Common use of Trademarks Clause in Contracts

Trademarks. Nuvios shall identify and select one or more trademarks to be used to register, distribute and promote Licensed Product in the Territory (collectively, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall not avail itself of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Product.

Trademarks. Nuvios shall identify and select one (1) The Grantor (either itself or more trademarks through licensees) will, with respect to each Trademark identified in Exhibit B, as Exhibit B may be amended, supplemented or otherwise modified from time to time, (i) continue to use or have used such Trademark to registerthe extent necessary to maintain such Trademark in full force free from any claim of abandonment for non-use, distribute and promote Licensed Product (ii) maintain as in the Territory (collectively, “Nuvios Trademarks” past the quality of products and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall not avail itself of any license on any Nuvios services offered under such Trademark, shall (iii) employ such Trademark with the appropriate notice of registration, (iv) not register adopt or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name ▇▇▇▇ which is confusingly similar or a colorable imitation of such Trademark unless the same asCollateral Agent, for the ratable benefit of the Holders, shall obtain a first priority perfected security interest in the Company’s interest in such ▇▇▇▇ pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby any such Trademark may become invalidated. (2) The Grantor will promptly notify the Collateral Agent if any application or registration relating to any Trademark may become abandoned, canceled or denied, or confusingly similar toof any adverse determination or development (including, without limitation, the institution of, or any such determination or development in, any Nuvios Trademark proceeding in the PTO or any court or tribunal in any country) regarding the Grantor’s ownership interest in such Trademark or its right to register the same or to keep and maintain the same. (3) The Grantor will, except Japan where Ipsen with respect to any Trademark that the Grantor registers after the Issuance Date or Teijin any Trademark License that the Grantor acquires after the Issuance Date, promptly (i) take all actions necessary so that the Collateral Agent, for the ratable benefit of the Holders, shall obtain a perfected security interest in such Trademark or Trademark License and (ii) provide to the Collateral Agent a revised Exhibit B listing all registered Trademarks and all Trademark Licenses in which the Grantor has an interest. (4) Upon request of the Collateral Agent, the Grantor shall execute and deliver any and all agreements, instruments, documents, and papers as the Collateral Agent may use request to evidence the Nuvios Collateral Agent’s security interest in any Trademark and in the goodwill and general intangibles of the Grantor relating thereto or represented thereby, and the Grantor hereby constitutes the Collateral Agent its attorney-in-fact to execute and file all such eventwritings for the foregoing purposes, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use all acts of such Nuvios attorney being hereby ratified and confirmed; such power being coupled with an interest is irrevocable until the Grantor shall have paid and performed in full all of its obligations under the Transaction Documents. (5) The Grantor will take all reasonable and necessary steps, including, without limitation, in any proceeding before the PTO, to maintain and pursue each application (and to obtain the relevant registration) and to maintain the registration of the Trademarks, including, without limitation, filing of applications for renewal, affidavits of use and affidavits of incontestability. (6) In the event that any Trademark in Japan (except to the extent provided included in the next sentence). Nuvios Collateral is infringed, misappropriated or diluted by a third party, the Grantor shall own andnotify the Collateral Agent and shall, at its costif appropriate, shall be responsible ▇▇▇ for procurementinfringement, registrationmisappropriation or dilution, maintenance seeking injunctive relief where appropriate and enforcement of to recover any and all Nuvios Trademarks used damages for such infringement, misappropriation or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same asdilution, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Producttake such other action as the Grantor reasonably deems appropriate under the circumstances to protect such Trademark.

Trademarks. Nuvios 4.1 BMS hereby grants to NA and NA hereby accepts the right to resell the Products supplied by BMS to NA in packages bearing the trademarks listed in Exhibit D (“Trademarks”) and in promotional materials related to such Products. The rights granted NA hereunder to use the Trademarks shall identify and select one in no way affect BMS’s ownership of such Trademarks. No other right, title or more trademarks to be used to register, distribute and promote Licensed Product interest in the Territory (collectivelyTrademarks is established hereby, “Nuvios Trademarks” and each individually a “Nuvios Trademark”)nothing herein shall be construed to grant any right or license to NA to use the BMS logo or the BMS trade name, other than as specifically set forth herein. Unless otherwise agreed between The parties agree and understand that this Section 4.1 does not expand the Parties, Ipsen rights granted to NA under Article 1. 4.2 NA shall not avail itself make any use or take any action with respect to the Trademarks to prejudice or infringe BMS’s rights thereto including the use of any confusingly similar trademark and shall forthwith, upon objection by BMS, desist from any use thereof or action therewith which is in violation of this Agreement. 4.3 NA will only market the Products using the relevant Trademarks during the term of this Agreement. Upon termination or expiration of this Agreement, NA will cease all use of the Trademarks and the license on any Nuvios Trademark, shall not register or to use any Nuvios Trademark such Trademarks granted hereunder shall immediately cease and be deemed canceled. 4.4 NA will use the Trademarks in strict accordance with the instructions given by BMS, and shall not licensemake any changes in connection therewith without first obtaining BMS’s written consent. NA further agrees that at all times the Trademarks shall be used in accordance with good trademark practice, register including notation of the fact that they are trademarks belonging to BMS and use of the appropriate notice of registration. BMS reserves the right to unilaterally determine the adequacy of the use and protection given the Trademarks by NA as set forth herein. 4.5 NA shall promptly notify BMS, in writing, of any conflicting use of, and applications or use registrations for, any other trademark or trade name which is of the same asTrademarks, or confusingly similar toany acts of infringement, or acts of unfair competition involving the Trademark, after such matters are brought to its attention or it has knowledge thereof. NA further agrees to assist BMS, at BMS’s expense, in registering or perfecting BMS’s rights to the Trademarks in the Territory. 4.6 In the event of any Nuvios Trademark in claim or litigation by a third party against NA alleging that any country, except Japan where Ipsen of the Trademarks imitates or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use infringes a trademark of such Nuvios Trademark in Japan (except third party or is invalid, NA shall promptly give notice of such claims or litigation to the extent provided in the next sentence). Nuvios BMS and BMS shall own and, at its cost, shall be responsible assume responsibility for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all control of the costs and expenses handling, defense, or settlement thereof. NA shall cooperate fully with BMS during the pendency of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all claim or litigation. BMS shall keep NA notified of the provisions current status of any trademark claim, litigation or infringement of any of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark Trademarks and shall not licensepermit NA to assume the handling, register defense or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Productsettlement thereof if BMS declines to do so.

Trademarks. Nuvios (a) The applicable Tetraphase Entity(ies) shall identify own all rights to the Product Trademark(s) developed or used by the Tetraphase Entities with respect to the Commercialization of Licensed Products outside of the Territory (the “Tetraphase Trademarks”), and select all goodwill associated therewith, in each country of the world. The applicable Tetraphase Entity(ies) shall also own rights to any Internet domain names incorporating any Tetraphase Trademark or any variation or part of any Tetraphase Trademark as its URL address or any part of such address. No Licensee Entity shall use any Tetraphase Trademark without Tetraphase’s prior written consent. (b) Licensee will develop and propose for the JCC’s review and comment, which comments shall be considered in good faith by Licensee, one or more trademarks Product Trademark(s) for use by the Licensee Entities in the Field in the Territory. Any Product Trademark(s) (other than the Tetraphase Trademarks that Tetraphase permits Licensee to be use) that are used by any Licensee Entity to register, distribute and promote Commercialize Licensed Product Products in the Field in the Territory are hereinafter referred to as the “Licensee Trademarks.” The applicable Licensee Entity(ies) shall own all rights to Licensee Trademarks and all goodwill associated therewith, in each country of the world. The applicable Licensee Entity(ies) shall also own rights to any Internet domain name incorporating any Licensee Trademark or any variation or part of any Licensee Trademark as its URL address or any part of such address. No Tetraphase Entity shall use any Licensee Trademarks to Commercialize any Licensed Product without Licensee’s prior written consent. (collectivelyc) Any use of Tetraphase’s corporate name by any Licensee Entity shall require the prior written consent of Tetraphase. (d) Except as expressly provided herein, “Nuvios Trademarks” or except as otherwise required by applicable Law or agreed by the Parties in advance in writing, neither Party shall have any right to use the other Party’s or the other Party’s Affiliates’, and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen Licensee shall not avail itself of have any license on any Nuvios Trademark, shall not register or right to use any Nuvios Trademark and shall not licenseTetraphase Entity’s, register corporate names or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered logos in connection with any Licensed Product, except that Ipsen Development or Teijin shall pay for all Commercialization of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Product.

Trademarks. Nuvios (a) BFA Holder is permitted to display the Proprietary Marks solely to designate the brand of the Products or other approved Businesses being operated at a BFA Holder Branded Outlet (which uses shall identify be limited to only the specific corresponding Authorized Use(s) as to each Proprietary ▇▇▇▇). BFA Holder agrees that no Product will be sold under any of the Proprietary Marks unless it meets the product quality specifications set forth in this Agreement and select one is additized as specified in this Agreement nor shall any Business be operated unless it meets the quality specification and other standards (including any brand identity standards or more trademarks retail image standards) existing as of the Effective Date or modified or established by ExxonMobil from time to time, as such standards and specifications may be used amended from time to registertime after the Effective Date. If there shall be posted, distribute mounted, or otherwise displayed on or in connection with any BFA Holder Branded Outlet any sign, poster, placard, plate, device or form of advertising matter whether or not received from ExxonMobil, consisting in whole or in part of the name of ExxonMobil or any of the Proprietary Marks, BFA Holder agrees at all times to display same, or cause the Franchise Dealers to display same, properly and promote Licensed Product not to diminish, dilute, denigrate, or otherwise adversely affect same. BFA Holder further agrees to take no action that will diminish or dilute the value of any Proprietary ▇▇▇▇. (b) Immediately upon termination (whether in full or as to any individual outlet) or expiration of this Agreement, or prior thereto upon demand by ExxonMobil, BFA Holder shall discontinue all uses of the Proprietary Marks, including the posting, mounting or display of any Proprietary ▇▇▇▇ and all uses of Proprietary Marks in connection with business cards, advertisements and letterhead/stationary, and shall cause its Franchise Dealers to do the same. If BFA Holder or any Franchise Dealer ceases to do business at any BFA Holder Branded Outlet, BFA Holder shall, and shall cause its Franchise Dealer to, discontinue the posting, mounting or display of any Proprietary Marks immediately upon BFA Holder or its Franchise Dealer(s), as the case may be, ceasing to sell the Products or operate the Business, including, without limitation, in the Territory event that the BFA Holder Branded Outlet in question is debranded by ExxonMobil under Section 2(e) or in any event upon demand by ExxonMobil. BFA Holder acknowledges ExxonMobil’s self-help rights set forth in this Agreement, including the rights of entry described in Sections 26(e) and 35, and agrees that BFA Holder shall be solely responsible for all fees, cost and expenses incurred by ExxonMobil or its Affiliates in exercising any such rights. (collectivelyc) BFA Holder agrees to notify ExxonMobil or its designee of any apparent or threatened infringement, dilution or other misuse (“Misuse”) of any Proprietary ▇▇▇▇ promptly after becoming aware of such Misuse. ExxonMobil shall have the sole right, in its sole discretion, to take any action, legal or otherwise, against such Misuse, and notwithstanding any other provisions in this Agreement, BFA Holder agrees to provide ExxonMobil with any assistance which, in the opinion or judgment of ExxonMobil, is necessary to protect ExxonMobil’s right, title and interest in and to the Proprietary Marks. ExxonMobil shall be entitled in such event to retain all monetary recovery from any misusing third party by way of judgment, settlement or otherwise. BFA Holder shall have no right to, and hereby agrees that it will not (except as requested by ExxonMobil), take any action, with respect to any apparent or threatened Misuse of any Proprietary ▇▇▇▇. BFA Holder shall have no recourse against ExxonMobil, ExxonMobil’s agents, officers, directors, and employees or third parties under their control in the event ExxonMobil chooses not to act against any apparent or threatened Misuse of any of the Proprietary Marks or if any third party challenges the right of ExxonMobil or BFA Holder to use any of the Proprietary Marks. (d) BFA Holder shall not, and shall cause its Franchise Dealers not to, sell non-Exxon or Mobil-branded motor fuels under any Proprietary ▇▇▇▇, including without limitation, any Exxon or Mobil-identified canopy or at any fueling island where BFA Holder or a Franchise Dealer is selling Products. As used in this Section, “Nuvios Trademarksnon-Exxon or Mobil-branded motor fuels” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall not avail itself be construed to apply to gasohol or other synthetic motor fuels of any license on any Nuvios Trademarksimilar usability, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided for in the next sentenceGasohol Competition Act of 1980, Pub. L.96-493 or renewable fuels as defined in Section 2807 of the Petroleum Marketing Practices Act; provided however, that BFA Holder and its Franchise Dealers shall label such product so as to ensure that consumers are not confused that such product is an Exxon or Mobil-branded motor fuel. (e) Without affecting BFA Holder’s obligations under Section 3(d), if BFA Holder or any Franchise Dealer offers non-Exxon or Mobil-branded motor fuels at a BFA Holder Branded Outlet, BFA Holder agrees to protect, and cause its Franchise Dealer(s) in question to protect, the identity of the Products and the Proprietary Marks by all reasonable methods, which would prevent customer confusion or misinformation. Nuvios BFA Holder agrees to conform, and cause its Franchise Dealers to conform, to ExxonMobil’s de-branding requirements as outlined in Exhibits 9A and 9B, as same may be revised from time to time, including but not limited to posting of ExxonMobil approved signs which clearly distinguish the Products from non-Exxon or Mobil-branded motor fuels, disclaiming any product liability of ExxonMobil for damage resulting from use of non-Exxon or Mobil-branded motor fuels, and removing or covering any signs which may mislead, confuse, or misinform any customers or reduce their goodwill toward any Proprietary ▇▇▇▇. In addition, BFA Holder agrees to comply, and cause its Franchise Dealers to comply, with any additional steps beyond the ExxonMobil de-branding requirements set forth in any applicable law, ordinance or regulation regarding the labeling of petroleum products. (f) In furtherance of its obligations as set forth in this Section, BFA Holder agrees that it will for itself, and as to any of its Franchise Dealers, require of such Franchise Dealers that they will, while identifying the source of the Products sold at any BFA Holder Branded Outlet, comply with the provisions of this Section. Such assistance includes, but is not limited to, the authorization to ExxonMobil to commence legal proceedings in BFA Holder’s name, and at BFA Holder’s expense, for the purposes of enforcing BFA Holder’s obligations in this Section. (g) BFA Holder shall own have neither the right to use or display at marinas, nor the right to authorize or permit the use or display at marinas by Franchise Dealers of, any Proprietary ▇▇▇▇ and shall not sell, and shall cause its Franchise Dealers not to sell, Products at marinas. (h) To permit ExxonMobil to carry out its rights to protect its Proprietary Marks from diminution, dilution, or destruction by misuse or failure by those to whom permission to display them has been granted under this Agreement, BFA Holder agrees that upon request by ExxonMobil it will provide ExxonMobil with a list of the names and addresses of Franchise Dealers to whom BFA Holder has provided any Proprietary ▇▇▇▇ and where such BFA Holder Branded Outlets are displaying such Proprietary Marks. (i) If BFA Holder, for whatever reason, ceases to display or authorize the display of Proprietary Marks at any BFA Holder Branded Outlet, then BFA Holder will notify ExxonMobil in writing within thirty (30) days of that event. (j) Except as may be expressly permitted by ExxonMobil, BFA Holder shall not, and shall cause its Franchise Dealers not to, use the Proprietary Marks as part of BFA Holder’s or any Franchise Dealer’s corporate or other name or as part of or in conjunction with any domain name. (k) BFA Holder shall, and shall cause its Franchise Dealers to, immediately stop using the Proprietary Marks relating to any Business at any BFA Holder Branded Outlet if: (1) this Agreement is terminated or the Term expires and is not renewed or extended; or (2) ExxonMobil withdraws its approval to use or operate that Business at that outlet under Section 2(e); or (3) BFA Holder or its Franchise Dealer(s) stops operating that Business at that outlet; and, in any such event, to follow any de-branding requirements that may then be applicable. (l) BFA Holder’s use of any of the Proprietary Marks in conjunction with any uniforms, business cards or business stationary at its cost, all times shall be responsible for procurementsubject to and in accordance with the terms of this Agreement and all standards set forth by ExxonMobil or its Affiliates, registrationas such standards may be amended by ExxonMobil or its Affiliates, maintenance and enforcement of all Nuvios Trademarks in their sole discretion, from time to time. All uniforms used or registered in connection with the Businesses bearing any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs Proprietary Marks shall be purchased solely and expenses exclusively from an ExxonMobil approved vendor. (m) BFA Holder acknowledges that ExxonMobil (or Exxon Mobil Corporation or any of Nuvios its Affiliates as the case may be) is the exclusive owner of the Proprietary Marks, and no ExxonMobil act, or failure to act, will give BFA Holder or any Franchise Dealer any ownership interest or right in any of the Proprietary Marks. All goodwill resulting from the use of the Proprietary Marks by BFA Holder or its Franchise Dealers shall inure to the benefit, and is the property, of ExxonMobil (or its Affiliates as the case may be). ExxonMobil may, at any time or from time to time, change or substitute any Proprietary Marks used in connection with procuringthe Products or any Business. In case of any change or substitution, registeringBFA Holder shall immediately use, maintaining and enforcing Nuvios Trademarks cause its Franchise Dealers to immediately use, the Proprietary Marks as changed. (n) BFA Holder hereby acknowledges that failure on the part of BFA Holder or its Franchise Dealer(s) to use any Proprietary ▇▇▇▇ in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies accordance with all of the provisions of this Agreement will cause irreparable injury to ExxonMobil and that any court of competent jurisdiction may, at the first paragraph request of ExxonMobil, enforce the provisions of this Agreement by the entry of a temporary or permanent injunction against BFA Holder and in favor of ExxonMobil. BFA Holder agrees not to contest the appropriateness of injunctive relief but may contest whether it has failed to use the Proprietary Marks in accordance with the provisions of this Agreement. BFA Holder will incorporate in its agreements with each Franchise Dealer the undertakings and obligations provided in this Agreement (including this Section 11.1 that are applicable 3). BFA Holder agrees to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself immediately notify ExxonMobil of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection Franchise Dealer failing to comply with any Licensed Productsuch undertaking or obligation and agrees to assist ExxonMobil in its enforcement thereof. (o) In order to ▇▇▇▇▇▇ the continued public acceptance of the Proprietary Marks and to protect the brand reputation of the Products which are the subject of this Agreement, BFA Holder will use best efforts to promptly inform ExxonMobil of any event or condition which will significantly impact the operation of any BFA Holder Branded Outlet or which has resulted in or may result in significant media exposure related to any BFA Holder Branded Outlets.

Trademarks. Nuvios shall identify (a) The “Depomed” trademark must appear on all Promotional Material that makes reference to the Products, to the extent such Promotional Materials would typically contain a company trademark. The “AcuForm” trademark must appear on all Promotional Materials that make reference to the “AcuForm” drug delivery technology incorporated into the Products. Depomed hereby grants to Santarus a non-assignable, non-sublicensable, non-exclusive, royalty-free right and select one or more trademarks license to be used to register, distribute and promote Licensed Product use the Depomed Trademarks in the Territory (collectivelysolely in connection with Santarus’ Promotion of the Products in accordance with this Agreement; provided Santarus may assign and sublicense such right and license in accordance with Section 2.2. Such license shall expire immediately upon the expiration or termination of this Agreement. Subject to this Section 4.8 and to applicable Legal Requirements, Santarus shall have the right to use the Santarus Trademarks, and include the name “Nuvios Santarus” or any variation thereof on the Promotional Materials; provided that such Santarus Trademarks will not appear in greater prominence or in greater frequency than the Depomed Trademarks” . In addition, the JCC will discuss including the Santarus Trademarks, in equal prominence to the Depomed Trademarks and each individually a “Nuvios Trademark”)in accordance with all Legal Requirements, on all packaging for Samples distributed by the Santarus Sales Force, with determination by the JCC as to including such marks being based on the timing for implementing such change and the costs associated therewith, with all out-of-pocket costs associated with creating and approving new packaging borne by Santarus if so approved by the JCC. Unless otherwise agreed between Santarus recognizes Depomed’s title to the PartiesDepomed Trademarks, Ipsen shall not avail itself of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not licenseat any time, register during or use after the Term, do or knowingly suffer to be done any other trademark act or trade name thing which is the same as, or confusingly similar to, any Nuvios Trademark will in any country, except Japan where Ipsen way impair the rights of Depomed in or Teijin may use to the Nuvios Trademark Depomed Trademarks. Santarus acknowledges and in such event, Nuvios agrees that it shall grant appropriate license free not acquire and shall not claim any title to the Depomed Trademarks adverse to Depomed by virtue of charge to Ipsen the rights granted under this Agreement or Teijin for through Santarus’ use of such Nuvios Trademark in Japan the Depomed Trademarks, it being the intention of the parties that all goodwill and improved reputation generated by Santarus and use of the Depomed Trademarks shall inure to the benefit of Depomed. (b) Santarus hereby grants to Depomed a non-assignable, non-sublicensable (except to any Third Party acting as the extent provided Depomed Sales Force), non-exclusive, royalty-free right and license to use the Santarus Trademarks in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered Territory solely in connection with Depomed’s Promotion of the Products in the Territory in accordance with this Agreement. Such license shall expire immediately upon the expiration or termination of this Agreement. Subject to this Section 4.8 and to applicable Legal Requirements, Depomed shall have the right to use Depomed Trademarks, and include the name “Depomed,” “AcuForm,” or any Licensed Productvariation thereof on the Promotional Materials developed by Depomed in accordance with this Agreement. Depomed recognizes Santarus’ title to the Santarus Trademarks, except and shall not at any time, during or after the Term, do or knowingly suffer to be done any act or thing which will in any way impair the rights of Santarus in or to the Santarus Trademarks. Depomed shall not be obligated to use the Santarus Trademarks in the Depomed Promotional Materials. Depomed acknowledges and agrees that Ipsen it shall not acquire and shall not claim any title to the Santarus Trademarks adverse to Santarus by virtue of the rights granted under this Agreement or Teijin through Depomed’s use of the Santarus Trademarks, it being the intention of the parties that all goodwill and improved reputation generated by Depomed and use of the Santarus Trademarks shall pay inure to the benefit of Santarus. (c) Each of Santarus with respect to its use of the Depomed Trademarks and Depomed with respect to its use of the Santarus Trademarks will maintain quality standards for all of its uses of the costs and expenses trademarks of Nuvios the other party in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all the Promotion of the provisions of the first paragraph of this Section 11.1 Products that are applicable substantially equivalent to Ipsen. Unless otherwise agreed between those standards used by the Parties, Nuvios shall not avail itself owner of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered such trademarks in connection with pharmaceutical products. Subject to the foregoing and to the other provisions of this Agreement, each party acknowledges and agrees that the owner or licensee of the trademark has the right, at any Licensed Producttime, to modify or supplement such quality standards and that the licensee or sublicensee must implement such new standards or changes following receipt of notice of such additions or changes; provided that the licensor agrees to bear all reasonable costs associated with such modifications and supplements. Compliance with this Section 4.8(c) shall be determined pursuant to the Promotional Material and Depomed Promotional Materials review and approval procedures set forth in Sections 4.4(b) and 4.9(f), as applicable.

Trademarks. Nuvios 3.5.1 LIGAND shall identify be entitled to market the PRODUCT in the TERRITORY under the ELAN TRADEMARK. 3.5.2 ELAN hereby grants to LIGAND a non-exclusive royalty free license in the TERRITORY for the INITIAL PERIOD (and select one thereafter for as long as LIGAND continues to import, make or more have made, use, offer for sale or sell the PRODUCT in the TERRITORY in accordance with the provisions of Clause 12.2) to use the ELAN TRADEMARK solely for the purposes of exercising its rights and performing its obligations under this Agreement and the following provisions shall apply as regards the use of the ELAN TRADEMARK by LIGAND: (1) LIGAND shall ensure that each reference to and use of the ELAN TRADEMARK by LIGAND is in a manner from time to time approved by ELAN and accompanied by an acknowledgement, in a form approved by ELAN, that the same is a trademark (or registered trademark) of ELAN. (2) LIGAND shall not use the ELAN TRADEMARK in any way which might materially prejudice its distinctiveness or validity or the goodwill of ELAN therein. (3) LIGAND shall not use in relation to the PRODUCT any trademarks other than the ELAN TRADEMARK without obtaining the prior consent in writing of ELAN, which consent may not be unreasonably withheld, and except that LIGAND shall have the right to employ in connection with the PRODUCT, the trademark "LIGAND" and the tradename "Ligand Pharmaceuticals Incorporated" and such other trademarks and tradenames as required by law. (4) LIGAND shall not use in the TERRITORY any trademarks or trade names so resembling the ELAN TRADEMARK as to be used likely to register, distribute and promote Licensed Product cause confusion or deception. (5) LIGAND shall promptly notify ELAN in the Territory (collectively, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall not avail itself writing of any license on alleged infringement of which it becomes aware by a third party of the ELAN TRADEMARK and provide ELAN with any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free applicable evidence of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own andinfringement. 3.5.3 ELAN shall, at its costexpense, shall be responsible for procurement, registration, maintenance file and enforcement of all Nuvios Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all prosecute applications to register and maintain registrations of the costs and expenses of Nuvios TRADEMARK in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductTERRITORY.

Trademarks. Nuvios shall identify (a) Jingfeng may, at its sole discretion, use its own trademarks, trade names, commercial symbols or logos for the marketing and select sale of the Licensed Products in the Territory. Jingfeng may apply for one or more trademarks to be used to register, distribute and promote Licensed Product in the Territory in its own name and as the exclusive owner thereof with respect to the Licensed Products, provided that Jingfeng may use trademarks, trade names, company name, logos or other marks that are the same as or similar to the Trademarks only with Carbylan’s prior written consent and pursuant to terms and conditions of this Agreement. (collectively, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen b) Jingfeng shall not avail itself use or permit or authorize any Affiliate or Sublicensee to use the Trademarks as part of a corporate name or tradename without the express prior written consent of Carbylan and Jingfeng shall not permit or authorize use of the Trademarks in such a way so as to give the impression that the Trademarks, or any modifications thereof, are the property of Jingfeng. (c) Jingfeng shall cooperate fully and in good faith with Carbylan for the purpose of securing and preserving Carbylan’s rights in and to the Trademarks, [*]. Nothing contained in this Agreement shall be construed as an assignment or grant to Jingfeng of any right, title or interest in or to the Trademarks, it being understood that all rights relating thereto are reserved by Carbylan, except for the license on any Nuvios Trademarkhereunder to Jingfeng of the right to use the Trademarks only as specifically and expressly provided herein. Jingfeng further agrees that Carbylan is and will continue to be the sole and exclusive owner of all rights, shall not register or use any Nuvios Trademark title and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios interest in and to each Trademark in any country, except Japan where Ipsen form or Teijin may use the Nuvios Trademark embodiment thereof and in such event, Nuvios shall grant appropriate license free of charge to Ipsen agrees that all goodwill associated with or Teijin for use of such Nuvios Trademark in Japan (except attached to the extent provided Trademark arising out of the use thereof by Jingfeng shall inure to the benefit of Carbylan. (d) Jingfeng agrees that it will not, during the Term or thereafter, attack Carbylan’s title or rights in and to the Trademarks in the next sentence)Territory or the validity of Carbylan’s Trademarks. Nuvios shall own and[*] 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. (e) The nature and quality of the Licensed Products, at its costand all advertising and promotional uses of the Trademarks by Jingfeng, shall be responsible conform to or exceed industry standards for procurement, registration, maintenance products similar to the Licensed Products. (f) Jingfeng agrees to comply with all Applicable Laws pertaining to the proper use and enforcement of all Nuvios Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all designation of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Product.

Trademarks. Nuvios shall identify (a) During the Term, OraSure hereby grants to AbbVie and select one or more trademarks its Affiliates a non-exclusive, royalty-free right and license to be used to register, distribute use the OraSure Trademarks specified in Schedule 2.11 (the “OraSure Trademarks”) solely in connection with performing its obligations under this Agreement. AbbVie and promote Licensed Product in the Territory (collectively, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall not avail itself of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin its Affiliates may use the Nuvios Trademark OraSure Trademarks on leaflets, brochures, advertising and Product Promotional Materials. Notwithstanding the foregoing, any usage of OraSure Trademarks by AbbVie or its Affiliates must be approved in such eventadvance by OraSure, Nuvios which approval shall grant appropriate license free of charge to Ipsen not be unreasonably withheld, delayed or Teijin for conditioned. AbbVie shall ensure that each use of such Nuvios Trademark the OraSure Trademarks by it and its Affiliates is accompanied by an acknowledgement that the OraSure Trademarks are owned by OraSure. (b) During the Term, AbbVie hereby grants to OraSure and its Affiliates a non-exclusive, royalty-free right and license to use the AbbVie Trademarks specified in Japan Schedule 2.11 (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered “AbbVie Trademarks”) solely in connection with performing its obligations under this Agreement. OraSure and its Affiliates may use the AbbVie Trademarks on leaflets, brochures, advertising and Product Promotional Materials and Product samples. Notwithstanding the foregoing, any Licensed Productusage of AbbVie Trademarks by OraSure or its Affiliates must be approved in advance by AbbVie, except which approval shall not be unreasonably withheld, delayed or conditioned. OraSure shall ensure that Ipsen or Teijin shall pay for all each use of the costs AbbVie Trademarks by it and expenses its Affiliates is accompanied by an acknowledgement that the AbbVie Trademarks are owned by AbbVie. (c) Neither Party shall (i) use the Trademarks of Nuvios the other Party in connection with procuringa way that might prejudice their distinctiveness or validity or the goodwill of the owning Party therein, registering, maintaining and enforcing Nuvios or (ii) use any Trademarks in Japan. Ipsen shall identify and select one or more trademarks so resembling any of the other Party’s Trademarks as to be used likely to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France cause confusion or deception. (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all d) Each Party acknowledges the validity of the provisions other Party’s right, title and interest in and to the other Party’s Trademarks. The Parties shall not have, assert or acquire any right, title or interest in or to any of the first paragraph other Party’s Trademarks. (e) Each Party shall determine in its sole discretion what action, if any, to take in response to the infringement or misappropriation or threatened infringement or misappropriation of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductTrademarks.

