Common use of Target Selection Clause in Contracts

Target Selection. The Parties acknowledge and agree that the first [***] Projects shall be directed towards the Lilly Initial Targets. For the remaining [***] Projects, Lilly may nominate any Target (i.e., either a Difficult Target or Soft Target) to AbCellera in writing during the Research Term (each, a “Nomination Notice”), and AbCellera shall conduct an assessment of the capability of the AbCellera Platform to generate or identify a Lead within [***] Business Days following its receipt of a Nomination Notice (“Feasibility Assessment”). The final (i.e., ninth (9th)) Target corresponding to the final (i.e., ninth (9th)) Project shall be nominated by Lilly no later than twelve (12) months before the end of the Research Term, unless a Lilly Target is subject to replacement during the twelve (12) month period before the end of the Research Term. Promptly following completion of each Feasibility Assessment, AbCellera shall notify Lilly whether such assessment was positive or negative and, if negative, such supporting data as Lilly may reasonably request in connection therewith. If the Feasibility Assessment is positive, then Lilly shall have [***] Business Days to affirm its interest in the Target, and if Lilly does not provide notice that it does not want to forego such Target, then such Target will be deemed a Lilly Target as of the date that Lilly affirms its interest or upon the [***] Business Day after AbCellera notifies Lilly regarding the result of the Feasibility Assessment. Without limiting the foregoing, in the event (i) the Feasibility Assessment is negative, or (ii) Lilly elects to forgo pursuing a Target nominated by it by providing notice thereof during such [***] Business Day period, Lilly may propose another Target in place of such Target.

Target Selection. The Parties acknowledge and agree that the first [***] Projects JRC shall determine which Targets shall be directed towards utilized for identification of Compounds under the Lilly Initial TargetsResearch Program; provided that in no event will any of the targets listed in Section 1.32 be utilized as a Target under this Agreement except as set forth in Section 8.7.2. For ARCHEMIX and EYETECH each may propose Targets to be used for identification of Compounds under the remaining [***] Projects, Lilly may nominate Research Program. If any Target (i.e.is presented by either Party, either a Difficult the JRC will consider such Target and such Target may be included in the Research Program, or Soft Target) to AbCellera deferred for later consideration until the Parties agree in writing during that such Target shall become a Refused Target; provided, however that Targets proposed by EYETECH shall be included in the Research Term (eachProgram unless there is a compelling scientific reason to exclude such Target. In the event the JRC refuses to accept, or can not reach consensus on the acceptance of a “Nomination Notice”)proposed Target for inclusion into the Research Program and EYETECH believes there exists no compelling scientific reason for excluding such Target from inclusion into the Research Program, then EYETECH shall have the right to refer such matter to dispute resolution pursuant Confidential Portions of this Exhibit were omitted and AbCellera shall conduct an assessment have been filed separately with the Secretary of the capability Commission pursuant to the Company’s application requesting confidential treatment under Rule 406 of the AbCellera Platform Securities Act. to generate or identify a Lead within [***] Business Days following its receipt of a Nomination Notice (“Feasibility Assessment”). The final (i.e., ninth (9th)) Target corresponding to the final (i.e., ninth (9th)) Project shall be nominated by Lilly no later than twelve (12) months before the end of the Research Term, unless a Lilly Target is subject to replacement during the twelve (12) month period before the end of the Research Term. Promptly following completion of each Feasibility Assessment, AbCellera shall notify Lilly whether such assessment was positive or negative and, if negative, such supporting data as Lilly may reasonably request in connection therewithSection 11.2. If the Feasibility Assessment is positive, then Lilly shall JRC determines that such Target does not have [***] Business Days to affirm its interest potential utility in the TargetField, and if Lilly does not provide notice that it does not want to forego such Target, then such Target will shall be deemed a Lilly Refused Target. Once a Target as of the date that Lilly affirms its interest or upon the [***] Business Day after AbCellera notifies Lilly regarding the result of the Feasibility Assessment. Without limiting the foregoingis selected, in the event (i) the Feasibility Assessment JRC will promptly develop the ESC for such Target and the activities which will establish that an Aptamer against such Target is negativea Development Compound to be set forth in Appendix 3, or and (ii) Lilly elects EYETECH will propose a molecule to forgo pursuing a be designated as the Target nominated by it by providing notice thereof during Binding Partner for such [***] Business Day period, Lilly may propose another Target in place of and will present to the JRC the data supporting such designation and the JRC will determine the Target Binding Partner for such Target. For the avoidance of doubt, nothing in this Agreement shall give ARCHEMIX any right to utilize any EYETECH Proprietary Target, (excluding any Target that is within the definition of EYETECH Proprietary Target solely because it is covered by claims in a Joint Program Patent), for any purpose other than in the performance of its obligations or the exercise of its rights under this Agreement and nothing in this Agreement shall give EYETECH any right to utilize any ARCHEMIX Proprietary Target, (excluding any Target that is within the definition of ARCHEMIX Proprietary Target solely because it is covered by claims in a Joint Program Patent), for any purpose other than in the performance of its obligations or the exercise of its rights under this Agreement.

