Common use of Prosecution of Patents Clause in Contracts

Prosecution of Patents. (a) Licensed [***] Patents, Licensed Product Improvement Patents, and Joint Patents relating to Licensed Products. Except as otherwise provided in this Section 12.3(a), as between the Parties, Takeda shall have the sole right and authority to prepare, file, prosecute and maintain the Licensed [***] Patent, Licensed Product Improvement Patents, and, where relating to Licensed Products, Joint Patents (collectively, the “[***] Patent Prosecution”) on a worldwide basis (including the right to defend in patent office proceedings such as inter partes reviews, post grant reviews and oppositions).Takeda shall bear all costs of preparation, filing, prosecution and maintenance of the [***] Patent Prosecution in the Territory. Provided that Ultragenyx’s rights with respect to the applicable Licensed Product have not terminated, Takeda, upon Ultragenyx’s request, shall provide Ultragenyx a reasonable opportunity to review and comment on material communications from any patent authority in the Territory regarding the [***] Patent Prosecution and drafts of any material filings or responses to be made to such patent authorities in advance of submitting such filings or responses. Takeda shall consider Ultragenyx’s comments regarding such communications and drafts in good faith with a view to maximizing the Patent protection and scope in the Territory in the Ultragenyx Field. If Ultragenyx’s rights with respect to the applicable Licensed Product have not terminated and Takeda determines in its sole discretion to abandon or not maintain any Licensed [***] Patent, Licensed Product Improvement Patent, or, where relating to Licensed Products, Joint Patent that is being prosecuted or maintained by Takeda in the Territory and that is applicable to the in the Ultragenyx Field, then Takeda shall provide Ultragenyx with written notice of such determination within a period of time reasonably necessary to allow Ultragenyx to determine, in its sole discretion, its interest in such Patent(s) (which notice by Takeda shall be given no later than sixty (60) days prior to the final deadline for any pending action or response that may be due with respect to such Patent(s) with the applicable patent authority). If Ultragenyx provides timely written notice expressing its interest in continuing to support such Patent(s), Ultragenyx shall have the right to pursue the filing or support the continued prosecution or maintenance of such Patents and Takeda shall provide to Ultragenyx, subject to reimbursement of Takeda’s out-of-pocket costs, all unpublished patent applications and any other information and documents necessary to permit Ultragenyx to take such action to establish or preserve any such Patents. If Ultragenyx pursues the filing or support of such Patents and Takeda continues to pursue a Licensed [***] Product in the Takeda Field, it shall provide Takeda a reasonable opportunity to review and comment on material communications from any patent authority in the Territory regarding such Patents and drafts of any material filings or responses to be made to such patent authorities in advance of submitting such filings or responses. Ultragenyx shall consider Takeda’s comments regarding such communications and drafts in good faith.

Prosecution of Patents. (a) OSR-Telethon will be responsible, at its expense, for obtaining, prosecuting, maintaining and defending throughout the Territory the Licensed [***] Patents. In this regard, Licensed Product Improvement Patents, and Joint Patents relating to Licensed Products. Except as otherwise provided in this Section 12.3(a), as between the Parties, Takeda shall have the sole right and authority to prepare, OSR-Telethon will file, prosecute prosecute, maintain and maintain defend patent applications to secure claims of the Licensed [***] Patent, Licensed Product Improvement Patents, and, where relating . If OSR-Telethon elects not to Licensed Products, Joint Patents (collectively, i) pursue the “[***] Patent Prosecution”) on a worldwide basis (including the right to defend in patent office proceedings such as inter partes reviews, post grant reviews and oppositions).Takeda shall bear all costs of preparation, filing, prosecution and prosecution, maintenance or defense of the [***] a Licensed Patent Prosecution or any claim therein in the Territory. Provided that Ultragenyx’s rights a particular country, or (ii) take any other action with respect to the applicable a Licensed Product have not terminatedPatent in a particular country that is necessary or useful to establish or preserve rights thereto, Takeda, upon Ultragenyx’s request, shall provide Ultragenyx a then in each such case OSR-Telethon will so notify Oncorus promptly in writing and in reasonable opportunity time to review and comment on material communications from enable Oncorus to meet any patent authority deadlines by which an action must be taken to establish or preserve any such rights in the Territory regarding the [***] Patent Prosecution and drafts of any material filings or responses to be made to such patent authorities in advance of submitting such filings or responses. Takeda shall consider Ultragenyx’s comments regarding such communications and drafts in good faith with a view to maximizing the Patent protection and scope in the Territory in the Ultragenyx Field. If Ultragenyx’s rights with respect to the applicable Licensed Product have not terminated and Takeda determines in its sole discretion to abandon or not maintain any Licensed [***] Patent, Licensed Product Improvement Patent, or, where relating to Licensed Products, Joint Patent that is being prosecuted or maintained by Takeda in the Territory and that is applicable to the in the Ultragenyx Field, then Takeda shall provide Ultragenyx with written notice of such determination within a period of time reasonably necessary to allow Ultragenyx to determineas applicable, in its sole discretion, its interest in such Patent(s) (which country. Upon receipt of each such notice by Takeda shall be given no later than sixty OSR-Telethon or if, at any time, OSR-Telethon fails to initiate any such action after a request by Oncorus that it do so (60) days prior or thereafter fails to the final deadline for any pending action or response that may be due with respect to timely pursue such Patent(s) with the applicable patent authority). If Ultragenyx provides timely written notice expressing its interest in continuing to support such Patent(saction), Ultragenyx shall have Oncorus has the right right, but not the obligation, to pursue the filing or support the continued prosecution prosecution, maintenance or maintenance defense of such Licensed Patent at its expense in such country in the name and on behalf of OSR-Telethon (“Step-In Right”). If Oncorus elects to pursue such filing or continue such support in the name and on behalf of OSR-Telethon, then Oncorus will notify OSR-Telethon of such election, and Oncorus will be entitled to offset its reasonable internal and external costs for such activities against any amounts due to OSR-Telethon under this Agreement. Oncorus will, at OSR-Telethon’s request, assist and cooperate in the filing and prosecution, maintenance or defense of any application, amendment, submission, response or correspondence with respect to any Licensed Patents and Takeda shall OSR-Telethon will provide Oncorus, sufficiently in advance for Oncorus to Ultragenyxcomment, subject to reimbursement with copies of Takeda’s out-of-pocket costs, all unpublished patent applications and any other information material submissions and documents necessary to permit Ultragenyx to take such action to establish or preserve any such Patents. If Ultragenyx pursues the filing or support of such Patents and Takeda continues to pursue a Licensed [***] Product in the Takeda Field, it shall provide Takeda a reasonable opportunity to review and comment on material communications from correspondence with any patent authority in the Territory regarding such Patents and drafts of any material filings counsel or responses to be made to such patent authorities in advance of submitting such filings or responses. Ultragenyx shall consider Takeda’s comments regarding such communications and drafts pertaining to the Licensed Patents; OSR-Telethon will give due consideration, in good faith, to the comments of Oncorus. Any and all rights and obligations set forth upon each Party under the previous paragraph shall apply mutatis mutandis to the other Party in case Oncorus exercises the Step-In Right in accordance with this Section 5.1.

