correspondence related to patent prosecution, as filed or sent, as applicable. If ADVENTRX determines to abandon any patent or patent application within the ADVENTRX Patent Rights, then ADVENTRX shall provide THERAGENEX with notice of such determination at least sixty (60) days prior to the date such abandonment would become effective. In such event, THERAGENEX shall have the right, at its option, to assume control of the Prosecution and Maintenance of such patent or patent application at its own expense in ADVENTRX’s name. For purposes of this Section 6.1, “Prosecution and Maintenance” means the preparing and filing of documents pertaining to the prosecution and maintenance of a patent or patent application, as well as filing for preparingre-examinations, filingreissues, prosecuting requests for patent term extensions and maintaining such additional Patentthe like, together with the conduct of interferences, the defense of oppositions and other similar proceedings; and “Prosecute and Maintain” has the correlative meaning.

Prosecution and Maintenance. Wyeth shall be responsible (a) Amylin (or its licensor, as applicable) will have the sole responsibility, using its reasonable efforts, at its discretion and at its own expense, for the preparation, filing, prosecution prosecution, defense and maintenance (includingof the Licensed Patent Rights before all patent authorities in the Territory, without limitation, including conducting or defending any interferences, oppositions, reissue oppositions or similar proceedings and reexaminations)in obtaining and maintaining any patent extensions, of supplementary protection certificates and the Wyeth Patents. Wyeth shall reasonably consult with DOV like with respect to the preparationLicensed Patent Rights (the “Patent Prosecution”). Amylin will consult with Shionogi reasonably regarding such Patent Prosecution efforts and shall consider and take into account any reasonable Shionogi comments with regards to such efforts but is not obligated to do so. To that end, filing, prosecution and maintenance Amylin will keep Shionogi informed of the Wyeth Primary Patents progress with regard to all activities relating to Patent Prosecution, to the extent such progress reasonably relates to the claims in the Licensed Patent Rights that relate to the Field of Use and DOV agrees are licensed to reasonably cooperate with Wyeth Shionogi under this Agreement, and provided that Amylin is permitted to do so under the relevant agreements. Amylin shall provide to Shionogi copies of all material patent documents relating to the Patent Prosecution efforts relating directly to the Field of Use, a reasonable time in such activities. Wyeth shall keep DOV advised of the status of such activities and shall also inform DOV in a timely manner advance of any material communications Wyeth receives from the relevant patent office with respect to such activities. Wyeth shall give notice to DOV of any desire to cease preparation, filing, prosecution proposed filing or maintenance of any Wyeth Primary Patent on a country-by-country basisrequired response, and in Shionogi will have the right to comment on any such casefiling or response. (b) Notwithstanding the foregoing, DOV Shionogi shall have the right to elect be consulted on and receive disclosures with regards to continue preparation, filing, prosecution the patents and maintenance of patent applications that are licensed under the Rockefeller License or the Amgen Agreement only to the extent Amylin has such Wyeth Primary Patent. In rights and can grant such rights to Shionogi in accordance with the event that DOV elects to continue any such activities for such Wyeth Primary Patent, DOV shall reasonably consult with Wyeth with respect thereto and shall consider in good xxxxx Xxxxx’x reasonable views with respect to such activities, and Wyeth agrees to transfer to DOV all information reasonably requested by DOV for DOV to conduct such activities and to otherwise reasonably cooperate with DOV in such actions. DOV shall keep Wyeth advised terms of the status Rockefeller License or the Amgen Agreement (as applicable). (c) Each Party shall designate a lead patent counsel, either in-house or at a mutually agreeable outside law firm, or, additionally, in the case of Amylin, a lead patent agent to be the patent contact person for all ongoing patent matters hereunder between Amylin or Shionogi. A Party may change such actions and shall also inform Wyeth in a timely manner of any material communications DOV receives patent contact person from the relevant patent office with respect time to such activities. Each party shall bear its own costs with respect time by written notice delivered to any preparation, filing, prosecution and maintenance of any Wyeth Patent for which it is responsible. Upon DOV’s reasonable request, Wyeth shall consider in good faith prosecuting in a separate Patent application any claim(s) concerning Product or Marketed Product that if separated into a separate Patent would thereby qualify as a “Wyeth Primary Patent” under clause (iv) of that definition instead of being included in another Wyeth Patent that is a “Wyeth Secondary Patent” hereunder, provided that (i) such separation and additional Patent shall not adversely affect the patentability, validity or enforceability any of the other Wyeth Patents or any other Patents owned or controlled by Wyeth or any of its Affiliates, and (ii) DOV shall be responsible for any incremental out-of-pocket costs incurred by Wyeth for preparing, filing, prosecuting and maintaining such additional PatentParty.

