Common use of Rights in Bankruptcy Clause in Contracts

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties agree that a Party that is a licensee of such rights under this Agreement will retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, the other Party will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request therefor, unless the bankrupt Party elects to continue to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party upon written request therefor by the other Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party Licensee or Company are, and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, licenses of right rights to “intellectual property” as defined under Section 101 101(34A) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, the other Party will hereto that is not a party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual propertyproperty (including all Information related to such intellectual property and rights of reference with respect to Regulatory Approvals), and same, if not already in its their possession, will shall be promptly delivered to it them (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its their written request therefortherefore, unless the bankrupt Party elects subject to continue such proceeding continues to perform all of its obligations under this Agreement, or (b) if not delivered or granted under (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor therefore by the other non-subject Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party Isis or OncoGenex are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, licenses of right rights to “intellectual property” as defined under Section 101 of the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement Agreement, will retain and may fully exercise all of its their rights and elections under the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, the other Party hereto that is not a Party to such proceeding will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, Agreement or (b) if not delivered under clause (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the other non-subject Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party Xxxxxxxxx and AstraZeneca are, and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, licenses of right rights to “intellectual property” as defined under Section 101 of the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a each Party, as licensee of such certain rights under this Agreement will Agreement, shall retain and may fully exercise all of its rights and elections under the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, the other Party will shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property licensed to such other Party and all embodiments of such intellectual property, and samewhich, if not already in its such other Party’s possession, will shall be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its such other Party’s written request therefor, unless the bankrupt Party elects to continue to perform all of its obligations under this Agreement, Agreement or (b) if not delivered under clause (a) above), following the rejection of this Agreement by or on behalf of the bankrupt Party upon written request therefor by the other Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party party to the other Party party are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, licenses of right rights to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties parties agree that a Party party that is a licensee of such rights under this Agreement will retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, the other Party party will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samethe same will, if not already in its possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request therefor, unless the bankrupt Party party elects to continue to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party party upon written request therefor by the other Partyparty.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party Adapt or Lightlake are, and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, the other Party will hereto that is not a Party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, Agreement or (bii) if not delivered under (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the other non-subject Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, and otherwise will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties agree that a Party that is a licensee of such rights under this Agreement will retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, the other Party will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request therefor, unless the bankrupt Party elects to continue to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party upon written request therefor by the other Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party a party are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties parties agree that a Party that is a party, as licensee of such rights under this Agreement Agreement, will retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement the licensing party under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, the other Party licensee will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request therefor, unless the bankrupt Party licensing party elects to continue to perform all of its obligations under this Agreement, or (b) if not delivered under subsection (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party licensing party upon written request therefor by the other Partylicensee.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party Licensee or Licensor are, and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will hereto that is not a Party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, or (bii) if not delivered under clause (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the other non-subject Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party Amylin and Lilly are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, licenses of right rights to “intellectual property” "INTELLECTUAL PROPERTY" as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties parties agree that a Party that is a licensee the parties, as licensees of such rights under this Agreement Agreement, will retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, the other Party hereto that is not a Party to such proceeding will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party's possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party's written request therefor, unless the bankrupt Party elects subject to continue such proceeding continues to perform all of its obligations under this Agreement, Agreement or (b) if not delivered under clause (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the other non-subject Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of provisions under any bankruptcy, insolvency, reorganization or other similar act or law applicable bankruptcy or insolvency lawsto a Party, licenses of right rights to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of provisions under any bankruptcy, insolvency, reorganization or other similar act or law applicable bankruptcy or insolvency lawsto a Party. The Parties agree that a each Party that is a licensee of such rights under this Agreement will shall retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision of provisions under any bankruptcy, insolvency, reorganization or other similar act or law applicable bankruptcy or insolvency lawsto a Party. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of provisions under any bankruptcy, insolvency, reorganization or other similar act or law applicable bankruptcy or insolvency lawsto a Party, the other Party will hereto which is not a Party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its their possession, will be promptly shall be, within 10 days of the commencement of such proceeding, delivered to it them (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its their written request therefortherefore, unless the bankrupt Party subject to such proceeding (or a trustee on behalf of the subject Party) elects to continue to perform all of its their obligations under this Agreement, Agreement or (bii) if not delivered under (ai) above, following upon the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor therefore by the other non-subject Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawslaws in countries other than the U.S., licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties agree that a Party that is a licensee of such rights under this Agreement will retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, the other Party will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and the same, if not already in its possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request therefor, unless the bankrupt Party elects to continue to perform all of its obligations under this Agreement, or (b) if not delivered under clause (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party upon written request therefor by the other Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, and otherwise will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties agree that a Party that is a licensee of such rights under this Agreement will retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, the other Party will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its possession, will be promptly delivered to it (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request therefor, unless the bankrupt Party elects to continue to perform all of its obligations under this Agreement, or (bii) if not delivered under (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt Party upon written request therefor by the other Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party Impax or AstraZeneca are, and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will hereto that is not a Party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, or (bii) if not delivered under clause (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the non-subject Party. The Parties acknowledge and agree that payments made under Section 7.1 and 7.2 shall constitute royalties within the meaning of Section 365(n) of the U.S. Bankruptcy Code or any analogous provisions in any other Partycountry or jurisdiction.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party Gilead or Precision are, and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, licenses of right rights to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will that is not a party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual propertyproperty to which such Party is entitled to have access under this Agreement, and samewhich, if not already in its the non-debtor Party’s possession, will shall be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-debtor Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to [***] Confidential treatment requested pursuant to a request for confidential treatment filed with the Securities and Exchange Commission. Omitted portions have been filed separately with the Commission. continue to perform all of its obligations under this Agreement, or (b) if not delivered under clause (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the non-debtor Party. The Parties acknowledge and agree that payments made under Section 5.1 shall not (x) constitute royalties within the meaning of Section 365(n) of the U.S. Bankruptcy Code or any analogous provisions in any other Partycountry or jurisdiction or (y) relate to licenses of intellectual property hereunder.