Prosecution of Patents. License, Development and Commercialization Agreement between Ampio and Daewoong (a) Licensed [***] Patents, Licensed Product Improvement Patents, and Joint Patents relating to Licensed Products. Except as otherwise provided in this Section 12.3(a), as between the Parties, Takeda Ampio shall have the sole right and authority to prepare, file, prosecute and maintain the Licensed [***] PatentAmpio Patents at Ampio’s own costs and expenses. If Ampio determines in its sole discretion to abandon all claims in any Ampio Patent in the Territory, Licensed Product Improvement Patentsthen Ampio shall provide Daewoong with written notice of such determination within a period of time reasonably necessary to allow Daewoong to determine its interest in such Ampio Patent(s). In the event Daewoong provides written notice expressing its interest in obtaining such Ampio Patent(s), andAmpio shall assign and transfer to Daewoong the ownership of, where relating and interest in, such Ampio Patent(s) in the Territory, such transfer to Licensed Productsbe at Daewoong’s reasonable expense (but without payment to Ampio). Thereafter, Joint Patents (collectively, the “[***] Patent Prosecution”) on a worldwide basis (including the right to defend in patent office proceedings such as inter partes reviews, post grant reviews and oppositions).Takeda Daewoong shall bear all of the costs of preparation, filing, prosecution and maintenance of the [***] Patent Prosecution such assigned and transferred Patents, which shall not be treated as Ampio Patents and shall be treated as Daewoong Patents, and Daewoong may prosecute such Daewoong Patents at its sole discretion; provided, however, in the Territoryevent that Daewoong decides to abandon or not maintain any such Patent(s), Daewoong shall promptly provide Ampio with written notice of such decision. (b) Daewoong shall be solely responsible to file, prosecute and maintain Daewoong Patents. Provided that Ultragenyx’s rights with With respect to the applicable Licensed Product have not terminatedDaewoong Patents under which Ampio receives a license pursuant to Section 2.2 hereof, Takeda, upon Ultragenyx’s request, Daewoong shall provide Ultragenyx a Ampio reasonable opportunity to review and comment on such prosecution efforts regarding such Daewoong Patents, including by providing Ampio with a copy of material communications from any patent authority in the Territory regarding the [***] Patent Prosecution such Daewoong Patent(s), and by providing drafts of any material filings or responses to be made to such patent authorities in advance of submitting such filings or responses. Takeda Daewoong shall reasonably consider Ultragenyx’s such comments regarding such communications and drafts by Ampio in good faith with a view to maximizing the Patent protection and scope in the Territory in the Ultragenyx Field. If Ultragenyx’s rights with respect to the applicable Licensed Product have not terminated and Takeda determines in its sole discretion to abandon or not maintain any Licensed [***] Patent, Licensed Product Improvement Patent, or, where relating to Licensed Products, Joint Patent that is being prosecuted or maintained by Takeda in the Territory and that is applicable to the in the Ultragenyx Field, then Takeda shall provide Ultragenyx with written notice of such determination within a period of time reasonably necessary to allow Ultragenyx to determine, in its sole discretion, its interest in such Patent(s) (which notice by Takeda shall be given no later than sixty (60) days prior to the final deadline for any pending action or response that may be due with respect to such Patent(s) connection with the applicable patent authority). If Ultragenyx provides timely written notice expressing its interest in continuing to support such Patent(s), Ultragenyx shall have the right to pursue the filing or support the continued prosecution or maintenance of such Patents and Takeda shall provide to Ultragenyx, subject to reimbursement of Takeda’s out-of-pocket costs, all unpublished patent applications and any other information and documents necessary to permit Ultragenyx to take such action to establish or preserve any such Daewoong Patents. If Ultragenyx pursues the filing or support of such Patents and Takeda continues to pursue a Licensed [***] Product in the Takeda Field, it shall provide Takeda a reasonable opportunity to review and comment on material communications from any patent authority in the Territory regarding such Patents and drafts of any material filings or responses to be made to such patent authorities in advance of submitting such filings or responses. Ultragenyx shall consider Takeda’s comments regarding such communications and drafts in good faith.

Prosecution of Patents. (a) Licensed [***] Patents, Licensed Product Improvement Patents, and Joint Patents relating to Licensed Products. Except as otherwise provided in this Section 12.3(a), as between the Parties, Takeda HERMES shall have the sole right (and authority not the obligation) to prepare, file, prosecute and maintain patent protection in the Licensed Territory for HERMES Intellectual Property solely owned by HERMES. PHARMAENGINE shall reimburse HERMES on a [***] Patent, Licensed Product Improvement Patents, and, where relating to Licensed Products, Joint Patents (collectively, basis for the “[***] Patent Prosecution”) on a worldwide basis (including expenses incurred for the right to defend in patent office proceedings such as inter partes reviews, post grant reviews and oppositions).Takeda shall bear all costs of preparation, filing, prosecution and maintenance of patent protection for HERMES Intellectual Property in the Territory (“Expenses”). In the event that such patent protection licensed to PHARMAENGINE is licensed to one or more HERMES’ licensees in any country of the Territory at the time when HERMES invoices PHARMAENGINE for the aforesaid reimbursement, in said country PHARMAENGINE shall only bear the amount equal to [**]. HERMES shall bear the expense of prosecution and maintenance of HERMES Intellectual Property that HERMES elects to prosecute or maintain outside the Territory. (b) PHARMAENGINE shall have the sole right (and not the obligation) to prosecute and maintain patent protection in the Territory for PHARMAENGINE Intellectual Property solely owned by PHARMAENGINE. In the event that such PHARMAENGINE Intellectual Property is licensed to HERMES pursuant to Article 5.2, HERMES shall reimburse or subsidize PHARMAENGINE on a Quarterly basis for the expenses incurred for the prosecution and maintenance of patent protection for such PHARMAENGINE Intellectual Property in the Retained Territory; provided, however, that in the event that such patent protection licensed to HERMES is licensed to one or more PHARMAENGINE’s licensees in any country of the Retained Territory at the time when PHARMAENGINE invoices HERMES for the aforesaid reimbursement, in said country HERMES shall only bear the amount equal to [**]. PHARMAENGINE shall bear the expense of prosecution and maintenance of PHARMAENGINE Intellectual Properly that PHARMAENGINE elects to prosecute or maintain outside the Retained Territory. (c) Except as otherwise decided in writing by JDC, HERMES shall have the right (and not the obligation) to prosecute and maintain patent protection in the Territory for any Patent Rights jointly made by HERMES and PHARMAENGINE during the term of this Agreement in the name of both HERMES and PHARMAENGINE. PHARMAENGINE shall make available to HERMES or its authorized attorneys, agents, or representatives, such of its employees whom HERMES in its reasonable judgment deems necessary, in order to assist it in obtaining patent protection for such jointly made patent right. Each Party shall [**] for prosecution and maintenance for any jointly made Patent Prosecution Rights under this Article 9.2(c) in the Territory and the Retained Territory. Provided . (d) In the event that Ultragenyx’s rights a Party elects not to seek or continue to seek, or maintain, patent or secrecy protection of all or part of its Intellectual Property with respect to the applicable Licensed Product have not terminatedunder this Agreement (whether jointly owned by the Parties or solely owned by a Party) (the “Elected Intellectual Property”), Takeda, upon Ultragenyx’s request, such Party shall provide Ultragenyx a reasonable opportunity to review and comment on material communications from any patent authority promptly notify the other Party in the Territory regarding the [***] Patent Prosecution and drafts of any material filings or responses to be made to such patent authorities in advance of submitting such filings or responses. Takeda shall consider Ultragenyx’s comments regarding such communications and drafts in good faith with a view to maximizing the Patent protection and scope in the Territory in the Ultragenyx Field. If Ultragenyx’s rights with respect to the applicable Licensed Product have not terminated and Takeda determines in its sole discretion to abandon or not maintain any Licensed [***] Patent, Licensed Product Improvement Patent, or, where relating to Licensed Products, Joint Patent that is being prosecuted or maintained by Takeda in the Territory and that is applicable to the in the Ultragenyx Field, then Takeda shall provide Ultragenyx with written notice writing of such determination within a period of time reasonably necessary to allow Ultragenyx to determineelection, in its sole discretion, its interest in such Patent(s) (which notice by Takeda shall be given no later than sixty (60) days prior to and the final deadline for any pending action or response that may be due with respect to such Patent(s) with the applicable patent authority). If Ultragenyx provides timely written notice expressing its interest in continuing to support such Patent(s), Ultragenyx other Party shall have the right to pursue seek or continue to seek or maintain patent or secrecy protection of said Elected Intellectual Property in its respective territory (in the filing Territory, if PHARMAENGINE, or support in Retained Territory, if HERMES) at its own risk and expense. In any such case, the continued prosecution Party that has, under this Agreement, control over seeking, continuing to seek, or maintenance maintaining protection of such Patents Elected Intellectual Property shall, based on good faith, and Takeda shall provide upon written request from the other Party, assign its rights in and to Ultragenyx, subject such Elected Intellectual Property to reimbursement of Takeda’s out-of-pocket costs, all unpublished patent applications and any that other information and documents necessary to permit Ultragenyx to take such action to establish or preserve any such Patents. If Ultragenyx pursues the filing or support of such Patents and Takeda continues to pursue a Licensed [***] Product Party in the Takeda Fieldother Party’s respective territory, it and shall provide Takeda a reasonable opportunity to review continually prosecute and comment on material communications from any patent authority in maintain such Elected Intellectual Property until the Territory regarding such Patents and drafts completion of any material filings or responses to be made to such patent authorities in advance of submitting such filings or responses. Ultragenyx shall consider Takeda’s comments regarding such communications and drafts in good faiththis assignment.

