Common use of Therapeutic Diligence Milestones Clause in Contracts

Therapeutic Diligence Milestones. Licensee shall use Commercially Reasonable Efforts to develop and commercialize Licensed Products and Licensed Services in the Mammalian Therapeutic Field, directly or through one or more Sublicensees or Affiliates. Without limiting the foregoing, if Licensee, directly or through one or Sublicensees or Affiliates, fails to accomplish any one of the “Therapeutic Diligence Milestones” set forth in this Section 2.2.1 by the date specified (each a “Deadline Date”) corresponding to such Diligence Milestone, COH shall have the right, [***] ([***]) days after written notice to Licensee, to terminate this Agreement or to convert the grant of exclusive rights pursuant to Section 3.2 from exclusive to non-exclusive, without any change in the other terms and conditions of this Agreement. Conversion of the license to non-exclusive pursuant to this Section 2.2.1 shall not constitute a waiver of COH’s right to terminate the license thereafter if Licensee’s obligations under this Section 2.2.1 continue to be unmet. EXECUTION COPY Confidential Portions of this Exhibit marked as [***] have been omitted pursuant to a request for confidential treatment and have been filed separately with the Securities and Exchange Commission. Confidential Treatment Requested by Homology Medicines, Inc. “Deadline Date” “Therapeutic Diligence Milestone”