Rights in Bankruptcy. The Parties intend to take advantage of the protections of Section 365(n) (or any successor provision) of the U.S. Bankruptcy Code or any analogous provisions in any other country or jurisdiction to the maximum extent permitted by Applicable Law. All rights and licenses granted under or pursuant to this Agreement by one Party Agreement, but only to the other Party are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, extent they constitute licenses of a right to “intellectual property” as defined under in Section 101 of the U.S. Bankruptcy Code Code, shall be deemed to be “intellectual property” for the purposes of Section 365(n) or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties agree that a Each Party that is a licensee of such rights under this Agreement will shall retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, including the right to obtain the intellectual property from another entity. The Parties further agree that, in In the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement (the “Bankruptcy Party”) under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will shall be entitled to a complete duplicate of (or complete access to, as appropriate) any all such intellectual property and (including all embodiments of such intellectual property), and samewhich, if not already in its such other Party’s possession, will shall be promptly delivered to it upon such other Party’s written request (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request thereforproceeding, unless the bankrupt Bankruptcy Party elects to continue continues to perform all of its obligations under this Agreement, or (b) if not delivered under pursuant to clause (a) abovebecause the Bankruptcy Party continues to perform, following upon the rejection of this Agreement by or on behalf of the bankrupt Bankruptcy Party. Unless and until the Bankruptcy Party upon written request therefor by rejects this Agreement, the Bankruptcy Party shall perform this Agreement or provide the intellectual property (including all embodiments of such intellectual property) to the other Party, and shall not interfere with the rights of the other Party to such intellectual property, including the right to obtain the intellectual property from another entity. In the case of an insolvency that is governed by non-U.S. bankruptcy law, the Parties agree that, to the extent not prohibited by the applicable insolvency law, each Party will be entitled to at least the same rights and protections afforded by the U.S. Bankruptcy Code, including survival of the licenses granted hereunder even if the Bankruptcy Party revokes or terminates this Agreement and a copy of the embodiments of such intellectual property, without conditions other than any legally required payment of royalties.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, Sanofi or MyoKardia are and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will hereto that is not a Party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, Agreement or (bii) if not delivered under clause (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the non-subject Party. The Parties acknowledge and agree that payments made under Section 9.1, Section 9.2, Section 9.3, Section 9.4, Section 9.5 and Section 9.7 or pursuant to the Co-Promotion Agreement shall not (x) constitute royalties within the meaning of Section 365(n) of the U.S. Bankruptcy Code or any analogous provisions in any other Partycountry or jurisdiction or (y) relate to licenses of intellectual property hereunder.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party Isis or Achaogen are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, licenses of right rights to “intellectual property” as defined under Section 101 of the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement Agreement, will retain and may fully exercise all of its [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. their rights and elections under the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, the other Party hereto that is not a Party to such proceeding will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, Agreement or (b) if not delivered under clause (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the other non-subject Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, Licensee or MedImmune are and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will that is not a Party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this AgreementAgreement or, or (b) if not delivered under clause (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the other non-subject Party. *** CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party Adapt or Lightlake are, and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, the other Party will hereto that is not a Party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, Agreement or (bii) if not delivered under (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the other non-subject Party.. IRS Employer Identification No. 40-0000000 Confidential treatment requested with respect to certain portions hereof denoted with “*** REDACTED ***”

Rights in Bankruptcy. All rights and licenses granted under or pursuant to any section of this Agreement by one Party to the other Party are, are and will otherwise be deemed to be, be for purposes of Section 365(n) of the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws(Title 11, U.S. Code), as amended (the “Bankruptcy Code”), licenses of right rights to “intellectual property” as defined under in Section 101 101(35A) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree will retain and may fully exercise all of their respective rights and elections under the Bankruptcy Code. Each Party agrees that a Party that is a the other Party, as licensee of such rights under this Agreement Agreement, will retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision any other provisions of applicable bankruptcy or insolvency laws. Applicable Law outside the United States that provide similar protection for “intellectual property.” The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. Bankruptcy Code or comparable provision analogous provisions of applicable bankruptcy or insolvency lawsApplicable Law outside the United States, to the extent permitted by Applicable Law, the other Party will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its such Party’s possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its Party’s written request therefor, unless the bankrupt Party elects thereof. Any agreements supplemental hereto will be deemed to continue to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, following the rejection of be “agreements supplementary to” this Agreement by or on behalf for purposes of Section 365(n) of the bankrupt Party upon written request therefor by the other PartyBankruptcy Code.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party Genentech or BioNTech are, and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will hereto that is not a Party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, or (b) if not delivered under clause (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the non-subject Party. The Parties acknowledge and agree that only payments under Section 8.6, royalty payments with respect to BioNTech Collaboration Product [***] pursuant to Section 5.3 and [***] shall (i) constitute royalties within the meaning of Section 365(n) of the U.S. Bankruptcy Code or any analogous provisions in any other Partycountry or jurisdiction or (ii) relate to licenses of intellectual property hereunder. To the extent permitted by applicable law, the non-subject Party shall have the right but not the obligation to take over the entire ownership of the Collaboration IP in consideration for a fair compensation.

