Common use of Use and Ownership of Product Trademarks and Product Trade Dress Clause in Contracts

Use and Ownership of Product Trademarks and Product Trade Dress. All uses of the Product Trademark and Product Trade Dress by Pfizer (and its Affiliates and sublicensees) to identify and/or in connection with the Commercialization of the Product in the Field in the Territory shall be in accordance with Regulatory Approvals and all applicable Laws and shall be subject to the approval of Auxilium in its reasonable discretion. Pfizer (and its Affiliates and sublicensees) shall only use the Product Trademark and Product Trade Dress pursuant to the terms of this Agreement to identify and in connection with the Commercialization of the Product in the Territory for use in the Field, and Pfizer shall not (and shall cause its Affiliates and sublicensees not to) use such Product Trademark or Product Trade Dress to identify or in connection with the marketing of any other products. Auxilium shall own and retain all rights to the Product Trademark and Product Trade Dress (in each case, together with all goodwill associated therewith throughout the Territory), and Pfizer shall assign (and shall cause its Affiliates and sublicensees to assign), and hereby does assign to Auxilium, all of its right, title and interest in and to such Product Trademark and Product Trade Dress, if any. Auxilium shall also own rights to any Internet domain names incorporating the Product Trademark or any variation or part of such trademark as its URL address or any part of such address; and Pfizer shall not establish any Internet domain name or URL incorporating such trademark without the prior written consent of Auxilium, such consent not to be unreasonably withheld; provided that Pfizer shall be responsible for all costs incurred by Auxilium with respect to such Internet domain names or URLs to the extent used for the Commercialization of the Product in the Territory. The Parties hereby agree and acknowledge that nothing contained herein shall limit Auxilium’s right to use the Product Trademark or Product Trade Dress outside the Territory.

Use and Ownership of Product Trademarks and Product Trade Dress. All uses of the Product Trademark and Product Trade Dress by Pfizer Asahi (and its Affiliates and sublicenseesAffiliates) to identify and/or in connection with the Commercialization of the Product in the Field in the Territory shall be in accordance with Regulatory Approvals and all applicable Laws and shall be subject to the approval of Auxilium in its reasonable discretion. Pfizer Asahi (and its Affiliates and sublicenseesAffiliates) shall only use the Product Trademark and Product Trade Dress pursuant to the terms of this Agreement to identify and in connection with the Commercialization of the Product in the Territory for use in the Field, and Pfizer Asahi shall not (and shall cause its Affiliates and sublicensees not to) use such Product Trademark or Product Trade Dress to identify identify, or subject to Section 6.7.4 in connection with the marketing of any other products. Auxilium shall own and retain all rights to the Product Trademark and Product Trade Dress (in each case, together with all goodwill associated therewith throughout the Territory), and Pfizer Asahi shall assign (and shall cause its Affiliates and sublicensees to assign), and hereby does assign to Auxilium, all of its right, title and interest in and to such Product Trademark and Product Trade Dress, if anyAsahi filed and registered any such Product Trademark or Product Trade Dress at the request of Auxilium, then Auxilium shall reimburse all reasonable costs relating to the filing, registration, and maintenance of such Product Trademark or Product Trade Dress within forty-five (45) days of receipt of an invoice. Auxilium shall also own rights to any Internet domain names incorporating the Product Trademark or any variation or part of such trademark the Product Trademark as its URL address or any part of such address; and Pfizer Asahi shall not establish any Internet domain name or URL incorporating such trademark the Product Trademark without the prior written consent of Auxilium, such consent not to be unreasonably withheld; provided that Pfizer Asahi shall be responsible for all costs incurred by Auxilium with respect to such Internet domain names or URLs to the extent used for the Commercialization of the Product in the Territory. The Parties hereby agree and acknowledge that nothing contained herein shall limit Auxilium’s right to use the Product Trademark or Product Trade Dress outside the Territory.