Prosecution and Maintenance. Wyeth (a) At its sole discretion, LSI US shall be responsible for (or shall cause its Affiliates to) prosecute and maintain the VSI Licensed Patents, including making all payments, and taking all other actions necessary to prosecute patent applications within the VSI Licensed Patents and to maintain all granted patents within the VSI Licensed Patents as valid, in force and in good standing with the U.S. Patent and Trademark Office and corresponding foreign patent authorities (at its own expense) to avoid premature expiration or termination of the VSI Licensed Patents (individually, “Prosecute” and collectively, “Prosecution”). LSI US shall (or shall cause its Affiliates to) pay all patent costs, including without limitation costs of preparation, filingprosecution, prosecution issuance and maintenance maintenance, relating to such Prosecution (including“Patent Costs”) so undertaken by LSI US at its discretion. If LSI US chooses to not Prosecute or pay for Patent Costs relating to a particular application within the VSI Licensed Patents, without limitationor chooses not to Prosecute or pay for Patent Costs relating to a particular patent within the VSI Licensed Patents, any interferencesLSI US shall notify VSI of such decision regarding such application or patent and shall provide VSI with the option to acquire the patent or patent application to be abandoned by LSI US, oppositionsat no charge to VSI, reissue proceedings and reexaminationsto take over the Prosecution of such patent or application (at VSI’s own expense). (b) At its sole discretion, VSI shall prosecute and maintain the LSI Licensed Patents, including making all payments, and taking all other actions necessary to prosecute patent applications within the LSI Licensed Patents and to maintain all granted patents within the LSI Licensed Patents as valid, in force and in good standing with the U.S. Patent and Trademark Office and corresponding foreign patent authorities (at its own expense) to avoid premature expiration or termination of the Wyeth PatentsLSI Licensed Patents (individually, “Prosecute” and collectively, “Prosecution”). Wyeth VSI shall reasonably consult with DOV with respect to the pay all patent costs, including without limitation costs of preparation, filingprosecution, prosecution issuance and maintenance of maintenance, relating to such Prosecution (“Patent Costs”) so undertaken by VSI at its discretion. If VSI chooses to not Prosecute or pay for Patent Costs relating to a particular application within the Wyeth Primary Patents and DOV agrees LSI Licensed Patents, or chooses not to reasonably cooperate with Wyeth in such activities. Wyeth Prosecute or pay for Patent Costs relating to a particular patent within the LSI Licensed Patents, VSI shall keep DOV advised of the status notify LSI US of such activities decision regarding such application or patent and shall also inform DOV in a timely manner of any material communications Wyeth receives from provide LSI US with the relevant option to acquire the patent office with respect or patent application to such activities. Wyeth shall give notice be abandoned by VSI, at no charge to DOV of any desire to cease preparation, filing, prosecution or maintenance of any Wyeth Primary Patent on a country-by-country basisLSI US, and in such case, DOV shall have to take over the right to elect to continue preparation, filing, prosecution and maintenance Prosecution of such Wyeth Primary Patent. In the event that DOV elects to continue any such activities for such Wyeth Primary Patent, DOV shall reasonably consult with Wyeth with respect thereto and shall consider in good xxxxx Xxxxx’x reasonable views with respect to such activities, and Wyeth agrees to transfer to DOV all information reasonably requested by DOV for DOV to conduct such activities and to otherwise reasonably cooperate with DOV in such actions. DOV shall keep Wyeth advised of the status of such actions and shall also inform Wyeth in a timely manner of any material communications DOV receives from the relevant patent office with respect to such activities. Each party shall bear its or application (at LSI US’s own costs with respect to any preparation, filing, prosecution and maintenance of any Wyeth Patent for which it is responsible. Upon DOV’s reasonable request, Wyeth shall consider in good faith prosecuting in a separate Patent application any claim(s) concerning Product or Marketed Product that if separated into a separate Patent would thereby qualify as a “Wyeth Primary Patent” under clause (iv) of that definition instead of being included in another Wyeth Patent that is a “Wyeth Secondary Patent” hereunder, provided that (i) such separation and additional Patent shall not adversely affect the patentability, validity or enforceability any of the other Wyeth Patents or any other Patents owned or controlled by Wyeth or any of its Affiliates, and (ii) DOV shall be responsible for any incremental out-of-pocket costs incurred by Wyeth for preparing, filing, prosecuting and maintaining such additional Patentexpense).