Trademarks. Nuvios shall identify and select (a) All Product units sold by Supplier to CMS will bear one or more of the trademarks or trade names (including, but not limited to, the name Triage(TM)) relating to be used to register, distribute and promote Licensed the Product in the Territory (collectively, “Nuvios Trademarks” the "Supplier Marks"), and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen CMS shall not avail itself of any license on any Nuvios Trademarkalter, shall not register remove or use any Nuvios Trademark and shall not licensemodify the Supplier Marks, register or use nor affix any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in Product, without the next sentence)prior written consent of Supplier. Nuvios CMS shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement not utilize any of all Nuvios Trademarks used or registered the Supplier Marks in connection with any Licensed Product, except that Ipsen promotional brochures or Teijin shall pay for all advertising materials relating to the Product without the prior written consent of Supplier. Supplier's consent to the use of the costs Supplier Marks shall be conditioned upon such brochure or advertising materials clearly indicating Supplier's ownership of the Supplier Marks. (b) All Product units purchased by CMS hereunder shall be marketed by it in the original packages under the original labels provided by Supplier, and CMS shall make no (c) Nothing in this Agreement shall be construed as granting CMS any license or interest in the Supplier Marks, and CMS acknowledges that it has been advised by Supplier of Supplier's claim of ownership of the Supplier Marks. CMS agrees that it will do nothing inconsistent with such ownership and that all use of the Supplier Marks will inure to the benefit of and be on behalf of Supplier. Specifically, CMS agrees that: it will not challenge the validity of, or Supplier's ownership of, any of the Supplier Marks; it will not take any action that is inconsistent with, or may impair, Supplier's right, title and interest to the Supplier Marks; it will not represent to any third party that it has any ownership interest in the Supplier Marks; it will not adopt any trademarks that are confusingly or deceptively similar to the Supplier Marks; and it will, at Supplier's sole cost and expense, execute and deliver to Supplier any and all documents which Supplier may request to confirm in Supplier all right, title and interest in the Supplier Marks. (d) CMS shall make no statement to the press relating or referring to the Product without the prior written approval of Supplier. (e) CMS shall promptly notify Supplier in writing of any challenges to the validity, infringement on or unauthorized use of any of the Supplier Marks, actual or threatened, that may come to CMS's attention. CMS shall, at Supplier's request, provide Supplier with all reasonable assistance in initiating and prosecuting any legal action against any infringer of any of the Supplier Marks, it being understood that Supplier will assume all expenses of Nuvios in connection with procuringsuch protection. (f) Supplier recognizes that CMS is the owner of the trademarks and trade names denoting CMS or CMS products, registeringwhich it may elect to use in the promotion and sale of the Product, maintaining and enforcing Nuvios Trademarks that Supplier has no right or interest in Japan. Ipsen such trademarks or trade names; provided, however, that except as otherwise set forth in Section 7(b) hereof, no CMS labels, package inserts or other material shall identify and select one or more trademarks accompany the Product without the approval of Supplier. (g) Upon termination of this Agreement, CMS shall continue to be used entitled to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of utilize the provisions of Supplier Marks on the first paragraph of this Section 11.1 that are applicable terms agreed to Ipsen. Unless otherwise agreed between previously by the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered parties in connection with any Licensed Product.CMS's promotion, marketing, distribution and sale of Product units remaining in CMS's inventory and not repurchased by Supplier. Thereafter, CMS shall terminate all use of Supplier Marks, and shall at Supplier's request and at Supplier's expense, destroy or return to Supplier all literature and other advertising and promotional materials bearing the Supplier Marks. In the event of termination or expiration of this Agreement, CMS agrees to cooperate with Supplier and to execute

Trademarks. Nuvios shall identify 4.1 The Trust or its affiliates own all right, title and select one or more trademarks interest in and to be used to registerthe name, distribute trademark and promote Licensed Product in the Territory (collectively, service ▇▇▇▇ “Nuvios Trademarks▇▇▇▇▇▇▇▇▇▇” and each individually such other trade names, trademarks and service marks as may be set forth on Exhibit C, as amended from time to time by written notice from the Trust to Company (the “Touchstone licensed marks”) and is authorized to use and to license other persons to use such marks. Company is hereby granted a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall not avail itself of any non-exclusive license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may to use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered Touchstone licensed marks in connection with any Licensed ProductCompany’s performance under this Agreement, subject to the terms and conditions set forth in this section. 4.2 The grant of license to Company (the “licensee”) shall terminate automatically upon termination of this Agreement. Upon automatic termination, the licensee shall cease to use the Touchstone licensed marks, except that Ipsen or Teijin Company shall pay for all have the right to continue to service any outstanding Contracts bearing any of the costs Touchstone licensed marks. Upon the Trust’s elective termination of this license, Company shall immediately cease to issue any new annuity or life insurance contracts bearing any of the Touchstone licensed marks and shall likewise cease any activity which suggests that it has any right under any of the Touchstone licensed marks or that it has any association with the Trust, except that Company shall have the right to continue to service outstanding Contracts bearing any of the Touchstone licensed marks. 4.3 During the term of this grant of license, the Trust may request that a licensee submit samples of any materials bearing any of the Touchstone licensed marks which were previously approved by the Trust but, due to changed circumstances, the Trust may wish to reconsider. If, on reconsideration, or on initial review, respectively, any such samples fail to meet with the written approval of the Trust, then the licensee shall immediately cease distributing such disapproved materials. The Trust’s approval shall not be unreasonably withheld, and the Trust or its affiliates, when requesting reconsideration of a prior approval, shall assume the reasonable expenses of Nuvios withdrawing and replacing such disapproved materials. The licensee shall obtain the prior written approval of the Trust for the use of any new materials developed to replace the disapproved materials, in connection with procuring, registering, maintaining the manner set forth above. 4.4 The licensee hereunder: (i) acknowledges and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided stipulates that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all to the best of the provisions knowledge of the first paragraph licensee, the Touchstone licensed marks are valid and enforceable trademarks and/or service marks and that such licensee does not own the Touchstone licensed marks and claims no rights therein other than as a licensee under this Agreement; (ii) agrees never to contend otherwise in legal proceedings or in other circumstances; and (iii) acknowledges and agrees that the use of the Touchstone licensed marks pursuant to this Section 11.1 that are applicable grant of license shall inure to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself benefit of any license on any Ipsen Trademark, shall not register the Trust or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Productaffiliates.

Trademarks. Nuvios A. The Products shall identify be delivered with the trademark “Royal BodyCare” affixed thereto. The Distributor acknowledges that RBC, a corporation incorporated under the laws of the State of Nevada, USA, is to its knowledge the owner of certain trademarks and select one trade names, including, but not limited to, “Royal BodyCare”, “Pure Life”, and “Royal Botanica”. RBC will promptly register, or more trademarks to be used authorize the Distributor to register, distribute under RBC’s name, the “Royal BodyCare” trademark and trade name in any country within the Territory at RBC’s sole cost and expense. In addition, at RBC’s sole discretion, RBC agrees to register, or authorize the Distributor to register under RBC’s name, such other RBC trademarks and trade names in any country within the Territory at RBC’s sole cost and expense as Distributor may reasonably request. RBC shall promptly reimburse any registration expenses incurred by the Distributor on RBC’s behalf to the Distributor upon submission of the Distributor’s receipts or other evidence of payment of such expenses. The Distributor further acknowledges that its only right with respect to the trademark and trade name “Royal BodyCare,” or any other RBC trademark or trade name, is to sell and promote Licensed Product the Products bearing such trademark(s) and trade name(s) in the Territory Territory. The Distributor shall not register any RBC trademark and/or trade name in its own name or in the name of any entity other than RBC. The Distributor is authorized to use the name “Royal BodyCare” as the Distributor reasonably sees fit, including its use as a corporate name or trade name. Distributor’s right to use any RBC trademark and/or trade name shall immediately terminate upon termination or expiration of this Agreement. B. In consideration for Distributor’s right to use RBC’s trademarks and trade names in the Territory, the Distributor agrees to pay RBC a marketing service fee (collectively, “Nuvios Trademarks” and each individually a “Nuvios TrademarkMSF”). Unless otherwise agreed between The MSF shall be calculated as seven percent (7%) of the Parties, Ipsen shall not avail itself Commissionable Volume (“CV”) of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided Products sold in the next sentence)Territory. Nuvios CV shall own andmean the value applied to each Product, at its cost, which value is used to calculate and pay commissions to members. The MSF shall be responsible for procurementpayable to RBC on a monthly basis, registration, maintenance and enforcement within thirty (30) days after the close of all Nuvios Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Productcalendar month.

Trademarks. Nuvios (i) Licensee agrees that it will cause to appear indelibly and legibly on each of the Licensed Product(s) and all advertising material, tags, labels and devices bearing the Licensed Property, the following notice or such other notice as may be approved by Licensor: THE POWERPUFF GIRLS AND ALL RELATED CHARACTERS AND ELEMENTS ARE TRADEMARKS OF CARTOON NETWORK(C) 20XX. (The year date shall identify be as instructed by Licensor) (ii) Licensee further agrees that it will not apply for or seek to obtain trademark registration for the Licensed Property and select one that Licensor may, at its option, apply for and obtain in its own name trademark registrations for the Licensed Product(s), and that, upon request, Licensee will furnish necessary specimens or more trademarks to be used to registerfacsimiles for such purpose free of cost, distribute and promote as well as evidence of the date of first shipment or sale of each Licensed Product in interstate or foreign or other federally regulable U.S. commerce and, if earlier, also in intrastate commerce. (iii) Licensee agrees that if Licensee receives knowledge of the Territory (collectivelyuse of the Licensed Property by anyone other than Licensee on Licensed Product(s) or products confusingly similar thereto, “Nuvios Trademarks” Licensee will call such fact to the attention of Licensor. Licensor shall then have the option to institute legal proceedings to prevent such use, and each individually a “Nuvios Trademark”). Unless otherwise agreed between Licensee shall cooperate and assist in the Parties, Ipsen shall not avail itself prosecution of any license on such action. If demanded by Licensor, Licensee shall join in or cooperate in the prosecution of any Nuvios Trademark, such legal proceeding as may be instituted by Licensor. Any such legal proceedings shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which be solely at Licensor's expense. If Licensee is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and joined in such eventproceeding, Nuvios Licensor shall grant appropriate license free indemnify and hold harmless Licensee from and against any claim, sanction, liability, damages, attorney's fees, judgments or orders of charge to Ipsen or Teijin for use any kind arising out of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Productproceeding.

Trademarks. Nuvios 14.1 During the Term of this Agreement, the Dealer shall identify and select one or more trademarks have the limited, non-exclusive, royalty-free right to be used to register, distribute and promote Licensed Product in the Territory (collectively, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall not avail itself of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection with the promotion and sale of Products in the Territory, provided however that the Dealer obtain the Corporation's prior written consent to use the Trademarks in catalogues, promotional materials, and advertising materials. 14.2 Use of the Trademarks shall conform to the following requirements: (a) The Dealer shall not use the Trademarks in any Licensed Productmanner other than as set forth in Section 14.1 above without the prior written approval of the Corporation. (b) The Dealer shall not put or retain the Trademarks in the Dealer's own name or any business name; (c) The Dealer shall not use the Trademarks in any manner which suggests an affiliation with the Corporation other than that of Dealer of the Products; (d) The Dealer shall not add to, or use with, the Trademarks, any other trade name, trademark, symbol or device without the prior written approval of the Corporation. (e) The Dealer shall employ any symbol or notice with the Trademarks which the Corporation advises is necessary, from time to time, to identify and protect the interest of the Corporation in the Trademarks. (f) The Dealer shall apply no other trade name or trade name, nor any labels, signs or markings of any kind to the Products without the prior written consent of the Corporation. 14.3 The Dealer hereby acknowledges that the Corporation (or Licensors of the Corporation) are the sole owners of the Trademarks and the goodwill pertaining thereto and that nothing contained herein shall constitute an assignment of the Trademarks or grant to Dealer any right, title or interest therein, except the right to use it as set forth in this Article 14. The Dealer agrees that Ipsen it will not contest the Corporation's (or Teijin shall pay for all the Corporation's Licensors') ownership of the costs and expenses Trademarks, either during or after the Term. 14.4 The Dealer shall notify the Corporation in writing of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios any infringement of the Trademarks in Japan. Ipsen shall identify and select one the Territory, of any applications or more trademarks Ciralight Global, Inc. Non-Exclusive Dealer Agreement registrations for the Trademarks or marks similar to be used to registerthe Trademarks within the Territory, distribute and promote such Licensed Product under Ipsen Regulatory Approvals of any suit or proceeding or action of unfair competition involving the Trademarks in France (collectivelythe Territory, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided promptly after it has notice thereof. 14.5 The Dealer agrees that, upon the termination of this Agreement, it shall have no interest in identifyingor right to use the Trademarks in any manner or for any purpose whatsoever, selectingexcept for the limited right to sell its then remaining inventory of Products bearing the Trademarks. 14.6 If the Dealer acquires any rights to the Trademarks for any reason, registering and/or using any it undertakes to promptly return such Ipsen Trademark, Ipsen complies with all rights to the Corporation immediately and without expense to the Corporation. 14.7 The Corporation represents and warrants to the Dealer that (i) it is the registered owner of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which Trademarks and/or is the same assole authorized licensee of such Trademarks in the Territory, or confusingly similar topursuant to valid license agreements and (ii) it has the right, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance power and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Productauthority to enter into this Agreement and to grant to the Dealer the rights granted hereby.

Trademarks. Nuvios A. The Products shall identify be delivered with the trademark “RBC Life Sciences” or “RBC” affixed thereto. The Distributor acknowledges that RBC, a corporation incorporated under the laws of the State of Nevada, USA, is to its knowledge the owner of certain trademarks and select one trade names, including, but not limited to, “RBC Life Sciences”, “Pure Life”, and “Royal Botanica”. RBC will promptly register, or more trademarks to be used authorize the Distributor to register, distribute under RBC’s name, the “RBC Life Sciences” trademark and promote Licensed Product trade name in the Territory (collectivelyat RBC’s sole cost and expense. In addition, at RBC’s sole discretion, RBC agrees to register, or authorize the Distributor to register, under RBC’s name, such other RBC trademarks and trade names in the Territory at RBC’s sole cost and expense as Distributor may reasonably request. RBC shall promptly reimburse any registration expenses incurred by the Distributor on RBC’s behalf to the Distributor upon submission of the Distributor’s receipts or other evidence of payment of such expenses. The Distributor further acknowledges that its only right with respect to the trademark and trade name “Nuvios Trademarks” RBC Life Sciences”, or any other RBC trademark and/or trade name, is to sell and each individually a “Nuvios Trademark”)promote the Products bearing such trademark(s) and trade name(s) in the Territory. Unless otherwise agreed between the Parties, Ipsen shall not avail itself of any license on any Nuvios Trademark, The Distributor shall not register any RBC trademarks and/or trade names in its own name. The Distributor is authorized to use the name “RBC Life Sciences” or use any Nuvios Trademark and shall not license“RBC” as the Distributor sees fit, register or use any other trademark as a corporate name or trade name which is name. Distributor’s right to use RBC trademarks and trade names shall terminate upon the same as, termination or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free expiration of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of this Agreement. B. Notwithstanding the provisions of the first paragraph preceding paragraph, the Distributor agrees to transfer, or cause to be transferred, the ownership of any RBC trademark and/or trade name that is owned in the Territory by any party other than RBC as of the date of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductAgreement.

Trademarks. Nuvios shall identify Supplier hereby grants to EI and select one or more trademarks its Affiliates a limited, nontransferable, nonexclusive license to be used to registeruse the trademarks, distribute service marks, logos, trade names and promote Licensed Product in the Territory copyrights of Supplier and its Affiliates (collectively, the “Nuvios Trademarks” Marks”) solely for the purpose of promoting Supplier. Supplier hereby represents and each individually a “Nuvios Trademark”). Unless warrants that it has the full and exclusive right to grant or otherwise agreed between the Parties, Ipsen shall not avail itself of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark permit EI and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may its Affiliates to use the Nuvios Trademark Marks as set forth in this Agreement, and that it is aware of no conflicting third party rights. Except as set forth in this Agreement, the right to license and use the Marks shall remain exclusively with Supplier, and neither EI nor its Affiliates shall have any right to grant sublicenses. EI and its Affiliates shall use the Marks exactly in the form provided and in such eventconformance with any Supplier trademark and logo usage guidelines that Supplier may provide to EI or its Affiliates in writing from time to time. Other than the rights specifically granted herein, Nuvios no right, title or interest in the Supplier’s or its Affiliates’ Marks is transferred to EI or its Affiliates. Neither EI nor its Affiliates shall grant appropriate license free take any action inconsistent with Supplier’s or its Affiliates’ ownership of charge to Ipsen or Teijin for their Marks, and any benefits accruing from use of such Nuvios Trademark Marks shall automatically vest in Japan (except to the extent provided in the next sentence)Supplier or its Affiliates, as applicable. Nuvios Neither EI nor its Affiliates shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection form any combination marks with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in JapanMarks. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph Any violation of this Section 11.1 7 of these General Terms and Conditions would not be a material breach. Provided, however; that Supplier may terminate the foregoing trademark license if EI breaches this Section 7 and fails to cure such breach within fifteen (15) days’ written notice of such breach by Supplier delivered to EI. Notwithstanding anything to the contrary herein, in its keyword purchasing activities, Expedia agrees not to outrank an advertising or sponsorship position triggered in Google, Yahoo, MSN, Ask, AOL and Looksmart with respect to the following Supplier trademarks: “Thrifty”, “Thrifty Car Rental”, “Be Smart, Buy Thrifty”, “Drivewise”, “▇▇▇▇▇▇▇.▇▇▇”, “The Sensible Alternative”, “Blue Chip”, “True Blue Pride”, “Best of All, It’s Thrifty”, “Thrifty Rental Car”, Thrifty Rental Cars”, “Thrifty Car Rentals”, “Blue Chip Rewards”, “SmartBiz”, “Dollar”, “Dollar Rent A Car”, “Dollar Makes Sense”, “▇▇▇▇▇▇.▇▇▇”, “Dollar Travel”, “Dollar Tours”, “Dollar Car Rental”, “Dollar Car Rentals”, “Dollar Rental Car”, “Dollar Rental Cars” “Home of Our Lowest Rates”, “Fastlane”, “Dollar Express Rewards”, “Dollar Express”, “Dollar 4Business” and “Right on the Airport. Right On.”. Supplier agrees not to outrank an advertising or sponsorship position triggered in Google, Yahoo, MSN, Ask, AOL and Looksmart with respect to the following Expedia trademarks: [“EXPEDIA”, “▇▇▇▇▇▇▇.▇▇▇”, EXPEDIA TRAVELS”, “EXPEDIA TO GO”, “TRIPCONTROLLER”, “TRAVELLER OPINIONS”, “NEWTRADE”, “WWTE”, “WHERE TO FIND THE ONE OF A KIND”, “DON’T JUST TRAVEL. TRAVEL RIGHT”, OR “TRAVELSCAPE”]. Supplier represents to Expedia that Supplier shall not place restrictions on Expedia’s keyword bidding activities that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license more restrictive than those that Supplier places on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductThird Party Booking Channels.

Trademarks. Nuvios shall identify 7.01 Pacira hereby grants to Master Distributor and select one or more each of its Sub-Distributors, a non-exclusive right and nontransferable right and license, without the right to grant sublicenses to any party, to use the trademarks to be used to register, distribute and promote Licensed trade names of Pacira (the “Trademarks”) during the Term of this Agreement in connection with the promotion and advertising of the Product and the solicitation of orders for the Product in the Territory Territory, provided that (collectivelya) Master Distributor submits to Pacira for its prior written approval examples of any and all materials, “Nuvios Trademarks” promotional literature, advertising and each individually a “Nuvios Trademark”)technical narrative in which any Trademark is used, and (b) the Trademarks shall be used by Master Distributor in accordance with Pacira’s standards, specifications and instructions. Unless otherwise agreed between Master Distributor shall acquire no right, title or interest in the PartiesTrademarks other than the foregoing limited license, Ipsen and Master Distributor shall not avail itself of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not licenseTrademarks, register or use words, phrases or symbols confusingly similar to any other trademark Trademarks, as part of Master Distributor’s corporate or trade name or permit any third party to do so without the prior written consent of Pacira. Master Distributor agrees that all of its uses of the Trademarks shall inure to the benefit of Pacira. 7.02 Master Distributor shall promptly notify Pacira of any use by any third party of the Trademarks or any use by such third parties of similar marks which is may constitute an infringement or passing off of the same asTrademarks. Pacira reserves the right, or confusingly similar toin its sole discretion, to institute any Nuvios Trademark proceedings against such third party infringers and Master Distributor shall refrain from doing so. Master Distributor agrees to cooperate fully with Pacira in any countryaction taken by Pacira against such third parties, except Japan where Ipsen provided that all expenses of such action shall be borne by Pacira and all damages which may be awarded or Teijin may use agreed upon in settlement of such action shall accrue to Pacira. 7.03 Upon the Nuvios Trademark termination or expiration of this Agreement, Master Distributor shall cease and in such eventdesist, Nuvios shall grant appropriate license free and cause each of charge its Sub-Distributors to Ipsen or Teijin for cease and desist, from the use of such Nuvios Trademark the Trademarks in Japan (except any manner, including but not limited to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered any use in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark Master Distributor’s corporate or trade name which is name. In addition, Master Distributor hereby empowers Pacira and agrees to assist Pacira, if requested, to cancel, revoke or withdraw any governmental registration or authorization permitting Master Distributor to use the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductTrademarks.

Trademarks. Nuvios shall identify (i) The Grantor will, with respect to each Product Trademark identified in Exhibit B hereto as it may be amended, supplemented or otherwise modified from time to time, take reasonable steps to monitor its portfolio of trademarks, and select one for each Product Trademark set forth on Exhibit B, the Grantor will (i) continue to use or more trademarks have used such Product Trademark to be used the extent necessary to registermaintain such Product Trademark in full force free from any claim of abandonment for non-use, distribute and promote Licensed Product (ii) maintain as in the Territory past the quality of products and services offered under such Product Trademark to the extent appropriate, (collectivelyiii) employ such Product Trademark with the appropriate notice of registration, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall (iv) not avail itself of any license on any Nuvios Trademark, shall not register adopt or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name ▇▇▇▇ which is confusingly similar or a colorable imitation of such Product Trademark unless the same asSecured Parties shall obtain a perfected Security Interest in the Company’s interest in such ▇▇▇▇ pursuant to this Patent and Trademark Security Agreement, and (v) not do any act or knowingly omit to do any act whereby any such Product Trademark may become invalidated, abandoned, rendered unenforceable or otherwise diminish Grantor’s rights therein. (ii) The Grantor will promptly notify the Secured Parties if any application or registration relating to any Product Trademark may become opposed, abandoned, canceled or dedicated to the public, or confusingly similar toof any adverse determination or development (including, without limitation, the institution of, or any such determination or development in, any Nuvios proceeding in the United States Patent and Trademark Office or any court or tribunal in any country) regarding the validity, except Japan where Ipsen enforceability or Teijin may use the Nuvios Trademark and Grantor’s ownership interest in such eventProduct Trademark; or its right to register the same or to keep and maintain the same. (iii) The Grantor will, Nuvios at Grantor’s expense, with respect to any Product Trademark or Product Trademark Application that is registered or for which an application for registration is filed after the date hereof, promptly (i) take all actions necessary so that the Secured Parties shall grant appropriate license free obtain a perfected Security Interest in such Product Trademark or Product Trademark Application and (ii) provide to the Secured Parties an updated version of charge Exhibit B listing all registered Product Trademarks and Product Trademark Applications in which the Grantor has an interest. With respect to Ipsen this paragraph 4(j)(iii), an Event of Default is continuing if after a period of 30 days following the mailing of the Certificate of Registration or Teijin 30 days following receipt of a filing receipt that identifies the serial number thereof, Grantor has not provided notice thereof to the Secured Parties. (iv) Upon request of the Secured Parties, the Grantor shall execute and deliver any and all agreements, instruments, documents, and papers as the Secured Parties may request to evidence the Secured Parties’ Security Interest in any Product Trademark set forth on Exhibit B and the goodwill and general intangibles of the Grantor relating thereto or represented thereby, and the Grantor hereby constitutes the Secured Parties their attorney-in-fact to execute and file all such writings for use the foregoing purposes, all acts of such Nuvios attorney being hereby ratified and confirmed; such power being coupled with an interest is irrevocable until the Grantor shall have paid and performed in full all of its obligations under the Convertible Notes. (v) The Grantor will, at Grantor’s expense, take all reasonable and necessary steps, including, without limitation, in any proceeding before the United States Patent and Trademark in Japan Office to maintain and pursue each Product Trademark Application (except and to obtain the extent provided relevant registration) and to maintain the registration of the Product Trademarks, including, without limitation, filing of applications for renewal, affidavits of use and affidavits of incontestability. (vi) In the event that Grantor believes that any Product Trademark included in the next sentence). Nuvios Collateral has been infringed, misappropriated or diluted by a third party, the Grant shall, within 10 days of forming such belief, send a written notice to such third party demanding that they cease such infringement, misappropriation or dilution, and the Grantor shall own notify the Secured Parties and, if appropriate in Grantor’s sole discretion, at its costown expense, shall be responsible ▇▇▇ for procurementinfringement, registrationmisappropriation or dilution, maintenance seeking injunctive relief where appropriate and enforcement of to recover any and all Nuvios Trademarks used damages for such infringement, misappropriation or registered in connection with any Licensed Productdilution, except that Ipsen or Teijin shall pay for all of take such other action as the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided thatGrantor reasonably, in identifyingits sole discretion, selectingdeems appropriate under the circumstances to protect such Trademark. With respect to this paragraph, registering and/or using any such Ipsen Trademark, Ipsen complies with all an Event of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself Default is continuing if a copy of any license on any Ipsen Trademarkwritten notice of infringement, misappropriation or dilution is not been provided to the Secured Parties within 20 days following the date such communication was supposed to have been provided to the infringing party. In the event Grantor declines to pursue infringement claims, the Secured Parties shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is have the same as, or confusingly similar to, any Ipsen Trademark right to pursue such claims pursuant to the powers granted in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductSection 6 hereof.

Trademarks. Nuvios shall identify and select one or more trademarks (A) Continue to be used use each Material Trademark, in order to register, distribute and promote Licensed Product maintain such Material Trademark in full force free from any claim of abandonment for non-use; (B) maintain as in the Territory past the quality of products and services offered under each Material Trademark; (collectively, “Nuvios Trademarks” and C) employ each individually a “Nuvios Trademark”). Unless otherwise agreed between Material Trademark with the Parties, Ipsen shall appropriate notice of registration; (D) not avail itself of any license on any Nuvios Trademark, shall not register adopt or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name ▇▇▇▇ which is confusingly similar or a colorable imitation of any Specified Trademark unless the same asAdministrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such ▇▇▇▇ pursuant to this Agreement; and (E) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby any Material Trademark may become invalidated. (ii) Promptly notify the Administrative Agent if it knows, or confusingly similar tohas reason to know, that any application or registration relating to any Material Trademark may become abandoned or dedicated, or of any adverse determination or development (including, the institution of, or any such determination or development in, any Nuvios proceeding in the United States Patent and Trademark Office or any court or tribunal in any country) regarding any Debtor's ownership of any such Material Trademark or its right to register the same or to keep, except Japan where Ipsen or Teijin may maintain and use the Nuvios same. (iii) Whenever such Debtor, either by itself or through an agent, employee, licensee or designee, shall file an application for the registration of any Material Trademark with the United States Patent and Trademark Office or any similar office or agency in any other country or any political subdivision thereof, such Debtor shall report such filing to the Administrative Agent within five Business Days after the last day of the fiscal quarter in which such filing occurs. Upon request of the Administrative Agent, such Debtor shall execute and deliver any and all agreements, instruments, documents and papers as the Administrative Agent may reasonably request to evidence the Administrative Agent's and the Lenders' security interest in any Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use the goodwill and General Intangibles of such Nuvios Debtor relating thereto or represented thereby. (iv) Take all reasonable and necessary steps, including, in any proceeding before the United States Patent and Trademark Office, or any similar office or agency in Japan any other country or any political subdivision thereof, to maintain and pursue each application, to obtain the relevant registration and to maintain each registration of each Material Trademark, including filing of applications for renewal, affidavits of use and affidavits of incontestability. (except v) Promptly after learning thereof, notify the Administrative Agent and each Lender that any Material Trademark is infringed, misappropriated or diluted by a third party and then promptly ▇▇▇ for infringement, misappropriation or dilution, to seek injunctive relief where appropriate and to recover any and all damages for such infringement, misappropriation or dilution, or take such other actions as it shall reasonably deem appropriate under the extent provided circumstances to protect such Material Trademark. (vi) Except for licenses to third parties in the next sentence). Nuvios shall own andordinary course of business, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used not make any assignment or registered agreement in connection conflict with any Licensed Product, except that Ipsen or Teijin shall pay for all the Security Interest of the costs and expenses Administrative Agent in Collateral consisting of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Product.

Trademarks. Nuvios (a) Sublicensee may utilize, in connection with the manufacture, marketing, distribution and sale of the Products, the EARTHSHELL-TM- trademark and such other trade names, trademarks, service marks, slogans and logo marks that may be designated in writing by ECC to Sublicensee prior to commercial production of the Products by Sublicensee or from time to time thereafter (collectively the "Trademarks"). (b) To the extent Sublicensee elects to use the Trademarks on or in connection with manufacture, marketing, distribution, use and/or sale of Products hereunder, Sublicensee shall identify be entitled to receive an advertising allowance credit equal to Two Percent (2%) of the Net Sale Price of such Products that bear the Trademarks. To qualify for the aforementioned advertising allowance credit, Sublicensee shall submit to ECC written documentation, reasonably satisfactory to ECC, of sales by Sublicensee of Products that bear the Trademarks, and select one ECC shall credit the appropriate amount against future royalties payable by Sublicensee hereunder. (c) To the extent Sublicensee elects to use the Trademarks on or more trademarks in connection with the marketing, distribution, use and/or sale of the Products, the specific placement, size, and detail of the Trademarks on the Product must be approved by ECC, but shall not be required to be used placed on the Products in such a size, placement, detail or configuration so as to registerimpair the marketability of the Product. In addition, distribute on any Products manufactured, marketed, distributed and promote Licensed sold by Sublicensee and bearing any Trademark, Sublicensee shall also include the following legend: "This product is manufactured by ________________ under license from EarthShell Container Corporation." To the extent it is not feasible to include the foregoing legend directly on any Product itself, then such legend shall appear on the secondary packaging materials in which such Products are shipped or transported. (d) In connection with any use of the Territory (collectivelyTrademarks by Sublicensee, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen Sublicensee shall not avail itself of in any license on manner represent that it has any Nuvios Trademark, shall not register or use any Nuvios Trademark ownership interest therein and shall not licensechallenge or impugn the ownership of the Trademarks. Sublicensee acknowledges that use of the Trademarks shall not create in its own favor any right, register or use any other trademark or trade name which is the same astitle, or confusingly similar to, any Nuvios Trademark interest in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided Trademarks, but that all uses of these marks by Sublicensee shall inure to the benefit of ECC or its Licensor. Sublicensee shall cooperate with ECC or its Licensor in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance execution of any appropriate and enforcement of all Nuvios Trademarks used or registered necessary documents in connection with the registration of any Licensed ProductTrademark. Upon termination of this Agreement, except that Ipsen or Teijin Sublicensee shall pay for all cease and desist from use of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one any way, including any word or more trademarks phrase that is similar to or likely to be used to register, distribute and promote confused with such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided thatmarks. However, in identifyingthe event of termination, selectingSublicensee shall have the right to sell at market price existing stock and inventory of manufactured Products for a period of one hundred and eighty days and thereafter shall deliver to ECC or its duly authorized representative all materials upon which the Trademarks appear. (e) All Products produced pursuant to this Agreement bearing any Trademark shall be produced in compliance with the specifications and procedures set forth in the ECC Quality Standards Manual, registering and/or using any such Ipsen Trademark, Ipsen complies with all of which shall be provided to Sublicensee within eighteen months from the provisions of the first paragraph date of this Section 11.1 Agreement. Sublicensee shall permit ECC to conduct periodic inspections/audits to ensure compliance with the ECC Quality Standards Manual. (f) Should any Product bearing any Trademark that are applicable to Ipsenis manufactured, sold or otherwise commercialized by Sublicensee contain any material defect in its appearance or function, Sublicensee shall cease any further manufacture, sale or other commercialization of such Product containing such material defect. Unless otherwise agreed between the PartiesSublicensee corrects such defect within a reasonable time following its discovery by or disclosure to Sublicensee, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, Sublicensee shall be responsible for procurement, maintenance and enforcement in breach of all Ipsen Trademarks used or registered in connection with any Licensed Producta material obligation of this Agreement.

