Common use of Retained Products Clause in Contracts

Retained Products. ARES TRADING shall have the right, at its election by written notice to Intrexon within [*****] days after the effectiveness of termination by ARES TRADING under Section 11.3 for Intrexon’s or ZIOPHARM’s breach or by Intrexon under Section 11.3 for ARES TRADING’s breach, to continue the Development and Commercialization of any Product (i) for which a Phase 3 Clinical Trial has been Initiated and of which development has not been terminated by ARES TRADING or (ii) that is then being Commercialized by ARES TRADING (a “Retained Product”). If ARES TRADING so elects, or if ARES TRADING terminates this Agreement under Section 11.2 only with respect to the Research Programs (and not in its entirety), then the Research Programs will terminate and this Agreement will remain in full force and effect with respect solely to the Retained Products, including the terms of Article 8. Portions herein identified by [*****] have been omitted pursuant to a request for confidential treatment under Rule 24b-2 of the Securities Exchange Act of 1934, as amended. A complete copy of this document has been filed separately with the Securities and Exchange Commission. Confidential

Retained Products. ARES TRADING shall have the right, at its election by written notice to Intrexon within [*****] days after the effectiveness of termination by ARES TRADING under Section 11.3 for Intrexon’s or ZIOPHARM’s breach or by Intrexon under Section 11.3 for ARES TRADING’s breach, to continue the Development and Commercialization of any Product (i) for which a Phase 3 Clinical Trial has been Initiated and of which development has not been terminated by ARES TRADING or (ii) that is then being Commercialized by ARES TRADING (a “Retained Product”). If ARES TRADING so elects, or if ARES TRADING terminates this Agreement under Section 11.2 only with respect to the Research Programs (and not in its entirety), then the Research Programs will terminate and this Agreement will remain in full force and effect with respect solely to the Retained Products, including the terms of Article 8. Portions herein identified by [*****] have been omitted pursuant to a request for confidential treatment under Rule 24b-2 of the Securities Exchange Act of 1934, as amended. A complete copy of this document has been filed separately with the Securities and Exchange Commission. Confidential.