Use and Ownership of Product Trademarks and Product Trade Dress. All uses of the Product Trademark and Product Trade Dress by Pfizer Ono (and its Affiliates and sublicenseesAffiliates) to identify and/or in connection with the Commercialization of the Product in the Field in the Territory shall be in accordance with Regulatory Approvals and all applicable Laws Laws, and shall be subject in accordance with Onyx’s quality control guidelines for the Product Trademarks and the Product Trade Dress, as may be amended from time to the approval of Auxilium in its reasonable discretiontime. Pfizer Ono (and its Affiliates and sublicenseesAffiliates) shall only use the Product Trademark and Product Trade Dress pursuant to the terms of this Agreement to identify and in connection with the Commercialization of the Product in the Territory for use in the Field, and Pfizer Ono shall not (and shall cause its Affiliates and sublicensees not to) use such Product Trademark or Product Trade Dress to identify or in connection with the marketing of any other products. Auxilium Onyx shall own and retain all rights to the Product Trademark and the Product Trade Dress (in each case, together with all goodwill associated therewith throughout the Territory), and Pfizer Ono shall assign (and shall cause its Affiliates and sublicensees to assign), and hereby does assign to AuxiliumOnyx, all of its right, title and interest in and to such Product Trademark and Product Trade Dress, if any. Auxilium Onyx shall also own rights to any Internet domain names incorporating the Product Trademark or any variation or part of such trademark as its URL address or any part of such address; and Pfizer Ono shall not establish any Internet domain name or URL incorporating such trademark Product Trademark without the prior written consent of Auxilium, such consent not to be unreasonably withheldOnyx; provided that Pfizer Ono shall be responsible for all costs incurred by Auxilium [*] with respect to such Internet domain names or URLs to the extent used for the that Onyx modifies or prepares any applicable website or website content to facilitate Ono’s Commercialization of the Product in the Territory. The Parties hereby agree and acknowledge that nothing contained herein shall limit AuxiliumOnyx’s right to use the Product Trademark or Product Trade Dress outside of the Territory. For clarity, in the event that pursuant to Section 6.9.1, Ono registers any Ono Trademark or uses Ono Trade Dress in the Territory, the provision of this Agreement with respect to Product Trademark and Product Trade Dress shall not apply and Ono will not register any Ono Trade Xxxx or use Ono Trade Dress outside the Territory.

Use and Ownership of Product Trademarks and Product Trade Dress. All uses of the Product Trademark and Product Trade Dress by Pfizer Actelion (and its Affiliates and sublicensees) to identify and/or in connection with the Commercialization of the Finished Product in the Field in the Territory shall be in accordance with Regulatory Approvals and all applicable Laws and shall be subject to the approval of Auxilium in its reasonable discretion. Pfizer Actelion (and its Affiliates and sublicensees) shall only use the Product Trademark and Product Trade Dress pursuant to the terms of this Agreement to identify and in connection with the Commercialization of the Finished Product in the Territory for use in the Field, and Pfizer Actelion shall not (and shall cause its Affiliates and sublicensees not to) use such Product Trademark or Product Trade Dress to identify or in connection with the marketing of any other productsproduct(s). Auxilium shall own and retain all rights to the Product Trademark and Product Trade Dress (in each case, together with all goodwill associated therewith throughout the Territory), and Pfizer Actelion shall assign (and shall cause its Affiliates and sublicensees to assign), and hereby does assign to Auxilium, all of its right, title and interest in and to such Product Trademark and Product Trade Dress, if any. Auxilium shall also own rights to any Internet domain names incorporating the Product Trademark or any variation or part of such trademark as its URL address or any part of such address; and Pfizer Actelion shall not establish any Internet domain name or URL incorporating such trademark without the prior written consent of Auxilium, such consent not to be unreasonably withheld; provided that Pfizer Actelion shall be responsible for all costs incurred by Auxilium with respect to such Internet domain names or URLs to the extent used for the Commercialization of the Finished Product in the Territory. The Parties hereby agree and acknowledge that nothing contained herein shall limit Auxilium’s right to use the Product Trademark or Product Trade Dress outside the Territory.