Prosecution and Maintenance. Wyeth (i) Company shall have the first right, but not the obligation, to be responsible for the preparationclearance, filing, prosecution and maintenance (including, without limitation, any interferences, oppositions, reissue proceedings and reexaminations), of the Wyeth Patents. Wyeth shall reasonably consult with DOV with respect to the preparation, filing, prosecution and maintenance of the Wyeth Primary Patents and DOV agrees to reasonably cooperate with Wyeth Product Marks in such activitiesthe Licensed Territory, at its expense. Wyeth Company shall keep DOV SpePharm advised of on the status of such activities preparation, filing and prosecution of all applications for Product Marks in the Licensed Territory and the maintenance of any registered Product Marks in the Licensed Territory, and shall also inform DOV in allow SpePharm a timely manner reasonable opportunity and reasonable time to review and comment regarding relevant material communications and drafts of any material communications Wyeth receives from responses or proposed filings by Company before any applicable filings are submitted to any relevant trademark office or government authority, and incorporate any reasonable comments offered by SpePharm in any final filings submitted by Company to any relevant trademark office or government authority in the relevant patent office Licensed Territory. (ii) If Company decides not to clear, prepare, file, prosecute or maintain a Product Mxxx in the Licensed Territory, it shall give SpePharm reasonable notice to that effect sufficiently in advance of any deadline for any filing with respect to such activitiesProduct Mxxx to permit SpePharm to carry out such activity. Wyeth shall give notice to DOV of any desire to cease preparationAfter such notice, filingSpePharm may clear, prosecution or maintenance of any Wyeth Primary Patent on a country-by-country basisprepare, file, prosecute and maintain such Product Mxxx, and perform such acts as may be reasonably necessary for it to clear, prepare, file, prosecute and maintain such Product Mxxx, at its sole cost and expense, provided that SpePharm may deduct one hundred percent (100%) of its costs and expenses incurred in such case, DOV shall have the right to elect to continue preparation, filing, prosecution and maintenance of such Wyeth Primary Patent. In the event that DOV elects to continue any such activities for such Wyeth Primary Patent, DOV shall reasonably consult with Wyeth with respect thereto and shall consider in good xxxxx Xxxxx’x reasonable views with respect to such activities, and Wyeth agrees to transfer to DOV all information reasonably requested by DOV for DOV to conduct such activities and to otherwise reasonably cooperate with DOV in such actions. DOV shall keep Wyeth advised of the status of such actions and shall also inform Wyeth in a timely manner of any material communications DOV receives Product Mxxx from the relevant patent office with respect royalties or any other amounts payable by SpePharm to such activities. Each party shall bear its own costs with respect to any preparation, filing, prosecution and maintenance of any Wyeth Patent for which it is responsible. Upon DOV’s reasonable request, Wyeth shall consider in good faith prosecuting in a separate Patent application any claim(s) concerning Product or Marketed Product that if separated into a separate Patent would thereby qualify as a “Wyeth Primary Patent” Company under clause (iv) of that definition instead of being included in another Wyeth Patent that is a “Wyeth Secondary Patent” hereunderthis Agreement, provided that (i) such separation and additional Patent the royalties payable to Company shall not adversely affect the patentabilitybe reduced by more than fifty percent (50%) by reason of this Section 11.3(c), validity or enforceability and any such payments to Third Parties not applied to reduce royalties as a result of the other Wyeth Patents or any other Patents owned or controlled by Wyeth or any forgoing proviso may be carried over to subsequent calendar quarters and applied to reduce royalties (subject to the aforementioned fifty percent (50%) limitation) in such subsequent calendar quarters. If SpePharm does so elect, then Company shall provide such cooperation to SpePharm, including the execution and filing of its Affiliatesappropriate instruments, and (ii) DOV shall as may reasonably be responsible for any incremental out-of-pocket costs incurred by Wyeth for preparing, filing, prosecuting and maintaining requested to facilitate the transition of such additional Patenttrademark activities.