Trademarks. Nuvios shall identify and select one (1) The Grantor (either itself or more trademarks through licensees) will, with respect to each Trademark identified in Exhibit B, as Exhibit B may be amended, supplemented or otherwise modified from time to time, (i) continue to use or have used such Trademark to registerthe extent necessary to maintain such Trademark in full force free from any claim of abandonment for non-use, distribute and promote Licensed Product (ii) maintain as in the Territory (collectively, “Nuvios Trademarks” past the quality of products and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall not avail itself of any license on any Nuvios services offered under such Trademark, shall (iii) employ such Trademark with the appropriate notice of registration, (iv) not register adopt or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name ▇▇▇▇ which is confusingly similar or a colorable imitation of such Trademark unless the same asLender shall obtain a first priority perfected security interest in the Grantor’s interest in such ▇▇▇▇ pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby any such Trademark may become invalidated. (2) The Grantor will promptly notify the Lender if any application or registration relating to any Trademark may become abandoned, canceled or denied, or confusingly similar toof any adverse determination or development (including, without limitation, the institution of, or any such determination or development in, any Nuvios Trademark proceeding in the PTO or any court or tribunal in any country) regarding the Grantor’s ownership interest in such Trademark or its right to register the same or to keep and maintain the same. (3) The Grantor will, except Japan where Ipsen with respect to any Trademark that the Grantor registers after the Closing Date or Teijin any Trademark License that the Grantor acquires after the Closing Date, promptly (i) take all actions necessary so that the Lender shall obtain a perfected security interest in such Trademark or Trademark License and (ii) provide to the Lender a revised Exhibit B listing all registered Trademarks and all Trademark Licenses in which the Grantor has an interest. (4) Upon request of the Lender, the Grantor shall execute and deliver any and all agreements, instruments, documents, and papers as the Lender may use request to evidence the Nuvios Lender’s security interest in any Trademark and in the goodwill and general intangibles of the Grantor relating thereto or represented thereby, and the Grantor hereby constitutes the Lender its attorney-in-fact to execute and file all such eventwritings for the foregoing purposes, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use all acts of such Nuvios attorney being hereby ratified and confirmed; such power being coupled with an interest is irrevocable until the Grantor shall have paid and performed in full all of its obligations under the Loan Documents. (5) The Grantor will take all reasonable and necessary steps, including, without limitation, in any proceeding before the PTO, to maintain and pursue each application (and to obtain the relevant registration) and to maintain the registration of the Trademarks, including, without limitation, filing of applications for renewal, affidavits of use and affidavits of incontestability. (6) In the event that any Trademark in Japan (except to the extent provided included in the next sentence). Nuvios Patent and Trademark Collateral is infringed, misappropriated or diluted by a third party, the Grantor shall own andnotify the Lender and shall, at its costif appropriate, shall be responsible ▇▇▇ for procurementinfringement, registrationmisappropriation or dilution, maintenance seeking injunctive relief where appropriate and enforcement of to recover any and all Nuvios Trademarks used damages for such infringement, misappropriation or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same asdilution, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Producttake such other action as the Grantor reasonably deems appropriate under the circumstances to protect such Trademark.

Trademarks. Nuvios CYBERWORLD", "CYBERHOME", "QBORG", and "Emerchandiser", are the trademarks of CW and SLM shall identify have no rights in such marks except as expressly set forth herein and select as specified in writing from time to time. SLM's use of CW's trademarks shall be in accordance with CW's trademark policies and procedures in effect from time-to-time. SLM agrees not to use the trademark "CYBERWORLD" or "QBORG" or any mark ▇▇▇inning or ending with the words "CYBERWORLD," "CYBERHOME," "QBORG" or any other mark ▇▇▇ely to cause confusion with the trademark "CYBERWORLD", "CYBERHOME" or "QBORG" or as any portion of the SLM's tradename, or trademark for any other products or services of SLM. SLM shall have the right to use the trademark "CYBERWORLD, "CYBERWORLD" or "QBORG" and other CW trademarks solely to refer to CYBERWORLD's products and/or services. SLM agrees with respect to each registered trademark of CW, to include in each advertisement, brochure, or other such use of the trademark, the trademark symbol "circle R" and the following statement: CYBERWORLD is a registered trademark of CYBERWORLD International Corporation, Mississauga, Ontario Unless otherwise notified in writing by CW, the SLM agrees, with respect to every other trademark of CW, to include in each advertisement, brochure, or other such use of the trademark, the symbol "TM" and the following statement: Before publishing or disseminating any advertisement, press release or promotional materials bearing one or more trademarks of CW, the SLM agrees to be used deliver a sample of the advertisement, press release or promotional materials to registerCW for prior approval, distribute and promote Licensed Product in the Territory (collectively, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen such approval shall not avail itself be unreasonably withheld. Should CW notify SLM that the use of the CW trademark is inappropriate, SLM will not publish or otherwise disseminate the advertisement, press release or promotional materials until they have been modified to CW's satisfaction. SLM shall not market the CW technology in any way that implies that the CW technology is the proprietary product of SLM or of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not license, register or use any party other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Productthan CW.

Trademarks. Nuvios (a) The S&N Group Companies shall identify and select one or more trademarks have the royalty-free right to be used to register, distribute and promote Licensed Product in the Territory (collectively, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall not avail itself of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such eventtrademarks of DonJoy, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except L.L.C. related to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered Products solely in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all the S&N Group Companies' distribution of the costs Products as contemplated hereby, subject to DonJoy, L.L.C.'s right to approve or disapprove of the S&N Group Companies' manner of usage of such trademarks. Except as provided herein, neither S&N nor any of the S&N Group Companies shall have any right to any mark, ▇▇ade mark, ▇▇me or symbol of DonJoy, L.L.C. or any translation thereof now or hereafter applied or used by either party in relation to any of the Products. DonJoy, L.L.C. shall be responsible, at DonJoy, L.L.C.'s expense, for the registration of any such marks or trademarks in the Territories. Except with respect to Repurchased Inventory not actually purchased by DonJoy, L.L.C., the S&N Group Companies will, on termination of this Agreement for a Territory, discontinue any use (and expenses shall ship to DonJoy, L.L.C. or destroy any such material at DonJoy, L.L.C.'s option and expense) in that Territory of Nuvios the DonJoy, L.L.C. trademarks on any signs, stationery, invoices, promotional materials or otherwise and thereafter will not use, either directly or indirectly, such trademarks or any other names, titles or expressions so nearly resembling the same as would be likely to lead to confusion or uncertainty, or to deceive the public. 7 (b) The S&N Group Companies shall not alter or add to any of the trademarks or trade names used by DonJoy, L.L.C. on the Products and shall at all times use such trademarks or trade names in the advertising and promotion of the Products; provided, however, that DonJoy, L.L.C. and the S&N Group Companies may agree that the Products shall be sold under other trademarks or trade names. (c) Neither S&N nor any S&N Group Company shall have any right to use any DonJoy, L.L.C. trademark, including "DonJoy" or "ProCare", in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using sales by any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself S&N Group Company of any license on any Ipsen Trademarksimilar products not sourced by DonJoy, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall L.L.C. as may be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Productpermitted by Section 7(a) hereof.

Trademarks. Nuvios shall identify (i) The Grantor will, with respect to each Product Trademark identified in Exhibit C hereto as it may be amended, supplemented or otherwise modified from time to time, take reasonable steps to monitor its portfolio of trademarks, and select one for each Product Trademark set forth on Exhibit C, the Grantor will (i) continue to use or more trademarks have used such Product Trademark to be used the extent necessary to registermaintain such Product Trademark in full force free from any claim of abandonment for non-use, distribute and promote Licensed Product (ii) maintain as in the Territory past the quality of products and services offered under such Product Trademark to the extent appropriate, (collectivelyiii) employ such Product Trademark with the appropriate notice of registration, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall (iv) not avail itself of any license on any Nuvios Trademark, shall not register adopt or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name ▇▇▇▇ which is confusingly similar or a colorable imitation of such Product Trademark unless the same asCollateral Agent for the benefit of the Secured Parties shall obtain a perfected Security Interest in the Company's interest in such ▇▇▇▇ pursuant to this Patent and Trademark Security Agreement, second only in priority to the Prior Liens, and (v) not do any act or knowingly omit to do any act whereby any such Product Trademark may become invalidated, abandoned, rendered unenforceable or otherwise diminish Grantor's rights therein. (ii) The Grantor will promptly notify the Collateral Agent if any application or registration relating to any Product Trademark may become opposed, abandoned, canceled or dedicated to the public, or confusingly similar toof any adverse determination or development (including, without limitation, the institution of, or any such determination or development in, any Nuvios proceeding in the United States Patent and Trademark Office or any court or tribunal in any country) regarding the validity, except Japan where Ipsen enforceability or Teijin may use the Nuvios Trademark and Grantor's ownership interest in such eventProduct Trademark; or its right to register the same or to keep and maintain the same. (iii) The Grantor will, Nuvios at Grantor's expense, with respect to any Product Trademark or Product Trademark Application that is registered or for which an application for registration is filed after the date hereof, promptly (i) take all actions necessary so that the Collateral Agent for the benefit of the Secured Parties shall grant appropriate license free obtain a perfected Security Interest in such Product Trademark or Product Trademark Application and (ii) provide to the Collateral Agent an updated version of charge Exhibit C and/or Exhibit D listing all registered Product Trademarks and Product Trademark Applications in which the Grantor has an interest. With respect to Ipsen this paragraph 4(j)(iii), an Event of Default is continuing if after a period of 30 days following the mailing of the Certificate of Registration or Teijin 30 days following receipt of a filing receipt that identifies the serial number thereof, Grantor has not provided notice thereof to the Collateral Agent. (iv) Upon request of the Collateral Agent, the Grantor shall execute and deliver any and all agreements, instruments, documents, and papers as the Collateral Agent may request to evidence the Collateral Agent's (for use the benefit of the Secured Parties') Security Interest in any Product Trademark set forth on Exhibit C and the goodwill and general intangibles of the Grantor relating thereto or represented thereby, and the Grantor hereby constitutes the Collateral Agent their attorney-in-fact to execute and file all such writings for the foregoing purposes, all acts of such Nuvios attorney being hereby ratified and confirmed; such power being coupled with an interest is irrevocable until the Grantor shall have paid and performed in full all of the Obligations. (v) The Grantor will, at Grantor's expense, take all reasonable and necessary steps, including, without limitation, in any proceeding before the United States Patent and Trademark in Japan Office to maintain and pursue each Product Trademark Application (except and to obtain the extent provided relevant registration) and to maintain the registration of the Product Trademarks, including, without limitation, filing of applications for renewal, affidavits of use and affidavits of incontestability. (vi) In the event that Grantor believes that any Product Trademark included in the next sentence). Nuvios Collateral has been infringed, misappropriated or diluted by a third party, the Grant shall, within 10 days of forming such belief, send a written notice to such third party demanding that they cease such infringement, misappropriation or dilution, and the Grantor shall own notify the Collateral Agent and, if appropriate in Grantor's sole discretion, at its costown expense, shall be responsible ▇▇▇ for procurementinfringement, registrationmisappropriation or dilution, maintenance seeking injunctive relief where appropriate and enforcement of to recover any and all Nuvios Trademarks used damages for such infringement, misappropriation or registered in connection with any Licensed Productdilution, except that Ipsen or Teijin shall pay for all of take such other action as the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided thatGrantor reasonably, in identifyingits sole discretion, selectingdeems appropriate under the circumstances to protect such Trademark. With respect to this paragraph, registering and/or using any such Ipsen Trademark, Ipsen complies with all an Event of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself Default is continuing if a copy of any license on any Ipsen Trademarkwritten notice of infringement, shall misappropriation or dilution is not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is been provided to the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductCollateral Agent within 20 days following the date such communication was supposed to have been provided to the infringing party.

Trademarks. Nuvios During the term of this Agreement, UAR shall identify have a non-exclusive, non-transferable right to indicate to the public that it is an authorized UAR of Autodesk's Software and select one Documentation as a component of the UAR Product and to advertise such Software and Documentation as a component of the UAR Product within the Territory under the Autodesk trademarks and slogans adopted by Autodesk from time to time ("Trademarks"). UAR shall include the Autodesk Trademarks in any literature, promotion or more trademarks advertising concerning the UAR Product. UAR shall not affix any Autodesk Trademark to products other than the UAR Product. UAR shall not contest, oppose or challenge Autodesk's ownership of the Trademarks. All representations of Autodesk Trademarks that UAR intends to use shall be exact copies of those used by Autodesk, or shall first be submitted to the appropriate Autodesk personnel for approval of design, color, and other details and such approval shall not be unreasonably withheld. If any of the Autodesk Trademarks are to be used to register, distribute and promote Licensed Product in the Territory (collectively, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall not avail itself of any license conjunction with another trademark on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except relation to the extent provided UAR Product, then the Autodesk Trademarks shall be presented equally legibly, equally prominently, but nevertheless separated from the other so that each appears to be a trademark in its own right, distinct from the next sentence)other mark. Nuvios ▇▇fective upon the termination of this Agreement, UAR shall own andcease to use all Autodesk Trademarks. PROPRIETARY RIGHTS INDEMNITY. Autodesk shall defend, at its costexpense, any action brought against UAR which alleges that the Software or Documentation infringes a United States copyright or patent, provided that UAR promptly notifies Autodesk in writing of any claim, gives Autodesk sole control of the defense and settlement thereof, and provides all reasonable assistance in connection therewith. If the Software and Documentation is finally adjudged to so infringe, Autodesk shall, at its option, (a) procure for UAR the right to continue using the Software and Documentation as a component of the UAR Product; (b) modify or replace the Software and Documentation so there is no infringement; or (c) accept return of the copies of the Documentation in UAR's inventory and refund the purchase price. Autodesk shall be responsible have no liability regarding any claim arising out of the use of the Software and Documentation in combination with other products, including the UAR Product, if the infringement would not occur but for procurementsuch combination. THE FOREGOING STATES UAR'S SOLE AND EXCLUSIVE REMEDY WITH RESPECT TO CLAIMS OF INFRINGEMENT OF THIRD PARTY PROPRIETARY RIGHTS OF ANY KIND. UAR shall defend, registrationat its expense, maintenance and enforcement of any action brought against Autodesk for any claim which alleges the UAR Product infringes a United States copyright or patent. Autodesk shall provide all Nuvios Trademarks used or registered reasonable assistance in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japanclaim therewith. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductTERM AND TERMINATION.

Trademarks. Nuvios 5.1 The parties acknowledge that the RCC Marks are trademarks or service marks owned or controlled by RCC and that all goodwill generated by RIFs use of the RCC Marks shall identify inure to RCC's benefit or to the benefit of the RCC Marks' owner, as the case may be. RCC shall use its commercially reasonable efforts to register each of the RCC Marks with the U.S. Patent and select Trademark Office as trademarks or service marks, as applicable. Nothing contained herein shall constitute an assignment of the RCC Marks or grant to RII any right, title or interest therein, except as specifically set forth herein. RII shall maintain RCC's quality standards with respect to its use of the RCC Marks, and otherwise use the RCC Marks subject to any reasonable restrictions or requirements established by RCC from time to time, hi the event that RII shall obtain any proprietary right in any RCC Marks, as a result of the exercise by RII of any right granted to it hereunder, such proprietary right shall immediately vest in RCC, however, RII shall be authorized to use such new proprietary right as though same had specifically been included in this Agreement. In the event that RII requests that RCC pursue registration in the U.S. Patent and Trademark Office of a trademark and RCC elects not to pursue such registration, then RII shall have the right to file applications in any of one or more trademarks countries for registration of such trademark and RCC shall not interfere and, to be used to registerthe extent requested by RII, distribute and promote Licensed Product shall, at RII's expense, cooperate with RII in the Territory any such applications (collectivelyeach such trademark, “Nuvios Trademarks” and each individually a “Nuvios "RII Trademark”"). Unless otherwise agreed between Notwithstanding anything herein to the Partiescontrary, Ipsen RII shall own any trademark rights it acquires with respect to any RII Trademark and all goodwill generated by RII's use of any RII Trademark shall inure to RII's benefit. 5.2 Except as set forth in SECTION 5.1, RII shall not avail itself of file any license on application in any Nuvios Trademark, shall not country to register or use any Nuvios Trademark and shall not license, register or use any other a trademark or trade name which is the same as, or confusingly similar to, or misleading with respect to the RCC Marks or any Nuvios Trademark other trademark of RCC. If any application for registration is filed in any countrycountry by RII in contravention of this SECTION 5.2, except Japan where Ipsen RCC shall have the right to take appropriate action against RII, including seeking injunctive relief, to prohibit or Teijin otherwise restrain RII's use of the infringing mark. 5.3 RII shall, upon the prior written request of RCC, fu▇▇▇▇h RCC proofs of all materials bearing any RCC Marks licensed hereunder by RCC or sublicensed hereunder by RII (including, without limitation, printed or electronic copies of all RCC Related Sites advertising and publicity materials). Review by RCC shall not relieve RII of any of its warranties or obligations under this Agreement. Samples and materials to be reviewed by RCC shall be submitted to such person that may use be designated in writing by RCC. 5.4 In the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free event that RII learns of charge to Ipsen any infringement or Teijin threatened infringement of the RCC Marks licensed for use under this Agreement, or that any Person claims or alleges that the trademarks or logos are liable to cause deception or confusion to the public, RII shall immediately notify RCC of the substance of any such infringement, claim or allegation thereof, and, in the case of any infringing use, RCC shall at its discretion take all reasonable steps so as to cause the cessation of such Nuvios Trademark use. If RCC does not take action in Japan the case of any infringing use, RII may, but is not obligated to, take action to cause the cessation of such use. If RII takes such action, RCC agrees to cooperate with the reasonable requests of RII (except including, without limitation, sending cease and desist letters and becoming a co-party or party in interest in any litigation) with respect to such action and, in the event of a judgment or settlement in favor of RCC and/or RII, RII shall be entitled to (i) attorneys' fees and costs and (ii) damages to the extent provided damages are attributable to the detriment to any Internet Business or Internet sales. 5.5 Upon the termination of this Agreement, RII shall cease all use of the RCC Marks and Related Content, as soon as commercially and technically practicable, but in no event later than thirty (30) days and shall remove or erase the RCC Marks and Related Content from the RII Network, and from any of RII's advertising and promotional materials, as soon as commercially and technically practicable, given customary Internet business practices, but in no event shall any such material remain on the RII Network more than thirty (30) days after termination, and at RCC's request, RII shall certify in writing to RCC such removal or erasure. RII shall use its commercially reasonable efforts to remove or erase RCC Marks and Related Content from any other sites or places owned or controlled by RII, but not listed in the next sentencepreceding sentences as soon as commercially and technically practical. In addition, upon the termination of this Agreement, RCC shall have the right to request in writing that RII cease to use any of the domain names listed on Exhibit B. RII shall have thirty (30) days from its receipt of such request to cease the use of any such domain names and shall use its commercially reasonable efforts to assist RCC in the transfer of registration of any such domain names from RII to RCC. 5.6 RII shall cause the trademark notice "(R)" or "(SM)" and/or the legend "[RCC Mark] is a trademark of RCC and is used under license" and/or such ot▇▇▇ legend as requested by RCC from time to time, to appear on promotional materials and, to the extent consistent with general Internet practices, on or in connection with services provided by RII. 5.7 During or after the Term, except for actions permitted by this Agreement, RII shall not, directly or indirectly, do or cause to be done anything which contests or materially impairs RCC's right, title or interest in the RCC Marks. 5.8 The License is personal to RII. Nuvios RII shall own andnot assign, sell, or otherwise transfer ("Transfer") to any person or entity, in whole or in part, any of the rights or privileges granted to RII under this Agreement without RCC's prior written consent, which may be withheld, delayed or conditioned for any reason in RCC's sole and absolute discretion. Any attempted Transfer without RCC's prior written consent shall be null, void and of no effect. For purposes of this SECTION 5.8, a change in the record or beneficial ownership of any of the outstanding shares of the capital stock of RII shall not be deemed to be a Transfer, except that, prior to completion of a public offering of RII's common stock pursuant to a registration statement under the Securities Act of 1933, as amended, a Transfer shall be deemed to include a transaction or series of transactions pursuant to which, more than 50% of the issued and outstanding shares of RII's voting common stock are owned by parties other than (i) David Ritz, Fred Lerner, Wade Mayberry and or Linda Ritz Dolphin and/▇▇ ▇▇▇ ▇▇▇at▇▇▇▇ ▇▇ ▇▇▇h ▇▇▇▇▇▇▇ ▇▇ ▇▇usts for ▇▇▇ ▇▇▇▇▇its of such parties or their relatives and (ii) RCC and/or any employees, successors or assignees of RCC. 5.9 RCC has a substantial and legitimate interest in protecting the exceptional goodwill and value associated with the RCC Marks and in encouraging RII's full and complete performance under this Agreement. During the Term, except for actions permitted by this Agreement, RII shall use commercially reasonable best efforts to not do or cause to be done anything to materially damage or materially impair the goodwill associated with the RCC Marks and Related Content. 5.10 During the Term, RCC shall, at its costsole expense, shall be responsible for procurement, registration, take such actions as necessary (including the filing of any applicable renewal forms and payment of applicable maintenance and enforcement of all Nuvios Trademarks used or registered renewal fees) in connection order to maintain with any Licensed Product, except that Ipsen or Teijin shall pay for all the applicable regulatory authorities the registration in good standing of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductRCC Marks.

Trademarks. Nuvios Section 1. LICENSOR hereby grants to LICENSEE for the term of this ----------- Agreement, a non-exclusive license to affix or have affixed to the LICENSED TRADEMARK to LICENSED PRODUCTS manufactured for sale or for use worldwide, provided, however, that should LICENSEE intend to affix the LICENSED TRADEMARK to the LICENSED PRODUCTS in any location or in any manner other than as already approved by LICENSOR, LICENSEE shall identify and select one submit an example of such use to LICENSOR for LICENSOR's approval, which approval shall not be unreasonably withheld. Section 2. The benefit of this Agreement shall be personal to LICENSEE who ----------- shall not, without the prior written consent of LICENSOR, which consent shall not be unreasonably withheld, assign the same or more trademarks any part with any of its rights of obligations hereunder. No rights are granted hereby to LICENSEE to grant franchises or sublicenses with respect to the LICENSED TRADEMARK. Section 3. LICENSEE shall submit to LICENSOR for prior approval samples of ----------- all advertising or promotional material, packaging, or such other materials on which the LICENSED TRADEMARK appear, or are intended to be used in relation to registerthe LICESED PRODUCTS, distribute and promote Licensed Product LICENSEE agrees to make any requested changes to the satisfaction of LICENSOR on such packaging, advertisements, and any other materials bearing the LICENSED TRADEMARK. Once such approval has been given or waived by LICENSOR, further approval of the same subject matter need not be obtained for future or repeated use, except upon the request of LICENSOR in the Territory (collectivelyevent LICENSOR adopts a material change in the any of the LICENSED TRADEMARK as used in its business, “Nuvios Trademarks” but all such material shall be consistent with the maintenance of the excellent reputation of LICENSOR. Section 4. LICENSOR represents that it is the exclusive owner of the ----------- LICENSED TRADEMARK. All use of the LICENSED TRADEMARK, or any of them, by LICENSEE shall be for the benefit of and each individually on behalf of LICENSOR, no rights are assigned with respect to the LICENSED TRADEMARK, or any of them, except for the right to use the LICENSED TRADEMARK pursuant to the Agreement; and neither LICENSEE not its employees shall be a “Nuvios Trademark”). Unless otherwise agreed between party to any application to register the PartiesLICENSED TRADEMARK, Ipsen or any of them, or any translation or imitation thereof, LICENSEE shall not avail itself knowingly commit, cause, or be a party to any act inconsistent with the preservation of the rights LICENSOR in and to the LICENSED TRADEMARK. Section 5. At the request of LICENSOR at LICENSOR's expense, LICENSEE shall ----------- (a) furnish proof of use of the LICENSED TRADEMARK in any country in which it is used by LICENSEE, and (b) execute any papers or documents necessary to protect the rights of LICENSOR and such documents as may be reasonably required to support such activity. LICENSOR shall bear the cost of any license on registration or renewal of its proprietary rights in the LICENSED TRADEMARK, or any Nuvios Trademarkof them. Section 6. LICENSEE shall affix any notices, such as patent numbers, etc., ----------- as may be reasonably required by LICENSOR to any LICENSED PRODUCTS manufactured under this Agreement. Such notices shall not register or use any Nuvios Trademark and shall not license, register or use be affixed at a reasonably visible location in the manner required by LICENSOR along with any other trademark notices which may be required by the local law in which the LICENSED PRODUCTS are manufactured or trade name sold. Section 7. LICENSEE shall advise LICENSOR promptly upon becoming aware of ----------- activity by any unlicensed third party which is constitutes infringement of any of the same as, or confusingly similar to, LICENSED TRADEMARK licensed hereunder. LICENSOR reserves the exclusive right to decide whether to institute a lawsuit and to assume full control over the proceedings thereof. Section 8. The quality of all LICENSED PRODUCTS produced and sold under any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use ----------- of the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its costLICENSED TRADEMARK, shall be responsible reasonably maintained by the LISENSEE to the satisfaction of LICENSOR. LICENSEE will not use any of the LICENSED TRADEMARK on any other product until it has received the approval of such use from LICENSOR, which approval shall not be unreasonably withheld. Section 9. Upon request of LICENSOR and with reasonable notice, LICENSEE ----------- shall provide, during the initial approval process and at subsequent intervals, the opportunity for procurementa representative of LICENSOR to conduct inspections of the manufacturing and storage operations of LICENSEE during normal business hours with respect to any LICENSED PRODUCTS, registrationfor the purposed of verifying that the nature and quality thereof and the use of the LICENSED TRADEMARK are in compliance with the requirements of this Agreement. At the request of LICENSOR, maintenance LICENSEE will supply for inspection of LICENSOR, or its authorized representative, regular production samples of each model of product type of LICENSED PRODUCTS (upon which any of the LICENSED TRADEMARK is used) or other evidence showing the quality of the products provided by LICENSEE. In the event the nature or quality of the LICENSED PRODUCTS or the use of any of the LICENSED TRADEMARK is not in compliance with the requirements of this Agreement, and enforcement if after reasonable notice to LICENSEE of all Nuvios Trademarks used or registered at least 60 days, specifying the nature of the deficiency and setting forth LICENSOR's recommendations as to how to remedy such deficiency, the deficiency has not been corrected so as to comply with the requirements of this Agreement, LICENSOR upon thirty (30) days notice may at its sole discretion suspend the license to use the LICENSED TRADEMARK in connection with any Licensed Productthe LICENSED PRODUCTS in question until the deficiency has been corrected. Section 10. LICENSEE shall indemnify and hold LICENSOR harmless against all ------------ claims, except that Ipsen suits, costs, damages and judgements incurred, claimed or Teijin shall pay sustained by third parties, whether for all personal injury or otherwise, arising out of the costs and expenses manufacture or sale of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one products or more trademarks to be used to register, distribute and promote such Licensed Product services under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductLICENSED TRADEMARK.

Trademarks. Nuvios shall identify Representative recognizes and select one concedes for all purposes that all trademarks, trade names, or more trademarks identifying slogans affixed to the Products, related documentation or written materials or any accompanying labels, containers and cartons (collectively, the "Trademarks"), whether or not registered, constitute the exclusive property of ATS and cannot be used to registerexcept in connection with promoting and selling the Products as permitted hereunder. During the term of the Agreement, distribute and promote Licensed Product ATS grants Representative a nonexclusive, non-transferable, royalty-free license in the Territory (collectively, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall not avail itself of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may to use the Nuvios Trademark and Trademarks solely in such eventconnection with Representative's promotion of the Products, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for provided that Representative's use of such Nuvios Trademark Trademarks is in Japan (except accordance with ATS' standards, specifications and instructions. Supplier may inspect and monitor the activities of Representative to ensure that such use of the Supplier trademarks is in accordance with such standards, specifications and instructions. Representative shall provide ATS with samples of each use of the Trademarks prior to such use and will refrain from all uses that are not approved by ATS. All price lists, sales or promotional material prepared by or for Representative with respect to the extent provided Products shall bear appropriate copyright and/or trademark notices as prescribed by ATS. Representative shall promptly inform ATS in writing of any known or reasonably suspected violation of the next sentenceTrademarks or copyright(s). Nuvios Representative is not granted any right, title or interest in such trademarks other than the foregoing limited license, and Representative agrees it will not use, register, or otherwise appropriate any name, mark, or logo which is similar to or may be confused with any Tradem▇▇▇ licensed to Representative hereunder. Representative shall own andpromptly notify ATS of any use by any third party of the Trademarks or any use by such third parties of similar marks which may constitute an infringement or passing off of the Trademarks. ATS reserves the right, at in its costsole discretion, to institute any proceedings against such third party infringers and Representative shall refrain from doing so. Representative agrees to cooperate fully with ATS in any action taken by ATS against such third parties, provided that all expenses of such action shall be responsible for procurement, registration, maintenance borne by ATS and enforcement all damages which may be awarded or agreed upon in settlement of all Nuvios Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin such action shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks accrue to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductATS.

Trademarks. Nuvios (i) Licensee agrees that it will cause to appear indelibly and legibly on each of the Licensed Product(s) and all advertising material, tags, labels and devices bearing the Licensed Property, the following notice or such other notice as may be approved by Licensor: DEXTER'S LABORATORY AND ALL RELATED CHARACTERS AND ELEMENTS ARE TRADEMARKS OF CARTOON NETWORK (C) 200X. (The year date shall identify be as instructed by Licensor) (ii) Licensee further agrees that it will not apply for or seek to obtain trademark registration for the Licensed Property and select one that Licensor may, at its option, apply for and obtain in its own name trademark registrations for the Licensed Product(s), and that, upon request, Licensee will furnish necessary specimens or more trademarks to be used to registerfacsimiles for such purpose free of cost, distribute and promote as well as evidence of the date of first shipment or sale of each Licensed Product in interstate or foreign or other federally regulable U.S. commerce and, if earlier, also in intrastate commerce. (iii) Licensee agrees that if Licensee receives knowledge of the Territory (collectivelyuse of the Licensed Property by anyone other than Licensee on Licensed Product(s) or products confusingly similar thereto, “Nuvios Trademarks” Licensee will call such fact to the attention of Licensor. Licensor shall then have the option to institute legal proceedings to prevent such use, and each individually a “Nuvios Trademark”). Unless otherwise agreed between Licensee shall cooperate and assist in the Parties, Ipsen shall not avail itself prosecution of any license on such action. If demanded by Licensor, Licensee shall join in or cooperate in the prosecution of any Nuvios Trademark, such legal proceeding as may be instituted by Licensor. Any such legal proceedings shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which be solely at Licensor's expense. If Licensee is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and joined in such eventproceeding, Nuvios Licensor shall grant appropriate license free indemnify and hold harmless Licensee from and against any claim, sanction, liability, damages, attorney's fees, judgments or orders of charge to Ipsen or Teijin for use any kind arising out of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Productproceeding.