Rights in Bankruptcy. All rights rights, options, and licenses granted under or pursuant to this Agreement by one Party to the other Party Regulus or Sanofi are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code (i.e., Title 11 of the U.S. Code) or comparable provision analogous provisions of applicable bankruptcy or insolvency lawsApplicable Law outside the United States, licenses of right rights to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision analogous provisions of applicable bankruptcy or insolvency lawsApplicable Law outside the United States. The Parties agree that a Party that is a each Party, as licensee of such rights under this Agreement Agreement, will retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision any other provisions of applicable bankruptcy or insolvency laws. Applicable Law outside the United States that provide similar protection for ‘intellectual property.’ The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. Bankruptcy Code or comparable provision analogous provisions of applicable bankruptcy or insolvency lawsApplicable Law outside the United States, the other Party that is not subject to such proceeding will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non subject Party’s possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non subject Party’s written request therefor, unless the bankrupt Party elects . Any agreements supplemental hereto will be deemed to continue to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, following the rejection of be “agreements supplementary to” this Agreement by or on behalf for purposes of Section 365(n) of the bankrupt Party upon written request therefor by the other PartyU.S. Bankruptcy Code.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, Sanofi or RevMed are and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will hereto that is not a Party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, Agreement or (bii) if not delivered under clause (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the non-subject Party. The Parties acknowledge and agree that payments made under Section 9.1 and Section 9.2 or pursuant to the Co-Promotion Agreement shall not (x) constitute royalties within the meaning of Section 365(n) of the U.S. Bankruptcy Code or any analogous provisions in any other Partycountry or jurisdiction or (y) relate to licenses of intellectual property hereunder.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, licenses of right rights to “intellectual property” as defined under Section 101 101(35A) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a Each Party, as licensee of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its rights and elections under the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties further agree that, in In the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws(the “Insolvent Party”), the other Party will shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property certain Know-How licensed to it under this Agreement and all embodiments of such intellectual propertyKnow-How, provided that, Sorrento shall not be required to provide any duplicate copies and sameembodiments of Sorrento Know-How to Servier so long as Sorrento has already provided Sorrento Know-How it is required to provide to Servier under this Agreement, and, if not already in its possession, will shall be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request therefortherefore, unless the bankrupt Insolvent Party elects to continue continues to perform all of its obligations under this Agreement, or (b) if not delivered or granted under (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Insolvent Party upon written request therefor therefore by the other Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, GSK or Surface are and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will hereto that is not a Party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, Agreement or (bii) if not delivered under clause (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the non-subject Party. The Parties acknowledge and agree that payments made under Section 7.1 shall not (x) constitute royalties within the meaning of Section 365(n) of the U.S. Bankruptcy Code or any analogous provisions in any other Partycountry or jurisdiction or (y) relate to licenses of intellectual property hereunder.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party Regulus or AstraZeneca are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code (i.e., Title 11 of the U.S. Code) or comparable provision analogous provisions of applicable bankruptcy or insolvency lawsApplicable Law outside the United States, licenses of right rights to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision analogous provisions of applicable bankruptcy or insolvency lawsApplicable Law outside the United States. The Parties agree that a Party that is a each Party, as licensee of such rights under this Agreement Agreement, will retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision any other provisions of applicable bankruptcy or insolvency laws. Applicable Law outside the United States that provide similar protection for ‘intellectual property.’ The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. Bankruptcy Code or comparable provision analogous provisions of applicable bankruptcy or insolvency lawsApplicable Law outside the United States, the other Party that is not subject to such proceeding will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non subject Party’s possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non subject Party’s written request therefor, unless the bankrupt Party elects . Any agreements supplemental hereto will be deemed to continue to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, following the rejection of be “agreements supplementary to” this Agreement by or on behalf for purposes of Section 365(n) of the bankrupt Party upon written request therefor by the other PartyU.S. Bankruptcy Code.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party Licensee or Licensor are, and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, the other Party will hereto that is not a Party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, Agreement or (b) if not delivered under (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the other non-subject Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to Article 6 of this Agreement by one Party to the other either Party are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, licenses of right rights to “intellectual property” as defined under Section 101 of the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a the applicable licensee of such rights under this Agreement Agreement, will retain and may fully exercise all of its rights and elections under the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement (the “Bankrupt Party”) under the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, the other Party will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its possession, will be promptly delivered to it (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request therefor, unless the bankrupt Bankrupt Party elects to continue to perform all of its obligations under this Agreement, or (bii) if not delivered under clause (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt Party Bankrupt Party, upon written request therefor by the other Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties agree that a Party that is a licensee of such rights under this Agreement will retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, the other Party will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request therefor, unless the bankrupt Party elects to continue to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party upon written request therefor by the other Party. The Parties acknowledge that the license granted hereunder by ENDOCEUTICS to AMAG shall survive any Insolvency Event of ENDOCEUTICS. For greater clarity, in the event of an Insolvency Event, ENDOCEUTICS shall not assign its rights under the Endorecherche Agreement to any person, unless the assignee agrees to accept the assignment of ENDOCEUTICS’ obligations under this Agreement. [***] [***].

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party Isis or Archemix are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, licenses of right rights to “intellectual property” as defined under Section 101 of the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement Agreement, will retain and may fully exercise all of its their rights and elections under the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties further agree Portions of this Exhibit were omitted and have been filed separately with the Secretary of the Commission pursuant to the Company’s application requesting confidential treatment under Rule 406 of the Securities Act. that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, the other Party hereto that is not a Party to such proceeding will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, Agreement or (b) if not delivered under clause (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the other non-subject Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, Licensee or AstraZeneca are and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will hereto that is not a Party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, Agreement or (bii) if not delivered under clause (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the other non-subject Party. [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, IS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, Vertex or Parion are and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, licenses of right rights to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee Vertex, and to the extent applicable, Parion, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will hereto that is not a Party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, Agreement or (bii) if not delivered under clause (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the other non-subject Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, Allergan or UroGen are and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will that is not a Party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, Agreement or (b) if not delivered under clause (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the non-subject Party. The Parties acknowledge and agree that payments made under Section 6.1 shall not (x) constitute royalties within the meaning of Section 365(n) of the U.S. Bankruptcy Code or any analogous provisions in any other Partycountry or jurisdiction or (y) relate to licenses of intellectual property hereunder.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, and otherwise will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties agree that a Party that is a licensee of such rights under this Agreement will retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, the other Party will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request therefor, unless the bankrupt Party elects to continue to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party upon written request therefor by the other Party. [ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, Allergan or UroGen are and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will that is not a Party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such [*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended. proceeding elects to continue to perform all of its obligations under this Agreement, Agreement or (b) if not delivered under clause (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the non-subject Party. The Parties acknowledge and agree that payments made under Section 6.1 shall not (x) constitute royalties within the meaning of Section 365(n) of the U.S. Bankruptcy Code or any analogous provisions in any other Partycountry or jurisdiction or (y) relate to licenses of intellectual property hereunder.