Prosecution and Maintenance. Wyeth ​ (i) Inside the Territory, DSP shall be responsible have the first right to prepare, file, prosecute and maintain Joint Improvements at its own cost and expense. Through its progress reports submitted to the JSC pursuant to Section 3.5, DSP shall keep Intercept informed of the status of all filings related to the Joint Improvements (including the nature of any objections and other information reasonably requested by Intercept) and will provide Intercept with copies, in either English or Japanese, of all substantive documentation submitted to, or received from, the patent offices in connection therewith. DSP shall provide Intercept with the right to comment on the documentation. The Parties shall cooperate reasonably in the prosecution of all Patents covering the Joint Improvements if practicably possible and shall share all material information relating thereto promptly after receipt of such information. If during the Term of this Agreement, DSP intends to allow any Patent claiming a Joint Improvement to expire or intends to otherwise abandon any such Patent in the Territory, or decides not to file patent applications covering or claiming a Joint Invention in the Territory, DSP shall notify Intercept of such intention or decision at least ninety (90) days prior to any filing or payment due date, or any other that requires action, in connection with such Patent in the Territory, and Intercept shall thereupon have the right, but not the obligation to assume responsibility for the preparation, filing, prosecution or maintenance thereof at its sole cost and maintenance expense, in the name of and solely owned by Intercept. ​ ​ ​ (includingii) Outside the Territory, without limitationIntercept shall have the first right to prepare, any interferencesfile, oppositions, reissue proceedings prosecute and reexaminations), of the Wyeth Patentsmaintain Joint Improvement at its own cost and expense. Wyeth shall reasonably consult with DOV with respect to the preparation, filing, prosecution and maintenance of the Wyeth Primary Patents and DOV agrees to reasonably cooperate with Wyeth in such activities. Wyeth Intercept shall keep DOV advised DSP informed of the status of such activities all filings related to the Joint Improvement and will provide Intercept with copies, in either Japanese or English, of all substantive documentation submitted to, or received from, the patent offices in connection therewith. Intercept shall provide DSP with the right to comment on the documentation. The Parties shall cooperate reasonably in the prosecution of all Patents covering the Joint Improvement if practicably possible and shall also inform DOV share all material information relating thereto promptly after receipt of such information. If during the term of this Agreement, Intercept intends to allow any Patent claiming a Joint Improvement to expire or intends to otherwise abandon any such Patent outside the Territory, or decides not to file patent applications covering or claiming a Joint Invention in a timely manner the Territory, Intercept shall notify DSP of such intention or decision at least ninety (90) days prior to any material communications Wyeth receives from filing or payment due date, or any other that requires action, in connection with such Patent outside the relevant patent office with respect Territory, and DSP shall thereupon have the right, but not the obligation to such activities. Wyeth shall give notice to DOV of any desire to cease assume responsibility for the preparation, filing, prosecution or maintenance thereof at its sole cost and expense, in the name of any Wyeth Primary Patent on a country-by-country basis, and in such case, DOV shall have the right to elect to continue preparation, filing, prosecution and maintenance of such Wyeth Primary Patent. In the event that DOV elects to continue any such activities for such Wyeth Primary Patent, DOV shall reasonably consult with Wyeth with respect