Trademarks. Nuvios Hutchmed shall identify use the Epizyme Marks and select one Epizyme Domains only in connection with Hutchmed’s Development, Manufacture, and Commercialization of the Licensed Products in the Territory in accordance with the terms and conditions of this Agreement, including the trademark license terms set forth in Exhibit D, which are incorporated herein. Epizyme shall retain ownership of all of the Epizyme Marks and Epizyme Domains. Except as expressly provided in this Agreement, or more trademarks except as otherwise required by Applicable Law or agreed by the Parties in advance in writing, neither Party shall have any right to be used use the other Party’s or the other Party’s Affiliates’, and Hutchmed shall not have any right to registeruse any Epizyme Entity’s, distribute Trademarks in connection with any Development, Manufacture or Commercialization of any Licensed Product. At Epizyme’s option, and promote if permitted by local Applicable Laws in the Territory, each Licensed Product in the Territory (collectivelyshall be co-branded with the Epizyme name and Epizyme-designated corporate trademark, in a manner to be reasonably agreed by the Parties and subject to the terms of this Agreement, including the trademark license terms set forth in Exhibit D, with the Global Brand Strategy having been taken into consideration. If Hutchmed co-brands any Licensed Product with a Hutchmed M▇▇▇, the Global Brand Strategy having been taken into consideration, then all Hutchmed Marks will at all times during and after the Term remain the sole and exclusive property of Hutchmed, all use of, and goodwill associated with, the Hutchmed Marks will inure to the sole and exclusive benefit of Hutchmed, the Epizyme Marks and Hutchmed Marks will at all times remain separate trademarks, owned by their respective owners, and neither Party will “Nuvios Trademarkslock up” or otherwise combine Epizyme Marks and each individually Hutchmed Marks to create a “Nuvios Trademark”)unitary composite m▇▇▇. Unless otherwise agreed between the PartiesExcept as set forth in Exhibit D, Ipsen neither Party shall not avail itself of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not licenseof the other Party in combination with another word, register or use any other trademark or trade name which is the same assymbol, or confusingly similar todesign, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use without the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all prior written approval of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductParty.

Trademarks. Nuvios shall identify and (a) Nippon Kayaku may, in its sole discretion, select one or more the trademarks to be used to register, distribute and promote in connection with the Licensed Product Products in the Territory (collectively, the “Nuvios Product Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the PartiesNippon Kayaku shall own all right, Ipsen shall not avail itself of any license on any Nuvios Trademarktitle, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark interest in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in Product Trademarks other than the next sentence). Nuvios shall own andLicensed Trademarks, at its cost, and shall be responsible for procurementthe registration, registrationprosecution, maintenance and enforcement of all Nuvios Trademarks used or registered thereof. For clarity, Nippon Kayaku may use the same trademarks on the Licensed Products in connection with any the Territory as A▇▇▇▇ Nortye uses on the Licensed Product, except that Ipsen or Teijin shall pay for all Products outside of the costs and expenses of Nuvios in connection with procuringTerritory, registeringand, maintaining and enforcing Nuvios to the extent such trademarks are not the Licensed Trademarks, Nippon Kayaku shall own such Product Trademarks in Japanthe Territory. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios A▇▇▇▇ Nortye shall not avail itself directly or indirectly attack, challenge, dispute, or contest the validity of or ownership of any license on Product Trademarks in the Territory or any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen registrations issued with respect thereto. (b) Adlai Nortye shall own andall right, at its costtitle, and interest in and to the Licensed Trademarks and shall be responsible for procurementthe registration, prosecution, maintenance and enforcement thereof. If A▇▇▇▇ Nortye desires not to maintain or enforce any such Licensed Trademarks, A▇▇▇▇ Nortye shall notify Nippon Kayaku in writing, in which case Nippon Kayaku shall have the right and option (but not the obligation) to acquire such Licensed Trademarks from A▇▇▇▇ Nortye. Upon exercise of such rights by Nippon Kayaku, A▇▇▇▇ Nortye shall transfer and assign to Nippon Kayaku, without compensation and free of charge, all Ipsen right, title, and interest in and to such Licensed Trademarks used and shall take all measures necessary or registered reasonably desirable to enable Nippon Kayaku to register, prosecute, maintain and enforce such Licensed Trademarks in connection with any the Territory, including executing a form of assignment of such Licensed ProductTrademarks.

Trademarks. Nuvios ​ (a) BFA Holder is permitted to display the Proprietary Marks solely to designate the brand of the Products or other approved Businesses being operated at a BFA Holder Branded Outlet (which uses shall identify and select one or more trademarks be limited to be used only the specific corresponding Authorized Use(s) as to register, distribute and promote Licensed Product in the Territory (collectively, “Nuvios Trademarks” and each individually a “Nuvios Trademark”Proprietary ▇▇▇▇). Unless otherwise agreed between BFA Holder agrees that no Product will be sold under any of the PartiesProprietary Marks unless it meets the product quality specifications set forth in this Agreement and is additized as specified in this Agreement nor shall any Business be operated unless it meets the quality specification and other standards (including any brand identity standards or retail image standards) existing as of the Effective Date or modified or established by ExxonMobil from time to time, Ipsen as such standards and specifications may be amended from time to time after the Effective Date. If there shall not avail itself of any license on any Nuvios Trademarkbe posted, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same asmounted, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen otherwise displayed on or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection with any Licensed ProductBFA Holder Branded Outlet any sign, except that Ipsen poster, placard, plate, device or Teijin shall pay for all form of advertising matter whether or not received from ExxonMobil, consisting in whole or in part of the costs name of ExxonMobil or any of the Proprietary Marks, BFA Holder agrees at all times to display same, or cause the Franchise Dealers to display same, properly and expenses not to diminish, dilute, denigrate, or otherwise adversely affect same. BFA Holder further agrees to take no action that will diminish or dilute the value of Nuvios any Proprietary ▇▇▇▇. (b) Immediately upon termination (whether in full or as to any individual outlet) or expiration of this Agreement, or prior thereto upon demand by ExxonMobil, BFA Holder shall discontinue all uses of the Proprietary Marks, including the posting, mounting or display of any Proprietary ▇▇▇▇ and all uses of Proprietary Marks in connection with procuringbusiness cards, registeringadvertisements and letterhead/stationary, maintaining and enforcing Nuvios Trademarks shall cause its Franchise Dealers to do the same. If BFA Holder or any Franchise Dealer ceases to do business at any BFA Holder Branded Outlet, BFA Holder shall, and shall cause its Franchise Dealer to, discontinue the posting, mounting or display of any Proprietary Marks immediately upon BFA Holder or its Franchise Dealer(s), as the case may be, ceasing to sell the Products or operate the Business, including, without limitation, in Japanthe event that the BFA Holder Branded Outlet in question is debranded by ExxonMobil under Section 2(e) or in any event upon demand by ExxonMobil. Ipsen BFA Holder acknowledges ExxonMobil’s self-help rights set forth in this Agreement, including the rights of entry described in Sections 26(e) and 35, and agrees that BFA Holder shall identify be solely responsible for all fees, cost and select one expenses incurred by ExxonMobil or more trademarks its Affiliates in exercising any such rights. ​ (c) BFA Holder agrees to notify ExxonMobil or its designee of any apparent or threatened infringement, dilution or other misuse (“Misuse”) of any Proprietary ▇▇▇▇ promptly after becoming aware of such Misuse. ExxonMobil shall have the sole right, in its sole discretion, to take any action, legal or otherwise, against such Misuse, and notwithstanding any other provisions in this Agreement, BFA Holder agrees to provide ExxonMobil with any assistance which, in the opinion or judgment of ExxonMobil, is necessary to protect ExxonMobil’s right, title and interest in and to the Proprietary Marks. ExxonMobil shall be entitled in such event to retain all monetary recovery from any misusing third party by way of judgment, settlement or otherwise. BFA Holder shall have no right to, and hereby agrees that it will not (except as requested by ExxonMobil), take any action, with respect to any apparent or threatened Misuse of any Proprietary ▇▇▇▇. BFA Holder shall have no recourse against ExxonMobil, ExxonMobil’s agents, officers, directors, and employees or third parties under their control in the event ExxonMobil chooses not to act against any apparent or threatened Misuse of any of the Proprietary Marks or if any third party challenges the right of ExxonMobil or BFA Holder to use any of the Proprietary Marks. (d) BFA Holder shall not, and shall cause its Franchise Dealers not to, sell non-Exxon or Mobil-branded motor fuels under any Proprietary ▇▇▇▇, including without limitation, any Exxon or Mobil-identified canopy or at any fueling island where BFA Holder or a Franchise Dealer is selling Products. As used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectivelythis Section, “Ipsen Trademarksnon-Exxon or Mobil-branded motor fuels” shall not be construed to apply to gasohol or other synthetic motor fuels of similar usability, to the extent ​ ​ provided for in the Gasohol Competition Act of 1980, Pub. L.96-493 or renewable fuels as defined in Section 2807 of the Petroleum Marketing Practices Act; provided however, that BFA Holder and each individually its Franchise Dealers shall label such product so as to ensure that consumers are not confused that such product is an “Ipsen Trademark”Exxon or Mobil-branded motor fuel. ​ (e) Without affecting BFA Holder’s obligations under Section 3(d), provided thatif BFA Holder or any Franchise Dealer offers non-Exxon or Mobil-branded motor fuels at a BFA Holder Branded Outlet, BFA Holder agrees to protect, and cause its Franchise Dealer(s) in identifyingquestion to protect, selectingthe identity of the Products and the Proprietary Marks by all reasonable methods, registering and/or using which would prevent customer confusion or misinformation. BFA Holder agrees to conform, and cause its Franchise Dealers to conform, to ExxonMobil’s de-branding requirements as outlined in Exhibits 9A and 9B, as same may be revised from time to time, including but not limited to posting of ExxonMobil approved signs which clearly distinguish the Products from non-Exxon or Mobil-branded motor fuels, disclaiming any product liability of ExxonMobil for damage resulting from use of non-Exxon or Mobil-branded motor fuels, and removing or covering any signs which may mislead, confuse, or misinform any customers or reduce their goodwill toward any Proprietary ▇▇▇▇. In addition, BFA Holder agrees to comply, and cause its Franchise Dealers to comply, with any additional steps beyond the ExxonMobil de-branding requirements set forth in any applicable law, ordinance or regulation regarding the labeling of petroleum products. (f) In furtherance of its obligations as set forth in this Section, BFA Holder agrees that it will for itself, and as to any of its Franchise Dealers, require of such Ipsen TrademarkFranchise Dealers that they will, Ipsen complies while identifying the source of the Products sold at any BFA Holder Branded Outlet, comply with all of the provisions of this Section. Such assistance includes, but is not limited to, the first paragraph authorization to ExxonMobil to commence legal proceedings in BFA Holder’s name, and at BFA Holder’s expense, for the purposes of enforcing BFA Holder’s obligations in this Section 11.1 that are applicable Section. ​ (g) BFA Holder shall have neither the right to Ipsen. Unless otherwise agreed between use or display at marinas, nor the Partiesright to authorize or permit the use or display at marinas by Franchise Dealers of, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark Proprietary ▇▇▇▇ and shall not licensesell, register or use any other trademark or trade name which is the same asand shall cause its Franchise Dealers not to sell, Products at marinas. ​ (h) To permit ExxonMobil to carry out its rights to protect its Proprietary Marks from diminution, dilution, or confusingly similar destruction by misuse or failure by those to whom permission to display them has been granted under this Agreement, BFA Holder agrees that upon request by ExxonMobil it will provide ExxonMobil with a list of the names and addresses of Franchise Dealers to whom BFA Holder has provided any Proprietary ▇▇▇▇ and where such BFA Holder Branded Outlets are displaying such Proprietary Marks. (i) If BFA Holder, for whatever reason, ceases to display or authorize the display of Proprietary Marks at any BFA Holder Branded Outlet, then BFA Holder will notify ExxonMobil in writing within thirty (30) days of that event. ​ (j) Except as may be expressly permitted by ExxonMobil, BFA Holder shall not, and shall cause its Franchise Dealers not to, use the Proprietary Marks as part of BFA Holder’s or any Ipsen Trademark Franchise Dealer’s corporate or other name or as part of or in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection conjunction with any Licensed Productdomain name. (k) BFA Holder shall, and shall cause its Franchise Dealers to, immediately stop using the Proprietary Marks relating to any Business at any BFA Holder Branded Outlet if: ​ (1) this Agreement is terminated or the Term expires and is not renewed or extended; or ​ (2) ExxonMobil withdraws its approval to use or operate that Business at that outlet under Section 2(e); or ​

Trademarks. Nuvios shall identify (a) Each of the Grantors (either itself or through licensees) will, and select one will cause each licensee thereof to, take all action necessary to maintain all of the Trademarks in full force and effect, including, without limitation, using the proper statutory notices and markings and using the Trademarks on each applicable trademark class of goods in order to so maintain the Trademarks in full force free from any claim of abandonment for non-use, and each of the Grantors will not (and will not permit any licensee thereof to) do any act or more trademarks knowingly omit to do any act whereby any Trademark may become invalidated. Each of the Grantors will cause to be used to register, distribute and promote Licensed Product in the Territory (collectively, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall not avail itself of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark taken all necessary steps in any countryproceeding before the United States Patent and Trademark Office to maintain each registration of the Trademarks, except Japan where Ipsen including, without limitation, filing of renewals, affidavits of use, affidavits of incontestability and opposition, interference and cancellation proceedings and payment of taxes. If any Trademark is infringed, misappropriated or Teijin may use diluted by a third party, the Nuvios Trademark and in such event, Nuvios Grantors shall grant appropriate license free of charge to Ipsen or Teijin for use (x) upon learning of such Nuvios Trademark in Japan infringement, misappropriation or dilution, promptly notify the Lenders and (except y) to the extent provided in such Grantor shall deem appropriate under the next sentence)circumstances, promptly sue ▇▇▇ infringement, misappropriation or dilution, seek injunctive relief where appropriate and recover any and all damages for such infringement, misappropriation or dilution, or take such other actions as such Grantor shall deem appropriate under the circumstances to protect such Trademark. Nuvios Each of the Grantors shall own and, at its cost, shall be responsible for procurement, registration, maintenance furnish to the Lenders from time to time statements and enforcement of all Nuvios schedules further identifying and describing the Trademarks used or registered and such other reports in connection with any Licensed Productthe Trademarks as the Lenders may reasonably request, except that Ipsen or Teijin shall pay for all in reasonable detail and promptly upon request of the costs Lenders, following receipt by the Lenders of any such statements, schedules or reports, the Grantors shall modify this Agreement by amending Schedule I hereto, as the case may be, to include any Trademark which becomes part of the Collateral under this Agreement or any other Loan Document. Notwithstanding anything herein to the contrary, upon the occurrence of an Event of Default the Grantors may not abandon or otherwise permit a Trademark to become invalid without the prior written consent of the Lenders, and expenses if any Trademark is infringed, misappropriated or diluted in any material respect by a third party, each of Nuvios the Grantors will take such action as the Lenders shall deem appropriate under the circumstances to protect such Trademark. (b) In no event shall any of the Grantors, either itself or through any agent, employee, licensee or designee, file an application for the registration of any Trademark with the United States Patent and Trademark Office, unless it gives the Lenders prior written notice thereof. Upon request of the Lenders, each of the Grantors shall execute and deliver any and all assignments, agreements, instruments, documents and papers as the Lenders may reasonably request to evidence the Lenders' Security Interest in connection with procuringsuch Trademark and the general intangibles of such Grantor relating thereto or represented thereby, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions Grantors hereby appoints the Lenders as its attorneys-in-fact to execute and file all such writings for the foregoing purposes, all acts of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Partiessuch attorneys being hereby ratified and confirmed, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, such power (being coupled with an interest) shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered irrevocable until the Secured Obligations are paid in connection with any Licensed Productfull in cash.

Trademarks. Nuvios shall identify and select one (1) The Grantor (either itself or more trademarks through licensees) will, with respect to each Trademark identified in Exhibit B, as Exhibit B may be amended, supplemented or otherwise modified from time to time, (i) continue to use or have used such Trademark to registerthe extent necessary to maintain such Trademark in full force free from any claim of abandonment for non-use, distribute and promote Licensed Product (ii) maintain as in the Territory (collectively, “Nuvios Trademarks” past the quality of products and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall not avail itself of any license on any Nuvios services offered under such Trademark, shall (iii) employ such Trademark with the appropriate notice of registration, (iv) not register adopt or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name ▇▇▇▇ which is confusingly similar or a colorable imitation of such Trademark unless the same asLender shall obtain a first priority perfected security interest in the Grantor’s interest in such ▇▇▇▇ pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby any such Trademark may become invalidated. (2) The Grantor will promptly notify the Lender if any application or registration relating to any Trademark may become abandoned, canceled or denied, or confusingly similar toof any adverse determination or development (including, without limitation, the institution of, or any such determination or development in, any Nuvios Trademark proceeding in the PTO or any foreign counterpart thereof, or any court or tribunal in any country) regarding the Grantor’s ownership interest in such Trademark or its right to register the same or to keep and maintain the same. (3) The Grantor will, except Japan where Ipsen with respect to any Trademark that the Grantor registers after the Closing Date or Teijin any Trademark License that the Grantor acquires after the Closing Date, promptly (i) take all actions necessary so that the Lender shall obtain a perfected security interest in such Trademark or Trademark License and (ii) provide to the Lender a revised Exhibit B listing all registered Trademarks and all Trademark Licenses in which the Grantor has an interest. (4) Upon request of the Lender, the Grantor shall execute and deliver any and all agreements, instruments, documents, and papers as the Lender may use request to evidence the Nuvios Lender’s security interest in any Trademark and in the goodwill and general intangibles of the Grantor relating thereto or represented thereby, and the Grantor hereby constitutes the Lender its attorney-in-fact to execute and file all such eventwritings for the foregoing purposes, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use all acts of such Nuvios attorney being hereby ratified and confirmed; such power being coupled with an interest is irrevocable until the Grantor shall have paid and performed in full all of its obligations under the Loan Documents. (5) The Grantor will take all reasonable and necessary steps, including, without limitation, in any proceeding before the PTO or any foreign counterpart thereof, to maintain and pursue each application (and to obtain the relevant registration) and to maintain the registration of the Trademarks, including, without limitation, filing of applications for renewal, affidavits of use and affidavits of incontestability. (6) In the event that any Trademark in Japan (except to the extent provided included in the next sentence). Nuvios Patent and Trademark Collateral is infringed, misappropriated or diluted by a third party, the Grantor shall own andnotify the Lender and shall, at its costif appropriate, shall be responsible ▇▇▇ for procurementinfringement, registrationmisappropriation or dilution, maintenance seeking injunctive relief where appropriate and enforcement of to recover any and all Nuvios Trademarks used damages for such infringement, misappropriation or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same asdilution, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Producttake such other action as the Grantor reasonably deems appropriate under the circumstances to protect such Trademark.

Trademarks. Nuvios A. The Products shall identify be delivered with the trademark “RBC Life Sciences” or “RBC” affixed thereto. TheDistributor acknowledges that RBC, a corporation incorporated under the laws of the State of Nevada, USA, is to its knowledge the owner of certain trademarks and select one trade names, including, but not limited to, “RBC Life Sciences”, “Pure Life”, and “Royal Botanica”. RBC will promptly register, or more trademarks to be used authorize the Distributor to register, distribute under RBC’s name, the “RBC Life Sciences” trademark and promote Licensed Product trade name in the Territory (collectivelyat RBC’s sole cost and expense. In addition, at RBC’s sole discretion, RBC agrees to register, or authorize the Distributor to register, under RBC’s name, such other RBC trademarks and trade names in the Territory at RBC’s sole cost and expense as Distributor may reasonably request. RBC shall promptly reimburse any registration expenses incurred by the Distributor on RBC’s behalf to the Distributor upon submission of the Distributor’s receipts or other evidence of payment of such expenses. The Distributor further acknowledges that its only right with respect to the trademark and trade name “Nuvios Trademarks” RBC Life Sciences”, or any other RBC trademark and/or trade name, is to sell and each individually a “Nuvios Trademark”)promote the Products bearing such trademark(s) and trade name(s) in the Territory. Unless otherwise agreed between the Parties, Ipsen shall not avail itself of any license on any Nuvios Trademark, The Distributor shall not register any RBC trademarks and/or trade names in its own name. The Distributor is authorized to use the name “RBC Life Sciences” or use any Nuvios Trademark and shall not license“RBC” as the Distributor sees fit, register or use any other trademark as a corporate name or trade name which is name. Distributor’s right to use RBC trademarks and trade names shall terminate upon the same as, termination or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free expiration of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of this Agreement. B. Notwithstanding the provisions of the first paragraph preceding paragraph, the Distributor agrees to transfer, or cause tobe transferred, the ownership of any RBC trademark and/or trade name that is owned in the Territory by any party other than RBC as of the date of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductAgreement.

Trademarks. Nuvios (a) Each Party and its Affiliates shall identify retain all right, title and select interest in and to its and their respective corporate names and logos. (b) Cubist will develop and propose, and the JCT shall review and comment on, one or more trademarks Product Trademark(s) for use by Cubist and its Related Parties throughout the Territory. Such Product Trademark(s) considered by the JCT may, with Alnylam’s consent, not to be unreasonably withheld or delayed, include the Product Trademark(s) developed or used by Alnylam with respect to register, distribute Licensed Product in Asia (the “Alnylam Trademarks”). Any Product Trademark(s) (other than the Alnylam Trademarks) that are used by Cubist to promote and promote sell Licensed Product in the Territory are hereinafter referred to as the “Cubist Trademarks”. Alnylam (collectively, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the or its Related Parties, Ipsen as appropriate) shall not avail itself own all rights to Alnylam Trademarks, and all goodwill associated therewith, throughout the world. Cubist (or its Related Parties, as appropriate) shall own all rights to Cubist Trademarks and all goodwill associated therewith, throughout the world. Alnylam shall also own rights to any Internet domain names incorporating the applicable Alnylam Trademarks or any variation or part of such Alnylam Trademarks used as its URL address or any license on part of such address; and Cubist shall also own rights to any Nuvios TrademarkInternet domain names incorporating the applicable Cubist Trademarks or any variation or part of such Cubist Trademarks used as its URL address or any part of such address. (c) If Alnylam Trademarks are used to promote and sell Licensed Product in the Territory, then the following provisions shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios apply: Alnylam shall grant appropriate Cubist an exclusive license free to use such Alnylam Trademarks to Commercialize Licensed Product in the Territory. Cubist agrees that the quality of charge Licensed Product and the Manufacture and Commercialization thereof shall be consistent with the quality standards applied by Alnylam thereto. In addition, Cubist shall comply strictly with Alnylam’s trademark style and usage standards that Alnylam communicates to Ipsen Cubist from time to time with respect to the Alnylam Trademarks. Cubist shall, at [**] expense in the Royalty Territory and subject to [**] for the Profit-Share Territory, at the request of Alnylam from time to time, submit to Alnylam for approval a reasonable number of production samples of Licensed Product and related packaging materials. If Alnylam reasonably objects to the quality of Licensed Product or Teijin for use the usage of the Alnylam Trademarks in connection with any sample, it shall give written notice of such Nuvios Trademark objection to Cubist within [**] after receipt by Alnylam of the sample, specifying the way in Japan (except which such usage of the Alnylam Trademarks fails to meet the extent provided style, usage or quality standards for Licensed Product set forth in the next sentencesecond and third sentences of this Section 8.8(c), and Cubist shall [**] cease sale and distribution of Licensed Product. Nuvios shall own andIf Cubist wishes to continue to distribute and sell Licensed Product, at its costit must remedy the failure and submit further samples to Alnylam for approval. (d) If Alnylam Trademarks are used to promote and sell Licensed Product in the Territory, then Alnylam will use Diligent Efforts to establish, maintain and enforce such Alnylam Trademarks in the applicable countries in the Territory. Cubist shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all [**] percent ([**]%) of the costs of such efforts in the Royalty Territory and expenses Cubist shall reimburse Alnylam for [**] such costs incurred by Alnylam within [**] after receiving any invoice from Alnylam for such costs. [**] in the costs of Nuvios such efforts in connection with procuringthe Profit-Share Territory and Cubist shall reimburse Alnylam for [**] percent ([**]%) of such costs incurred by Alnylam within [**] after receiving any invoice from Alnylam for such share of such costs. Cubist will use Diligent Efforts to establish, registering, maintaining maintain and enforcing Nuvios enforce the Cubist Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own andTerritory, at its costexpense, subject to the applicable cost sharing provisions for the Profit-Share Territory. (e) If either Party becomes aware of any infringement of any Product Trademark by a Third Party, such Party shall be responsible for procurementpromptly notify the other Party and the Parties shall consult with each other and jointly determine the best way to prevent such infringement, maintenance and enforcement including by the institution of all Ipsen Trademarks used or registered in connection with any Licensed Productlegal proceedings against such Third Party.

Trademarks. Nuvios 4.1 The Parties agree that, subject to consultation through the Committee, it shall identify be Columbia's responsibility and select one or more trademarks expense to provide a single Trademark (the "First Trademark") for Finished Product satisfactory to the Governmental Authorities in the Territory which can be used for launch of such Finished Product in the Territory. For the avoidance of doubt it is declared and agreed that subject to registerthe views of such Governmental Authorities, distribute and promote Licensed this may or may not be the Trademark STRIANT. If at any time thereafter Columbia or Ardana desires Ardana to sell the Product in the Territory under a trademark other than the First Trademark, Columbia or Ardana, as the case may be, shall send written notice to the other requesting a Committee meeting to consider the selection of a different Trademark. In the event a different Trademark is proposed by a Party: (collectivelyi) the different Trademark (the "New Trademark") must be acceptable to Columbia (acting reasonably) having regard to Columbia's desire to have a global Trademark, “Nuvios Trademarks” (ii) the New Trademark must be acceptable to the Government Authority in each jurisdiction where a use of the New Trademark would require making the change to the applicable Regulatory Application or Regulatory Approval, (iii) all costs (including reasonable attorneys' fees) for filing and each individually prosecuting applications to register, and maintaining registration of such New Trademark in the Territory will be paid by (A) Ardana, if Ardana requested the New Trademark, or (B) Columbia, if Columbia requested the New Trademark, and (iv) any New Trademarks shall be registered in the name of, be owned by and be the sole [***] A CONFIDENTIAL PORTION OF THE MATERIAL HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. property of Columbia and subject to the terms and conditions set forth in this Clause 4. 4.2 In relation to any Trademark other than the First Trademark, if any Governmental Authority in any country of the Territory insists on the use of a “Nuvios Trademark”trademark other than such Trademark in such country, Columbia or Ardana, as the case may be, shall send written notice to the other requesting a Committee meeting to consider the issue. At such Committee meeting the Parties shall agree either (i) that the country in question is sufficiently significant that the Trademark should be changed in all countries of the Territory (in which case the terms set out in Clause 4.1(i) (ii) and (iv) shall apply) or (ii) that the preferable course is to adopt a different trademark only in such country (in which case the term set out in Clause 4.1(iv) shall apply). Unless otherwise In either case all costs (including reasonable attorneys' fees) for filing and prosecution any new trademark applications will be shared equally by the Parties. 4.3 Ardana agrees to Commercialize Finished Product solely under the Trademark. Ardana shall ensure that each reference to and use of the Trademark by Ardana in any marketing material related to the Finished Product is acceptable to Columbia as specified in Clause 4.6 and is accompanied by an acknowledgement that the Trademark is a trademark or registered trademark owned by Columbia and used by Ardana under license. 4.4 The initial Trade Dress for the Finished Product shall be as set out in the European Regulatory Application. Once Ardana is the MA holder it may request Columbia to modify or alter the Trade Dress for the Finished Product. In such a case Columbia shall implement such modifications or alterations on the following terms: 4.4.1 Ardana shall supply Columbia with full details of such new Trade Dress and if the cost and expense of printing Packaging with such new Trade Dress is greater than the cost and expense of the [***] used by or on behalf of Columbia for the Trade Dress set out in the European Regulatory Application, Columbia shall, within 60 days of receipt of details of such new Trade Dress, advise Ardana in writing of such additional cost and expense relating to preparing and printing such new Trade Dress specified as a price [***] A CONFIDENTIAL PORTION OF THE MATERIAL HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. in Euros per 60 tablet package (or other package volumes as agreed between the Parties); 4.4.2 if Ardana decides to proceed, Ipsen shall not avail itself of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, Ardana shall be responsible for procurementcommissioning and acquiring all related artwork, registrationplates and other materials necessary to print the Packaging in the new Trade Dress; and 4.4.3 if Ardana decides to proceed, maintenance the additional price of Product identified by Columbia under Clause 4.4.1 shall be added to the purchase price under Clause 7.1. 4.5 Columbia shall provide Ardana with a copy of Columbia's Trademark Usage Manual relating to the manner of use of the Trademark, and enforcement may update the Trademark Usage Manual from time to time as Columbia finds appropriate and necessary. Ardana shall comply with the Trademark Usage Manual. 4.6 A copy of all Nuvios the marketing material (which the Parties agree may be in draft layout) using or otherwise containing the Trademarks in the form to be distributed, referenced or otherwise used or registered by Ardana in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all its Commercialization of the costs Product shall be provided to Columbia not less than thirty (30) days before Ardana intends to release, distribute, reference or use such material and expenses Columbia shall have fifteen (15) Business Days from receipt of Nuvios the same to provide Ardana with any comments or suggested amendments in relation to the use of the Trademark. Ardana shall take such reasonable comments or suggested amendments into account subject always to Ardana's responsibilities as the holder or intended holder of the MA relating to Product. If Columbia does not provide any comments or suggested amendments within such fifteen (15) Business Day period Columbia shall be deemed to have approved the use of the Trademarks in such marketing material. The restrictions of this Clause 4.6 shall not apply in relation to marketing or promotional material relating to Ardana (as opposed to the Commercialization of Product) and Ardana shall be free to use the Trademarks in Ardana's own promotional material and presentations (for example, company presentations during fund raising activities), provided, always, that it does so in accordance with the Trademark Usage Manual. [***] A CONFIDENTIAL PORTION OF THE MATERIAL HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. 4.7 The final decision on Packaging, design and Labelling shall be Ardana's; provided, however, that (i) with respect to all Finished Product manufactured by Columbia's contract manufacturer Mipharm S.p.A., as far as practicable, subject to Applicable Laws and the MAs, on the Packaging there will be printed "Manufactured by Mipharm S.p.A., Milan, Italy" and (ii) the Packaging and Labelling will be marked with all relevant patent numbers in each country of the Territory, as may be required by local patent law or practice or otherwise permitted under Applicable Law and the MAs. 4.8 Columbia shall as directed by Ardana (acting in accordance with the requirement of the relevant MA), ensure that the external Packaging of the Finished Product includes Ardana's name and logo, which name and logo as holder of the MA in the Territory shall be in as large a typeface and in as prominent a position as is required and/or is permissible under the Applicable Law of each country of the Territory. Save to the extent Ardana may be required to do so by a Governmental Authority or pursuant to the requirements of the MA, Ardana shall not alter the Packaging or Labelling of the Product nor shall Ardana conceal or otherwise obscure, remove or otherwise interfere with the Trademarks or other markings, which Columbia, in its sole discretion, may include on the Packaging or Labelling of the Product. 4.9 Ardana shall provide Columbia with information and examples as to Ardana's use of the Trademarks, as Columbia may request, to permit Columbia's proper maintenance and registrations of the Trademarks. 4.10 Ardana expressly acknowledges that Columbia owns the Trademarks, and the considerable goodwill associated therewith. Ardana shall not attack, dispute, or contest the validity of Columbia's ownership of the Trademarks or any registrations issued or issuing with respect thereto, both during the Term and/or thereafter. Ardana further agrees that any use of the Trademarks by Ardana shall be for the benefit of Columbia and any goodwill accrued in connection with procuringthe use and display of the Trademarks shall accrue solely to the benefit of Columbia and not Ardana. In the event Ardana acquires any rights relating to the Trademark for any reason, registeringArdana agrees to assign to Columbia, maintaining at no cost to Columbia, all such rights, together with any related goodwill. Ardana shall not do or perform any act that may endanger, [***] A CONFIDENTIAL PORTION OF THE MATERIAL HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. destroy, or similarly affect the value of the goodwill pertaining to the Trademarks nor do any act that might support a petition to cancel or otherwise invalidate any registration relating to the Trademarks or cause the applicable registrar to require a disclaimer of exclusive rights in such Trademarks nor assist any other person or other entity, directly or indirectly, in so doing. Ardana will, at any time, upon the request of Columbia, execute any documents reasonably required by Columbia to confirm Columbia's ownership of all such rights in the Trademarks. 4.11 Ardana shall not sell or otherwise distribute any Finished Product under any other trademark, logo or other indicia other than as contemplated under the terms and enforcing Nuvios conditions of this Agreement. 4.12 Ardana shall not use any trademarks or trade names (other than the Trademarks) so resembling the Trademarks in Japan. Ipsen shall identify and select one or more trademarks so as to be used likely to registercause confusion, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectivelydilution, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsenor deception. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, Ardana shall not register or use the Trademarks in its own name nor attempt to register any Ipsen Trademark and shall not licensetrademarks, register or use any other trademark marks, or trade name which is the same as, or names confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Productto the Trademarks.