Prosecution of Patents. (a) Licensed [***] Patents, Licensed Product Improvement Patents, and Joint Patents relating Subject to Licensed Products. Except as otherwise provided in this Section 12.3(a8.3(b), as between the Parties, Takeda Allos shall have the sole right and authority to prepare, file, prosecute and maintain the Licensed [***] Patent, Licensed Product Improvement Allos Patents, and, where relating to Licensed Products, Joint Patents and Mundipharma Patents (collectively, the “Allos Prosecuted Patents”). As between the Parties, [***] Patent Prosecution”) on a worldwide basis (including the right to defend in patent office proceedings such as inter partes reviews, post grant reviews and oppositions).Takeda shall bear all costs of incurred by Allos in connection with the preparation, filing, prosecution and or maintenance of the [***] Patent Prosecution any Allos Prosecuted Patents in the Allos Territory and Mundipharma shall bear all costs incurred by Allos in connection with the preparation, filing, prosecution or maintenance of any Allos Prosecuted Patents in the Licensed Territory. Provided that Ultragenyx’s rights with respect Prior to the applicable Licensed Product have not terminatedany filing or extension, Takeda, upon Ultragenyx’s request, Allos shall provide Ultragenyx a Mundipharma reasonable opportunity to review and comment on such prosecution efforts regarding the Allos Prosecuted Patents (including the PDX Patents, to the extent the PDX Licensor consults with Allos and provides Allos the right to review and comment on the same, in each case as is required pursuant to section 8.2 of the PDX License Agreement) as follows: Allos shall promptly provide Mundipharma with copies of all material communications from any patent authority in the Territory regarding the [***] Patent Prosecution Allos Prosecuted Patents, and shall provide Mundipharma, for its review and comment, with drafts of any material filings or responses to be made to such patent authorities in advance of submitting such filings or responses. Takeda shall consider Ultragenyx’s comments regarding such communications and drafts in good faith with a view to maximizing the Patent protection and scope in the Territory in the Ultragenyx Field. If Ultragenyx’s rights with respect to the applicable Licensed Product have not terminated and Takeda determines in its sole discretion to abandon or not maintain any Licensed [***] Patent, Licensed Product Improvement Patent, or, where relating to Licensed Products, Joint Patent that is being prosecuted or maintained by Takeda in the Territory and that is applicable to the in the Ultragenyx Field, then Takeda shall provide Ultragenyx with written notice of such determination within a period reasonable amount of time reasonably necessary to allow Ultragenyx to determine, in its sole discretion, its interest in such Patent(s) (which notice by Takeda shall be given no later than sixty (60) days prior to the final deadline for any pending action or response that may be due with respect to such Patent(s) with the applicable patent authority). If Ultragenyx provides timely written notice expressing its interest in continuing to support such Patent(s), Ultragenyx shall have the right to pursue the filing or support the continued prosecution or maintenance of such Patents and Takeda shall provide to Ultragenyx, subject to reimbursement of Takeda’s out-of-pocket costs, all unpublished patent applications and any other information and documents necessary to permit Ultragenyx to take such action to establish or preserve any such Patents. If Ultragenyx pursues the filing or support of such Patents and Takeda continues to pursue a Licensed [***] Product in the Takeda Field, it shall provide Takeda a reasonable opportunity to review and comment on material communications from any patent authority in the Territory regarding such Patents and drafts of any material filings or responses to be made to such patent authorities in advance of submitting such filings or responses. Ultragenyx Allos shall consider Takeda’s include any reasonable comments regarding thereto provided by Mundipharma in connection with the prosecution of the Allos Prosecuted Patents. Each Party shall provide the other Party all reasonable assistance and cooperation in the patent prosecution efforts provided in this Section 8.3(a), including executing any other required documents or instruments for such communications prosecution. (b) Except with respect to the PDX Patents, if Allos decides anywhere in the Licensed Territory to abandon any Allos Prosecuted Patent or not to apply for an extension of any Allos Prosecuted Patent, including a supplementary protection certificate or equivalent thereof, Mundipharma shall have the right to assume Allos’ rights and drafts responsibilities under this Section 8.3 with respect to such Allos Prosecuted Patent, and in good faith.connection with assuming such rights and responsibilities, Mundipharma shall be entitled to apply for any such extension (including a supplementary protection certificate or equivalent thereof) and Mundipharma shall thereafter become responsible for the prosecution and maintenance of such Allos Prosecuted Patent in the Licensed

Prosecution of Patents. (a) Licensed [***] PatentsSubject to Section 6.3(b) below, Licensed Product Improvement Patents, and Joint Patents relating to Licensed Products. Except as otherwise provided in this Section 12.3(a), as between the Parties, Takeda OXiGENE shall have the sole right and authority responsibility to prepare, file, prosecute prosecute, obtain and maintain the Licensed [***] PatentOXiGENE Patents and any Patent Rights falling with Angiogene Intellectual Property, Licensed Product Improvement Patents, and, where relating to Licensed Products, Joint Patents (collectively, the “[***] Patent Prosecution”) on a worldwide basis (including the right to defend in patent office proceedings such as inter partes reviews, post grant reviews at OXiGENE’s costs and oppositions).Takeda shall bear all costs of preparation, filing, prosecution and maintenance of the [***] Patent Prosecution in the Territoryexpense. Provided that Ultragenyx’s rights with respect to the applicable Licensed Product have not terminated, Takeda, upon Ultragenyx’s request, OXiGENE shall provide Ultragenyx a Angiogene reasonable opportunity to review and comment on such prosecution efforts regarding any Angiogene Intellectual Property. OXiGENE shall provide Angiogene with a copy of material communications from any patent authority in the Territory regarding the [***] Patent Prosecution any such Angiogene Intellectual Property, and shall provide drafts of any material filings or responses to be made to such patent authorities a reasonable amount of time in advance of submitting such filings or responsesresponses for Angiogene’s review and comment. Takeda OXiGENE shall reasonably consider Ultragenyx’s such comments regarding by Angiogene in connection with the prosecution of Angiogene Intellectual Property. (b) If OXiGENE decides to cease the prosecution or maintenance of any Patent Rights with the Angiogene Intellectual Property (such communications and drafts right being “Abandoned Patent Rights”), it shall notify Angiogene in good faith with a view to maximizing the Patent protection and scope writing sufficiently in the Territory in the Ultragenyx Field. If Ultragenyx’s rights with respect to the applicable Licensed Product have not terminated and Takeda determines in advance so that Angiogene may, at its sole discretion to abandon or not maintain any Licensed [***] Patent, Licensed Product Improvement Patent, or, where relating to Licensed Products, Joint Patent that is being prosecuted or maintained by Takeda in the Territory and that is applicable to the in the Ultragenyx Field, then Takeda shall provide Ultragenyx with written notice of such determination within a period of time reasonably necessary to allow Ultragenyx to determine, in its sole discretion, its interest in such Patent(s) (which notice by Takeda shall be given no later than sixty (60) days prior to assume the final deadline responsibility for any pending action or response that may be due with respect to such Patent(s) with the applicable patent authority). If Ultragenyx provides timely written notice expressing its interest in continuing to support