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party Licensor and EQRx are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a each Party, as licensee of such certain rights under this Agreement Agreement, will retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement (such Party, the “Bankrupt Party”) under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, the other Party will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property licensed to such other Party and all embodiments of such intellectual property, and samewhich, if not already in its such other Party’s possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its such other Party’s written request therefor, unless the bankrupt Bankrupt Party elects to continue to perform all of its obligations under this Agreement, Agreement or (b) if not delivered under clause (a) above), following the rejection of this Agreement by or on behalf of the bankrupt Bankrupt Party upon written request therefor by the other Party. The Parties acknowledge and agree that the milestones and royalties to be paid pursuant to Article 8 (Financials) will constitute royalties within the meaning of Bankruptcy Code § 365(n) with respect to the licenses of intellectual property hereunder.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party Xxxxxxx are, and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, licenses of right rights to “intellectual property” as defined under Section 101 101(34A) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is Metabolex, as a licensee of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement Xxxxxxx under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, the other Party will Metabolex shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual propertyproperty (including all Information related to such intellectual property and rights of reference with respect to Regulatory Approvals), and same, if not already in its possession, will shall be promptly delivered to it (a) upon any such [*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. commencement of a bankruptcy or insolvency proceeding upon its written request therefortherefore, unless the bankrupt Party elects to continue Xxxxxxx continues to perform all of its obligations under this Agreement, or (b) if not delivered or granted under (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party Xxxxxxx upon written request therefor therefore by the other PartyMetabolex.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to any section of this Agreement by one Party to the other Party are, are and will otherwise be deemed to be, be for purposes of Section 365(n) of the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws(Title 11, U.S. Code), as amended (the “Bankruptcy Code”), licenses of right rights to “intellectual property” as defined under in Section 101 101(35A) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree will retain and may fully exercise all of their respective rights and elections under the Bankruptcy Code. Each Party agrees that a Party that is a the other Party, as licensee of such rights under this Agreement Agreement, will retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision any other provisions of applicable bankruptcy or insolvency laws. Law outside the United States that provide similar protection for “intellectual property.” The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. Bankruptcy Code or comparable provision analogous provisions of applicable bankruptcy or insolvency lawsLaw outside the United States, the other Party will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its such Party’s possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its Party’s written request therefor, unless the bankrupt Party elects thereof. Any agreements supplemental hereto will be deemed to continue to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, following the rejection of be “agreements supplementary to” this Agreement by or on behalf for purposes of Section 365(n) of the bankrupt Party upon written request therefor by the other PartyBankruptcy Code.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party CK or Amgen are, and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, licenses of right rights to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision including, without limitation, Amgen’s right to retain all licenses granted herein, subject to payments when due to CK of all applicable bankruptcy or insolvency lawsmilestone payments and royalties on Compound(s). The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, the other Party will hereto that is not a party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its possession, will shall be promptly delivered to it them (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, or (bii) if not delivered under (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the other non-subject Party. *** Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, GSK or NeuroMetrix are and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will hereto that is not a Party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, Agreement or (bii) if not delivered under clause (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the non-subject Party. The Parties acknowledge and agree that payments made under Section 6.1 or Section 6.2 or pursuant to the Asset Purchase Agreement shall not (x) constitute royalties within the meaning of Section 365(n) of the U.S. Bankruptcy Code or any analogous provisions in any other Partycountry or jurisdiction or (y) relate to licenses of intellectual property hereunder.

Rights in Bankruptcy. (a) The Parties intend to take advantage of the protections of Section 365(n) (or any successor provision) of the U.S. Bankruptcy Code or any analogous provisions in any other country or jurisdiction to the maximum extent permitted by applicable law. All rights and licenses granted under or pursuant to this Agreement by one Party Agreement, but only to the other Party are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, extent they constitute licenses of a right to “intellectual property” as defined under in Section 101 of the U.S. Bankruptcy Code or comparable provision in any analogous provisions in any other country or jurisdiction (as the case may be) shall be deemed to be “intellectual property” for the purposes of applicable bankruptcy Section 365(n) or insolvency lawsany analogous provisions in any other country or jurisdiction (as the case may be). The Parties agree that a Party that is a licensee of such rights under this Agreement will shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision any analogous provisions in any other country or jurisdiction, including the right to obtain the intellectual property from another entity. (b) During the Term, Licensor shall create and maintain current copies to the extent practicable of applicable bankruptcy or insolvency lawsall such intellectual property. The Parties further agree that, in In the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will that is not subject to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any all such intellectual property and (including all embodiments of such intellectual property), and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it upon the non-subject Party’s written request (a) upon any such after commencement of a bankruptcy or insolvency proceeding upon its written request thereforproceeding, unless the bankrupt Party elects subject to continue such proceeding continues to perform all of its obligations under this Agreement, or (b) if not delivered under pursuant to clause (a) aboveabove because the subject Party continues to perform, following upon the rejection of this Agreement by or on behalf of the bankrupt Party upon written request therefor by the other subject Party. (c) All rights of the Parties under this Section 9.12 and under the U.S. Bankruptcy Code or any analogous provisions in any other country or jurisdiction (as the case may be) are in addition to and not in substitution of any and all other rights, powers, and remedies that each Party may have under this Agreement and any other applicable laws. If a case under the U.S. Bankruptcy Code or any analogous provisions in any other country or jurisdiction (as the case may be) is commenced by or against Licensor, Licensee shall have the right to perform the obligations of Licensor hereunder with respect to such intellectual property, but neither such provision nor such performance by Licensee shall release Licensor from any such obligation or liability for failing to perform it.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party Genta or Emisphere are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties parties agree that a Party that is a licensee they, as licensees of such rights under this Agreement Agreement, will retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement either party under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, the other Party party hereto that is not a party to * denotes material omitted pursuant to a Confidential Treatment Request and filed separately with the Securities and Exchange Commission. such proceeding will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its their possession, will be promptly delivered to it them (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its their written request therefor, unless the bankrupt Party party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, or (bii) if not delivered under (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt Party party subject to such proceeding upon written request therefor by the other Partynon-subject party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to The Parties acknowledge that this Agreement by one Party to the other Party are, and will otherwise be deemed to be, for purposes of constitutes an executory contract under Section 365(n) 365 of the U.S. Bankruptcy Code or comparable provision for the license of applicable bankruptcy or insolvency laws, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision and constitutes a license of applicable bankruptcy or insolvency laws“intellectual property” for purposes of any similar laws in any other country. The Parties agree further acknowledge that a Party that is a licensee each of such rights under this Agreement Company and Licensee will retain and may fully exercise all of its protections, rights and elections under the U.S. Bankruptcy Code or comparable provision Code, including Section 365(n) of applicable bankruptcy or insolvency lawsthe Code, and any similar laws in any other country. The Parties further agree that, in In the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement any of Company and Licensee under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsand any similar laws in any other country, the other Party will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and the same, if not already in its possession, will be promptly delivered to it (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request therefor, unless the bankrupt Party elects to continue to perform all of its obligations under this Agreement, or (bii) if not delivered under (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt Party upon written request therefor by the other Party. All rights, powers and remedies of each of Company and Licensee provided for in this Section 12.4(k) are in addition to and not in substitution for any and all other rights, powers and remedies now or hereafter existing at law or in equity (including under the Code and any similar Laws in any other country).