Target Selection. The Parties acknowledge and agree that the first [***] Projects JRC shall determine which Targets shall be directed towards utilized for identification of Compounds under the Lilly Initial TargetsResearch Program; provided that in no event will any of the targets listed in Section 1.32 be utilized as a Target under this Agreement except as set forth in Section 8.7.2. For ARCHEMIX and EYETECH each may propose Targets to be used for identification of Compounds under the remaining [***] Projects, Lilly may nominate Research Program. If any Target (i.e.is presented by either Party, either a Difficult the JRC will consider such Target and such Target may be included in the Research Program, or Soft Target) to AbCellera deferred for later consideration until the Parties agree in writing during that such Target shall become a Refused Target; provided, however that Targets proposed by EYETECH shall be included in the Research Term (eachProgram unless there is a compelling scientific reason to exclude such Target. In the event the JRC refuses to accept, a “Nomination Notice”), and AbCellera shall conduct an assessment of or can not reach consensus on the capability of the AbCellera Platform to generate or identify a Lead within [***] Business Days following its receipt acceptance of a Nomination Notice (“Feasibility Assessment”). The final (i.e., ninth (9th)) proposed Target corresponding to the final (i.e., ninth (9th)) Project shall be nominated by Lilly no later than twelve (12) months before the end of for inclusion into the Research Term, unless a Lilly Program and EYETECH believes there exists no compelling scientific reason for excluding such Target is subject to replacement during the twelve (12) month period before the end of from inclusion into the Research Term. Promptly following completion of each Feasibility AssessmentProgram, AbCellera then EYETECH shall notify Lilly whether have the right to refer such assessment was positive or negative and, if negative, such supporting data as Lilly may reasonably request in connection therewithmatter to dispute resolution pursuant to Section 11.2. If the Feasibility Assessment is positive, then Lilly shall JRC determines that such Target does not have [***] Business Days to affirm its interest potential utility in the TargetField, and if Lilly does not provide notice that it does not want to forego such Target, then such Target will shall be deemed a Lilly Refused Target. Once a Target as of the date that Lilly affirms its interest or upon the [***] Business Day after AbCellera notifies Lilly regarding the result of the Feasibility Assessment. Without limiting the foregoingis selected, in the event (i) the Feasibility Assessment JRC will promptly develop the ESC for such Target and the activities which will establish that an Aptamer against such Target is negativea Development Compound to be set forth in Appendix 3, or and (ii) Lilly elects EYETECH will propose a molecule to forgo pursuing a be designated as the Target nominated by it by providing notice thereof during Binding Partner for such [***] Business Day period, Lilly may propose another Target in place of and will present to the JRC the data supporting such designation and the JRC will determine the Target Binding Partner for such Target. For the avoidance of doubt, nothing in this Agreement shall give ARCHEMIX any right to utilize any EYETECH Proprietary Target, (excluding any Target that is within the definition of EYETECH Proprietary Target solely because it is covered by claims in a Joint Program Patent), for any purpose other than in the performance of its obligations or the exercise of its rights under this Agreement and nothing in this Agreement shall give EYETECH any right to utilize any ARCHEMIX Proprietary Target, (excluding any Target that is within the definition of ARCHEMIX Proprietary Target solely because it is covered by claims in a Joint Program Patent), for any purpose other than in the performance of its obligations or the exercise of its rights under this Agreement.