such Patent(s), Ultragenyx shall have the right to pursue the filing or support the continued prosecution or maintenance of such Patents and Takeda Patent Rights, at Angiogene’s sole expense. Effective as of the date of said notice, such Abandoned Patent Rights shall provide thereupon cease to Ultragenyx, be subject to reimbursement this Agreement. For the sake of Takeda’s out-of-pocket costsclarity, Angiogene shall thereafter be free (as between the Parties) to prepare, file, prosecute, obtain, and maintain, at its sole discretion and expense, all unpublished patent applications Abandoned Patent Rights and to license its rights to any Abandoned Patent Rights to any other information and documents necessary to permit Ultragenyx to take such action to establish or preserve party on any such Patents. If Ultragenyx pursues the filing or support of such Patents and Takeda continues to pursue a Licensed [***] Product in the Takeda Field, it shall provide Takeda a reasonable opportunity to review and comment on material communications from any patent authority in the Territory regarding such Patents and drafts of any material filings or responses to be made to such patent authorities in advance of submitting such filings or responses. Ultragenyx shall consider Takeda’s comments regarding such communications and drafts in good faithterms.

Prosecution of Patents. (a) Licensed [***] Patents, Licensed Product Improvement Patents, and Joint Patents relating Subject to Licensed Products. Except as otherwise provided in this Section 12.3(a9.3(b), as between the Parties, Takeda shall Licensee will have the sole first right and authority to prepare, file, prosecute and maintain the Licensed Licensee Patents, the Licensor Patents and any Patents Covering Inventions (whether Licensee Inventions, Licensor Inventions or Joint Inventions) directed to any Compound or Product, including the manufacture or use thereof (collectively, the “Licensee Prosecuted Patents”), including handling re-examinations and reissues together with the conduct of interferences, derivation proceedings, pre-and post-grant opposition proceedings, post-grant patent proceedings (such as inter partes review and post grant review) (collectively, the “Prosecution and Maintenance”). Licensor hereby delegates to Licensee all of Licensor’s rights, subject to all of Licensor’s obligations, under the Principal License Agreement to Prosecute and Maintain all Patents included in the Sublicensed Rights. As between the Parties, [***] Patent, Licensed Product Improvement Patents, and, where relating incurred after the Effective Date only in connection with the Prosecution and Maintenance of any Licensee Prosecuted Patent that Licensee chooses to Licensed Products, Joint Patents (collectively, the “[***] Patent Prosecution”) on a worldwide basis (including the right to defend in patent office proceedings such as inter partes reviews, post grant reviews Prosecute and oppositions).Takeda shall bear all costs of preparation, filing, prosecution and maintenance of the [***] Patent Prosecution Maintain in the Territory. Provided that Ultragenyx’s rights with respect to the applicable Licensed Product have not terminatedBefore any substantive prosecution filing, Takeda, upon Ultragenyx’s request, Licensee shall provide Ultragenyx Licensor with a reasonable opportunity to review and comment on such prosecution efforts regarding the Licensee Prosecuted Patents as follows: Licensee shall provide Licensor with copies of all material communications from any patent authority in the Territory regarding the [***] Patent Prosecution Licensee Prosecuted Patents, and will provide Licensor, for its review and comment, with drafts of any material filings or responses to be made to such patent authorities in advance of submitting such filings or responses. Takeda shall consider Ultragenyx’s comments regarding such communications and drafts in good faith with a view to maximizing the Patent protection and scope in the Territory in the Ultragenyx Field. If Ultragenyx’s rights with respect to the applicable Licensed Product have not terminated and Takeda determines in its sole discretion to abandon or not maintain any Licensed [***] Patent, Licensed Product Improvement Patent, or, where relating to Licensed Products, Joint Patent that is being prosecuted or maintained by Takeda in the Territory and that is applicable to the in the Ultragenyx Field, then Takeda shall provide Ultragenyx with written notice of such determination within a period reasonable amount of time reasonably necessary to allow Ultragenyx to determine, in its sole discretion, its interest in such Patent(s) (which notice by Takeda shall be given no later than sixty (60) days prior to the final deadline for any pending action or response that may be due with respect to such Patent(s) with the applicable patent authority). If Ultragenyx provides timely written notice expressing its interest in continuing to support such Patent(s), Ultragenyx shall have the right to pursue the filing or support the continued prosecution or maintenance of such Patents and Takeda shall provide to Ultragenyx, subject to reimbursement of Takeda’s out-of-pocket costs, all unpublished patent applications and any other information and documents necessary to permit Ultragenyx to take such action to establish or preserve any such Patents. If Ultragenyx pursues the filing or support of such Patents and Takeda continues to pursue a Licensed [***] Product in the Takeda Field, it shall provide Takeda a reasonable opportunity to review and comment on material communications from any patent authority in the Territory regarding such Patents and drafts of any material filings or responses to be made to such patent authorities in advance of submitting such filings or responses. Ultragenyx Licensee shall consider Takeda’s comments regarding such communications and drafts in good faithfaith any reasonable comments thereto provided by Licensor in connection with the prosecution of the Licensee Prosecuted Patents. Each Party shall provide the other Party all reasonable assistance and cooperation (at the other Party’s cost) in the Patent Prosecution and Maintenance efforts provided in this Section 9.3(a), including executing any other required documents or instruments for such filings, Prosecution and Maintenance. For purpose of clarity, Licensee may at its discretion file one or more new Patent applications and may include in such applications data or discoveries included within the Licensed Know-How or other Information and such new Patent application(s)s will be Licensed Patents. (b) If Licensee decides not to Prosecute and Maintain, or to abandon, any Licensee Prosecuted Patent anywhere in the Territory, Licensee will promptly, but in no event later than [***] days prior to any deadline (and, if the deadline is extendable, the first such deadline without taking into account any available extension(s)) that must be met in order to avoid such abandonment, notify Licensor with written notice and Licensor may assume Licensee’s rights and responsibilities under this Section 9.3(a) with respect to such Licensee Prosecuted Patent, and in connection with assuming such rights and responsibilities, including responsibility for costs, Licensor may Prosecute and Maintain such Licensee Prosecuted Patent in the Territory; provided that any such Licensee Prosecuted Patent that is a Licensor Patent shall thereafter be excluded from the definition of “Licensor Patents” for purposes of the applicable license grant in Article 2. (c) As between the Parties, Licensee will be solely responsible for deciding on strategy, selecting which Patent(s) to involve, and obtaining patent term restoration in any country in the Territory under any statute or regulation equivalent or similar to 35 U.S.C. §156, where applicable to a Licensed Product. In exercising the foregoing right and responsibility Licensee will solely determine which relevant Licensed Patent will be extended (including by filing supplementary protection certificates and any other extensions that are now or in the future become available). Licensor will abide by Licensee’s determination and cooperate, as reasonably requested by Licensee, in connection with the foregoing (including by providing appropriate information and executing appropriate documents) at Licensee’s cost.