Rights in Bankruptcy. All rights and licenses granted under or pursuant to The Parties acknowledge that this Agreement by one Party to the other Party are, and will otherwise be deemed to be, for purposes of constitutes an executory contract under Section 365(n) 365 of the U.S. Bankruptcy Code or comparable provision for the license of applicable bankruptcy or insolvency laws, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision and constitutes a license of applicable bankruptcy or insolvency laws“intellectual property” for purposes of any similar laws in any other country. The Parties agree further acknowledge that a Party that is a each Party, as licensee of such certain rights and licenses under this Agreement Agreement, will retain and may fully exercise all of its protections, rights and elections under the U.S. Bankruptcy Code or comparable provision Code, including, but not limited to, Section 365(n) of applicable bankruptcy or insolvency lawsthe Code, and any similar laws in any other country. The Parties further agree that, in In the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement Mirati under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsand any similar laws in any other country, the other Party Licensee will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and the same, if not already in its possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request therefor, unless the bankrupt Party Mirati elects to continue to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party Mirati upon written request therefor by Licensee, provided Licensee elects to retain its rights under the other Party.Agreement in accordance with Section 365(n)(1)(B) of the Code and complies with the requirements of Section 365(n)(2) of the Code. All rights, powers and remedies of Licensee provided for in this Section

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, and otherwise will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties agree that a Each Party that is a licensee of such rights under this Agreement will retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, the other Party will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its possession, will be promptly delivered to it (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request therefor, unless the bankrupt Party elects to continue to perform all of its obligations under this Agreement, or (bii) if not delivered under (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt Party upon written request therefor by the other Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties agree that a A Party that is a licensee of such rights under this Agreement will retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties further agree that, in In the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, the other Party will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual propertyproperty that are necessary for use and exploitation of such other Party’s licenses and rights hereunder, and same, if not already in its possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request therefor, unless the bankrupt Party elects to continue to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party upon written request therefor by the other Party. In the event where any Third Party other than the bankrupt Party (including but not limited to CMO) owns or possesses a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property that are necessary for use and exploitation of such other Party’s licenses and rights hereunder, and same, the bankrupt Party shall procure such Third Party to deliver such complete duplicate to the other Party, upon such other Party’s written request.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party Vical or AnGes are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of other applicable bankruptcy or insolvency lawslaw, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of other applicable bankruptcy or insolvency lawslaw. The Parties parties agree that a Party that is a licensee the parties, as licensees of such rights under this Agreement Agreement, will retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of other applicable bankruptcy or insolvency lawslaw. The Parties parties further agree that, in the event of the commencement of a bankruptcy proceeding proceeding-by or against a Party to this Agreement either party under the U.S. Bankruptcy Code or comparable provision of other applicable bankruptcy or insolvency lawslaw, the other Party party hereto that is not a party to such proceeding will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its their possession, will be promptly delivered to it them (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its their written request therefor, unless the bankrupt Party party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party party subject to such proceeding upon written request therefor by the other Partynon-subject party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, Licensee or Licensor are and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is Licensee, as a licensee of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will hereto that is not a Party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it it: (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, ; or (b) if not delivered under clause (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the other non-subject Party.

Rights in Bankruptcy. The Parties intend to take advantage of the protections of Section 365(n) (or any successor provision) of the U.S. Bankruptcy Code or any analogous provisions in any other country or jurisdiction to the maximum extent permitted by Applicable Law. All rights and licenses granted under or pursuant to this Agreement by one Party Agreement, but only to the other Party are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, extent they constitute licenses of a right to “intellectual property” as defined under in Section 101 of the U.S. Bankruptcy Code Code, shall be deemed to be “intellectual property” for the purposes of Section 365(n) or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties agree that a Each Party that is a licensee of such rights under this Agreement will shall retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, including the right to obtain the intellectual property from another entity. The Parties further agree that, in In the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement (the “Bankruptcy Party”) under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will shall be entitled to a complete duplicate of (or complete access to, as appropriate) any all such intellectual property and (including all embodiments of such intellectual property), and samewhich, if not already in its such other Party’s possession, will shall be promptly delivered to it upon such other Party’s written request (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request thereforproceeding, unless the bankrupt Bankruptcy Party elects to continue continues to perform all of its obligations under this Agreement, or (b) if not delivered under pursuant to clause (a) abovebecause the Bankruptcy Party continues to perform, following upon the rejection of this Agreement by or on behalf of the bankrupt Bankruptcy Party. Unless and until the Bankruptcy Party upon written request therefor rejects this Agreement, the Bankruptcy Party shall perform this Agreement or provide the intellectual property licensed pursuant to this Agreement to the other Party and shall not interfere with the rights of the other Party to such intellectual property. In the case of an insolvency that is governed by non-U.S. bankruptcy law, the Parties agree that, to the extent not prohibited by the applicable insolvency law, each Party will be entitled to at least the same rights and protections afforded by the U.S. Bankruptcy Code, including survival of the licenses granted hereunder even if the Bankruptcy Party revokes or terminates this Agreement and a copy of the embodiments of such intellectual property, without conditions other Partythan any legally required payment of royalties.