Trademarks. Nuvios (a) Licensor agrees that during the term of this Agreement Licensee shall identify have the exclusive right to use those Trademarks which, after the date hereof and select one at or more trademarks prior to November 1, 1996 (the "Election Period"), Licensee elects to use in connection with marketing the Invention (the "Designated Trademarks"). By the end of the Election Period, Licensee shall give written notice to Licensor as to which, if any, of the Trademarks shall be Designated Trademarks, and thereafter Licensee shall have no right to use, or any rights in, any of the Trademarks other than Designated Trademarks unless the parties otherwise agree in writing. The Designated Trademarks may be used to register, distribute by Licensee on and promote Licensed Product in connection with the sale of the Invention or products utilizing or used in the Territory Invention (collectivelybut no other products manufactured by it) in accordance with the grant clause of Article 3 of this Agreement as long as the Invention is manufactured by or for Licensee or a sublicensee or an Affiliate of Licensee or a sublicensee in accordance with this Agreement and in accordance with the standards, “Nuvios Trademarks” specifications, and each individually instructions approved by Licensor and is of a “Nuvios Trademark”)quality, form, and nature that is acceptable to Licensor. Unless otherwise agreed between Items manufactured to the Parties, Ipsen same standards of quality as currently employed by Licensee at the time this Agreement is made shall not avail itself of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark be deemed acceptable to Licensor and shall not licenserequire Licensor's approval, register although Licensee shall advise Licensor of each application of the Invention and each product and model proposed to be manufactured utilizing the Invention, and shall furnish Licensor such information pertaining thereto as Licensor may reasonably request in writing, in order that Licensor can verify Licensee's compliance with this Paragraph 7. Licensor shall not unreasonably withhold its approval of the matters set forth in this subparagraph (a) and shall respond to any written request for approval within fourteen (14) days after receipt of the same, either granting or denying such approval or requesting additional information (in which event Licensor shall similarly respond within fourteen (14) days after such information is provided.) (b) Subject to subparagraph 7(a) it is expressly understood that Licensor has the right to approve the products with which Licensee uses the Designated Trademarks, the quality of Licensee's products with which the Designated Trademarks are used and of any services associated therewith, as well as the manner and form in which the Designated Trademarks are to be used. Licensee agrees that it will use any other trademark or trade name which is the same asDesignated Trademarks only in a manner and form approved by Licensor. To facilitate such approval, Licensee agrees at Licensor's written request to send to Licensor a sample, specimen, photograph, or confusingly similar tofinalized layout of any label, tag, package, container, and advertising matter relating to each different use of each Designated Trademark, and shall refrain from such use until written approval is given by Licensor. Unless advised to the contrary by Licensor, any Nuvios Trademark in any countrymaterial suggested or furnished by Licensor shall be considered approved for use. Licensee agrees to promptly and fully follow all reasonable, except Japan where Ipsen or Teijin may use the Nuvios Trademark written directions and in such event, Nuvios shall grant appropriate license free instructions of charge Licensor as to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to each of the extent provided in the next sentence)Designated Trademarks. Nuvios shall own andIn addition, at the request of Licensor, Licensee agrees to use appropriate marking, such as "Trademark", "Reg." or "Reg.▇▇▇▇", or "Reg." if appropriate, with the Designated Trademarks. Licensor shall not unreasonably withhold or delay beyond fourteen (14) days its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all approval of the costs and expenses of Nuvios matters set forth in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France this subparagraph (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”b), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Product.

Trademarks. Nuvios 3.1 The Parties agree that, subject to consultation through the Committee, it shall identify be Columbia’s responsibility and select one or more trademarks expense to provide a single Trademark (the “First Trademark”) for Finished Product satisfactory to the Governmental Authorities in the Territory which can be used for launch of such Finished Product in the Territory. For the avoidance of doubt it is declared and agreed that subject to registerthe views of such Governmental Authorities, distribute and promote Licensed this may or may not be the Trademark STRIANT. If at any time thereafter Columbia or Mipharm desires Mipharm to sell the Product in the Territory under a trademark other than the First Trademark, Columbia or Mipharm, as the case may be, shall send written notice to the other requesting a Committee meeting to consider the selection of a different Trademark. In the event a different Trademark is proposed by a Party: (collectively, i) the different Trademark (the “Nuvios Trademarks” and each individually a “Nuvios New Trademark”) must be acceptable to Columbia (acting reasonably) having regard to Columbia’s desire to have a global Trademark and must be reasonably acceptable to Mipharm, considering the investment already made by Mipharm in the First Trademark, (ii) the New Trademark must be acceptable to the Government Authority in each jurisdiction where a use of the New Trademark would require making the change to the applicable Regulatory Application or Regulatory Approval, (iii) all costs (including reasonable attorneys’ fees) for filing and prosecuting applications to register, and maintaining registration of such New Trademark in the Territory will be paid by (A) Mipharm, if Mipharm requested the New Trademark, or (B) Columbia, if Columbia requested the New Trademark, and (iv) any New Trademarks shall be registered in the name of, be owned by and be the sole property of Columbia and subject to the terms and conditions set forth in this Clause 3. 3.2 In relation to any Trademark other than the First Trademark, if the Governmental Authority in the Territory insists on the use of a trademark other than such Trademark all costs (including reasonable attorneys’ fees) for filing and prosecution any new trademark applications will be sustained by Columbia. 3.3 Mipharm agrees to Commercialize Finished Product solely under the Trademark. Mipharm shall ensure that each reference to and use of the Trademark by Mipharm in any marketing material related to the Finished Product is acceptable to Columbia as specified in Clause 3.6 and is accompanied by an acknowledgement that the Trademark is a trademark or registered trademark owned by Columbia and used by Mipharm under license, for example, a marketing brochure would contain a footnoted statement such as: “Trademark is a registered trademark of Columbia Laboratories (Bermuda), Ltd.”. 3.4 The initial Trade Dress for the Finished Product shall be as set out in the European Regulatory Application. Unless otherwise Once Mipharm is the MA holder it may request Columbia to modify or alter the Trade Dress for the Finished Product. In such a case Columbia shall implement such modifications or alterations on the following terms: 3.4.1 Mipharm shall supply Columbia with full details of such new Trade Dress and if the cost and expense of printing Packaging with such new Trade Dress is greater than the cost and expense of [***] used by or on behalf of Columbia for the Trade Dress set out in the European Regulatory Application, Columbia shall, within 60 days of receipt of details of such new Trade Dress, advise Mipharm in writing of such additional cost and expense relating to preparing and printing such new Trade Dress specified as a price in Euros per 60 tablet package (or other package volumes as agreed between the Parties); 3.4.2 if Mipharm decides to proceed, Ipsen shall not avail itself of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, Mipharm shall be responsible for procurementcommissioning and acquiring all related artwork, registrationplates and other materials necessary to print the Packaging in the new Trade Dress; and 3.4.3 if Mipharm decides to proceed, maintenance the additional price of Product identified by Columbia under Clause 3.4.1 shall be added to the purchase price under Clause 6.1. 3.5 Columbia shall provide Mipharm with a copy of Columbia’s Trademark Usage Manual relating to the manner of use of the Trademark, and enforcement may update the Trademark Usage Manual from time to time as Columbia finds appropriate and necessary. Mipharm shall comply with the Trademark Usage Manual; Columbia recognises that the Trademark Usage Manual shall comply with all Applicable Laws and regulations in the Territory. 3.6 A copy of all Nuvios the marketing material (which the Parties agree may be in draft layout) using or otherwise containing the Trademarks in the form to be distributed, referenced or otherwise used or registered by Mipharm in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all its Commercialization of the costs Product shall be provided to Columbia not less than thirty (30) days before Mipharm intends to release, distribute, reference or use such material and expenses Columbia shall have five (5) Business Days from receipt of Nuvios the same to provide Mipharm with any comments or suggested amendments in relation to the use of the Trademark. Mipharm shall take such reasonable comments or suggested amendments into account subject always to Mipharm’s responsibilities as the holder or intended holder of the MA relating to Product. If Columbia does not provide any comments or suggested amendments within such five (5) Business Day period Columbia shall be deemed to have approved the use of the Trademarks in such marketing material. The restrictions of this Clause 3.6 shall not apply in relation to marketing or promotional material relating to Mipharm (as opposed to the Commercialization of Product) and Mipharm shall be free to use the Trademarks in Mipharm’s own promotional material and presentations (for example, company presentations during fund raising activities), provided, always, that it does so in accordance with the Trademark Usage Manual. 3.7 The final decision on Packaging, design and Labelling shall be Mipharm’s; provided, however, that (i) with respect to all Finished Product as far as practicable, subject to Applicable Laws and the MA, on the Packaging there will be printed “Manufactured by Mipharm S.p.A., Milan, Italy” and (ii) the Packaging and Labelling will be marked with all relevant patent numbers in the Territory, as may be required by local patent law or practice or otherwise permitted under Applicable Law and the MAs. 3.8 Columbia shall as directed by Mipharm (acting in accordance with the requirement of the relevant MA), ensure that the external Packaging of the Finished Product includes Mipharm’s name and logo, which name and logo as holder of the MA in the Territory. Save to the extent Mipharm may be required to do so by a Governmental Authority or pursuant to the requirements of the MA, Mipharm shall not alter the Packaging or Labelling of the Product nor shall Mipharm conceal or otherwise obscure, remove or otherwise interfere with the Trademarks or other markings, which Columbia, in its sole discretion, may include on the Packaging or Labelling of the Product. 3.9 Mipharm shall provide Columbia with information and examples as to Mipharm’s use of the Trademarks, as Columbia may request, to permit Columbia’s proper maintenance and registrations of the Trademarks. 3.10 Mipharm expressly acknowledges that Columbia owns the Trademarks, and the considerable goodwill associated therewith. Mipharm shall not attack, dispute, or contest the validity of Columbia’s ownership of the Trademarks or any registrations issued or issuing with respect thereto, both during the Term and/or thereafter. Mipharm further agrees that any use of the Trademarks by Mipharm shall be for the benefit of Columbia and any goodwill accrued in connection with procuringthe use and display of the Trademarks shall accrue solely to the benefit of Columbia and not Mipharm. In the event Mipharm acquires any rights relating to the Trademark for any reason, registeringMipharm agrees to assign to Columbia, maintaining at no cost to Columbia, all such rights, together with any related goodwill. Mipharm shall not do or perform any act that may endanger, destroy, or similarly affect the value of the goodwill pertaining to the Trademarks nor do any act that might support a petition to cancel or otherwise invalidate any registration relating to the Trademarks or cause the applicable registrar to require a disclaimer of exclusive rights in such Trademarks nor assist any other person or other entity, directly or indirectly, in so doing. Mipharm will, at any time, upon the request of Columbia, execute any documents reasonably required by Columbia to confirm Columbia’s ownership of all such rights in the Trademarks. 3.11 Mipharm shall not sell or otherwise distribute any Finished Product under any other trademark, logo or other indicia other than as contemplated under the terms and enforcing Nuvios conditions of this Agreement. 3.12 Mipharm shall not use any trademarks or trade names (other than the Trademarks) so resembling the Trademarks in Japan. Ipsen shall identify and select one or more trademarks so as to be used likely to registercause confusion, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectivelydilution, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsenor deception. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, Mipharm shall not register or use the Trademarks in its own name nor attempt to register any Ipsen Trademark and shall not licensetrademarks, register or use any other trademark marks, or trade name which is the same as, or names confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Productto the Trademarks.

Trademarks. Nuvios shall identify and select one or more trademarks (A) Continue to be used use each Material Trademark, in order to register, distribute and promote Licensed Product maintain such Material Trademark in full force free from any claim of abandonment for non-use; (B) maintain as in the Territory past the quality of products and services offered under each Material Trademark; (collectively, “Nuvios Trademarks” and C) employ each individually a “Nuvios Trademark”). Unless otherwise agreed between Material Trademark with the Parties, Ipsen shall appropriate notice of registration; (D) not avail itself of any license on any Nuvios Trademark, shall not register adopt or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name ▇▇▇▇ which is confusingly similar or a colorable imitation of any Specified Trademark unless the same asAdministrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such ▇▇▇▇ pursuant to this Agreement; and (E) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby any Material Trademark may become invalidated. (ii) Promptly notify the Administrative Agent if it knows, or confusingly similar tohas reason to know, that any application or registration relating to any Material Trademark may become abandoned or dedicated, or of any adverse determination or development (including, the institution of, or any such determination or development in, any Nuvios proceeding in the United States Patent and Trademark Office or any court or tribunal in any country) regarding the Debtor's ownership of any such Material Trademark or its right to register the same or to keep, except Japan where Ipsen or Teijin may maintain and use the Nuvios same. (iii) Whenever the Debtor, either by itself or through an agent, employee, licensee or designee, shall file an application for the registration of any Material Trademark with the United States Patent and Trademark Office or any similar office or agency in any other country or any political subdivision thereof, the Debtor shall report such filing to the Administrative Agent within five Business Days after the last day of the fiscal quarter in which such filing occurs. Upon request of the Administrative Agent, the Debtor shall execute and deliver any and all agreements, instruments, documents and papers as the Administrative Agent may reasonably request to evidence the Administrative Agent's and the Lenders' security interest in any Trademark and the goodwill and General Intangibles of the Debtor relating thereto or represented thereby. (iv) Take all reasonable and necessary steps, including, in any proceeding before the United States Patent and Trademark Office, or any similar office or agency in any other country or any political subdivision thereof, to maintain and pursue each application, to obtain the relevant registration and to maintain each registration of each Material Trademark, including filing of applications for renewal, affidavits of use and affidavits of incontestability. (v) Promptly after learning thereof, notify the Administrative Agent and each Lender that any Material Trademark is infringed, misappropriated or diluted by a third party and then promptly ▇▇▇ for infringement, misappropriation or dilution, to seek injunctive relief where appropriate and to recover any and all damages for such eventinfringement, Nuvios misappropriation or dilution, or take such other actions as it shall grant reasonably deem appropriate license free of charge under the circumstances to Ipsen or Teijin protect such Material Trademark. (vi) Except for use of such Nuvios Trademark in Japan (except licenses to the extent provided third parties in the next sentence). Nuvios shall own andordinary course of business, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used not make any assignment or registered agreement in connection conflict with any Licensed Product, except that Ipsen or Teijin shall pay for all the Security Interest of the costs and expenses Administrative Agent in Collateral consisting of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Product.

Trademarks. Nuvios shall identify and select one or more trademarks to be used to register[ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, distribute and promote 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. (a) The Licensed Product will be marketed in the European Territory under the Licensed Trademark, provided, however that (collectivelyi) if the Licensed Product is subject to a centralized Regulatory Approval process with the EMEA, “Nuvios Trademarks” the Licensed Product will be marketed in the European Territory under the Licensed Trademark if approved by the EMEA or any other trademark as determined jointly by the Parties and each individually a “Nuvios Trademark”). Unless otherwise agreed between approved by the PartiesEMEA and (ii) in specific countries of the European Territory where the use of the Licensed Trademark is not permitted by law or is not appropriate including for reasons relating to language or custom, Ipsen shall not avail itself of any license on any Nuvios Trademarkhave the possibility to use a different trademark, subject to GTx’s prior written approval which shall not register be unreasonably withheld or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence)delayed. Nuvios shall own and, at its cost, GTx shall be responsible for procurementsecuring and for maintaining registrations for the Licensed Trademark in the European Territory and shall use reasonable commercial efforts in that regard, registrationprovided, maintenance however, that GTx shall not be deemed to have breached this Agreement if it is unable to obtain registration of the Licensed Trademark in every country in the European Territory. In the event, despite its reasonable commercial efforts, GTx is unable to obtain or maintain registrations for the Licensed Trademark in some country(ies) in the European Territory, the Parties shall negotiate in good faith concerning the use of such other trademarks as may be available for marketing the Licensed Product in those countries. (b) GTx and Ipsen shall cooperate with each other and use reasonable efforts to protect the Licensed Trademark from infringement by Third Parties. Without limiting the foregoing, each Party shall promptly notify the other Party of any known, threatened or suspected infringement, imitation or unauthorized use of or unfair competition relating to the Licensed Trademark. GTx shall have the first right to determine in its discretion whether to and to what extent to institute, prosecute and/or defend any action or proceedings involving or affecting any rights relating to the Licensed Trademark. Upon GTx’s reasonable request, Ipsen shall cooperate with and assist GTx in any of GTx’s enforcement efforts with respect to the Licensed Trademark. GTx shall promptly inform Ipsen if GTx elects not to take action against any actual or suspected infringement of all Nuvios Trademarks used the Licensed Trademark, in which case, Ipsen shall then have the right, but not the obligation, to bring or registered assume control of any action against the allegedly infringing third party as Ipsen determines may be necessary, provided, however, that Ipsen shall not enter into any settlement or compromise of any claim relating to the Licensed Trademark without the prior written consent of GTx. In the event that Ipsen brings or assumes control of any such action, then GTx agrees to reasonably assist Ipsen in connection with any Licensed Producttherewith. In either case, except the Party that Ipsen initiated and prosecuted, or Teijin maintained the defense of the action shall pay for bear all of the costs and expenses of Nuvios (including reasonable attorneys’ fees) incurred in connection with procuringthe action and shall be entitled to recoup those amounts in the event of recovery, registering, maintaining and enforcing Nuvios Trademarks in Japanby settlement or otherwise. Ipsen The amount of any recovery remaining shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between shared equally by the Parties. [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, Nuvios shall not avail itself of any license on any Ipsen TrademarkMARKED BY BRACKETS, shall not register or use any Ipsen Trademark and shall not licenseHAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductAS AMENDED.

Trademarks. Nuvios shall identify 12.1 PictureTel hereby grants to Licensee the revocable, non-exclusive right to use, during the term of this Agreement, and select one solely in performance of its rights and obligations under this Agreement, the word "PictureTel", "Siren" and any other trademark trade name, service ▇▇▇▇, logo, label or more trademarks to be tags used to register, distribute and promote by PictureTel generally or in connection with the Licensed Product in the Territory Patents (collectively, “Nuvios the "Trademarks” ") only in accordance with PictureTel's graphic standard guidelines as set forth in Exhibit A. Licensee acknowledges that all rights to the Trademarks and each individually the goodwill associated with them are the exclusive property of PictureTel. 12.2 PictureTel expressly prohibits any direct or indirect use or registration of the Trademarks except as authorized by PictureTel. Licensee will not use in its business name or on any Licensed Product or other products offered by Licensee the trademark PictureTel or any ▇▇▇▇ which, in PictureTel's sole opinion, is confusingly similar to PictureTel's Trademarks. All rights that arise from the use of the Trademarks in any jurisdiction by Licensee will inure to and become the exclusive property of PictureTel. Licensee will disclose in advance to PictureTel any proposed use of the Trademarks, comply with PictureTel's policies on trademark use, and will not engage in any use of the Trademarks to which PictureTel objects. PictureTel's ownership shall be indicated whenever used by Licensee, whether use is on a “Nuvios Trademark”product or on a descriptive, instructional, advertising, or promotional material by the most relevant of the following acknowledgments: " 'Siren' is a trademark of PictureTel Corporation, " 'The Siren logo is a trademark of PictureTel Corporation' or Siren and the Siren logo are trademarks of PictureTel Corporation.' " Licensee will not remove any Trademark affixed by PictureTel to the Licensed Patents or Licensed Copyrights. 12.3 Upon expiration or termination of this Agreement, Licensee will immediately discontinue use of the Trademarks authorized herein except as set forth in Section 13.4. 12.4 For all Licensed Products, Licensee shall abide by the G.722.1 Standard that are published on the ITU website and by PictureTel's specifications for the Sirens Decoder attached hereto and as modified from time to time by PictureTel upon sixty (60) days prior written notice. Licensee shall with respect to all Licensed Products bearing the Licensed Trademarks conform to any reasonable trademark attribution quality standards requirements as specified by PictureTel within a period of ninety (90) days of such specification in writing. 12.5 Notwithstanding anything contained in Section 12.2 above, in the event that the parties agree that the Licensed Product shall include or contain the trademarks of both PictureTel and Licensee ("Branding Plans"). Unless otherwise agreed , such Branding Plans shall be set forth on Exhibit C. 12.6 Licensee agrees to a press release announcement by PictureTel regarding the relationship between the Parties, Ipsen shall not avail itself of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark parties and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge Licensed Products. This announcement can be executed by PictureTel without further notification to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductLicensee.

Trademarks. Nuvios shall identify and select one or more trademarks (a) CNS grants HERUSU the right to be used to register, distribute and promote Licensed Product in the Territory (collectively, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall not avail itself of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license Trademarks free of charge to Ipsen repackage and sell the Products in the Territory pursuant to this Agreement. (b) HERUSU recognizes the validity and ownership by CNS of the Trademarks. Therefore, HERUSU shall not, during the term of this Agreement or Teijin for use thereafter, represent that it is the owner of such Nuvios any Trademark in Japan (except pertaining to the extent provided Products nor shall it assert any right or interest in such Trademark or of any joint trademarks of the Trademark anywhere in the next sentence)world. Nuvios HERUSU shall own and, not do or cause to be done any act or thing which may impair the validity or ownership by CNS of the Trademark at its cost, any time during and after the term of this Agreement. (c) The Trademarks shall be responsible for procurement, registration, maintenance used by HERUSU only with respect to the repackaging and enforcement of all Nuvios Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all sale of the costs Products to EISAI in the Territory and expenses in strict conformity with the Specifications and instructions of Nuvios in connection with procuringCNS. (d) CNS shall, registeringto the best of its ability, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of protect the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall at its own expense prosecute infringers of such Trademark. CNS's decision as to whether or not licensesuch action shall be taken shall be accepted by HERUSU as final. HERUSU shall immediately bring to the attention of CNS any improper or wrongful use in the Territory of CNS's patents, register trademarks, emblems, designs, models or other similar industrial or commercial monopoly rights. Upon CNS's request and expense, HERUSU shall assist CNS in taking all steps to defend the rights of CNS with respect to the trademarks. In such a case, CNS shall reimburse HERUSU its reasonable, actual, out-of-pocket expenses for such assistance. However, HERUSU agrees not to initiate on its own motion or in its own name any protective action or legal proceedings with respect to the Trademarks or the Products without the prior written authorization of CNS. Also, HERUSU shall act with care in its use any other trademark or trade name which is of the same asTrademarks so as not to compromise, reduce, or confusingly similar to, any Ipsen Trademark injure CNS's rights in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Productthe Trademarks.

Trademarks. Nuvios shall identify Subject to the terms and select one or more trademarks conditions hereof, MaxLinear grants Tomen a non-exclusive, royalty-free right to be used to registeruse MaxLinear’s trademarks, distribute trade names and promote Licensed Product logos (“Trademarks” collectively) on the Products solely for the sale and promotion of the Products in the Territory Territory. All representations of MaxLinear’s Trademarks that Tomen intends to use will first be submitted to MaxLinear for approval (collectivelywhich will not be unreasonably withheld) of design, “Nuvios Trademarks” color, and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall not avail itself of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same asdetails, or confusingly similar towill be exact copies of those used by MaxLinear. Tomen will fully comply with all guidelines, if any, communicated by MaxLinear concerning the use of the Trademarks. MaxLinear may modify any Nuvios Trademark of the Trademarks, or substitute an alternative ▇▇▇▇ for any of Trademarks, upon 30 days prior notice to Tomen. Tomen will not alter or remove any of the Trademarks affixed to or otherwise contained on or within the MaxLinear Products. All uses of the Trademarks and related goodwill will inure solely to MaxLinear and Tomen will obtain no rights or goodwill with respect to any of the Trademarks, other than as expressly set forth in this Agreement, and Tomen irrevocably assigns to MaxLinear all such right, title, interest, and good will, if any, in any country, except Japan where Ipsen of the Trademarks. At no time during or Teijin may use after the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free term of charge this Agreement will Tomen challenge or assist others to Ipsen or Teijin for use of such Nuvios Trademark in Japan challenge the Trademarks (except to the extent provided expressly required by applicable law) or the registration thereof or attempt to register any of the Trademarks or marks or trade names that are confusingly similar to those of MaxLinear. Upon termination of this Agreement, Tomen will immediately cease to use all the Trademarks and any listing by Tomen of MaxLinear’ name in any telephone book, directory, public record, or elsewhere, must be removed by Tomen as soon as possible, but in any event not later than the subsequent issue of such publication. Tomen agrees and acknowledges that MaxLinear is the owner of the Trademarks and that Tomen shall not act inconsistent with such ownership. MaxLinear and Tomen will enter into registered user agreements with respect to the Trademarks pursuant to applicable trademark law requirements in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered country in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed which a Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Productdistributed.

Trademarks. Nuvios shall identify This Security Agreement is effective to create a valid and select one or more trademarks to be used to registercontinuing Lien and, distribute and promote Licensed Product upon filing of appropriate financing statements in the Territory (collectively, offices listed on Exhibit “Nuvios TrademarksB” and each individually this Security Agreement (or a short form hereof) with the United States Patent and Trademark Office, fully perfected first priority security interests in favor of the Agent on such Grantor's Trademarks listed on Exhibit “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall not avail itself of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan E” hereof (except to the extent provided registered or applied for in the next sentenceUnited States), such perfected security interests are enforceable as such as against any and all creditors of and purchasers from such Grantor; and all action necessary or desirable to protect and perfect the Agent's Lien on such Grantor's Trademarks listed on Exhibit “E” hereof (to the extent registered or applied for in the United States) shall have been duly taken (subject, in all cases, to Permitted Liens). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios The Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs Grantors listed on Exhibit “E” hereof are subsisting and expenses have not been adjudged invalid or unenforceable in whole or part, and to each such Grantor's knowledge, are valid and enforceable; and such Grantor is not aware of Nuvios any uses of any item of Trademarks listed on Exhibit “E” hereof that could be expected to lead to such item becoming invalid or unenforceable. No claim, action, suit, investigation, litigation or proceeding has been asserted or is pending or, to the knowledge of such Grantor, is threatened in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks writing against such Grantor (i) based upon or challenging or seeking to deny or restrict the Grantor's rights in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using use of any such Ipsen Trademark, Ipsen complies with all of the provisions Trademarks listed on Exhibit “E” hereof, (ii) alleging that the Grantor's rights in or use of the first paragraph of this Section 11.1 Trademarks listed on Exhibit “E” hereof or that are applicable to Ipsen. Unless any services provided by, processes used by, or products manufactured or sold by, such Grantor infringe, misappropriate, dilute, misuse or otherwise agreed between the Partiesviolate any patent, Nuvios shall not avail itself trademark, copyright or any other proprietary right of any license third party in any material respect or (iii) alleging that the Trademarks listed on Exhibit “E” hereof are being licensed or sublicensed in violation or contravention of the terms of any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Product.

Trademarks. Nuvios shall identify Hansoh will retain all right, title and select one or more interest in and to any existing and new trademarks adopted for use with the Licensed Products in the Hansoh Territory. If EQRx selects a trademark registered by Hansoh for use with the Licensed Product and Hansoh approves such use, Hansoh will grant EQRx an exclusive (even as to be used Hansoh), royalty-free, fully-paid license, with the right to registergrant sublicenses through multiple tiers, distribute and promote to use such trademark solely in connection with the Licensed Product in the EQRx Territory during the Term. EQRx will solely own all right, title and interest in and to any new trademarks adopted for use with the Licensed Products in the Field in the EQRx Territory (collectively, “Nuvios Trademarks” and each individually a “Nuvios TrademarkProduct Marks”). Unless otherwise agreed between the Parties, Ipsen shall not avail itself of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall will be responsible for procurementthe registration, registrationfiling, maintenance and enforcement thereof; provided that each such Product ▇▇▇▇ must be approved by Hansoh prior to its registration, filing or use; provided further, EQRx may not include any corporate names or references to any products of all Nuvios Trademarks used Hansoh or registered any of its Affiliates in connection with any Licensed ProductProduct Marks without prior written consent of Hansoh. EQRx hereby grants Hansoh an exclusive license (even as to EQRx) to use, except that Ipsen register, file, maintain and enforce any Product Marks in the Hansoh Territory. Neither Party nor any of its Affiliates will at any time do or Teijin shall pay for all authorize to be done any act or thing which is likely to materially impair the rights of the costs other Party therein, and expenses will not at any time claim any right of Nuvios interest in connection with procuringor to such marks or the registrations or applications therefor. Except as otherwise provided in this Section 10.5, registeringneither Party nor any of its Affiliates will use the other Party’s or any of its Affiliates’ trademarks or any confusingly similar trademarks in a manner that might amount to infringement, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one dilution, unfair competition or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using passing off of any such Ipsen Trademark, Ipsen complies with all of the provisions other Party’s or any of its Affiliates’ trademarks without the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductParty’s consent.