Prosecution of Patents. (a) Licensed [***] Patents, Licensed Product Improvement Patents, and Joint Patents relating Subject to Licensed Products. Except as otherwise provided in this Section 12.3(a8.3(b), as between the Parties, Takeda Allos shall have the sole right and authority to prepare, file, prosecute and maintain the Licensed [***] Patent, Licensed Product Improvement Allos Patents, and, where relating to Licensed Products, Joint Patents and Mundipharma Patents (collectively, the “"Allos Prosecuted Patents"). As between the Parties, [***] Patent Prosecution”) on a worldwide basis (including the right to defend in patent office proceedings such as inter partes reviews, post grant reviews and oppositions).Takeda shall bear all costs of incurred by Allos in connection with the preparation, filing, prosecution and or maintenance of the [***] any Allos Prosecuted Patent Prosecution in the Allos Territory. Provided that Ultragenyx’s rights with respect Prior to the applicable Licensed Product have not terminatedany filing or extension, Takeda, upon Ultragenyx’s request, Allos shall provide Ultragenyx a Mundipharma reasonable opportunity to review and comment on such prosecution efforts regarding the Allos Prosecuted Patents (including the PDX Patents, to the extent the PDX Licensor consults with Allos and provides Allos the right to review and comment on the same, in each case as is required pursuant to section 8.2 of the PDX License Agreement) as follows: Allos shall promptly provide Mundipharma with copies of all material communications from any patent authority in the Territory regarding the [***] Patent Prosecution Allos Prosecuted Patents, and shall provide Mundipharma, for its review and comment, with drafts of any material filings or responses to be made to such patent authorities in advance of submitting such filings or responses. Takeda shall consider Ultragenyx’s comments regarding such communications and drafts in good faith with a view to maximizing the Patent protection and scope in the Territory in the Ultragenyx Field. If Ultragenyx’s rights with respect to the applicable Licensed Product have not terminated and Takeda determines in its sole discretion to abandon or not maintain any Licensed [***] Patent, Licensed Product Improvement Patent, or, where relating to Licensed Products, Joint Patent that is being prosecuted or maintained by Takeda in the Territory and that is applicable to the in the Ultragenyx Field, then Takeda shall provide Ultragenyx with written notice of such determination within a period reasonable amount of time reasonably necessary to allow Ultragenyx to determine, in its sole discretion, its interest in such Patent(s) (which notice by Takeda shall be given no later than sixty (60) days prior to the final deadline for any pending action or response that may be due with respect to such Patent(s) with the applicable patent authority). If Ultragenyx provides timely written notice expressing its interest in continuing to support such Patent(s), Ultragenyx shall have the right to pursue the filing or support the continued prosecution or maintenance of such Patents and Takeda shall provide to Ultragenyx, subject to reimbursement of Takeda’s out-of-pocket costs, all unpublished patent applications and any other information and documents necessary to permit Ultragenyx to take such action to establish or preserve any such Patents. If Ultragenyx pursues the filing or support of such Patents and Takeda continues to pursue a Licensed [***] Product in the Takeda Field, it shall provide Takeda a reasonable opportunity to review and comment on material communications from any patent authority in the Territory regarding such Patents and drafts of any material filings or responses to be made to such patent authorities in advance of submitting such filings or responses. Ultragenyx Allos shall consider Takeda’s comments regarding such communications and drafts in good faithfaith any reasonable comments thereto provided by Mundipharma in connection with the prosecution of the Allos Prosecuted Patents. Each Party shall provide the other Party all reasonable assistance and cooperation in the patent prosecution efforts provided in this Section 8.3(a), including executing any other required documents or instruments for such prosecution. (b) Except with respect to the PDX Patents, if Allos decides anywhere in the Licensed Territory to abandon any Allos Prosecuted Patent or not to apply for an extension of any Allos Prosecuted Patent, including a supplementary protection certificate or equivalent thereof, Mundipharma shall have the right to assume Allos' rights and responsibilities under this Section 8.3 with respect to such Allos Prosecuted Patent, and in connection with assuming such [ * ] = Certain confidential information contained in this document, marked by brackets, is filed with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. rights and responsibilities, Mundipharma shall be entitled to apply for any such extension (including a supplementary protection certificate or equivalent thereof) and Mundipharma shall thereafter become responsible for the prosecution and maintenance of such Allos Prosecuted Patent in the Licensed Territory. With respect to any PDX Patent, the foregoing shall apply only if and to the extent that Allos assumes responsibility and control (after consultation with Mundipharma as to whether to assume such responsibility or control) of the prosecution and maintenance of such PDX Patent in accordance with the PDX License Agreement.