thereto and shall consider in good xxxxx Xxxxx’x reasonable views with respect to such activities, and Wyeth agrees to transfer to DOV all information reasonably requested solely owned by DOV for DOV to conduct such activities and to otherwise reasonably cooperate with DOV in such actions. DOV shall keep Wyeth advised of the status of such actions and shall also inform Wyeth in a timely manner of any material communications DOV receives from the relevant patent office with respect to such activities. Each party shall bear its own costs with respect to any preparation, filing, prosecution and maintenance of any Wyeth Patent for which it is responsible. Upon DOV’s reasonable request, Wyeth shall consider in good faith prosecuting in a separate Patent application any claim(s) concerning Product or Marketed Product that if separated into a separate Patent would thereby qualify as a “Wyeth Primary Patent” under clause (iv) of that definition instead of being included in another Wyeth Patent that is a “Wyeth Secondary Patent” hereunder, provided that (i) such separation and additional Patent shall not adversely affect the patentability, validity or enforceability any of the other Wyeth Patents or any other Patents owned or controlled by Wyeth or any of its Affiliates, and (ii) DOV shall be responsible for any incremental out-of-pocket costs incurred by Wyeth for preparing, filing, prosecuting and maintaining such additional PatentDSP.

Prosecution and Maintenance. Wyeth (a) Schering and EPIX will mutually agree on whether to prepare, file, prosecute and maintain patent applications and/or patents covering Joint Program Technology ("Joint Patent Rights"). In each case where the Parties determine to pursue Joint Patent Rights, the Parties shall be select a mutually agreeable, independent, external patent counsel (hereinafter "Patent Counsel") responsible for the preparation, filing, prosecution and and/or maintenance (including, without limitation, any interferences, oppositions, reissue proceedings and reexaminations), of the Wyeth PatentsJoint Patent Rights. Wyeth Such Patent Counsel shall reasonably consult with DOV with respect (i) have the legal and technical qualifications necessary to conduct the preparation, filing, prosecution and maintenance of the Wyeth Primary Patents Joint Patent Rights, as the case may be, and DOV agrees (ii) shall be retained jointly by Schering and EPIX and shall be obligated to reasonably cooperate with Wyeth in such activitiesrepresent the interests of both Schering and EPIX equally and without prejudice to either Party. Wyeth Except as otherwise provided herein, all Costs related to the filing, prosecution and maintenance of the Joint Patent Rights shall be considered Development Costs if incurred during the Development Phase of a Licensed Product, and Costs of Goods Sold if incurred thereafter. (b) In the course of carrying out the preparation, filing, prosecution and maintenance of the Joint Patent Rights, the Patent Counsel shall keep DOV advised EPIX and Schering apprised of the status of all patent applications and patents comprising the Joint Patent Rights which are the subject of such activities activities, shall seek the guidance and shall also inform DOV in a timely manner contributions of any material communications Wyeth receives from the relevant patent office both Parties with respect to prosecution strategy, the drafting of patent applications and responses to the United States and foreign patent offices regarding the Joint Patent Rights, and shall provide both Schering and EPIX with copies of all communications to and from the United States and foreign patent offices within a reasonable time frame to permit EPIX and Schering to make meaningful contributions to such activitiesfilings or communications. Wyeth The foregoing notwithstanding, the Parties agree that the Patent Counsel will take instructions from EPIX with respect to Joint Patent Rights covering Joint Program Technology relating