Trademarks. Nuvios shall identify (a) Licensor represents and select warrants that there is set forth in subparagraph (g) immediately below a full and complete list of all trademark registrations and applications owned or controlled by Licensor and/or Golfer, anywhere in the world in those trademark classes which relate to the Licensed Products. Licensor agrees that it will use its diligent efforts, at its own expense, to maintain in effect those registrations set forth in subparagraph (g) immediately below. As used herein, the full name NANC▇ ▇▇▇▇▇ ▇▇▇ the facsimile signature of Nanc▇ ▇▇▇▇▇ ▇▇▇ hereinafter referred to as the "Existing Marks." (b) If, at any time during the Contract Period, Company should intend or desire to create and use in connection with Licensed Products any new or additional names, words, logos, designs or devices which include any part of the Existing Marks and/or any other part of the Golfer Identification (such a newly-created mark ▇▇▇ng hereinafter referred to as a "Golfer Logo"), then and in such event Company may at its election and at its cost and expense create one or more trademarks sample proposed Golfer Logos and submit the same to Licensor. Licensor shall have the right to approve or disapprove any such proposed Golfer Logo in its sole discretion, and Company agrees it will not make any use of any proposed Golfer Logo until the same shall have been approved in writing by Licensor. Approval of any Golfer Logo by Licensor shall not be unreasonably withheld. (c) Following approval by Licensor of the Golfer Logo, as described immediately above, Licensor agrees that Company shall have the right to undertake procedures to apply for and seek registration of such Golfer Logo (and/or, at the election of Company, any Existing Mark) ▇▇ the name of Golfer (or such other name as Licensor may from time-to-time notify Company) in any one or more countries or territories of the world (as Company may select) in any trademark class or classes which relate to Licensed Products. Company agrees to use its diligent efforts to obtain final registration of such applications, but the parties hereto acknowledge that the Golfer Logo may or may not be capable of registration in one or more countries of the world in one or more trademark categories. (d) All costs and expenses of Licensor in filing those trademark applications, and in applying for and seeking the registrations, referred to in the subparagraph immediately above, including, without limitation, trademark search fees, trademark filing fees, the fees and expenses of local trademark attorneys (which will be retained in consultation with Licensor's trademark counsel) and all other fees, costs and expenses related thereto, shall be paid by Company, and Company shall record such expenses in an account referred to as the "Trademark Account." Company agrees to maintain receipts and other evidence of payment of all expenses recorded in the Trademark Account. All costs and expenses set forth in the Trademark Account shall be solely for the account of Company, provided, however, that Licensor shall reimburse Company, on an annual basis, for amounts recorded in the Trademark Account up to a total of US$12,000 during any Contract Year, such reimbursements to be used made within thirty (30) days following the conclusion of each Contract Year (limited to registerthe First-Fifth Contract Years). Excess amounts in the Trademark Account which are not reimbursed during a particular Contract Year may be carried forward by Company for reimbursement in a later Contract Year (limited to the First-Fifth Contract Years) provided that the total reimbursement shall not exceed US$60,000. (e) Upon the registration of the Golfer Logo in any trademark class in any country or territory of the world, or upon the registration of an Existing Mark ▇▇ any trademark class in any country or territory of the world (each such registration being hereinafter referred to as a "Licensed Trademark"), Licensor agrees to grant and does hereby grant to Company the exclusive right to use such Licensed Trademark within the relevant trademark class within the relevant jurisdiction on or in connection with Licensed Products, which right shall be coextensive and coterminous with the rights hereinbefore granted to Company for the use of the Golfer Identification. (f) Any other provisions herein to the contrary notwithstanding, if Company shall intend or desire to manufacture, advertise, distribute and promote or sell Licensed Product in Products with the Territory (collectively, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall not avail itself use of any license on one or more of the Golfer Logos in any Nuvios Trademarkone or more countries or territories of the world in any trademark class or classes whether or not the relevant Mark ▇▇▇ theretofore been registered, such use shall not register or be at the sole risk and liability of Company. (g) Licensor represents that Golfer is the owner of Japanese trademark registration No. 1,571,425, registered March 2S, 1993, in Japanese Class 17 (apparel) for the mark ▇▇▇C▇ ▇▇▇▇▇. (h) Company agrees that it will not, during the Contract Period, sanction any other party to use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, mark ▇▇▇ntical with or confusingly similar toto any part of the Golfer Identification, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided permitted by the license herein granted or sublicenses permitted hereunder. (i) Company agrees that nothing herein contained shall give to Company any right, title or interest in the next sentenceExisting Marks, any Golfer Logo, or any other part of the Golfer Identification (except the licensed rights in accordance with this Agreement). Nuvios shall own and, at its costand that each and every part of the Golfer Identification and any mark ▇▇▇istered pursuant to this paragraph is the sole property of Licensor and that any and all use by Company of any part of the Golfer Identification, and the goodwill arising therefrom, shall inure to the benefit of Licensor. (j) Company agrees never to raise or to cause to be responsible raised any question concerning, or objection to the validity of, the Golfer Identification or the right of Licensor thereto, on any grounds whatsoever. (k) Company agrees that it will not, during the Contract Period or thereafter, file any application for procurementany mark (▇▇her than in the name of Licensor or Golfer as provided herein), or obtain or attempt to obtain ownership of any mark ▇▇ trade name, in any country of the world, which refers to or is suggestive of the name Nanc▇ ▇▇▇▇▇, ▇▇y other part of the Golfer Identification, or any mark, ▇▇sign or logo intended to identify Golfer. (l) In the event that Licensor makes application for trademark registration of any part of the Golfer Identification, Company agrees to provide Licensor all reasonable assistance towards obtaining such registration, maintenance and enforcement including the execution of all Nuvios Trademarks used documents deemed necessary or registered in connection desirable by Licensor. (m) In no event shall an Existing Mark, ▇ Golfer Logo, or any other part of the Golfer Identification, be commingled with any Licensed Producttrademarks of Company, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided thatelements thereof, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable a manner as to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register create a separate logo or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Producttrademark.

Trademarks. Nuvios (a) Each Party and its Affiliates shall identify retain all right, title and select interest in and to its and their respective corporate names and logos. (b) The Parties shall develop and propose, and the JSC shall consider and approve, one or more trademarks to Product Trademark(s) for use throughout the Territory (“Global Trademarks”). The Product shall be promoted and sold, in accordance with the provisions of this Agreement, in the Fovea Territory under a Global Trademark unless such Global Trademark cannot be legally used to register, distribute promote and promote Licensed sell the Product in the Territory Fovea Territory, in which case an alternative Product Trademark proposed by Fovea and approved by Dyax (collectively, “Nuvios Trademarks” and each individually which approval shall not be unreasonably withheld or delayed) (a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall not avail itself of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Fovea Trademark”), provided thatshall be used in the Fovea Territory. The Product shall be promoted and sold, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies accordance with all of the provisions of this Agreement, in the first paragraph of this Section 11.1 that are Dyax Territory using the Global Trademark. Any and all Global Trademarks and Fovea Trademark(s) shall be different from the trademark(s) and servicemark(s) used by Dyax or its Affiliates or sublicensees to promote and sell products containing the Compound other than the Product in or outside the Territory. Dyax (or its local Affiliates, as appropriate) shall own all rights to Global Trademarks, and all goodwill associated therewith throughout the Territory and Fovea shall own all rights to Fovea Trademarks and associated goodwill in the Fovea Territory. Dyax shall also own rights to any Internet domain names incorporating the applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same asGlobal Trademarks, or confusingly similar toany variation or part of such Global Trademarks, as its URL address or any Ipsen Trademark part of such address; and Fovea shall also own rights to any Internet domain names incorporating the applicable Fovea Trademarks or any variation or part of such Fovea Trademarks as its URL address or any part of such address. (c) If Global Trademarks are used by Fovea to promote and sell the Product in Francethe Fovea Territory, then the following provisions shall apply: Dyax shall grant Fovea an exclusive license (including the right to grant sublicenses) to use the Global Trademarks to Commercialize the Product in the Fovea Territory. Ipsen shall own and, at its cost, Fovea agrees that the quality of the Product and the Manufacture and Commercialization thereof shall be responsible for procurementconsistent with customary standards of quality in the biopharmaceuticals industry. In addition, maintenance Fovea shall comply strictly with Dyax’s trademark style and enforcement of all Ipsen Trademarks used or registered in connection usage standards that Dyax communicates to Fovea from time to time with any Licensed Productrespect to the Global * Confidential Treatment Requested. Omitted portions filed with the Commission.

Trademarks. Nuvios 7.1 Master Franchisee acknowledges and agrees that Power Smoothie owns all right, title, and interest to the Trademarks, and to all applications, registrations, and other filings or notices which may be made with respect thereto in any jurisdiction. 7.2 Master Franchisee shall identify and select one not do or more trademarks permit any act or thing to be used done in derogation of any of the rights of Power Smoothie in connection with the Trademarks, either during the term of this Agreement or after, and Master Franchisee shall use the Trademarks only for the uses and in the manner licensed or franchised or both under, and as provided in, this Agreement. 7.3 During or after the term of this Agreement, Master Franchisee agrees that it shall not in any way dispute or impugn the validity of the Trademarks, or the rights of Power Smoothie to registerthem, distribute or the rights of Power Smoothie or other franchisees of Power Smoothie to use them. 7.4 Upon the termination of this Agreement for any reason, Master Franchisee shall forthwith deliver and promote Licensed Product surrender up to Power Smoothie each and all of the Trademarks, and any physical objects bearing or containing any of the Trademarks. Alternatively, at Power Smoothie’s election, Master Franchisee shall obliterate or destroy any Trademarks in Master Franchisee’s possession. 7.5 If Master Franchisee is a corporation, it shall not use any of the Trademarks or Power Smoothie’s trade name, or any words or symbols that are confusingly similar to them, in whole or in part, in Master Franchisee’s corporate name without Power Smoothie’s prior written consent, which consent may be withheld in Power Smoothie’s sole and absolute discretion. In particular, Master Franchisee shall not use the words “Power Smoothie Café™”, or any variant, as part of Master Franchisee’s corporate name without first obtaining Power Smoothie’s express written consent. 7.6 If Master Franchisee is required to do so by any statute or ordinance, Master Franchisee shall promptly, upon the execution of this Agreement, file with applicable government agencies or offices, a notice of Master Franchisee’s intent to conduct Master Franchisee’s business under the name “Power Smoothie Café™”. Promptly upon the termination of this Agreement for any reason whatsoever Master Franchisee shall execute and file such documents as may be necessary to revoke or terminate such assumed name registration, and if Master Franchisee fails to promptly execute and file such documents as may be necessary to effectively revoke and terminate such assumed name registration, Master Franchisee hereby irrevocably appoints Power Smoothie as Master Franchisee’s attorney-in-fact to do so for and on the behalf of Master Franchisee. 7.7 Master Franchisee acknowledges that substantial confusion will exist among the public if, after the termination of this Agreement, Master Franchisee continues to use the telephone number(s) listed in any telephone directory under the name “Power Smoothie Café™”, or some other name confusingly similar thereto. Accordingly, effective upon the expiration or termination of this Agreement for any reason whatsoever, Master Franchisee shall direct the telephone company servicing Master Franchisee to disconnect the telephone number listed under the Power Smoothie name in the then-current telephone directory, or transfer such number to Power Power Smoothie Café Franchising, Inc. Smoothie or to such person and location as Power Smoothie directs. If Master Franchisee fails to promptly so direct the telephone company in accordance with Power Smoothie’s instructions, Master Franchisee hereby irrevocably appoints Power Smoothie as attorney-in-fact to direct the telephone company to make such transfer. Master Franchisee understands and agrees that notwithstanding any billing arrangements with any telephone company or yellow pages directory company, Power Smoothie shall be deemed for purposes hereof to be the subscriber of such telephone numbers, with full authority to instruct the applicable telephone or yellow pages directory company as to the use and disposition of telephone listings and numbers. Master Franchisee hereby agrees to release, indemnify and hold such companies harmless from any damages or loss on account of following Power Smoothie’s instructions. 7.8 From time to time, in the Manuals, or in directives or bulletins supplemental to them, Power Smoothie may change, improve or modify the Trademarks. Master Franchisee shall accept, use, and display, as may be applicable, such modified Trademarks in accordance with the procedures, policies, rules and regulations contained in the Manuals and within the timeframe specified by Power Smoothie, as though they were specifically set forth in this Agreement. 7.9 Power Smoothie and the Master Franchisee agree that in the event that the Master Franchisee or any of its Subfranchisees shall be enjoined, restrained, or otherwise prevented from operating under the Power Smoothie name or the Trademarks or associated logos in the Territory (collectivelyas a result of a binding order entered by any court of competent jurisdiction, “Nuvios the Master Franchisee and/or its Subfranchisees will promptly remove all signs, logos, property, displays, or other indicia of the Trademarks” . Master Franchisee shall hold Power Smoothie harmless from any claims by the Master Franchisee or its Subfranchisees with respect thereto. 7.10 If Master Franchisee receives notice or is informed or learns that any third party, which Master Franchisee believes to be unauthorized to use the Trademarks, is using the Trademarks or any variant of them, Master Franchisee shall promptly notify Power Smoothie of the facts relating to such alleged infringing use. Thereupon, Power Smoothie, in its sole and each individually a “Nuvios Trademark”)absolute discretion, shall determine whether it wishes to take any action against such third person on account of such alleged infringement. Unless otherwise agreed Master Franchisee shall have no right to make any demand against any such alleged infringer or to prosecute any claim of any kind or nature whatsoever against such alleged infringer for or on account of such infringement. 7.11 Master Franchisee has no right, title or interest in or to any of the Trademarks, except as granted to it in this Agreement or any subsequent franchise agreement between the Partiesparties. Master Franchisee acknowledges that Master Franchisee now asserts no claim and later shall assert no claim to any goodwill, Ipsen shall not avail itself reputation or ownership of any license on any Nuvios Trademark, shall not register the Trademarks by virtue of Master Franchisee’s licensed or franchised use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same asboth of them, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Productotherwise.

Trademarks. Nuvios 7.1 Master Franchisee acknowledges and agrees that Power Smoothie owns all right, title. and interest to the Trademarks, and to all applications, registrations, and other filings or notices which may be made with respect thereto in any jurisdiction. 7.2 Master Franchisee shall identify and select one not do or more trademarks permit any act or thing to be used done in derogation of any of the rights of Power Smoothie in connection with the Trademarks, either during the term of this Agreement or after, and Master Franchisee shall use the Trademarks only for the uses and in the manner licensed or franchised or both under, and as provided in, this Agreement. 7.3 During or after the term of this Agreement, Master Franchisee agrees that it shall not in any way dispute or impugn the validity of the Trademarks, or the rights of Power Smoothie to registerthem, distribute or the rights of Power Smoothie or other franchisees of Power Smoothie to use them. 7.4 Upon the termination of this Agreement for any reason, Master Franchisee shall forthwith deliver and promote Licensed Product surrender up to Power Smoothie each and all of the Trademarks, and any physical objects bearing or containing any of the Trademarks. Alternatively, at Power Smoothie’s election, Master Franchisee shall obliterate or destroy any Trademarks in Master Franchisee’s possession. Power Smoothie Café Franchising, Inc. 7.5 If Master Franchisee is a corporation, it shall not use any of the Trademarks or Power Smoothie’s trade name, or any words or symbols that are confusingly similar to them, in whole or in part, in Master Franchisee’s corporate name without Power Smoothie’s prior written consent, which consent may be withheld in Power Smoothie’s sole and absolute discretion. In particular, Master Franchisee shall not use the words “Power Smoothie CaféTM”, or any variant, as part of Master Franchisee’s corporate name without first obtaining Power Smoothie’s express written consent. 7.6 If Master Franchisee is required to do so by any statute or ordinance. Master Franchisee shall promptly upon the execution of this Agreement, file with applicable government agencies or offices, a notice of Master Franchisee’s intent to conduct Master Franchisee’s business under the name “Power Smoothie CaféTM”. Promptly upon the termination of this Agreement for any reason whatsoever Master Franchisee shall execute and file such documents as may be necessary to revoke or terminate such assumed name registration, and if Master Franchisee fails to promptly execute and file such documents as may be necessary to effectively revoke and terminate such assumed name registration, Master Franchisee hereby irrevocably appoints Power Smoothie as Master Franchisee’s attorney-in-fact to do so for and on the behalf of Master Franchisee. 7.7 Master Franchisee acknowledges that substantial confusion will exist among the public if, after the termination of this Agreement, Master Franchisee continues to use the telephone number(s) listed in any telephone directory under the name “Power Smoothie CaféTM”. or some other name confusingly similar thereto. Accordingly, effective upon the expiration or termination of this Agreement for any reason whatsoever, Master Franchisee shall direct the telephone company servicing Master Franchisee to disconnect the telephone number listed under the Power Smoothie name in the then-current telephone directory, or transfer such number to Power Smoothie or to such person and location as Power Smoothie directs. If Master Franchisee fails to promptly so direct the telephone company in accordance with Power Smoothie’s instructions, Master Franchisee hereby irrevocably appoints Power Smoothie as attorney-in-fact to direct the telephone company to make such transfer. Master Franchisee understands and agrees that notwithstanding any billing arrangements with any telephone company or yellow pages directory company, Power Smoothie shall be deemed for purposes hereof to be the subscriber of such telephone numbers, with full authority to instruct the applicable telephone or yellow pages directory company as to the use and disposition of telephone listings and numbers. Master Franchisee hereby agrees to release, indemnify and hold such companies harmless from any damages or loss on account of following Power Smoothie’s instructions. 7.8 From time to time, in the Manuals, or in directives or bulletins supplemental to them, Power Smoothie may change, improve or modify the Trademarks. Master Franchisee shall accept, use, and display, as may be applicable, such modified Trademarks in accordance with the procedures, policies, rules and regulations contained in the Manuals and within the timeframe specified by Power Smoothie, as though they were specifically set forth in this Agreement. 7.9 Power Smoothie and the Master Franchisee agree that in the event that the Master Franchisee or any of its Subfranchisees shall be enjoined, restrained, or otherwise prevented from operating under the Power Smoothie name or the Trademarks or associated logos in the Territory (collectivelyas a result of a binding order entered by any court of competent jurisdiction, “Nuvios the Master Power Smoothie Café Franchising, Inc. Franchisee and/or its Subfranchisees will promptly remove all signs, logos, property, displays, or other indicia of the Trademarks” . Master Franchisee shall hold Power Smoothie harmless from any claims by the Master Franchisee or its Subfranchisees with respect thereto. 7.10 If Master Franchisee receives notice or is informed or learns that any third party, which Master Franchisee believes to be unauthorized to use the Trademarks, is using the Trademarks or any variant of them. Master Franchisee shall promptly notify Power Smoothie of the facts relating to such alleged infringing use. Thereupon, Power Smoothie, in its sole and each individually a “Nuvios Trademark”)absolute discretion, shall determine whether it wishes to take any action against such third person on account of such alleged infringement. Unless otherwise agreed Master Franchisee shall have no right to make any demand against any such alleged infringer or to prosecute any claim of any kind or nature whatsoever against such alleged infringer for or on account of such infringement. 7.11 Master Franchisee has no right, title or interest in or to any of the Trademarks, except as granted to it in this Agreement or any subsequent franchise agreement between the Partiesparties. Master Franchisee acknowledges that Master Franchisee now asserts no claim and later shall assert no claim to any goodwill, Ipsen shall not avail itself reputation or ownership of any license on any Nuvios Trademark, shall not register the Trademarks by virtue of Master Franchisee’s licensed or franchised use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same asboth of them, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Productotherwise.

Trademarks. Nuvios (a) The Products shall, except as otherwise provided below, bear only the ** OMITTED PURSUANT TO CONFIDENTIAL TREATMENT REQUEST ** trade names and/or trademarks. Any rights which may accrue from the use of any such trademarks or trade names on such Products shall identify inure to the sole benefit of Buyer. At Buyer's request, the Products may also bear the "Speed Queen" trade names and/or trademarks, in which case all such rights shall continue to inure to the sole benefit of Seller. (b) OMITTED PURSUANT TO CONFIDENTIAL TREATMENT REQUEST ** (c) OMITTED PURSUANT TO CONFIDENTIAL TREATMENT REQUEST ** (d) It is understood and select one agreed that the names and trademarks of each of the parties hereto shall remain such party's sole and exclusive property, and neither Seller nor Buyer nor the divisions, subsidiaries, or more affiliates thereof shall use or authorize the use of trade names or trademarks on Products covered by this contract which are so similar to the names or trademarks of the other party as to be used likely to registercause confusion of origin or otherwise deceive the public. Upon termination or expiration of this Agreement, distribute each party will, upon the request of the other, execute such documents respecting the other's trademarks as might be necessary or desirable to fully restore to the respective parties hereto any and promote Licensed Product all rights which might inadvertently have been lost or jeopardized as a result of operations under this Agreement. (e) OMITTED PURSUANT TO CONFIDENTIAL TREATMENT REQUEST ** (f) Anything to the contrary notwithstanding, in the Territory (collectivelyevent any statute, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Partieslaw, Ipsen shall not avail itself rule or regulation of any license of the states or other jurisdictions in which the Products are sold requires that the name of the manufacturer of Products be indicated or manifested thereon, such identification as is necessary to comply with such statute, law, rule or regulation may be placed on any Nuvios Trademark, shall the Products. (g) Seller agrees not register or to use any Nuvios Trademark and shall not license, register or use any other trademark of Buyer's trademarks or trade name which is the same as, names on or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection with any Licensed Productthe Products except as permitted under this Agreement, except that Ipsen and not to sell or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself dispose of any license on Products bearing any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark of Buyer's trademarks or trade name which is the same asnames to any one other than Buyer, or confusingly similar to, any Ipsen Trademark unless expressly authorized in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Productwriting by Buyer. (h) OMITTED PURSUANT TO CONFIDENTIAL TREATMENT REQUEST **

Trademarks. Nuvios SmarTire acknowledges without reservation that Pirelli S.p.A (“PSPA”), who has granted Pirelli the right to use the Trademarks in several fields, including tyres, is the sole owner of the Trademarks. SmarTire shall identify and select one or more trademarks label the Products for supply to be used to register, distribute and promote Licensed Product Pirelli and/or its designated Affiliates with the Labels bearing the Trademarks in the Territory graphic form indicated in Schedule C and in the manner setforth in Schedule D, attached hereto and an integral part hereof (collectively, “Nuvios Trademarks” and each individually a “Nuvios TrademarkLabeled Products”). Unless In affixing the Trademarks on said Products for supply to Pirelli and/or its designated Affiliates pursuant to this Article 5, SmarTire shall use only the labels bearing the Trademarks which are provided to it by Pirelli (“Labels”). SmarTire shall not, directly or indirectly, reproduce either the Labels or the Trademarks for any reason whatsoever. Labeled Products shall be delivered solely to Pirelli and SmarTire shall not, directly or indirectly, sell, use or make use of Labels or Labeled Products for any purposes other than the supply of said Products to Pirelli. SmarTire shall not, directly or indirectly, make any use of the Trademarks or Labels nor any combination of words together with the Trademarks, except as specifically provided for herein for the supply of Products to Pirelli. SmarTire expressly acknowledges that neither this Agreement nor its use of the Trademarks or Labels hereunder shall by implication or otherwise agreed between the Partiescreate any right, Ipsen shall license, title or interest in or to said Trademarks on SmarTire’s behalf and that SmarTire will not avail itself seek to take any advantage arising out of any license circumstances of law or fact to claim rights on any Nuvios Trademarkthe Trademarks. SmarTire acknowledges (i) the exclusive right, shall not register or use any Nuvios Trademark title and interest of PIRELLI and/or PSPA in and to the Trademarks, and shall not licenseat any time do or cause to be done any act or thing contesting or in any way impairing or tending to impair any part of such right, register or use any other trademark or trade name which is the same astitle and interest, or confusingly similar to, any Nuvios Trademark indicating in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and manner that SmarTire has any ownership in such event, Nuvios shall grant appropriate license free of charge to Ipsen trademarks or Teijin for interest therein and (ii) that any use of such Nuvios Trademark in Japan (except the Trademarks by SmarTire pursuant to this Agreement shall inure to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement exclusive benefit of all Nuvios Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductPSPA.

Trademarks. Nuvios As of the Effective Date Section 9 of the Original Agreement shall identify be amended and select one or more trademarks replaced as follows: 8.1 NNBL shall have the option to be used use AZ Trademark in relation to register, distribute and promote Licensed the Commercialization of Product in the Territory (collectively, “Nuvios Trademarks” and each individually a “Nuvios Trademark”)Territory. Unless otherwise agreed between the Parties, Ipsen The use by NNBL of AZ Trademark shall not avail itself constitute or imply any assignment or transfer of any license on any Nuvios Trademark, goodwill associated with it. Any goodwill accrued in connection with the use of AZ Trademark shall accrue solely to the benefit of AZ. NNBL shall ensure that each reference to and use of AZ Trademark by NNBL in Promotional Materials is acceptable to AZ. 8.2 NNBL shall not register or use any Nuvios challenge the validity of AZ Trademark and shall not licenseaid or assist third parties to do so. Whatever use NNBL makes of AZ Trademark shall inure to the sole and exclusive benefit of the Product in accordance with this Agreement. 8.3 Except as required by applicable Law, register neither Party shall use the other Party’s corporate name, or use any Trademarks of the other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered Party in connection with any Licensed ProductPromotional Materials or publication without the other Party’s prior written consent which shall not be unreasonably withheld. 8.4 In the case of infringement or misuse of AZ Trademark, except if AZ fails to initiate proceedings within three (3) months of NNBL’s notification thereof, NNBL may give AZ notice requesting AZ to take such proceedings within thirty (30) days of the date of this second notice. If AZ fails to initiate such proceedings within such period, NNBL shall be entitled to do so at its own cost and expense in which case it shall have sole conduct of any claim or proceedings. AZ shall, and shall procure that Ipsen or Teijin its Affiliates shall, reasonably assist and cooperate with NNBL in any such claim, provided that NNBL shall pay reimburse AZ for all reasonable out-of-pocket costs and expenses, if any, relating to such assistance and cooperation. Such reasonable assistance and cooperation of AZ and its Affiliates shall include but not be limited to the execution of such documents and the performance of such other acts, including being joined as a party to any proceedings, as may be reasonably required to facilitate such claim, including but not limited to such documents and acts that may, upon NNBL’s request, be required for the registration of NNBL as joint owner of AZ Trademark in the Territory at the trademark office in the relevant countries of the costs Territory. NNBL shall have sole right to settle such proceedings provided such settlement does not directly or indirectly adversely affect AZ’s rights and expenses interests outside of Nuvios the Territory, and shall be entitled to retain any financial payment awarded in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks such proceedings or agreed in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall settlement for its own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Productaccount.

Trademarks. Nuvios shall identify (a) Owner hereby represents and select one or more trademarks to be used to register, distribute and promote Licensed Product in the Territory (collectively, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall not avail itself of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which warrants that Owner is the same as, exclusive owner or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement licensee of all Nuvios Trademarks trademarks, trade names and logos used or registered by Owner in connection with the Owner's Product(s) and that no other person or entity has any Licensed Product, except interest therein that Ipsen or Teijin shall pay for all would limit Owner's and/or BMG's use of the costs same as provided for herein or give cause to a bona fide infringement and/or unfair competition claim by such person or entity against Owner and/or BMG. BMG hereby recognizes the rights of Owner to all such trademarks, trade names and expenses of Nuvios logos and BMG agrees not to use any such trademarks, trade names and logos in connection with procuringthe marketing and sale of Owner's Product(s), registeringor as part of BMG's trade name or in any other manner, maintaining without the prior written consent of Owner (which shall not be unreasonably withheld). Owner's submission of any "Materials" which includes trademarks, trade names and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks logos will be deemed to be used instructions to registerBMG for BMG to use such trademarks, distribute trade names and promote such Licensed Product under Ipsen Regulatory Approvals logos as submitted. The use of Owner's trademarks, trade name, and/or logos by BMG shall not confer any ownership rights to BMG in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all the same. Upon the termination or expiration of the provisions Term and at Owner's request BMG shall quitclaim to Owner in a form (satisfactory to BMG) submitted by Owner to BMG all rights that BMG may have acquired in the same by operation of law or otherwise. (i) No trademark, trade name, service ▇▇▇▇ or logo (including the BMG logo) owned and/or exclusively controlled by BMG will be used by Owner without BMG's express written consent and license to use same and then only in accordance with BMG's specific instructions and requirements (e.g., the following trademark legend must appear (in the place and in the size and prominence specified by BMG) if and when BMG consents to Owner's use of the first paragraph BMG trademark: "BMG (or the "BMG logo", whichever is applicable) is a trademark of BMG Music"). Any unauthorized manufacture, duplication or distribution of BMG's property (including, without limitation, its copyrights and trademark rights and interests) will be considered nothing less than copyright infringement, trademark infringement, misrepresentation and unfair competition in violation of federal and state laws and BMG will seek the appropriate judicial relief. (ii) BMG hereby consents to Owner's use of the BMG trademark: "BMG" or the "BMG Logo", whichever is applicable on Owner's Product(s) in strict compliance with the trademark requirements set forth on Exhibit C attached hereto and by this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Productreference incorporated herein.

Trademarks. Nuvios (a) Foamix shall identify own and select one retain all right, title, and interest in and to all trademarks associated with any Licensed Product that are owned or more trademarks Controlled by Foamix worldwide (each, a “Licensed ▇▇▇▇”). Foamix shall register and maintain all Licensed Marks at Foamix cost and expense, and all goodwill in any such Licensed ▇▇▇▇ shall accrue to be used Foamix. Foamix hereby grants Cutia an exclusive (even as to registerFoamix), distribute sublicensable right to use all Licensed Marks to Develop, Commercialize, and promote Manufacture Licensed Products in the Field in the Cutia Territory. Cutia shall, and shall ensure that its Affiliates and its and their respective sublicensees, use the Licensed Marks solely in connection with the Development, Commercialization, and Manufacture of Licensed Products in the Field in the Cutia Territory. For clarity, Foamix has no obligation to register or maintain any trademark in the Cutia Territory. (b) Cutia may brand Licensed Products in the Cutia Territory using trademarks, logos, and trade names it determines appropriate for Licensed Products, which may vary by Region or within a Region (the “Product Marks”). Cutia shall own all rights in the Product Marks in the Cutia Territory and shall register and maintain the Product Marks in the Cutia Territory that it determines reasonably necessary, at Cutia’s cost and expense. Cutia shall consult with Foamix and consider Foamix’s comments in good faith in the selection and design of the Product Marks. (c) During the Term, Cutia may request in writing a transfer of ownership of any Licensed ▇▇▇▇ in the Cutia Territory from Foamix to Cutia. Foamix shall review such request in good faith, and within thirty (30) days of receipt of Cutia’s request to transfer ownership of such Licensed ▇▇▇▇, Foamix may, at its sole discretion, approve such request and submit to Cutia a written invoice for all past preparation, filing, prosecution, and maintenance costs incurred by Foamix with respect to such approved Licensed ▇▇▇▇. Cutia shall pay the invoiced amount to Foamix within thirty (30) days of receipt of such invoice. Upon full payment of the invoiced amount pursuant to this Section 9.6(b), Foamix hereby transfers and assigns all its right, title, and interest in and to such Licensed ▇▇▇▇ in the Cutia Territory to Cutia. (d) Notwithstanding anything to the contrary, to the extent required by Law, (i) Cutia may include Foamix’s name and corporate logo on the Licensed Product label, 222330578 v11 packaging, promotional/marketing materials to indicate that the Licensed Product is in-licensed from Foamix, and shall display Foamix’s name and corporate logo with equal prominence and comparable size, resolution, print quality, and location, as instructed by Foamix from time to time, as Cutia’s name and corporate logo is displayed, and (ii) Foamix hereby grants to Cutia a non-exclusive, fully paid-up, royalty free, sublicensable license to use Foamix’s name and corporate logo for the Commercialization of the Licensed Product in the Cutia Territory (collectively, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall not avail itself of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection consistent with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Product9.6(d).