Prosecution of Patents. (a) Licensed [***] PatentsFluidigm, Licensed Product Improvement Patentsthrough patent attorneys or agents of its choice reasonably acceptable to Novartis, and Joint Patents relating to Licensed Products. Except as otherwise provided in this Section 12.3(a), as between the Parties, Takeda shall have the sole right and authority right, but not obligation, to prepare, filefile and maintain the Core Fluidigm Patents throughout the Territory. Schedule 9.2(c) specifies the countries in which Fluidigm has filed or intends to prepare and file applications for each Core Fluidigm Patent. Novartis shall have the right, on timely written notice to Fluidigm, to require Fluidigm to prepare and file an applications for Core Fluidigm Patents in any other particular country(ies), unless Fluidigm objects that such action would be unreasonable, including where taking such action could affect the scope, validity or enforceability of any Core Fluidigm Patent. Fluidigm shall prosecute and maintain the Licensed [***] Patent, Licensed Product Improvement Core Fluidigm Patents, andand applications therefor, in accordance with its customary, reasonable procedures therefor. Novartis shall have the right, on timely written notice to Fluidigm, to require Fluidigm to take additional reasonable actions with respect to such prosecution and maintenance, unless Fluidigm objects that such action would be unreasonable, including where relating to Licensed Productstaking such action could affect the scope, Joint Patents (collectively, the “[***] validity or enforceability of any Core Fluidigm Patent. All costs and expenses of all such additional Core Fluidigm Patent Prosecution”) on a worldwide basis (including the right to defend in patent office proceedings such as inter partes reviews, post grant reviews and oppositions).Takeda shall bear all costs of preparation, filing, prosecution and maintenance shall be reimbursed and borne solely by Novartis. Novartis shall, and shall cause its respective Affiliates to, as applicable, assist and cooperate with Fluidigm in filing, prosecuting and maintaining any Core Fluidigm Patent under this Section 5.2. Each party shall bear its own expenses under this Section 5.2. Fluidigm shall consult with Novartis as to the strategy and prosecution and maintenance of Core Fluidigm Patents and applications under this Section 5.2. Fluidigm shall cause its patent attorneys or agents to consult with Novartis (so far as practicable) on all issues relating to the filing, prosecution (including any interferences, reissue proceedings and re- [***] Patent Prosecution in Information has been omitted and filed separately with the TerritorySecurities and Exchange Commission. Provided that Ultragenyx’s rights Confidential treatment has been requested with respect to the applicable Licensed Product have not terminated, Takeda, upon Ultragenyx’s request, omitted portions. examinations) and maintenance of the Core Fluidigm Patents. Fluidigm shall provide Ultragenyx a reasonable Novartis with sufficient opportunity to review and comment on material communications from the nature and text of new or pending applications, amendments, registrations, filing, submissions, pleadings, responses or correspondence with any patent authority in the Territory regarding the [***] Patent Prosecution and drafts of any material filings or responses to be made to such patent authorities in advance of submitting such filings or responses. Takeda shall consider Ultragenyx’s comments regarding such communications and drafts in good faith with a view to maximizing the Patent protection and scope in the Territory in the Ultragenyx Field. If Ultragenyx’s rights with respect to the applicable Licensed Product Core Fluidigm Patents, and Fluidigm shall accede to reasonable requests of Novartis regarding the filing, registration and prosecution of the Core Fluidigm Patents. Fluidigm shall (A) notify Novartis as early as reasonably practicable in advance of all meetings and significant communications with any patent authorities concerning the Core Fluidigm Patents and shall permit Novartis to participate in such meetings, (B) promptly prepare and deliver to Novartis complete and accurate minutes of any such meeting or communications, and (C) promptly forward to Novartis copies of all office actions and written communications received from any patent authorities with respect to the Core Fluidigm Patents and upon receipt therefrom. Novartis shall have not terminated and Takeda determines in the right, at its sole discretion expense, to abandon make decisions regarding patent term extensions, including supplementary protection certificates and any other extensions that are available now or not maintain any Licensed [***] Patent, Licensed Product Improvement Patent, or, where relating to become available in the future on Novartis Licensed Products, Joint wherever applicable, for the Core Fluidigm Patents, in any country. For any Core Fluidigm Patent that owned by a Third Party, in whole or in part, (e.g., it is being prosecuted licensed to Fluidigm by a Third Party), Fluidigm shall use its reasonable best efforts to allow Novartis to exercise its rights under this Section 5.2, including (i) exercising its rights under any agreement with such Third Party, and (ii) obtaining any consents required by Third Parties owning Core Fluidigm Patents licensed to Fluidigm in order for Novartis to exercise its rights under this Section 5.2. If Fluidigm does not have or maintained by Takeda in the Territory and that is applicable unable to secure such rights from such Third Party despite such efforts, Novartis’ rights under this Section 5.2 shall be limited to the in extent of the Ultragenyx Field, then Takeda shall provide Ultragenyx with written notice rights of such determination within a period of time reasonably necessary to allow Ultragenyx to determine, in Fluidigm and its sole discretion, its interest in such Patent(s) (which notice by Takeda shall be given no later than sixty (60) days prior to the final deadline for any pending action or response that may be due Affiliates with respect to such Patent(s) with the applicable patent authority). If Ultragenyx provides timely written notice expressing its interest in continuing to support such Patent(s), Ultragenyx shall have the right to pursue the filing or support the continued prosecution or maintenance of such Patents and Takeda shall provide to Ultragenyx, subject to reimbursement of Takeda’s out-of-pocket costs, all unpublished patent applications and any other information and documents necessary to permit Ultragenyx to take such action to establish or preserve any such Patents. If Ultragenyx pursues the filing or support of such Patents and Takeda continues to pursue a Licensed [***] Product in the Takeda Field, it shall provide Takeda a reasonable opportunity to review and comment on material communications from any patent authority in the Territory regarding such Patents and drafts of any material filings or responses to be made to such patent authorities in advance of submitting such filings or responses. Ultragenyx shall consider Takeda’s comments regarding such communications and drafts in good faithCore Fluidigm Patent.

Prosecution of Patents. (a) Licensed [***] a. Novimmune Patents Other than Joint Patents, Licensed Product Improvement Patents, and Joint Patents relating to Licensed Products. Except as otherwise provided in this Section 12.3(a5.1.3(a), as between the Parties, Takeda Novimmune shall have the sole right right, authority and authority obligation to prepare, file, prosecute and maintain the Licensed [***] Patent, Licensed Novimmune Product Improvement Patents, and, where relating to Licensed Products, Patents and Novimmune Platform Patents (other than Joint Patents (collectively, which shall be prosecuted and maintained in accordance with Section 5.1.3(b)) in the “[***] Patent Prosecution”) Territory and on a worldwide basis (including the right to defend in patent office proceedings such as inter partes reviews, post grant reviews and oppositions).Takeda shall bear all costs of preparation, filing, prosecution and maintenance of the [***] Patent Prosecution in the Territorybasis. Provided that Ultragenyx’s rights with respect to the applicable Licensed Product have not terminated, Takeda, upon Ultragenyx’s request, Novimmune shall provide Ultragenyx a TGTX reasonable opportunity to review and comment on such prosecution efforts regarding such Novimmune Product Patents in the Territory. Novimmune shall provide TGTX with a copy of material communications from any patent authority in the Territory regarding the [***] Patent Prosecution such Novimmune Product Patents, and shall provide TGTX with drafts of any material filings or responses to be made to such patent authorities a reasonable amount of time in advance of submitting such filings or responses. Takeda shall consider Ultragenyx’s comments regarding such communications and drafts in good faith with a view to maximizing Notwithstanding the Patent protection and scope in the Territory in the Ultragenyx Field. If Ultragenyx’s rights with respect to the applicable Licensed Product have not terminated and Takeda determines in its sole discretion foregoing, if Novimmune desires to abandon or not maintain any Licensed [***] Patent, Licensed Patent within such Novimmune Product Improvement Patent, or, where relating to Licensed Products, Joint Patent that is being prosecuted or maintained by Takeda Patents in the Territory and that is applicable to the in the Ultragenyx FieldTerritory, then Takeda Novimmune shall provide Ultragenyx TGTX with 20 ( * ) days prior written notice of such determination within a desire (or such longer period of time as reasonably necessary to allow Ultragenyx TGTX to determineassume such responsibilities) and, in its sole discretionif TGTX so requests, its interest in such Patent(s) (which notice by Takeda shall be given no later than sixty (60) days prior to the final deadline for any pending action or response that may be due with respect to such Patent(s) provide TGTX with the applicable patent authority). If Ultragenyx provides timely written notice expressing its interest in continuing to support such Patent(s), Ultragenyx shall have the right to pursue the filing or support the continued prosecution or maintenance of such Patents and Takeda shall provide to Ultragenyx, subject to reimbursement of Takeda’s out-of-pocket costs, all unpublished patent applications and any other information and documents necessary to permit Ultragenyx to take such action to establish or preserve any such Patents. If Ultragenyx pursues the filing or support of such Patents and Takeda continues to pursue a Licensed [***] Product in the Takeda Field, it shall provide Takeda a reasonable opportunity to review prosecute and comment on material communications from any patent authority maintain such Patent in the Territory regarding such Patents and drafts in place of any material filings or responses Novimmune. If TGTX desires Novimmune to be made file, in the Territory, a patent application that claims priority from a Patent within the Novimmune Product Patents, other than a Joint Patent, in the Territory, TGTX shall provide written notice to Novimmune requesting that Novimmune file such patent authorities application in advance the Territory. If TGTX provides such written notice to Novimmune, Novimmune shall either (i) file and prosecute such patent application and maintain any patent issuing thereon in the Territory or (ii) notify TGTX that Novimmune does not desire to file such patent application and provide TGTX with the opportunity to file and prosecute such patent application and maintain any patent issuing thereon in the Territory in place of submitting such filings Novimmune. Any patent controlled by or responses. Ultragenyx taken over by TGTX under this Section 5.1.3(a) shall consider Takeda’s comments regarding such communications and drafts henceforth be automatically assigned by NOVIMMUNE in good faithfavor of TGTX.