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party party to the other Party another party are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties parties agree that a Party party that is a licensee of such rights under this Agreement will retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, the other Party a party which has been granted a license to intellectual property under this Agreement will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request therefor, unless the bankrupt Party party elects to continue to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party party upon written request therefor by the other Partysuch party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, Sanofi or Xxxxx are and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will hereto that is not a Party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property expressly licensed to it hereunder and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, Agreement or (bii) if not delivered under clause (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the other non-subject Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties agree that a A Party that is a licensee of such rights under this Agreement will shall retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties further agree that, in In the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, the other Party will shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual propertyproperty that are necessary for use and exploitation of such other Party’s licenses and rights hereunder, and same, if not already in its possession, will shall be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request therefor, unless the bankrupt Party elects to continue to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party upon written request therefor by the other Party. In the event where any Third Party other than the bankrupt Party (including but not limited to CMO) owns or possesses a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property that are necessary for use and exploitation of such other Party’s licenses and rights hereunder, and same, the bankrupt Party shall procure such Third Party to deliver such complete duplicate to the other Party, upon such other Party’s written request.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, and otherwise will otherwise be deemed to be, for purposes of Section 365(n) of Title 11 of the United States Code (“U.S. Bankruptcy Code Code”) or comparable provision of applicable bankruptcy or insolvency laws, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties agree In the event that a Party that is a licensee of such rights under this Agreement will retain and may fully exercise all of its rights and elections case under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawslaws is commenced by or against a Party, the other Party shall have all of the rights and elections set forth in Section 365(n) or comparable provision of applicable bankruptcy or insolvency laws to the maximum extent permitted thereby. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. Bankruptcy Code or any comparable provision of applicable bankruptcy or insolvency laws, the other Party will shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its such other Party’s possession, will shall be promptly delivered to it such other Party (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its such other Party’s written request therefor, unless the bankrupt such Party elects to continue to perform all of its obligations under this Agreement, or (bii) if not delivered under clause (a) abovei), following the rejection of this Agreement by or on behalf of the bankrupt such Party upon written request therefor by the such other Party. The Parties agree that they intend the following rights to extend to the maximum extent permitted by law in the case an Insolvent Event occurs with respect to a licensor, including for purposes of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws: (a) the right of access to any intellectual property (including all embodiments thereof) of the licensor, or any Third Party with whom the licensor contracts to perform an obligation of such licensor under this Agreement which is necessary for the Development, Manufacture or Commercialization of Licensed Compounds and Licensed Products; (b) the right to contract directly with any Third Party described in (a) to complete the contracted work and (c) the right to cure any default under any such agreement with a Third Party and set off the costs thereof against amounts payable to such licensor under this Agreement.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties agree that a A Party that is a licensee of such rights under this Agreement will retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties further agree that, in In the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, the other Party will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request therefor, unless the bankrupt Party elects to continue to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party upon written request therefor by the other Party. The Parties acknowledge and agree that all payments required to be made under Sections 7.7 and 14.4.2 constitute “royalties” within the meaning of Section 365(n) of the Bankruptcy Code or relate to licenses of intellectual property hereunder. [*** ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other either Party are, and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will that is not a Party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered made available to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, or (b) if not delivered made available under clause (a) aboveabove when required, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the other non-subject Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, are and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will that is not a debtor in such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-debtor Party’s possession, will shall be promptly delivered to it (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-debtor Party’s written request therefor, unless the bankrupt debtor Party in such proceeding assumes this Agreement under Section 365(a) of the U.S. Bankruptcy Code, or otherwise elects to continue to perform all of its obligations under this AgreementAgreement under analogous provisions in any other country or jurisdiction, within sixty (60) days after the filing of the case or (bii) if not delivered under clause (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt debtor Party in such proceeding upon written request therefor by the other non-debtor Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party Licensee or Sanofi are, and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, the other Party will that is not a party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, Agreement or (b) if not delivered under (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the non-subject Party. To the extent available in countries other Partythan the U.S., Applicable Law similar to Section 365(n) of the U.S. Bankruptcy Code shall be applied so as to treat this Agreement as an executory contract.

Rights in Bankruptcy. All rights rights, options and licenses granted under or pursuant to this Agreement by one Party to the other Party are, Licensee or Xxxxxxx are and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will hereto that is not a Party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, Agreement or (bii) if not delivered under clause (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the non-subject Party. The Parties stipulate and agree that all payments by Licensee and Xxxxxxx under this Agreement, other Partythan royalty payments pursuant to Section 6.3 (Royalties) and sales milestone payments pursuant to Section 6.2.4 (Sales Milestones), do not constitute “royalties” within the meaning of Section 365(n) of the U.S. Bankruptcy Code.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, and otherwise will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties agree that a Each Party that is a licensee of such rights under this Agreement will retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, the other Party will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its possession, will be promptly delivered to it (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request therefor, unless the bankrupt Party elects to continue to perform all of its obligations under this Agreement, or (bii) if not delivered under (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt Party upon written request therefor by the other Party.. 222330578 v11

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, AstraZeneca or Licensor are and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will hereto that is not a Party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, ; or (bii) if not delivered under clause (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the non-subject Party. The Parties acknowledge and agree that payments made under Sections 5.2 shall not (x) constitute royalties within the meaning of Section 365(n) of the U.S. Bankruptcy Code or any analogous provisions in any other Partycountry or jurisdiction or (y) relate to licenses of intellectual property hereunder.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, Licensee or MedImmune are and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will hereto that is not a Party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, or (bii) if not delivered under (a) above, following the rejection Confidential Portions of this Agreement by or on behalf of Exhibit marked as [***] have been omitted pursuant to a request for confidential treatment and have been filed separately with the bankrupt Party upon written request therefor by the other PartySecurities and Exchange Commission.