Trademarks. Nuvios a. Distributor acknowledges HBC’s exclusive right, title, and interest in and to the Trademarks and trade names, whether or not registered, patents and patent applications (“Patents”), copyrights (“Copyrights”) and trade secrets and know-how (“Know-How”) which HBC may have at any time *** Portions hereof have been omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment in accordance with Rule 24b-2 of the Securities Exchange Act of 1934, as amended. created, adopted, used, registered, or been issued in the United States of America or in any other location in connection with HBC’s business or the Products and Distributor shall identify and select one not do, or more trademarks cause or permit to be used done, any acts or things contesting or in any way impairing or tending to registerimpair any portion of HBC’s right, distribute title, and promote Licensed Product interest in and to the Trademarks, trade names, Patents, Copyrights, and Know-How. b. Distributor shall not use any trademark, name, brand name, logo or other production designation or symbol in connection with Products other than the Trademarks. Distributor acknowledges that it has no right or interest in the Trademarks (except as expressly permitted hereunder) and that any use by Distributor of the Trademarks will inure solely to HBC’s benefit. Distributor may only use the Trademarks in strict accordance with HBC’s policies and instructions, and HBC reserves the right, from time to time and at any time, at its discretion, to modify such policies and instructions then in effect. c. Any proposed use by Distributor of the Trademarks (to the extent that it either has not been previously approved by HBC in writing or differs materially from a use previously approved by HBC in writing) shall be subject to the prior written consent of HBC, which HBC may withhold in its sole and absolute discretion. Distributor shall submit to HBC in writing each different proposed use of the Trademarks in any medium. d. Distributor shall not at any time alter the Trademarks or the packaging of Products, use the Trademarks for any purpose other than the promotion, advertising and sale of Products hereunder, or challenge the validity, or do or refrain from doing any act which might result in impairment of the value, of the Trademarks. Distributor shall not cause or permit its business name to include any of the Trademarks or its business to be operated in a manner which is substantially associated with any of the Trademarks. e. In advertising, promotions or in any other manner so as to identify Products, Distributor shall clearly indicate HBC’s ownership of the Trademarks. Distributor further agrees that before distributing or publishing any sales literature, promotional or descriptive materials, HBC shall have the right, upon request, to inspect, edit and approve such materials which illustrate, describe or discuss the Products. Distributor shall comply with any Trademark usage guidelines that HBC provides to it in writing. f. Upon the termination of this Agreement, Distributor shall cease and desist from any use of the Trademarks and any names, marks, logos or symbols similar thereto and the use of any Patents, Copyrights and Know-How. g. Distributor shall (i) notify HBC of any actual or suspected misuse or infringement of any Trademark, brand name, logo or other production designation or symbol in the Territory, (ii) at HBC’s expense and upon HBC’s request, assist in such legal proceedings as HBC will deem necessary for the safeguard of any Trademark, brand name, logo or other production designation or symbol in the Territory, and execute and deliver in accordance with HBC’s request such documents and instruments as may be necessary or appropriate in the conduct of such proceedings, and (iii) at HBC’s expense, assist HBC in the registration and/or renewal of registration of any Trademark, brand name, logo or other production designation or symbol in the Territory as HBC may determine to be necessary or desirable, and execute such documents and instruments as may be necessary to register or to apply for the registration (collectively, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall not avail itself or registration renewal) of any license on any Nuvios such Trademark, shall not register brand name, logo or use any Nuvios Trademark and shall not license, register other production designation or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Productsymbol.

Trademarks. Nuvios (a) Each Party and its Affiliates shall identify retain all right, title and select one or more trademarks interest in and to be its and their respective corporate names and logos. (b) Unless otherwise agreed in writing by the Parties, AMAG shall own (i) the Trademark for all representations of the name and logo of the Product that are used in the AMAG Territory, and (ii) the trade dress related to registerthe Product that is used in the AMAG Territory, distribute each of (i) and promote Licensed (ii) on a worldwide basis. (c) Norgine shall own all Trademarks and trade dress with respect to the Product in the Norgine Territory that are not owned by AMAG pursuant to Section 12.7(b) (collectivelyeach, “Nuvios Trademarks” and each individually a “Nuvios Norgine Controlled Trademark”). Unless otherwise agreed between . (d) The Party owning a Trademark pursuant to this Section 12.7 shall be exclusively entitled to register and be the Parties, Ipsen shall not avail itself owner of any license on any Nuvios Trademark, shall not register the domain names corresponding to or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios containing such Trademark in any countrygeneric Top Level Domains (gTLDs), including the new and to be introduced gTLDs, except Japan where Ipsen that Norgine shall be exclusively entitled to register and be the owner of the domain names corresponding to or Teijin may use the Nuvios Trademark and in containing such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan the Norgine Territory. The Party owning a Trademark shall also own all goodwill associated therewith throughout the world. (except e) Norgine and its Related Parties shall use Commercially Reasonable Efforts to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance comply with AMAG’s trademark style and enforcement of all Nuvios Trademarks used or registered usage standards communicated to Norgine from time to time in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all Norgine and its Related Parties’ use of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such AMAG Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided thatthat if AMAG communicates any changes to such standards, in identifying, selecting, registering and/or using any Norgine shall use reasonable efforts to implement such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that changes if such changes are applicable reasonable and do not require Norgine to Ipsenincur more than de minimis costs. Unless otherwise agreed between the Parties, Nuvios Norgine and its Related Parties shall not avail itself use any AMAG Licensed Trademark to identify any product other than the Product. (f) If either Party becomes aware of any license on infringement of any Ipsen TrademarkAMAG Licensed Trademark or Norgine Controlled Trademark by a Third Party, such Party shall not register or use any Ipsen Trademark promptly notify the other Party. The Parties shall cooperate and shall not license, register or use any inform each other trademark or trade name which of relevant activities in their respective territory and consider in good faith the other Party’s feedback if there is the same as, or confusingly similar to, any Ipsen Trademark in Francepotential for an impact to the other Party’s territory. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Product.ACTIVE/105730326.3

Trademarks. Nuvios (a) Subject to Section 9.4(c) below, Terns shall identify Commercialize the Licensed Products in the Field in the Terns Territory under any trademark owned or Controlled by Terns (the “Terns Product ▇▇▇▇”); provided that, prior to finalizing any Terns Product ▇▇▇▇, Terns shall provide Genfit with such proposed trademark and select one related trade dress and shall reasonably consider in good faith Genfit’s comments with respect thereto. Terns shall, and shall cause its Affiliates and Sublicensees to, use the Terns Product ▇▇▇▇ solely in connection with the Development, Manufacturing, and Commercialization of the Licensed Products in the Field in the Terns Territory. Terns shall own all rights in the Terns Product ▇▇▇▇, and all goodwill in the Terns Product ▇▇▇▇ shall accrue to Terns. Terns shall register and maintain, at Terns’ cost and expense, the Terns Product Marks in the Terns Territory. (b) Subject to Section 9.4(c) below, Terns shall have the right to brand the Licensed Products in the Field in the Terns Territory with those trademarks of Terns that are associated with Terns’ name or more identity (“Terns Housemarks”). Terns shall own all rights in the Terns Housemarks, and all goodwill in the Terns Housemarks shall accrue to Terns. (c) In connection with Terns’ use of any Terns Product ▇▇▇▇ or Terns Housemark, subject to Section 9.6(d), Terns shall not, and shall cause its Affiliates and their respective Sublicensees to not: (i) make any use of trademarks that are confusingly similar to be used any trademarks or housemarks of Genfit or its Affiliates (including the corporate name of Genfit or any of its Affiliates), without the prior written consent of Genfit; or (ii) use any trademarks, other than the Terns Product Marks and the Terns Housemarks, in connection with the Commercialization of Licensed Products in the Field in the Terns Territory, without the prior written consent of Genfit. (d) Notwithstanding anything to registerthe contrary, distribute to the extent required by applicable Laws, (i) Terns may include Genfit’s name and promote corporate logo on the Licensed Product label, packaging, promotional/marketing materials to indicate that the Licensed Product is in-licensed from Genfit, and shall display Genfit’s name and corporate logo with equal prominence and comparable size, resolution, print quality, and location, as instructed by Genfit from time to time, as Terns’ name and corporate logo is displayed, and (ii) Genfit hereby grants to Terns a non-exclusive, fully paid-up, royalty free, sublicensable license to use Genfit’s name and corporate logo for the Commercialization of the Licensed Product in the Territory (collectivelyTerns Territory, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall not avail itself of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in consistent with the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Productforegoing.

Trademarks. Nuvios (a) Sublicensee may utilize, in connection with the manufacture, marketing, distribution and sale of the Products, the EARTHSHELL-TM- trademark, and such other trade names, trademarks, service marks, slogans and logo marks that may be designated in writing by ECC to Sublicensee prior to commercial production of the Products by Sublicensee or from time to time thereafter (collectively the "Trademarks"). (b) To the extent Sublicensee elects to use the Trademarks on or in connection with manufacture, marketing, distribution, use and/or sale of Products hereunder, Sublicensee shall identify be entitled to receive an advertising allowance credit equal to Two Percent (2%) of the Net Sale Price of such Products that bear the Trademarks. To qualify for the aforementioned advertising allowance credit, Sublicensee shall submit to ECC written documentation, reasonably satisfactory to ECC, of sales by Sublicensee of Products that bear the Trademarks, and select one ECC shall credit the appropriate amount against future royalties payable by Sublicensee hereunder. (c) To the extent Sublicensee elects to use the Trademarks on or more trademarks in connection with the marketing, distribution, use and/or sale of the Products, the specific placement, size, and detail of the Trademarks on the Product must be approved by ECC, but shall not be required to be used placed on the Products in such a size, placement, detail or configuration so as to registerimpair the marketability of the Product. In addition, distribute on any Products manufactured, marketed, distributed and promote Licensed Product in sold by Sublicensee and bearing any Trademark, Sublicensee shall also include the Territory following legend: "This product is manufactured by ___________________________ under license from EarthShell Container Corporation." (collectivelyd) In connection with any use of the Trademarks by Sublicensee, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen Sublicensee shall not avail itself of in any license on manner represent that it has any Nuvios Trademark, shall not register or use any Nuvios Trademark ownership interest therein and shall not licensechallenge or impugn the ownership of the Trademarks. Sublicensee acknowledges that use of the Trademarks shall not create in its own favor any right, register or use any other trademark or trade name which is the same astitle, or confusingly similar to, any Nuvios Trademark interest in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided Trademarks, but that all uses of these marks by Sublicensee shall inure to the benefit of ECC or its Licensor. Sublicensee shall cooperate with ECC or its Licensor in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance execution of any appropriate and enforcement of all Nuvios Trademarks used or registered necessary documents in connection with the registration of any Licensed ProductTrademark. Upon termination of this Agreement, except that Ipsen or Teijin Sublicensee shall pay for all cease and desist from use of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one any way, including any word or more trademarks phrase that is similar to or likely to be used to register, distribute and promote confused with such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided thatmarks. However, in identifyingthe event of termination, selectingSublicensee shall have the right to sell at market price existing stock and inventory of manufactured Products for a period of one hundred and eighty days and thereafter shall deliver to ECC or its duly authorized representative all materials upon which the Trademarks appear. (e) All Products produced pursuant to this Agreement bearing any Trademark shall be produced in compliance with the specifications and procedures set forth in the ECC Quality Standards Manual. Sublicensee shall permit ECC to conduct periodic inspections/audits to ensure compliance with the ECC Quality Standards Manual. (f) Should any Product bearing any Trademark that is manufactured, registering and/or using sold or otherwise commercialized by Sublicensee contain any material defect in its appearance or function, Sublicensee shall cease any further manufacture, sale or other commercialization of such Ipsen TrademarkProduct containing such material defect. Unless Sublicensee corrects such defect within a reasonable time following its discovery by or disclosure to Sublicensee, Ipsen complies with all Sublicensee shall be in breach of the provisions of the first paragraph a material obligation of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductAgreement.

Trademarks. Nuvios (a) KHK shall identify have the right to Develop, Package and Commercialize the Products in the Field in the Territory under trademarks of its choice that it registers (“KHK Trademarks”); provided, that KHK may not include in any such trademarks any corporate names or any reference to any products of MEI or any of its Affiliates or licensees without the prior written consent of MEI. In addition, KHK shall have an option to select one trademark(s) registered or more created by MEI (“MEI Trademarks”) for use with the Product and MEI shall grant KHK an exclusive (even as to MEI), royalty-free, fully-paid, license, with the right to grant sublicenses through multiple tiers, to use such trademarks in connection with Developing, Packaging or Commercializing Products in the Territory during the Term. In connection with the foregoing, upon KHK’s reasonable request from time-to-time, MEI shall provide KHK a list of MEI Trademarks (and not including the “MEI” corporate ▇▇▇▇ or other marks that are not exclusively used in connection with Products) including registration number, class and product/service. If KHK decides to be used licensed MEI Trademarks to registerDevelop, distribute Package and promote Licensed Commercialize the Product in the Field in the Territory, KHK shall provide a notice to MEI it wishes to be licensed such MEI Trademarks. MEI shall use Commercially Reasonable Efforts to have MEI Trademarks and its local transliterations (KATAKANA character trademark) registered, filed, maintained and renewed in the Territory at MEI’s cost upon KHK’s request, and shall keep KHK reasonably informed of the completion of such registration process and provide KHK with updated list of registration numbers for such MEI Trademarks in the Territory. KHK acknowledges and agrees that it has no rights to the KHK Trademarks outside of the Territory and that, as between the Parties, MEI is free to use the KHK Trademarks outside of the Territory. In addition, MEI will have the right to use the KHK Trademark in the Territory to the extent necessary to perform its obligations under this Agreement. (b) In the event that either MEI or KHK becomes aware of any infringement or threatened infringement by a Third Party of any MEI Trademark or KHK Trademark in the Territory (collectively, “Nuvios Trademarks” and each individually a “Nuvios TrademarkTrademark Infringement”), it will promptly notify the other Party in writing to that effect. Unless otherwise agreed Any such notice shall include evidence to support an allegation of infringement or threatened infringement, or declaratory judgment or equivalent action, by such Third Party. (i) MEI shall have the right, as between KHK and MEI, but not the Partiesobligation, Ipsen shall not avail itself to bring an appropriate suit or take other action against any Person engaged in, or to defend against, a Trademark Infringement in the Field of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own andMEI Trademarks, at its cost, own expense and by counsel of its own choice. KHK shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all of have the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own andright, at its costown expense, to be represented in any such action by counsel of its own choice, and KHK and its counsel will reasonably cooperate with MEI and its counsel in strategizing, preparing and prosecuting any such action or proceeding. If MEI fails to bring an action or proceeding with respect to such Trademark Infringement of any MEI Trademark in the Territory, each party shall be responsible for procurementdiscuss possible action against the Trademark Infringement. (ii) KHK shall have the right, maintenance as between KHK and enforcement MEI, but not the obligation, to bring an appropriate suit or take other action against any Person engaged in, or to defend against, a Trademark Infringement in the Field of all Ipsen Trademarks used or registered in connection with any Licensed ProductKHK Trademarks, at its own expense and by counsel of its own choice.

Trademarks. Nuvios shall identify (i) The Grantor will, with respect to each Product Trademark identified in EXHIBIT C hereto as it may be amended, supplemented or otherwise modified from time to time, take reasonable steps to monitor its portfolio of trademarks, and select one for each Product Trademark set forth on EXHIBIT C, the Grantor will (i) continue to use or more trademarks have used such Product Trademark to be used the extent necessary to registermaintain such Product Trademark in full force free from any claim of abandonment for non-use, distribute and promote Licensed Product (ii) maintain as in the Territory past the quality of products and services offered under such Product Trademark to the extent appropriate, (collectivelyiii) employ such Product Trademark with the appropriate notice of registration, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall (iv) not avail itself of any license on any Nuvios Trademark, shall not register adopt or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name mark which is co▇▇▇▇ingly similar or a colorable imitation of such Product Trademark unless the same asSecured Parties shall obtain a perfected Security Interest in the Company's interest in such mark pursuant to this Pate▇▇ ▇nd Trademark Security Agreement, junior only in priority to the Prior Liens, and (v) not do any act or knowingly omit to do any act whereby any such Product Trademark may become invalidated, abandoned, rendered unenforceable or otherwise diminish Grantor's rights therein. (ii) The Grantor will promptly notify the Secured Parties if any application or registration relating to any Product Trademark may become opposed, abandoned, canceled or dedicated to the public, or confusingly similar toof any adverse determination or development (including, without limitation, the institution of, or any such determination or development in, any Nuvios proceeding in the United States Patent and Trademark Office or any court or tribunal in any country) regarding the validity, except Japan where Ipsen enforceability or Teijin may use the Nuvios Trademark and Grantor's ownership interest in such eventProduct Trademark; or its right to register the same or to keep and maintain the same. (iii) The Grantor will, Nuvios at Grantor's expense, with respect to any Product Trademark or Product Trademark Application that is registered or for which an application for registration is filed after the date hereof, promptly (i) take all actions necessary so that the Secured Parties shall grant appropriate license free obtain a perfected Security Interest in such Product Trademark or Product Trademark Application and (ii) provide to the Secured Parties an updated version of charge EXHIBIT C and/or EXHIBIT D listing all registered Product Trademarks and Product Trademark Applications in which the Grantor has an interest. With respect to Ipsen this paragraph 4(j)(iii), an Event of Default is continuing if after a period of 30 days following the mailing of the Certificate of Registration or Teijin 30 days following receipt of a filing receipt that identifies the serial number thereof, Grantor has not provided notice thereof to the Secured Parties. (iv) Upon request of the Secured Parties, the Grantor shall execute and deliver any and all agreements, instruments, documents, and papers as the Secured Parties may request to evidence the Secured Parties' Security Interest in any Product Trademark set forth on EXHIBIT C and the goodwill and general intangibles of the Grantor relating thereto or represented thereby, and the Grantor hereby constitutes the Secured Parties their attorney-in-fact to execute and file all such writings for use the foregoing purposes, all acts of such Nuvios attorney being hereby ratified and confirmed; such power being coupled with an interest is irrevocable until the Grantor shall have paid and performed in full all of the Obligations. (v) The Grantor will, at Grantor's expense, take all reasonable and necessary steps, including, without limitation, in any proceeding before the United States Patent and Trademark in Japan Office to maintain and pursue each Product Trademark Application (except and to obtain the extent provided relevant registration) and to maintain the registration of the Product Trademarks, including, without limitation, filing of applications for renewal, affidavits of use and affidavits of incontestability. (vi) In the event that Grantor believes that any Product Trademark included in the next sentence). Nuvios Collateral has been infringed, misappropriated or diluted by a third party, the Grant shall, within 10 days of forming such belief, send a written notice to such third party demanding that they cease such infringement, misappropriation or dilution, and the Grantor shall own notify the Secured Parties and, if appropriate in Grantor's sole discretion, at its costown expense, shall be responsible sue for procurementinfringe▇▇▇t, registrationmisappropriation or dilution, maintenance seeking injunctive relief where appropriate and enforcement of to recover any and all Nuvios Trademarks used damages for such infringement, misappropriation or registered in connection with any Licensed Productdilution, except that Ipsen or Teijin shall pay for all of take such other action as the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided thatGrantor reasonably, in identifyingits sole discretion, selectingdeems appropriate under the circumstances to protect such Trademark. With respect to this paragraph, registering and/or using any such Ipsen Trademark, Ipsen complies with all an Event of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself Default is continuing if a copy of any license on any Ipsen Trademarkwritten notice of infringement, shall misappropriation or dilution is not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is been provided to the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductSecured Parties within 20 days following the date such communication was supposed to have been provided to the infringing party.

Trademarks. Nuvios i) NDN shall identify be the sole and select one exclusive owner or, if applicable, licensor of any Trademarks related to the Licensed Content or more trademarks any Intellectual Property associated therewith. All representations of such Trademarks that Company intends to use shall first be used submitted to register, distribute and promote Licensed Product in the Territory NDN for approval (collectively, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen which shall not avail itself be unreasonably withheld, conditioned or delayed) of design, color and other details or shall be exact copies of those used by NDN. In addition, Company shall fully comply with all reasonable guidelines, if any, communicated by NDN concerning the use of any license on any Nuvios Trademark, Trademarks. At no time during or after the term of this Agreement shall not register Company challenge or use any Nuvios Trademark and shall not license, register assist others to challenge NDN’s or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan its licensors’ Trademarks (except to the extent provided in such restriction is expressly prohibited by applicable law) or the next sentence)registration thereof or attempt to register any Trademarks confusingly similar to those of NDN or its licensors. Nuvios Upon termination of this Agreement, Company shall own and, at immediately cease use of all NDN's and its cost, licensors’ Trademarks hereunder. ii) Company shall be responsible the sole and exclusive owner of any Trademarks associated therewith. All representations of such Trademarks that NDN intends to use shall first be submitted to Company for procurementapproval (which shall not be unreasonably withheld, registrationconditioned or delayed) of design, maintenance color and enforcement other details or shall be exact copies of those used by Company. In addition, NDN shall fully comply with all reasonable guidelines, if any, communicated by Company concerning the use of any Trademarks. At no time during or after the term of this Agreement shall NDN challenge or assist others to challenge Company’s Trademarks (except to the extent such restriction is expressly prohibited by applicable law) or the registration thereof or attempt to register any Trademarks confusingly similar to those of Company. Upon termination of this Agreement, NDN shall immediately cease use of all Nuvios Company’s Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Producthereunder.

Trademarks. Nuvios (a) Licensor warrants and represents to Licensee that Licensor is the owner of all right, title and interest in and to the registrations of the Licensed Marks in International Class 3 in the jurisdictions set forth in the annexed SCHEDULE 5.1, and Licensor has no knowledge that the Licensed Marks infringe upon any other trademark. The rights granted Licensee in this Agreement are exclusive and have not been granted to any third party. Licensee acknowledges that Licensor is the owner of all right, title and interest in and to the Licensed Marks and is also the owner of the goodwill attached or which shall identify become attached to the Licensed Marks in connection with the business and select one good will in relation to which the same have been, are or more trademarks shall be used. Sales by Licensee shall be deemed to be used have been made by Licensor for purposes of trademark registration and all uses of the Licensed Marks by Licensee shall inure to registerthe benefit of Licensor. (b) At Licensor's request, distribute Licensee shall execute any documents, including registered user agreements, reasonably required by Licensor to confirm Licensor's ownership of all rights in and promote to the Licensed Product Marks in each jurisdiction in the Territory (collectively, “Nuvios Trademarks” and each individually a “Nuvios Trademark”)the respective rights of Licensor and Licensee pursuant to this Agreement. Unless otherwise agreed between the Parties, Ipsen Licensee shall not avail itself of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered cooperate with Licensor in connection with any the filing and prosecution by Licensor of applications in Licensor's name to register the Licensed ProductMarks for Products in each jurisdiction in the Territory and the maintenance and renewal of such registrations as may issue. For each Licensed ▇▇▇▇, except that Ipsen or Teijin Licensor shall pay for all of bear the first ______* in costs and expenses associated with such filings, and Licensee shall bear the excess costs, if any. Licensee shall not use any Licensed ▇▇▇▇, nor may any Products bearing such Licensed ▇▇▇▇ be advertised, marketed or offered for sale in any country where such Licensed ▇▇▇▇ has not been registered in International Class 3 or an application for such registration has not been filed. (c) Licensee covenants and agrees with Licensor that Licensee and its Affiliates shall use the Licensed Marks in each jurisdiction in the Territory in compliance with the legal requirements in such jurisdiction. Neither Licensee nor its Affiliates shall challenge Licensor's ownership of Nuvios or the validity of any Licensed ▇▇▇▇ or any New ▇▇▇▇ or any application for registration thereof, or any trademark registration thereof, or any rights of Licensor therein; and this obligation shall survive the expiration or termination of this Agreement. *Excised. (d) Licensor agrees that at the request and expense of Licensee, but subject to the approval of Licensor, Licensor shall use its good faith efforts to create or obtain and register one (1) or more New Marks in the name of Licensor or an Affiliate of Licensor for use in connection with procuringthe marketing, registering, maintaining distribution and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all sale of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductProducts.

Trademarks. Nuvios 5.1 The parties acknowledge that the GNI Marks are trademarks or service marks owned or controlled by GNI and that all goodwill generated by RII's use of the GNI Marks shall identify inure to GNI's benefit or to the benefit of the GNI Marks' owner, as the case may be. Nothing contained herein shall constitute an assignment of the GNI Marks or grant to RII any right, title or interest therein, except as specifically set forth herein. RII shall maintain GNI's quality standards with respect to its use of the GNI Marks, and select one otherwise use the GNI Marks subject to any reasonable restrictions or more trademarks requirements established by GNI from time to time. In the event that RII shall obtain any proprietary right in any GNI Marks, as a result of the exercise by RII of any right granted to it hereunder, such proprietary right shall immediately vest in GNI, however, RII shall be used authorized to register, distribute and promote Licensed Product use such new proprietary right as though same had specifically been included in the Territory (collectively, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen this Agreement. 5.2 RII shall not avail itself of file any license on application in any Nuvios Trademark, shall not country to register or use any Nuvios Trademark and shall not license, register or use any other a trademark or trade name which that is the same as, or confusingly similar to, or misleading with respect to the GNI Marks or any Nuvios Trademark other trademark of GNI, without GNI's prior approval. If any application for registration is filed in any countrycountry by RII in contravention of this Section 5.2, except Japan where Ipsen GNI shall have the right to take appropriate action against RII, including seeking injunctive relief, to prohibit or Teijin otherwise restrain RII's use of the infringing ▇▇▇▇. 5.3 RII shall furnish GNI proofs of all materials bearing any GNI Marks licensed hereunder by such GNI (including, without limitation, printed or electronic copies of all GNI Internet Sites advertising and publicity materials). RII shall not authorize full-scale production of any such material until obtaining GNI's approval in each instance, which approval(s) shall not be unreasonably withheld. Approval by GNI shall not relieve RII of any of its warranties or obligations under this Agreement and all materials that bear any GNI Marks shall strictly conform to the samples and proofs approved by GNI. Samples and materials to be approved by GNI shall be submitted to such person that may use be designated in writing by GNI. 5.4 In the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free event that RII learns of charge to Ipsen any infringement or Teijin threatened infringement of the GNI Marks licensed for use under this Agreement, or that any Person claims or alleges that the such trademarks or logos are liable to cause deception or confusion to the public, RII shall immediately notify GNI of the substance of any such infringement, claim or allegation thereof, and, in the case of any infringing use, GNI shall take all steps necessary so as to cause the cessation of such Nuvios Trademark use. 5.5 Upon the expiration or termination of this Agreement, RII shall cease all use of the GNI Marks and Related Content, as soon as commercially and technically practicable, but in Japan no event later than twenty (except 20) business days and shall remove or erase the GNI Marks and Related Content from the RII Network, and from any advertising and promotional materials, as soon as commercially and technically practicable, given customary Internet business practices, but in no event shall any such material remain on the RII Network more than thirty (30) business days after expiration or notice of termination, as applicable, and at GNI's request, RII shall certify in writing to GNI such removal or erasure. RII shall use a good faith effort to remove or erase GNI Marks and Related Content from any other sites or places not listed in the preceding sentences as soon as commercially and technically practical. 5.6 RII shall cause the trademark notice "(R)" or "(SM)" and/or the legend "[▇▇▇▇] is a trademark of GNI and is used under license" and/or such other legend as requested by GNI from time to time, to appear on promotional materials and, to the extent provided in the next sentence). Nuvios shall own andconsistent with general Internet practices, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used on or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), services provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Productby RII.

Trademarks. Nuvios Cue Product Trademarks. As between the Parties, Cue shall identify have sole discretion and select one or more right over the selection, registration, prosecution, defense, maintenance, and enforcement of trademarks to be used to register, distribute and promote Licensed in connection with each Collaboration Product in the Cue Territory (collectively, the “Nuvios Cue Product Trademarks” ”) at its sole cost and each individually a “Nuvios Trademark”)expense. Unless otherwise agreed between LGC acknowledges and agrees that: (i) Cue shall be the Partiessole and exclusive owner of all Cue Product CONFIDENTIAL PORTIONS OF THIS AGREEMENT HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR SUCH PORTIONS. ASTERISKS DENOTE OMISSIONS. Trademarks; (ii) Cue or its Affiliates shall own all worldwide right, Ipsen title, and interest in and to the Cue Product Trademarks, all corresponding trademark applications and registrations thereof, and all common law rights thereto; (iii) all goodwill of the business associated with or symbolized by the Cue Product Trademarks shall inure to the benefit of Cue; (iv) LGC will not avail itself of take any license on any Nuvios Trademarkaction inconsistent with such ownership, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided necessary, at Cue’s request, will cooperate with and assist Cue with efforts to obtain worldwide registrations for the Cue Product Trademarks; (v) if at any time LGC acquires any rights in the next sentence). Nuvios Cue Product Trademarks, or trademark applications or registrations for the Cue Product Trademarks, then immediately upon Cue’s request and at no expense to Cue, LGC shall own andassign all such rights, applications, registrations or domain names to Cue; and (vi) LGC shall cooperate with Cue to defend the Cue Product Trademarks, to the extent necessary, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductCue’s expense.

Trademarks. Nuvios (i) Licensee agrees that it will cause to appear indelibly and legibly on each of the Licensed Product(s) and all advertising material, tags, labels and devices bearing the Licensed Property, the following notice or such other notice as may be approved or required by Licensor: (TM) & (C) 200X WARNER BROS. (IN THE US AND CANADA) (TM) &(C) 200X VILLAGE ROADSHOW FILMS (BVI) LIMITED. (IN ALL OTHER TERRITORIES) (The year date shall identify be as instructed by Licensor) (ii) Licensee further agrees that it will not apply for or seek to obtain trademark registration for the Licensed Property and select one that Licensor may, at its option, apply for and obtain in its own name trademark registrations for the Licensed Product(s), and that, upon request, Licensee will furnish necessary specimens or more trademarks to be used to registerfacsimiles for such purpose free of cost, distribute and promote as well as evidence of the date of first shipment or sale of each Licensed Product in interstate or foreign or other federally regulable U.S. commerce and, if earlier, also in intrastate commerce. (iii) Licensee agrees that if Licensee receives knowledge of the Territory (collectivelyuse of the Licensed Property by anyone other than Licensee on Licensed Product(s) or products confusingly similar thereto, “Nuvios Trademarks” Licensee will call such fact to the attention of Licensor. Licensor shall then have the option to institute legal proceedings to prevent such use, and each individually a “Nuvios Trademark”). Unless otherwise agreed between Licensee shall cooperate and assist in the Parties, Ipsen shall not avail itself prosecution of any license on such action. If demanded by Licensor, Licensee shall join in or cooperate in the prosecution of any Nuvios Trademark, such legal proceeding as may be instituted by Licensor. Any such legal proceedings shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which be solely at Licensor's expense. If Licensee is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and joined in such eventproceeding, Nuvios Licensor shall grant appropriate license free indemnify and hold harmless Licensee from and against any claim, sanction, liability, damages, attorney's fees, judgments or orders of charge to Ipsen or Teijin for use any kind arising out of such Nuvios Trademark in Japan proceeding. ------------------ * Terms represented by this symbol are considered confidential. These confidential terms have been omitted pursuant to a Confidential Treatment Request filed with the Securities and Exchange Commission (except "SEC") pursuant to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all Rule 24b-2 of the costs Securities Exchange Act of 1934, as amended, and expenses of Nuvios in connection have been filed separately with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductSEC.