Prosecution of Patents. (a) Licensed [***] Patents, Licensed Product Improvement Patents, and Joint Patents relating Subject to Licensed Products. Except as otherwise provided in this Section 12.3(a8.3(b), as between the Parties, Takeda Allos shall have the sole right and authority to prepare, file, prosecute and maintain the Licensed [***] Patent, Licensed Product Improvement Allos Patents, and, where relating to Licensed Products, Joint Patents and Mundipharma Patents (collectively, the “[***Allos Prosecuted Patents”). As between the Parties, [ * ] Patent Prosecution”) on a worldwide basis (including the right to defend in patent office proceedings such as inter partes reviews, post grant reviews and oppositions).Takeda shall bear all costs of incurred by Allos in connection with the preparation, filing, prosecution and or maintenance of the [***] any Allos Prosecuted Patent Prosecution in the Allos Territory. Provided that Ultragenyx’s rights with respect Prior to the applicable Licensed Product have not terminatedany filing or extension, Takeda, upon Ultragenyx’s request, Allos shall provide Ultragenyx a Mundipharma reasonable opportunity to review and comment on such prosecution efforts regarding the Allos Prosecuted Patents (including the PDX Patents, to the extent the PDX Licensor consults with Allos and provides Allos the right to review and comment on the same, in each case as is required pursuant to section 8.2 of the PDX License Agreement) as follows: Allos shall promptly provide Mundipharma with copies of all material communications from any patent authority in the Territory regarding the [***] Patent Prosecution Allos Prosecuted Patents, and shall provide Mundipharma, for its review and comment, with drafts of any material filings or responses to be made to such patent authorities in advance of submitting such filings or responses. Takeda shall consider Ultragenyx’s comments regarding such communications and drafts in good faith with a view to maximizing the Patent protection and scope in the Territory in the Ultragenyx Field. If Ultragenyx’s rights with respect to the applicable Licensed Product have not terminated and Takeda determines in its sole discretion to abandon or not maintain any Licensed [***] Patent, Licensed Product Improvement Patent, or, where relating to Licensed Products, Joint Patent that is being prosecuted or maintained by Takeda in the Territory and that is applicable to the in the Ultragenyx Field, then Takeda shall provide Ultragenyx with written notice of such determination within a period reasonable amount of time reasonably necessary to allow Ultragenyx to determine, in its sole discretion, its interest in such Patent(s) (which notice by Takeda shall be given no later than sixty (60) days prior to the final deadline for any pending action or response that may be due with respect to such Patent(s) with the applicable patent authority). If Ultragenyx provides timely written notice expressing its interest in continuing to support such Patent(s), Ultragenyx shall have the right to pursue the filing or support the continued prosecution or maintenance of such Patents and Takeda shall provide to Ultragenyx, subject to reimbursement of Takeda’s out-of-pocket costs, all unpublished patent applications and any other information and documents necessary to permit Ultragenyx to take such action to establish or preserve any such Patents. If Ultragenyx pursues the filing or support of such Patents and Takeda continues to pursue a Licensed [***] Product in the Takeda Field, it shall provide Takeda a reasonable opportunity to review and comment on material communications from any patent authority in the Territory regarding such Patents and drafts of any material filings or responses to be made to such patent authorities in advance of submitting such filings or responses. Ultragenyx Allos shall consider Takeda’s comments regarding such communications and drafts in good faithfaith any reasonable comments thereto provided by Mundipharma in connection with the prosecution of the Allos Prosecuted Patents. Each Party shall provide the other Party all reasonable assistance and cooperation in the patent prosecution efforts provided in this Section 8.3(a), including executing any other required documents or instruments for such prosecution. (b) Except with respect to the PDX Patents, if Allos decides anywhere in the Licensed Territory to abandon any Allos Prosecuted Patent or not to apply for an extension of any Allos Prosecuted Patent, including a supplementary protection certificate or equivalent thereof, Mundipharma shall have the right to assume Allos’ rights and responsibilities under this Section 8.3 with respect to such Allos Prosecuted Patent, and in connection with assuming such [ * ] = Certain confidential information contained in this document, marked by brackets, is filed with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. rights and responsibilities, Mundipharma shall be entitled to apply for any such extension (including a supplementary protection certificate or equivalent thereof) and Mundipharma shall thereafter become responsible for the prosecution and maintenance of such Allos Prosecuted Patent in the Licensed Territory. With respect to any PDX Patent, the foregoing shall apply only if and to the extent that Allos assumes responsibility and control (after consultation with Mundipharma as to whether to assume such responsibility or control) of the prosecution and maintenance of such PDX Patent in accordance with the PDX License Agreement.

Prosecution of Patents. (a) Licensed [***] Patents, Licensed Product Improvement Patents, and Joint Patents relating to Licensed Products. Except as otherwise provided in this Section 12.3(a), as between the Parties, Takeda Ampio shall have the sole right and authority to prepare, file, prosecute and maintain the Licensed [***] PatentAmpio Patents at Ampio’s own costs and expenses. If Ampio determines in its sole discretion to abandon all claims in any Ampio Patent in the Territory, Licensed Product Improvement Patentsthen Ampio shall provide Daewoong with written notice of such determination within a period of time reasonably necessary to allow Daewoong to determine its interest in such Ampio Patent(s). In the event Daewoong provides written notice expressing its interest in obtaining such Ampio Patent(s), andAmpio shall assign and transfer to Daewoong the ownership of, where relating and interest in, such Ampio Patent(s) in the Territory, such transfer to Licensed Productsbe at Daewoong’s reasonable expense (but without payment to Ampio). Thereafter, Joint Patents (collectively, the “[***] Patent Prosecution”) on a worldwide basis (including the right to defend in patent office proceedings such as inter partes reviews, post grant reviews and oppositions).Takeda Daewoong shall bear all of the costs of preparation, filing, prosecution and maintenance of the [***] Patent Prosecution such assigned and transferred Patents, which shall not be treated as Ampio Patents and shall be treated as Daewoong Patents, and Daewoong may prosecute such Daewoong Patents at its sole discretion; provided, however, in the Territoryevent that Daewoong decides to abandon or not maintain any such Patent(s), Daewoong shall promptly provide Ampio with written notice of such decision. (b) Daewoong shall be solely responsible to file, prosecute and maintain Daewoong Patents. Provided that Ultragenyx’s rights with With respect to the applicable Licensed Product have not terminatedDaewoong Patents under which Ampio receives a license pursuant to Section 2.2 hereof, Takeda, upon Ultragenyx’s request, Daewoong shall provide Ultragenyx a Ampio reasonable opportunity to review and comment on such prosecution efforts regarding such Daewoong Patents, including by providing Ampio with a copy of material communications from any patent authority in the Territory regarding the [***] Patent Prosecution such Daewoong Patent(s), and by providing drafts of any material filings or responses to be made to such patent authorities in advance of submitting such filings or responses. Takeda Daewoong shall reasonably consider Ultragenyx’s such comments regarding such communications and drafts by Ampio in good faith with a view to maximizing the Patent protection and scope in the Territory in the Ultragenyx Field. If Ultragenyx’s rights with respect to the applicable Licensed Product have not terminated and Takeda determines in its sole discretion to abandon or not maintain any Licensed [***] Patent, Licensed Product Improvement Patent, or, where relating to Licensed Products, Joint Patent that is being prosecuted or maintained by Takeda in the Territory and that is applicable to the in the Ultragenyx Field, then Takeda shall provide Ultragenyx with written notice of such determination within a period of time reasonably necessary to allow Ultragenyx to determine, in its sole discretion, its interest in such Patent(s) (which notice by Takeda shall be given no later than sixty (60) days prior to the final deadline for any pending action or response that may be due with respect to such Patent(s) connection with the applicable patent authority). If Ultragenyx provides timely written notice expressing its interest in continuing to support such Patent(s), Ultragenyx shall have the right to pursue the filing or support the continued prosecution or maintenance of such Patents and Takeda shall provide to Ultragenyx, subject to reimbursement of Takeda’s out-of-pocket costs, all unpublished patent applications and any other information and documents necessary to permit Ultragenyx to take such action to establish or preserve any such Daewoong Patents. If Ultragenyx pursues the filing or support of such Patents and Takeda continues to pursue a Licensed [***] Product in the Takeda Field, it shall provide Takeda a reasonable opportunity to review and comment on material communications from any patent authority in the Territory regarding such Patents and drafts of any material filings or responses to be made to such patent authorities in advance of submitting such filings or responses. Ultragenyx shall consider Takeda’s comments regarding such communications and drafts in good faith.