Rights in Bankruptcy. All licenses and similar use rights and licenses granted under or pursuant to any Section of this Agreement by one Party to the other Party are, are and will otherwise be deemed to be, be for purposes of Section 365(n) of the U.S. United States Bankruptcy Code (Title 11, U.S. Code), as amended (the “Bankruptcy Code”), and of any comparable or comparable provision of applicable bankruptcy similar laws and regulations in any other country or insolvency lawsjurisdiction (collectively, such laws and regulations with the Bankruptcy Code, the “Bankruptcy Laws”), licenses of right rights to “intellectual property” as defined under Section 101 101(35A) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the applicable Party, as licensees or sublicensees of such rights under this Agreement Agreement, will retain and may fully exercise all of its rights and elections under the U.S. applicable Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsLaws. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. applicable Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsLaws, the other Party will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual propertyproperty (including supporting materials such as files relating to prosecution or enforcement), and samewhich, if not already in its such other Party’s possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request therefor, unless the bankrupt Party elects thereof. Any agreements supplemental to continue to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, following the rejection of this Agreement by or on behalf will be deemed to be “agreements supplementary to” this Agreement for purposes of Section 365(n) of the bankrupt Party upon written request therefor by Bankruptcy Code and all similar provisions of the other PartyBankruptcy Laws.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party Micromet or Enzon are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, licenses of right rights to “intellectual property” as defined under Section 101 of the U.S. Sxxxxxx 000 xx xxx Xxxxxx Xxxxxx Bankruptcy Code or comparable except as may otherwise be required by any provision of applicable bankruptcy or under German insolvency laws. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement Agreement, will retain and may fully exercise all of its their rights and elections under the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or to the extent not otherwise mandatorily provided for under German insolvency laws. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. United States Bankruptcy Code Code, or comparable provision of applicable bankruptcy or insolvency lawsthe German Insolvency Act (Insolvenzordnung), as the case may be, the other Party hereto that is not a Party to such proceeding will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefortherefore, unless the bankrupt Party elects subject to continue such proceeding continues to perform all of its obligations under this Agreement, Agreement or (b) if not delivered under clause (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor therefore by the other non-subject Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party Warnxx-Xxxxxxx xx Axys are, and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, licenses of right to “"intellectual property” " as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree * "Certain confidential information contained in the document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended." that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, the other Party will hereto which is not a party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its their possession, will shall be promptly delivered to it them (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its their written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, Agreement or (bii) if not delivered under (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the other an non-subject Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party Serenity or Allergan are, and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, licenses of right to “intellectual property” as defined under Section 101 61 of the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, the other Party will that is not a party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not ***Certain confidential information contained in this document, marked with 3 asterisks, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Act of 1934, as amended. already in its the non-subject Party’s possession, will shall be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, or (b) if not delivered under clause (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the other non-subject Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party Micromet or Enzon are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, licenses of right rights to “intellectual property” as defined under Section 101 of the U.S. Sxxxxxx 000 xx xxx Xxxxxx Xxxxxx Bankruptcy Code or comparable except as may otherwise be required by any provision of applicable bankruptcy or under German insolvency laws. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement Agreement, will retain and may fully exercise all of its their rights and elections under the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or to the extent not otherwise required under German insolvency laws. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. United States Bankruptcy Code Code, or comparable provision of applicable bankruptcy or insolvency lawsthe German Insolvency Act (Insolvenzordnung), as the case may be, the other Party hereto that is not a Party to such proceeding will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefortherefore, unless the bankrupt Party elects subject to continue such proceeding continues to perform all of its obligations under this Agreement, Agreement or (b) if not delivered under clause (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor therefore by the other non-subject Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party are intended to the other Party arebe, and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, licenses of right rights to “intellectual property” as defined under Section 101 101(35A) of the U.S. Bankruptcy Code for purposes of Section 365(n) of the United States Bankruptcy Code (the “Bankruptcy Code”) or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties agree that a Party that is a the licensee of such rights intellectual property under this Agreement will shall retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code, or any analogous provisions in any other country or jurisdiction. If a bankruptcy proceeding is commenced by or against either Party under the Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency laws. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsjurisdiction, the other non-debtor Party will shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property licensed hereunder, and all embodiments of such intellectual property, and samewhich, if not already in its the non-debtor Party’s possession, will shall be promptly delivered to it (a) upon any the non-debtor Party within [***] of such commencement of a bankruptcy or insolvency proceeding upon request; provided, that the debtor Party is excused from its written request therefor, unless obligation to deliver such intellectual property to the bankrupt extent the debtor Party elects to continue continues to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, following the rejection of Agreement and this Agreement by has not been rejected pursuant to the Bankruptcy Code or on behalf of the bankrupt Party upon written request therefor by the any analogous provision in any other Partycountry or jurisdiction.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party either party to the other Party party are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties parties agree that a Party that is a the party not subject to bankruptcy proceedings, as licensee of such rights under this Agreement Agreement, will retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties *** Confidential Treatment Requested parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement any party under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, the other Party party will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its possession, will be promptly delivered to it them (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request therefortherefor by the party not subject to bankruptcy proceedings, unless the bankrupt Party other party elects to continue to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party either party upon written request therefor by the other Partyparty.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, Sanofi or Dario are and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will hereto that is not a Party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property expressly licensed to it hereunder and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, Agreement or (bii) if not delivered under clause (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the other non-subject Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party Medarex or BioTie are, and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, licenses of right rights to “intellectual property” as defined under Section 101 of the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under under, as applicable, the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsthe Finnish Bankruptcy and Insolvency Act. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under under, as applicable, the U.S. United States Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsthe Finnish Bankruptcy and Insolvency Act, the other Party will hereto that is not a party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party elects subject to continue such proceeding continues to perform all of its obligations under this Agreement, Agreement or (b) if not delivered under clause (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the other non-subject Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party MedRx and Licensee are, and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, the other Party will that is not a party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, Agreement or (b) if not delivered under (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the non-subject Party. To the extent available in countries other Partythan the U.S., Applicable Law similar to Section 365(n) of the U.S. Bankruptcy Code shall be applied so as to treat this Agreement as an executory contract.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, ImmunoGen and Partner are and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement Agreement, will retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision any analogous provisions in any other country or jurisdiction, and that all payments due pursuant to Section 10.2 (Milestone Payments) and Section 10.3 (Royalty Payments to ImmunoGen) constitute “royalties” within the meaning of applicable bankruptcy or insolvency lawsSection 365(n) of the U.S. Bankruptcy Code. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party hereto that is not a party to such proceeding will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property licensed hereunder and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, Agreement or (b) if not delivered under subsection (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the other non-subject Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party BMS or Avidity are, and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will that is not a party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, or (b) if not delivered under clause (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the other non-subject Party. The Parties agree that all payments due pursuant to Section 7.3 (Milestone Payments) and Section 7.4 (Royalties) constitute “royalties” within the meaning of Section 365(n) of the U.S. Bankruptcy Code.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, Licensee or AstraZeneca are and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will hereto that is not a Party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, Agreement or (bii) if not delivered under clause (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the other non-subject Party. CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE DERMAVANT SCIENCES LTD. HAS DETERMINED THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO DERMAVANT SCIENCES LTD. IF PUBLICLY DISCLOSED.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party Xxxxxx or Surmodics are, and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsany analogous provisions in any other country, the other Party will hereto that is not a Party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, or (bii) if not delivered under clause (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the non-subject Party. The Parties acknowledge and agree that payments made under Section 7.2 or Section 7.3 shall not (x) constitute royalties within the meaning of Section 365(n) of the U.S. Bankruptcy Code or any analogous provisions in any other Partycountry or (y) relate to licenses of intellectual property hereunder.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties agree that a Party that is a licensee of such rights under this Agreement will retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The [ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, the other Party will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request therefor, unless the bankrupt Party elects to continue to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party upon written request therefor by the other Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, Insmed or AstraZeneca are and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties agree that a Party that is a licensee the Parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a either Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction, the other Party will hereto that is not a Party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its the non-subject Party’s possession, will shall be promptly delivered to it (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its the non-subject Party’s written request therefor, unless the bankrupt Party subject to such proceeding elects to continue to perform all of its material obligations under this Agreement, Agreement or (bii) if not delivered under clause (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt Party subject to such proceeding upon written request therefor by the other non-subject Party. *** Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, and otherwise will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawslaws outside the U.S., licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. laws outside the U.S. The Parties agree that a Party that is a licensee of such rights under this Agreement will retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. laws outside the U.S. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawslaws outside the U.S., the other Party will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request therefor, unless the bankrupt Party elects to continue to perform all of its obligations under this Agreement, or (b) if not delivered under subclause (a) above), following the rejection of this Agreement by or on behalf of the bankrupt Party upon written request therefor by the other Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party are, and otherwise will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties agree that a Each Party that is a licensee of such rights under this Agreement will retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, the other Party will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request therefor, unless the bankrupt Party elects to continue to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party upon written request therefor by the other Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party party to the other Party party are, and will otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties parties agree that a Party party that is a licensee of such rights under this Agreement will retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws. The Parties parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, the other Party party will be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its possession, will be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its written request therefor, unless the bankrupt Party party elects to continue to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, following the rejection of this Agreement by or on behalf of the bankrupt Party party upon written request therefor by the other Partyparty.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement Section 4.1(a) by one Party to the other Party Arena are, and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision analogous provisions of applicable bankruptcy or insolvency lawsApplicable Laws outside the United States, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision analogous provisions of applicable bankruptcy or insolvency lawsApplicable Laws outside the United States. The Parties agree that a Party that is a Eisai or Arena, as the case may be, as licensee of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code or comparable provision analogous provisions of applicable bankruptcy or insolvency lawsApplicable Laws outside the United States. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. Bankruptcy Code or comparable provision analogous provisions of applicable bankruptcy or insolvency lawsApplicable Laws outside the United States, the other Party will shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and samewhich, if not already in its such other Party’s possession, will shall be promptly delivered to it (a) upon any such commencement of a bankruptcy or insolvency proceeding upon its such other Party’s written request therefor, unless the bankrupt first Party elects to continue to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, following the rejection of this Agreement by or on behalf of the bankrupt such first Party upon written request therefor by the other Party.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party are intended to the other Party arebe, and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency laws, licenses of right rights to “intellectual property” as defined under Section 101 101(35A) of the U.S. Bankruptcy Code for purposes of Section 365(n) of the United States Bankruptcy Code (the “Bankruptcy Code”) or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency lawsjurisdiction. The Parties agree that a Party that is a the licensee of such rights intellectual property under this Agreement will shall retain and may fully exercise all of its rights and elections under the U.S. Bankruptcy Code, or any analogous provisions in any other country or jurisdiction. If a bankruptcy proceeding is commenced by or against either Party under the Bankruptcy Code or comparable provision of applicable bankruptcy any analogous provisions in any other country or insolvency laws. The Parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsjurisdiction, the other non-debtor Party will shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property licensed hereunder, and all embodiments of such intellectual property, and samewhich, if not already in its the non-debtor Party’s possession, will shall be promptly delivered to it (a) upon any such commencement the non-debtor Party within [***] of a bankruptcy or insolvency proceeding upon request to do so; provided, that the debtor Party is excused from its written request therefor, unless obligation to deliver such intellectual property to the bankrupt extent the debtor Party elects to continue continues to perform all of its obligations under this Agreement, or (b) if not delivered under (a) above, following the rejection of Agreement and this Agreement by has not been rejected pursuant to the Bankruptcy Code or on behalf of the bankrupt Party upon written request therefor by the any analogous provision in any other Partycountry or jurisdiction.

Rights in Bankruptcy. All rights and licenses granted under or pursuant to this Agreement by one Party to the other Party Isis or Amgen are, and will shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, licenses of right to “"intellectual property” " as defined under Section 101 of the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode. The Parties parties agree that a Party that is a licensee the parties, as licensees of such rights under this Agreement will Agreement, shall retain and may fully exercise all of its their rights and elections under the U.S. Bankruptcy Code or comparable provision including, without limitation, Amgen's right to retain all licenses to Isis Technology, Collaboration Know-How, Joint Know-How, Joint Patent Rights, Manufacturing Improvements and Patent Rights that claim Manufacturing Improvements granted herein, subject to payments when due to Isis of applicable bankruptcy or insolvency lawsall fees, milestone payments and royalties on Product(s). The Parties parties further agree that, in the event of the commencement of a bankruptcy proceeding by or against a Party to this Agreement either party under the U.S. Bankruptcy Code or comparable provision of applicable bankruptcy or insolvency lawsCode, the other Party will party hereto that is not a party to such proceeding shall be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property and all embodiments of such intellectual property, and same, if not already in its their possession, will shall be promptly delivered to it them (ai) upon any such commencement of a bankruptcy or insolvency proceeding upon its their written request therefor, unless the bankrupt Party party subject to such proceeding elects to continue to perform all of its obligations under this Agreement, or (bii) if not delivered under (ai) above, following the rejection of this Agreement by or on behalf of the bankrupt Party party subject to such proceeding upon written request therefor by the other Partynon-subject party.