to a process, method, use, modification, derivative or formulation of Compound MS-325; PROVIDED, HOWEVER, that such instructions will be discussed in advance with Schering, and if Schering reasonably concludes that the legal work to be undertaken will not provide commercially viable protection for a Licensed Product being developed by or marketed by Schering, then Schering shall give notice have no obligation to DOV share in the Costs of any desire such legal work. (c) If, during the Term of this Agreement, a Party does not wish to cease continue with the preparation, filing, prosecution or maintenance of any Wyeth Primary Joint Patent on a country-by-country basisRight, or if Schering does not wish to share the Costs of legal work as described in Section 9.6.1(b) above, the relevant Party shall notify the other Party of such intention at least sixty (60) days prior to the date upon which such right shall lapse or become abandoned, or upon which the next response to the applicable patent office is due to be filed, and in such case, DOV the other Party shall thereupon have the right right, but not the obligation, to elect to continue preparationassume sole responsibility for the prosecution, filing, prosecution maintenance and maintenance defense of such Wyeth Primary PatentJoint Patent Right, including all prospective expenses related thereto. In such event, the event that DOV elects uninterested Party shall assign its entire right title and interest in the relevant Joint Patent Rights to continue any such activities for such Wyeth Primary Patent, DOV shall reasonably consult with Wyeth with respect thereto and shall consider in good xxxxx Xxxxx’x reasonable views with respect to such activitiesthe other Party, and Wyeth agrees the assigning Party shall no longer have any rights under the relevant Joint Patent Right. (d) The Parties agree to transfer use reasonable commercial efforts to DOV all information reasonably requested by DOV for DOV to conduct such activities and to otherwise reasonably cooperate with DOV in such actions. DOV shall keep Wyeth advised ensure that any Joint Patent Right filed outside of the status of such actions and shall also inform Wyeth United States prior to a filing in the United States will be in a timely manner form sufficient to establish the date of original filing as a priority date for the purposes of a subsequent filing in the United States. The Parties agree to use reasonable commercial efforts to ensure that any material communications DOV receives from Joint Patent Right filed in the relevant patent office with respect United States prior to such activities. Each party shall bear its own costs with respect to any preparation, filing, prosecution and maintenance filings outside of any Wyeth Patent for which it is responsible. Upon DOV’s reasonable request, Wyeth shall consider in good faith prosecuting the United States will be in a separate Patent application any claim(s) concerning Product or Marketed Product that if separated into a separate Patent would thereby qualify form sufficient to establish the date of original filing as a “Wyeth Primary Patent” priority date for the purpose of a subsequent filing in any contracting state of the Paris Convention. (e) Except as otherwise permitted under clause (iv) of that definition instead of being included in another Wyeth this Agreement, neither Party shall grant any Third Party a license under any Joint Patent that is a “Wyeth Secondary Patent” hereunder, provided that (i) such separation and additional Patent shall not adversely affect Right without the patentability, validity or enforceability any prior written consent of the other Wyeth Patents Party, such consent not to be unreasonably withheld or any other Patents owned or controlled by Wyeth or any of its Affiliates, and (ii) DOV shall be responsible for any incremental out-of-pocket costs incurred by Wyeth for preparing, filing, prosecuting and maintaining such additional Patentdelayed.