Prosecution of Patents. (a) Licensed [***] Patents, Licensed Product Improvement Patents, and Joint Patents relating to Licensed Products. Except as otherwise provided in this Section 12.3(a11.4(a), as between the Parties, Takeda AIT Therapeutics shall have the sole right and authority first right, but not the obligation, to prepare, file, prosecute and maintain the Licensed [***] PatentAIT Therapeutics Patents and Improvement Patents at AIT Therapeutics’ own costs and expenses using counsel of its choosing. In the event AIT Therapeutics files any applications for any Improvement Patent respecting or claiming any Improvement, Licensed Product such filings shall include, but not be limited to, corresponding applications for Improvement PatentsPatents in the Territories; provided, andhowever, where relating to Licensed Products, Joint Patents (collectively, that the “[***] Patent Prosecution”) on a worldwide basis (including the right to defend in patent office proceedings such as inter partes reviews, post grant reviews and oppositions).Takeda shall bear all costs of preparationassociated with preparing, filing, prosecution prosecuting and maintenance of the [***] Patent Prosecution maintaining any applications for any Improvement Patents in the Territory. Provided that Ultragenyx’s rights with respect China, or any Improvement Patents issuing in China, shall be borne by Circassia, subject to the applicable Licensed Product have not terminated, Takeda, upon Ultragenyx’s request, shall provide Ultragenyx a reasonable opportunity to review remaining terms and comment on material communications from any patent authority in the Territory regarding the [***] Patent Prosecution and drafts conditions of any material filings or responses to be made to such patent authorities in advance of submitting such filings or responses. Takeda shall consider Ultragenyx’s comments regarding such communications and drafts in good faith with a view to maximizing the Patent protection and scope in the Territory in the Ultragenyx Fieldthis Section 11.4(a). If Ultragenyx’s rights with respect to the applicable Licensed Product have not terminated and Takeda AIT Therapeutics determines in its sole discretion to abandon all claims in any AIT Therapeutics Patent or not maintain any Licensed [***] Patent, Licensed Product Improvement Patent, or, where relating to Licensed Products, Joint Patent that is being prosecuted or maintained by Takeda Patents in the Territory and that is applicable to the in the Ultragenyx FieldTerritories, then Takeda AIT Therapeutics shall provide Ultragenyx Circassia with written notice of such determination within a period of time reasonably necessary to allow Ultragenyx Circassia to determine, in its sole discretion, determine its interest in such AIT Therapeutics Patent(s) (which notice by Takeda shall be given no later than sixty (60) days prior to or Improvement Patent(s), as the final deadline for any pending action or response that case may be due with respect to such Patent(s) with be. In the applicable patent authority). If Ultragenyx event Circassia provides timely written notice expressing its interest in continuing to support prosecution of such AIT Therapeutics Patent(s) or Improvement Patent(s), Ultragenyx then upon Circassia’s written request AIT Therapeutics shall promptly assign and transfer to Circassia all right, title and interest in and to such AIT Therapeutics Patent(s) or Improvement Patent(s), as the case may be, and AIT Therapeutics shall execute and deliver to Circassia such assignments or other instruments of transfer as Circassia may reasonably request to evidence such assignment and transfer as a matter of record. Notwithstanding the foregoing, in the event such transfer or assignment negatively impacts the enforceability or validity of any other patent or claim within the AIT Therapeutics Patents or Improvement Patents, AIT Therapeutics shall not be required to assign such patent. AIT Therapeutics hereby appoints Circassia as its attorney-in-fact to sign such documents as Circassia deems necessary for Circassia to obtain ownership and to apply for, secure, and maintain patent or other proprietary protection of such AIT Therapeutics Patent(s) or Improvement Patent(s) if Circassia is unable, after reasonable inquiry, to obtain AIT Therapeutics’ (or its employee’s or agent’s) signature on such a document. Thereafter, Circassia (i) shall have the right to pursue prosecute and maintain such AIT Therapeutics Patent(s) or Improvement Patent(s) in the filing or support Territories, and (ii) shall bear all of the continued costs of preparation, filing, prosecution or and maintenance of such assigned and transferred AIT Therapeutics Patents and Takeda Improvement Patents, and Circassia may prosecute such Patents at its sole discretion; provided, however, in the event that Circassia decides to abandon or not maintain any such AIT Therapeutics Patent(s) or Improvement Patent(s), then Circassia shall promptly provide AIT Therapeutics with written notice of such decision. The Parties shall determine which Party will file, prosecute and maintain any Patent claiming or covering any jointly owned invention (“Joint Patent”). In the case of any Improvement Patent or Joint Patent, the Party filing such patent application (the “Filing Party”) shall deliver to the other Party (the “Non-Filing Party”) drafts of all such patent applications respecting such Improvement Patent or Joint Patent, as the case may be, in confidence before each such patent application is filed, and shall give the Non-Filing Party a reasonable period (not to exceed ninety (90) days) in which to review and comment thereon. Likewise, the Filing Party shall deliver to the Non-Filing Party, or shall cause the Filing Party’s patent counsel to deliver to the Non-Filing Party, copies of all office actions and other correspondence from the USPTO and all other patent offices in the Territories respecting any such Improvement Patent or Joint Patent, as the case may be, and all proposed responses thereto for the Non-Filing Party’s review, and shall provide to Ultragenyx, subject to reimbursement of Takeda’s outthe Non-of-pocket costs, all unpublished patent applications and any other information and documents necessary to permit Ultragenyx to take such action to establish or preserve any such Patents. If Ultragenyx pursues the filing or support of such Patents and Takeda continues to pursue a Licensed [***] Product in the Takeda Field, it shall provide Takeda Filing Party a reasonable opportunity to review and comment thereon. The Filing Party shall use Commercially Reasonable Efforts to accommodate the suggestions of the Non-Filing Party on material communications from any such patent application, amendment or office action response. For the avoidance of doubt, the Filing Party shall have the final decision with respect to any patent authority in the Territory regarding such Patents and drafts of any material filings application, amendment or responses to be made to such patent authorities in advance of submitting such filings or responses. Ultragenyx shall consider Takeda’s comments regarding such communications and drafts in good faithoffice action response.