Trademarks. Nuvios (i) Except with respect to any Trademark that the Borrower shall identify reasonably determine is of negligible economic value to it (and select one so advise the Collateral Agent in writing), the Borrower (either itself or more trademarks through licensees) will, with respect to any Trademark on which a Lien has been or shall be used created pursuant to registerthis Agreement (a "Liened Trademark"), distribute (i) continue to use each Liened Trademark on each and promote Licensed Product every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Liened Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the Territory (collectively, “Nuvios Trademarks” past the quality of products and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall not avail itself of any license on any Nuvios services offered under such Liened Trademark, shall (iii) employ such Liened Trademark with the appropriate notice of registration, (iv) not register adopt or use any Nuvios ma▇▇ ▇hich is confusingly similar or a colorable imitation of such Liened Trademark unless the Collateral Agent, for the benefit of the Secured Parties, shall obtain a perfected security interest in such ma▇▇ pursuant to this Security Agreement, and shall (v) not license, register (and not permit any licensee or use sublicensee thereof to) do any other trademark act or trade name which is knowingly omit to do any act whereby any Liened Trademark may become invalidated. (ii) The Borrower will notify the same asCollateral Agent immediately if it knows, or confusingly similar tohas reason to know, that any application or registration relating to any Liened Trademark may become abandoned or dedicated, or of any adverse determination or development (including, without limitation, the institution of, or any such determination or development in, any Nuvios proceeding in the United States Patent and Trademark Office or any court or tribunal in any country) regarding the Borrower's ownership of any Liened Trademark or its right to register the same or to keep and maintain the same. (iii) Whenever the Borrower, except Japan where Ipsen either by itself or Teijin through any agent, employee, licensee or designee, shall file an application for the registration of any Trademark with the United States Patent and Trademark Office or any similar office or agency in any other country or any political subdivision thereof, the Borrower shall report such filing to the Collateral Agent within fifteen days after the last day of the fiscal quarter in which such filing occurs. Upon request of the Collateral Agent, the Borrower shall execute and deliver any and all agreements, instruments, documents, and papers as the Collateral Agent may use request to create a security interest in its favor for the Nuvios benefit of the Secured Parties in any such Trademark and the goodwill and General Intangibles of the Borrower relating thereto or represented thereby, and the Borrower hereby constitutes and appoints the Collateral Agent its attorney-in-fact to execute and file, in the event of the failure of the Borrower to do so, all such eventwritings for the foregoing purposes, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use all acts of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own andattorney being hereby ratified and confirmed; such power being coupled with an interest, at its cost, it is and shall be responsible for procurement, registration, maintenance irrevocable until the payment in full in cash and enforcement performance of all Nuvios Trademarks used Obligations, the expiration or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for cancellation of all of the costs Bank Letters of Credit and expenses the Merchandise Letters of Nuvios Credit and the termination of the Merchandise Letter of Credit Facility, the Hedging Agreement, the cash management arrangements with the New Cash Management Bank and the Existing Cash Management Banks, the foreign exchange arrangements with the Foreign Exchange Bank and the Commitments. (iv) The Borrower will take all reasonable and necessary steps, including, without limitation, in connection with procuringany proceeding before the United States Patent and Trademark Office, registeringor any similar office or agency in any other country or any political subdivision thereof, maintaining in which the applicable Liened Trademark is used by the Borrower, to maintain and enforcing Nuvios Trademarks pursue each application (and to obtain the relevant registration) and to maintain each registration of the Liened Trademarks, including, without limitation, filing of applications for renewal, affidavits of use and affidavits of incontestability. (v) In the event that any Liened Trademark included in Japan. Ipsen the Collateral is infringed, misappropriated or diluted by a third party, the Borrower shall identify promptly notify the Collateral Agent after the Borrower learns thereof and select one or more trademarks shall, unless the Borrower shall reasonably determine that such Liened Trademark is of negligible economic value to be used the Borrower (which determination the Borrower shall promptly report to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”the Collateral Agent), provided thatpromptly su▇ for infringement, in identifyingmisappropriation or dilution, selectingto seek injunctive relief where appropriate and to recover any and all damages for such infringement, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register misappropriation or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same asdilution, or confusingly similar to, any Ipsen Trademark in France. Ipsen take such other actions as the Borrower shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used reasonably deem appropriate or registered in connection with any Licensed Productthe Collateral Agent may reasonably request under the circumstances to protect such Liened Trademark.

Trademarks. Nuvios shall identify and select one (i) The Grantor (either itself or more trademarks through licensees) will, with respect to each Trademark identified in Exhibit C hereto as it may --------- be amended, supplemented or otherwise modified from time to time, (i) continue to use or have used such Trademark to registerthe extent necessary to maintain such Trademark in full force free from any claim of abandonment for non-use, distribute and promote Licensed Product (ii) maintain as in the Territory (collectively, “Nuvios Trademarks” past the quality of products and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall not avail itself of any license on any Nuvios services offered under such Trademark, shall (iii) employ such Trademark with the appropriate notice of registration, (iv) not register adopt or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name ▇▇▇▇ which is confusingly similar or a colorable imitation of such Trademark unless the same asCollateral Agent, for the ratable benefit of the Holders, shall obtain a first priority perfected security interest in the Company's interest in such ▇▇▇▇ pursuant to this Patent and Trademark Security Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby any such Trademark may become invalidated. (ii) The Grantor will promptly notify the Collateral Agent if any application or registration relating to any Trademark may become abandoned, canceled or dedicated, or confusingly similar toof any adverse determination or development (including, without limitation, the institution of, or any such determination or development in, any Nuvios proceeding in the United States Patent and Trademark Office or any court or tribunal in any country) regarding the Grantor's ownership interest in such Trademark or its right to register the same or to keep and maintain the same. (iii) The Grantor will, except Japan where Ipsen with respect to any Trademark that the Grantor registers after the Closing Date or Teijin any Trademark License that the Grantor acquires after the Closing Date, promptly (i) take all actions necessary so that the Collateral Agent, for the ratable benefit of the Holders, shall obtain a perfected security interest in such Trademark or Trademark License and (ii) provide to the Collateral Agent a revised listing of all registered Trademarks and all Trademark Licenses in which the Grantor has an interest. (iv) Upon request of the Collateral Agent, the Grantor shall execute and deliver any and all agreements, instruments, documents, and papers as the Collateral Agent may use request to evidence the Nuvios Collateral Agent's security interest in any Trademark and in the goodwill and general intangibles of the Grantor relating thereto or represented thereby, and the Grantor hereby constitutes the Collateral Agent its attorney-in-fact to execute and file all such eventwritings for the foregoing purposes, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use all acts of such Nuvios Trademark attorney being hereby ratified and confirmed; such power being coupled with an interest is irrevocable until the Grantor shall have paid and performed in Japan full all of its obligations under the Transaction Documents. (except v) Subject to the extent provided terms of the Trademark License, the Grantor will take all reasonable and necessary steps, including, without limitation, in any proceeding before the United States Patent and Trademark Office to maintain and pursue each application (and to obtain the relevant registration) and to maintain the registration of the Trademarks, including, without limitation, filing of applications for renewal, affidavits of use and affidavits of incontestability. (vi) Subject to the terms of the Trademark License, in the next sentence). Nuvios event that any Trademark included in the Collateral is infringed, misappropriated or diluted by a third party, the Grantor shall own andnotify the Collateral Agent and shall, at its costif appropriate, shall be responsible ▇▇▇ for procurementinfringement, registrationmisappropriation or dilution, maintenance seeking injunctive relief where appropriate and enforcement of to recover any and all Nuvios Trademarks used damages for such infringement, misappropriation or registered in connection with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same asdilution, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Producttake such other action as the Grantor reasonably deems appropriate under the circumstances to protect such Trademark.

Trademarks. Nuvios (a) Bausch Health shall identify have the non-exclusive right, but not the obligation, to use the Licensed Marks in connection with the Development, Manufacture and select one or more trademarks to be used to register, distribute and promote Commercialization of Licensed Product Products in the Licensed Field in the Licensed Territory; provided that, in its sole discretion, Bausch Health may also use other Trademarks of its selection and/or its own corporate Trademarks in connection with such Development, Manufacture and Commercialization of Licensed Products in the Licensed Field in the Licensed Territory (collectivelyprovided, that no such Trademark shall contain the word “Nuvios Trademarks” and each individually a “Nuvios TrademarkEyenovia”). Unless otherwise Eyenovia shall own all rights in and to all Licensed Marks in the Licensed Territory and shall register and maintain the Licensed Marks in the Licensed Territory, at Eyenovia’s cost and expense. Bausch Health shall own all rights in and to all other Trademarks (other than the Licensed Marks) used in the Development, Manufacture and Commercialization of the Licensed Products in the Licensed Field in the Licensed Territory and shall register and maintain such Trademarks in the Licensed Territory, at Bausch Health’s cost and expense. During the Term, Bausch Health agrees (i) to not do anything inconsistent with Eyenovia’s ownership of the Licensed Marks, (ii) to comply with any terms of use for such Licensed Marks mutually agreed to by the Parties, and (iii) that any goodwill associated with the use of Licensed Marks by Bausch Health shall inure solely to the benefit of Eyenovia. (b) At the request of Bausch Health, Eyenovia shall apply for the registration of [ ], in the name of Eyenovia and at Eyenovia’s cost and expense. Once such application has been made [ ], such Trademark will become a Licensed M▇▇▇ for the purposes of this Agreement and Schedule 1.77 shall be automatically amended accordingly and the terms of Section 5.3(a) above shall apply to such Trademark. (c) Eyenovia hereby grants to Bausch the right (and Bausch Health shall hereby have the right, but not the obligation) to apply for the registration of, register and maintain [ ] in the Licensed Territory, in the name of Bausch Health and at Bausch Health’s cost and expense, for use in the Development, Manufacture and Commercialization of the Licensed Products in the Licensed Field in the Licensed Territory. As between the Parties, Ipsen Bausch Health shall own all rights in and to such Trademarks. During the Term, Eyenovia (and its Affiliates) shall not avail itself apply for the registration of any license on any Nuvios Trademark, shall not or register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided [ ] in the next sentence). Nuvios Licensed Territory nor shall own andit grant a Third Party the right or license to use, at its cost, shall be responsible apply for procurement, registration, maintenance and enforcement the registration of all Nuvios Trademarks used or registered register [ ] in connection with any the Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductTerritory.

Trademarks. Nuvios shall identify Each Party (“Licensor”) hereby grants the other Party (“Licensee”) a non-exclusive, non-transferable, non-sublicensable, royalty-free license to use its logos and select one or more trademarks (“Licensed Marks”) in accordance with Licensor’s branding guidelines (the “Guidelines”) solely to be used to register, distribute and promote Licensed Product in publicise the Territory (collectively, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed relationship between the Parties, Ipsen including on the Licensee’s websites and marketing materials. Licensor shall provide Licensee with usable versions of the Licensed Marks and its Guidelines promptly following the Commencement Date. Except as expressly allowed for herein, Licensee’s use of Licensor’s Licensed marks will be subject to the prior written approval of Licensor, unless otherwise permitted by law. All of Licensee’s uses of Licensor’s Licensed Marks, and all goodwill arising from such usage, will inure solely to the benefit of Licensor. Licensee will not use the Licensor’s Licensed Marks to imply the endorsement, sponsorship, or affiliation of Licensor, or to disparage Licensor or its products, services, and/or technologies. Licensee will (i) use the Licensor’s Licensed Marks solely in accordance with this Agreement, Licensor’s Guidelines, and any quality standards Licensor may provide from time to time; (ii) promptly correct any deficiencies in its use of the Licensor’s Licensed Marks ▇▇▇▇ receipt of written notice from the Licensor; and (iii) promptly cease using Licensor’s Licensed Marks if it fails to correct such deficiencies ▇▇▇▇ such notice. Licensee will cooperate with Licensor, and (on request) supply Licensor with specimens of any use that incorporate the Licensor’s Licensed Marks. Licensee’s rights under this Section 10.8 continue for the Term of this Agreement. On the termination or expiry of this Agreement, Licensee shall only be required to remove the Licensed Marks from its website(s) and marketing materials within a reasonable period ▇▇▇▇ receipt of notice from Licensor requiring such removal, but shall not avail itself of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use event be required to destroy physical materials containing the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection with any relevant Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductMarks.

Trademarks. Nuvios shall identify (i) The Grantor will, with respect to each Product Trademark identified in Exhibit C hereto as it may be amended, supplemented or otherwise modified from time to time, take reasonable steps to monitor its portfolio of trademarks, and select one for each Product Trademark set forth on Exhibit C, the Grantor will (i) continue to use or more trademarks have used such Product Trademark to be used the extent necessary to registermaintain such Product Trademark in full force free from any claim of abandonment for non-use, distribute and promote Licensed Product (ii) maintain as in the Territory past the quality of products and services offered under such Product Trademark to the extent appropriate, (collectivelyiii) employ such Product Trademark with the appropriate notice of registration, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall (iv) not avail itself of any license on any Nuvios Trademark, shall not register adopt or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name ▇▇▇▇ which is confusingly similar or a colorable imitation of such Product Trademark unless the same asSecured Parties shall obtain a first priority perfected Security Interest in the Company's interest in such ▇▇▇▇ pursuant to this Patent and Trademark Security Agreement, and (v) not do any act or knowingly omit to do any act whereby any such Product Trademark may become invalidated, abandoned, rendered unenforceable or otherwise diminish Grantor's rights therein. (ii) The Grantor will promptly notify the Secured Parties if any application or registration relating to any Product Trademark may become opposed, abandoned, canceled or dedicated to the public, or confusingly similar toof any adverse determination or development (including, without limitation, the institution of, or any such determination or development in, any Nuvios proceeding in the United States Patent and Trademark Office or any court or tribunal in any country) regarding the validity, except Japan where Ipsen enforceability or Teijin may use the Nuvios Trademark and Grantor's ownership interest in such eventProduct Trademark; or its right to register the same or to keep and maintain the same. (iii) The Grantor will, Nuvios at Grantor's expense, with respect to any Product Trademark or Product Trademark Application that is registered or for which an application for registration is filed after the date hereof, promptly (i) take all actions necessary so that the Secured Parties shall grant appropriate license free obtain a perfected Security Interest in such Product Trademark or Product Trademark Application and (ii) provide to the Secured Parties an updated version of charge Exhibit Cand/or Exhibit D listing all registered Product Trademarks and Product Trademark Applications in which the Grantor has an interest. With respect to Ipsen this paragraph 4(j)(iii), an Event of Default is continuing if after a period of 30 days following the mailing of the Certificate of Registration or Teijin 30 days following receipt of a filing receipt that identifies the serial number thereof, Grantor has not provided notice thereof to the Secured Parties. (iv) Upon request of the Secured Parties, the Grantor shall execute and deliver any and all agreements, instruments, documents, and papers as the Secured Parties may request to evidence the Secured Parties' Security Interest in any Product Trademark set forth on Exhibit C and the goodwill and general intangibles of the Grantor relating thereto or represented thereby, and the Grantor hereby constitutes the Secured Parties their attorney-in-fact to execute and file all such writings for use the foregoing purposes, all acts of such Nuvios attorney being hereby ratified and confirmed; such power being coupled with an interest is irrevocable until the Grantor shall have paid and performed in full all of its obligations under the Secured Note Purchase Agreement and the Notes. (v) The Grantor will, at Grantor's expense, take all reasonable and necessary steps, including, without limitation, in any proceeding before the United States Patent and Trademark in Japan Office to maintain and pursue each Product Trademark Application (except and to obtain the extent provided relevant registration) and to maintain the registration of the Product Trademarks, including, without limitation, filing of applications for renewal, affidavits of use and affidavits of incontestability. (vi) In the event that Grantor believes that any Product Trademark included in the next sentence). Nuvios Collateral has been infringed, misappropriated or diluted by a third party, the Grant shall, within 10 days of forming such belief, send a written notice to such third party demanding that they cease such infringement, misappropriation or dilution, and the Grantor shall own notify the Secured Parties and, if appropriate in Grantor's sole discretion, at its costown expense, shall be responsible ▇▇▇ for procurementinfringement, registrationmisappropriation or dilution, maintenance seeking injunctive relief where appropriate and enforcement of to recover any and all Nuvios Trademarks used damages for such infringement, misappropriation or registered in connection with any Licensed Productdilution, except that Ipsen or Teijin shall pay for all of take such other action as the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided thatGrantor reasonably, in identifyingits sole discretion, selectingdeems appropriate under the circumstances to protect such Trademark. With respect to this paragraph, registering and/or using any such Ipsen Trademark, Ipsen complies with all an Event of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself Default is continuing if a copy of any license on any Ipsen Trademarkwritten notice of infringement, shall misappropriation or dilution is not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is been provided to the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductSecured Parties within 20 days following the date such communication was supposed to have been provided to the infringing party.

Trademarks. Nuvios shall identify (i) The Grantor will, with respect to each Product Trademark identified in Exhibit B hereto as it may be amended, supplemented or otherwise modified from time to time, take reasonable steps to monitor its portfolio of trademarks, and select one for each Product Trademark set forth on Exhibit B, the Grantor will (i) continue to use or more trademarks have used such Product Trademark to be used the extent necessary to registermaintain such Product Trademark in full force free from any claim of abandonment for non-use, distribute and promote Licensed Product (ii) maintain as in the Territory past the quality of products and services offered under such Product Trademark to the extent appropriate, (collectivelyiii) employ such Product Trademark with the appropriate notice of registration, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall (iv) not avail itself of any license on any Nuvios Trademark, shall not register adopt or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name ▇▇▇▇ which is confusingly similar or a colorable imitation of such Product Trademark unless the same asSecured Parties shall obtain a first priority perfected Security Interest in the Company’s interest in such ▇▇▇▇ pursuant to this Patent and Trademark Security Agreement, and (v) not do any act or knowingly omit to do any act whereby any such Product Trademark may become invalidated, abandoned, rendered unenforceable or otherwise diminish Grantor’s rights therein. (ii) The Grantor will promptly notify the Secured Parties if any application or registration relating to any Product Trademark may become opposed, abandoned, canceled or dedicated to the public, or confusingly similar toof any adverse determination or development (including, without limitation, the institution of, or any such determination or development in, any Nuvios proceeding in the United States Patent and Trademark Office or any court or tribunal in any country) regarding the validity, except Japan where Ipsen enforceability or Teijin may use the Nuvios Trademark and Grantor’s ownership interest in such eventProduct Trademark; or its right to register the same or to keep and maintain the same. (iii) The Grantor will, Nuvios at Grantor’s expense, with respect to any Product Trademark or Product Trademark Application that is registered or for which an application for registration is filed after the date hereof, promptly (i) take all actions necessary so that the Secured Parties shall grant appropriate license free obtain a perfected Security Interest in such Product Trademark or Product Trademark Application and (ii) provide to the Secured Parties an updated version of charge Exhibit B listing all registered Product Trademarks and Product Trademark Applications in which the Grantor has an interest. With respect to Ipsen this paragraph 4(j)(iii), an Event of Default is continuing if after a period of 30 days following the mailing of the Certificate of Registration or Teijin 30 days following receipt of a filing receipt that identifies the serial number thereof, Grantor has not provided notice thereof to the Secured Parties. (iv) Upon request of the Secured Parties, the Grantor shall execute and deliver any and all agreements, instruments, documents, and papers as the Secured Parties may request to evidence the Secured Parties’ Security Interest in any Product Trademark set forth on Exhibit B and the goodwill and general intangibles of the Grantor relating thereto or represented thereby, and the Grantor hereby constitutes the Secured Parties their attorney-in-fact to execute and file all such writings for use the foregoing purposes, all acts of such Nuvios attorney being hereby ratified and confirmed; such power being coupled with an interest is irrevocable until the Grantor shall have paid and performed in full all of its obligations under the Going Forward Agreement. (v) The Grantor will, at Grantor’s expense, take all reasonable and necessary steps, including, without limitation, in any proceeding before the United States Patent and Trademark in Japan Office to maintain and pursue each Product Trademark Application (except and to obtain the extent provided relevant registration) and to maintain the registration of the Product Trademarks, including, without limitation, filing of applications for renewal, affidavits of use and affidavits of incontestability. (vi) In the event that Grantor believes that any Product Trademark included in the next sentence). Nuvios Collateral has been infringed, misappropriated or diluted by a third party, the Grant shall, within 10 days of forming such belief, send a written notice to such third party demanding that they cease such infringement, misappropriation or dilution, and the Grantor shall own notify the Secured Parties and, if appropriate in Grantor’s sole discretion, at its costown expense, shall be responsible ▇▇▇ for procurementinfringement, registrationmisappropriation or dilution, maintenance seeking injunctive relief where appropriate and enforcement of to recover any and all Nuvios Trademarks used damages for such infringement, misappropriation or registered in connection with any Licensed Productdilution, except that Ipsen or Teijin shall pay for all of take such other action as the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided thatGrantor reasonably, in identifyingits sole discretion, selectingdeems appropriate under the circumstances to protect such Trademark. With respect to this paragraph, registering and/or using any such Ipsen Trademark, Ipsen complies with all an Event of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself Default is continuing if a copy of any license on any Ipsen Trademarkwritten notice of infringement, misappropriation or dilution is not been provided to the Secured Parties within 20 days following the date such communication was supposed to have been provided to the infringing party. In the event Grantor declines to pursue infringement claims, the Secured Parties shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is have the same as, or confusingly similar to, any Ipsen Trademark right to pursue such claims pursuant to the powers granted in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductSection 6 hereof.

Trademarks. Nuvios (a) GlycoMimetics shall identify own and select one or more retain all right, title, and interest in and to all Licensed Marks worldwide and shall register and maintain all trademarks associated with any Licensed Product (each a “Licensed ▇▇▇▇”) worldwide, at GlycoMimetics cost and expense, and all goodwill in any such Licensed ▇▇▇▇ shall accrue to be used GlycoMimetics. GlycoMimetics hereby grants Apollomics a right to registeruse all Licensed Marks to Develop, distribute Commercialize, and promote Manufacture Licensed Products in the Field in the Apollomics Territory. Apollomics shall, and shall ensure that its Affiliates and its and their respective sublicensees, use the Licensed Marks solely in connection with the Development, Commercialization, and Manufacture of Licensed Products in the Field in the Apollomics Territory. (b) During the Term, Apollomics may request in writing a transfer of ownership of any Licensed ▇▇▇▇ in the Apollomics Territory from GlycoMimetics to Apollomics. GlycoMimetics shall review such request in good faith, and within thirty (30) days of receipt of Apollomics’ request to transfer ownership of such Licensed ▇▇▇▇, GlycoMimetics may, at its sole discretion, approve such request and submit to Apollomics a written invoice for all past preparation, filing, prosecution, and maintenance costs incurred by GlycoMimetics with respect to such approved Licensed ▇▇▇▇ in the Apollomics Territory. Apollomics shall pay the invoiced amount to GlycoMimetics within thirty (30) days of receipt of such invoice. Upon full payment of the invoiced amount pursuant to this Section 9.6(b), GlycoMimetics hereby transfers and assigns all its right, title, and interest in and to such Licensed ▇▇▇▇ in the Apollomics Territory to Apollomics. (c) Notwithstanding anything to the contrary, to the extent required by Applicable Law, (i) Apollomics may include GlycoMimetics’ name and corporate logo on the Licensed Product label, packaging, promotional/marketing materials to indicate that the Licensed Product is in-licensed from GlycoMimetics, and shall display GlycoMimetics’ name and corporate logo with equal prominence and comparable size, resolution, print quality, and location, as instructed by GlycoMimetics from time to time, as Apollomics’ name and corporate logo is displayed, and (ii) GlycoMimetics hereby grants to Apollomics a non-exclusive, fully paid-up, royalty free, sublicensable license to use GlycoMimetics’ name and corporate logo for the Commercialization of the Licensed Product in the Apollomics Territory (collectively, “Nuvios Trademarks” and each individually a “Nuvios Trademark”). Unless otherwise agreed between the Parties, Ipsen shall not avail itself of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection consistent with any Licensed Product, except that Ipsen or Teijin shall pay for all of the costs and expenses of Nuvios in connection with procuring, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Product9.6(c).

Trademarks. Nuvios (a) The License granted herein shall identify also authorize, but not obligate, ECC and select one or more trademarks its sublicensees to be used to registerutilize, distribute in connection with the marketing, distribution and promote Licensed Product in sale of the Territory Food Service Disposables and/or ALI-ITE-TM- Paper those trade names, trademarks, service marks, slogans and logo marks (collectively, “Nuvios collectively the "Trademarks” ") of EKI which are set forth and each individually a “Nuvios Trademark”)identified on attached Exhibit "E" and incorporated herein. Unless otherwise agreed between Any trademark independently developed by ECC will become its sole property. The parties hereto acknowledge and agree that the Parties, Ipsen shall not avail itself of any license on any Nuvios Trademark, shall not register or use any Nuvios Trademark and shall not license, register or use any other trademark or trade name which "EarthShell" is owned by, and is the same asexclusive property of, or confusingly similar to, any Nuvios Trademark in any country, except Japan where Ipsen or Teijin may ECC. (b) To the extent an ECC sublicensee elects to use the Nuvios Trademark and in such event, Nuvios shall grant appropriate license free of charge to Ipsen Trademarks on or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided in the next sentence). Nuvios shall own and, at its cost, shall be responsible for procurement, registration, maintenance and enforcement of all Nuvios Trademarks used or registered in connection with any Licensed Productthe marketing, except that Ipsen or Teijin shall pay for all distribution, use and/or sale of the costs Food Service Disposables and/or ALI-ITE-TM- Paper, ECC shall require of its sublicensees that the specific placement, size, and expenses detail of Nuvios the Trademarks on the Food Service Disposable and/or ALI-ITE-TM- Paper must conform to such specifications as EKI may from time to time provide, but shall not be required to be placed on the Food Service Disposables and/or ALI-ITE-TM- Paper in such a size, placement, detail or configuration so as to impair the marketability of the Food Service Disposable and/or ALI-ITE-TM- Paper. In addition, on any Food Service Disposables and/or ALI-ITE-TM- Paper manufactured, marketed, distributed and sold by an ECC sublicensee and bearing any Trademark, ECC shall require its sublicensee to include the following legend: "This product is manufactured by _________________ under license from EarthShell Container Corporation." (c) In connection with any use of the Trademarks by ECC or a sublicensee, ECC shall not represent in any manner that it has any ownership interest therein and shall not challenge or impugn the ownership of the Trademarks. ECC acknowledges that use of the Trademarks shall not create in its own favor any right, title, or interest in or to the Trademarks, but that all uses of these marks by ECC shall inure to the benefit of EKI. ECC shall cooperate with EKI in the execution of any appropriate and necessary documents in connection with procuringthe registration of any Trademark. Upon termination of this Agreement, registering, maintaining ECC shall cease and enforcing Nuvios desist from use of the Trademarks in Japan. Ipsen shall identify and select one any way, including any word or more trademarks phrase that is similar to or likely to be used to register, distribute and promote confused with such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided thatmarks. However, in identifyingthe event of termination, selectingECC and its sublicensees shall have the right to sell at market price existing stock and inventory of manufactured Food Service Disposables and ALI-ITE-TM- Paper for a period of one hundred and eighty days and thereafter shall deliver to EKI or its duly authorized representative all materials upon which the Trademarks appear. (d) All Food Service Disposables produced pursuant to this Agreement bearing any Trademark shall be produced in compliance with the specifications and procedures set forth in the EKI Quality Standards Manual. ECC shall permit EKI to conduct periodic inspections/audits to ensure compliance with the EKI Quality Standards Manual. (e) Should any Food Service Disposable bearing any Trademark that is manufactured, registering and/or using sold or otherwise commercialized by ECC contain any material defect in its appearance or function, ECC shall cease any further manufacture, sale or other commercialization of such Ipsen TrademarkFood Service Disposable containing such material defect. Unless ECC corrects such defect within a reasonable time following its discovery by or disclosure to ECC, Ipsen complies with all ECC shall be in breach of the provisions of the first paragraph a material obligation of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed ProductAgreement.

Trademarks. Nuvios 6.1 Distributor's use of the Proprietary Subject Matter shall identify inure exclusively to the benefit of Signatures and select one or more the Licensor for which such Proprietary Subject Matter relates and Distributor shall not acquire any rights therein. All ownership, copyrights, trademarks to be used to register, distribute and promote Licensed Product other rights in the Territory Proprietary Subject Matter, and in all artwork, packaging, copy, literary text, advertising material and promotion material of any sort utilizing the Proprietary Subject Matter, including all such material developed by Distributor, shall vest with Signatures and title thereof shall be in the name of Signatures or its designee. All such items and all Articles shall bear the copyright and trademark notices and any other legal notices which Signatures may from time to time prescribe. 125 6.2 Distributor recognizes the value of the goodwill associated with the Proprietary Subject Matter, and that the Proprietary Subject Matter has acquired secondary meaning in the mind of the public. Distributor agrees, during the T'erm and thereafter, never to contest the rights of any Licensor or Signatures in such Proprietary Subject Matter or the validity of the license herein granted to it. DISTRIBUTOR SHALL NOT AT ANY TIME APPLY FOR any registration of any copyright, trademark or other designation which would affect any Licensor's ownership of, or Signatures' rights to, the Proprietary Subject Matter nor file any document with any governmental authority to take any action which would affect any Licensor's ownership of, or Signatures' rights to, the Proprietary Subject Matter, or assist anyone else in doing so. Distributor further agrees that it shall not at any time use and/or authorize the use of any configuration, trademark, trade name or other designation confusingly similar to the Proprietary Subject Matter. 6.3 Distributor shall assist Signatures, at Signatures' request and expense, in the procurement and maintenance of each Licensor's and/or Signatures' rights in the Proprietary Subject Matter (collectively, “Nuvios Trademarks” including trademark and each individually a “Nuvios Trademark”copyright protection). Unless otherwise agreed between the PartiesIn connection therewith, Ipsen shall not avail itself Distributor shall, without limitation, execute and deliver to Signatures in such form as Signatures may reasonably request, all instruments necessary to (i) effectuate copyright and trademark protection, (ii) record Distributor as a registered user of any license on trademarks pursuant to this Agreement, or (iii) cancel any Nuvios Trademark, shall not register such registration. Signatures makes no warranty or use any Nuvios Trademark and shall not license, register or use any other representation that trademark or trade name which is copyright protection shall be secured in the same asProprietary Subject Matter. 6.4 Signatures and Distributor shall cooperate to ensure that third parties may not unlawfully infringe on or imitate the Proprietary Subject Matter or engage in any acts of unfair competition involving the Proprietary Subject Matter. Each party shall promptly notify the other of any such infringements, imitations, or confusingly similar toacts by third parties that comes to its attention. Signatures shall have the exclusive right, any Nuvios Trademark exercisable at its sole discretion, to institute in any countryits own name and/or Distributor's name and to control, except Japan where Ipsen or Teijin may use the Nuvios Trademark all actions against third parties relating to a Licensor's copyrights and in such event, Nuvios shall grant appropriate license free of charge to Ipsen or Teijin for use of such Nuvios Trademark in Japan (except to the extent provided trademarks in the next sentence). Nuvios shall own andProprietary Subject Matter, at its cost, Signatures' expense. Signatures shall be responsible for procuremententitled to receive and retain all amounts awarded, registrationif any, maintenance and enforcement of all Nuvios Trademarks used as damages, profits or registered otherwise in connection with such suits. If Signatures does not institute such an action, Distributor may initiate and prosecute any Licensed Productclaims or suits in its name and/or, except with Signatures' prior approval, in Signatures' name, to enjoin such infringement and to recover damages based thereon. Distributor shall keep Signatures informed of all material developments and events relating to such action. Signatures shall also have the right to participate in any action initiated by Distributor. No claim or action instituted by Distributor shall be settled without the approval of Signatures. In the event- that Ipsen any sums are recovered from prosecution 126 or Teijin settlement of a claim or suit initiated by Distributor, Distributor shall pay for all Signatures fifty percent (50%) of the recovery, after deduction of costs and expenses, including attorneys' fees. To the extent costs and expenses of Nuvios the prosecution or settlement of a claim or suit initiated by Distributor exceeds any recovery, or in connection with procuringthe event there is no recovery, registering, maintaining and enforcing Nuvios Trademarks in Japan. Ipsen then Distributor shall identify and select one or more trademarks to be used to register, distribute and promote such Licensed Product under Ipsen Regulatory Approvals in France (collectively, “Ipsen Trademarks” and each individually an “Ipsen Trademark”), provided that, in identifying, selecting, registering and/or using any such Ipsen Trademark, Ipsen complies with bear all of the provisions of the first paragraph of this Section 11.1 that are applicable to Ipsen. Unless otherwise agreed between the Parties, Nuvios shall not avail itself of any license on any Ipsen Trademark, shall not register or use any Ipsen Trademark and shall not license, register or use any other trademark or trade name which is the same as, or confusingly similar to, any Ipsen Trademark in France. Ipsen shall own and, at its cost, shall be responsible for procurement, maintenance and enforcement of all Ipsen Trademarks used or registered in connection with any Licensed Productsuch expenses.