Prosecution and Maintenance. Wyeth To the fullest extent legally and ----------------------------- contractually entitled, CYTOGEN hereby grants to the LLC the exclusive right to prepare new applications based on CYTOGEN Technical Information licensed hereunder, prepare continuing patent applications which contain claims directed to subject matter in the Field and claim priority to the Licensed CYTOGEN Patents, file, and prosecute patent applications that are Licensed CYTOGEN Patents, maintain or extend the term of any issued patent that is a Licensed CYTOGEN Patent, and defend against any conflicts, oppositions or interferences involving Third Party challenges to the Licensed CYTOGEN Patents. The cost of such activities shall be responsible for borne by the preparationLLC; provided, filinghowever, prosecution and maintenance (includingthat if less than all of the rights to any -------- ------- such Patent has been licensed to the LLC pursuant hereto, without limitationthe LLC shall bear only that portion of the cost of such activities as reflects the proportionate economic value, any interferences, oppositions, reissue proceedings and reexaminations)as agreed upon in good faith by the Parties, of the Wyeth Patents. Wyeth shall reasonably consult with DOV with respect rights licensed to the preparationLLC. CYTOGEN shall cooperate, filingat the LLC's expense, with all reasonable requests of the LLC in all such activities. If at any time the LLC determines not to prepare, file or prosecute a Patent licensed to the LLC hereunder, maintain or extend the term of any Patent licensed to the LLC hereunder or defend against any conflicts, oppositions or interferences involving Third Party challenges to any Patent licensed to the LLC hereunder, the LLC shall notify CYTOGEN of any such determination and grant back to CYTOGEN the right to conduct any such activity. If the right to prepare, file or prosecute any Patent licensed by CYTOGEN to the LLC hereunder, or to maintain or extend or to defend against any Third Party conflicts, oppositions or interferences involving any Patent licensed to the LLC hereunder cannot be granted to the LLC, CYTOGEN shall use commercially reasonable efforts diligently to perform, or cause to be performed, in consultation with the LLC, such activities. In addition, to the fullest extent legally and contractually entitled, CYTOGEN grants to the LLC the right to review and comment on the prosecution and maintenance of patents and patent applications which claim priority to or are otherwise related to the Wyeth Primary Patents and DOV agrees licensed to reasonably cooperate with Wyeth in such activitiesthe LLC hereunder. Wyeth shall keep DOV advised of the status The cost of such activities and shall be borne by the LLC; provided, -------- however, that if less than all of the rights to any such Patent has been ------- licensed to the LLC pursuant hereto, the LLC shall bear only that portion of the cost of such activities as reflects the proportionate economic value, as agreed upon in good faith by the Parties, of the rights licensed to the LLC. The LLC also inform DOV in a timely manner of any material communications Wyeth receives from the relevant patent office with respect grants to such activities. Wyeth shall give notice to DOV of any desire to cease preparation, filing, prosecution or maintenance of any Wyeth Primary Patent on a country-by-country basis, and in such case, DOV shall have CYTOGEN the right to elect to continue preparation, filing, review and comment on the prosecution and maintenance of patents and patent applications which claim priority to or are otherwise related to the Patents licensed to the LLC hereunder. The cost of such Wyeth Primary Patentactivities shall be borne by CYTOGEN. Upon issuance of a patent based upon any pending patent application listed in Annex A, or any continuation in whole or in part derived therefrom, Annex A shall be revised to reflect the issuance of such patent. In the event that DOV elects such an issued patent contains claims directed only to continue any such activities for such Wyeth Primary Patent, DOV shall reasonably consult with Wyeth with respect thereto and shall consider in good xxxxx Xxxxx’x reasonable views with respect to such activities, and Wyeth agrees to transfer to DOV all information reasonably requested by DOV for DOV to conduct such activities and to otherwise reasonably cooperate with DOV in such actions. DOV shall keep Wyeth advised subject matter which falls entirely outside of the status of such actions and shall also inform Wyeth in a timely manner of any material communications DOV receives from Field, the relevant patent office with respect to such activities. Each party shall bear its own costs with respect to any preparation, filing, prosecution and maintenance of any Wyeth Patent for which it is responsible. Upon DOV’s reasonable request, Wyeth shall consider in good faith prosecuting in a separate Patent application any claim(s) concerning Product or Marketed Product that if separated into a separate Patent would thereby qualify as a “Wyeth Primary Patent” under clause (iv) of that definition instead of being included in another Wyeth Patent that is a “Wyeth Secondary Patent” hereunder, provided that (i) such separation and additional Patent shall not adversely affect the patentability, validity or enforceability any of the other Wyeth Patents or any other Patents owned or controlled by Wyeth or any of its Affiliates, and (ii) DOV shall be responsible for any incremental out-of-pocket costs incurred by Wyeth for preparingremoved from Annex A. For purposes of clarity, filingupon removal of a patent from Annex A, prosecuting and maintaining such additional Patentthe patent shall be considered to fall outside the definition of Licensed CYTOGEN Patents.