Use and Ownership of Product Trademarks and Product Trade Dress. All uses of the Product Trademark and Product Trade Dress by Pfizer Sobi (and its Affiliates and sublicensees) to identify and/or in connection with the Commercialization of the Finished Product in the Field in the Territory shall be in accordance with Regulatory Approvals and all applicable Laws and shall be subject to the approval of Auxilium in its reasonable discretion. Pfizer Sobi (and its Affiliates and sublicensees) shall only use the Product Trademark and Product Trade Dress pursuant to the terms of this Agreement to identify and in connection with the Commercialization of the Finished Product in the Territory for use in the Field, and Pfizer Sobi shall not (and shall cause its Affiliates and sublicensees not to) use such Product Trademark or Product Trade Dress to identify or in connection with the marketing of any other productsproduct(s). Auxilium shall own and retain all rights to the Product Trademark and Product Trade Dress (in each case, together with all goodwill associated therewith throughout the Territory), and Pfizer Sobi shall assign (and shall cause its Affiliates and sublicensees to assign), and hereby does assign to Auxilium, all of its right, title and interest in and to such Product Trademark and Product Trade Dress, if any. Auxilium shall also own rights to any Internet domain names incorporating the Product Trademark or any variation or part of such trademark as its URL address or any part of such address; and Pfizer Sobi shall not establish any Internet domain name or URL incorporating such trademark without the prior written consent of Auxilium, such consent not to be unreasonably withheld; provided that Pfizer Sobi shall be responsible for all costs incurred by Auxilium with respect to such Internet domain names or URLs to the extent used for the Commercialization of the Finished Product in the Territory. The Parties hereby agree and acknowledge that nothing contained herein shall limit Auxilium’s right to use the Product Trademark or Product Trade Dress outside the Territory.

Use and Ownership of Product Trademarks and Product Trade Dress. All uses of the Product Trademark and Product Trade Dress by Pfizer Ono (and its Affiliates and sublicenseesAffiliates) to identify and/or in connection with the Commercialization of the Product in the Field in the Territory shall be in accordance with Regulatory Approvals and all applicable Laws Laws, and shall be subject in accordance with Onyx’s quality control guidelines for the Product Trademarks and the Product Trade Dress, as may be amended from time to the approval of Auxilium in its reasonable discretiontime. Pfizer Ono (and its Affiliates and sublicenseesAffiliates) shall only use the Product Trademark and Product Trade Dress pursuant to the terms of this Agreement to identify and in connection with the Commercialization of the Product in the Territory for use in the Field, and Pfizer Ono shall not (and shall cause its Affiliates and sublicensees not to) use such Product Trademark or Product Trade Dress to identify or in connection with the marketing of any other products. Auxilium Onyx shall own and retain all rights to the Product Trademark and the Product Trade Dress (in each case, together with all goodwill associated therewith throughout the Territory), and Pfizer Ono shall assign (and shall cause its Affiliates and sublicensees to assign), and hereby does assign to AuxiliumOnyx, all of its right, title and interest in and to such Product Trademark and Product Trade Dress, if any. Auxilium Onyx shall also own rights to any Internet domain names incorporating the Product Trademark or any variation or part of such trademark as its URL address or any part of such address; and Pfizer Ono shall not establish any Internet domain name or URL incorporating such trademark Product Trademark without the prior written consent of Auxilium, such consent not to be unreasonably withheldOnyx; provided that Pfizer Ono shall be responsible for all costs incurred by Auxilium [**] with respect to such Internet domain names or URLs to the extent used for the that Onyx modifies or prepares any applicable website or website content to facilitate Ono’s Commercialization of the Product in the Territory. The Parties hereby agree and acknowledge that nothing contained herein shall limit AuxiliumOnyx’s right to use the Product Trademark or Product Trade Dress outside of the Territory. For clarity, in the event that pursuant to Section 6.9.1, Ono registers any Ono Trademark or uses Ono Trade Dress in the Territory, the provision of this Agreement with respect to Product Trademark and Product Trade Dress shall not apply and Ono will not register any Ono Trade Xxxx or uses Ono Trade Dress outside the Territory.

Use and Ownership of Product Trademarks and Product Trade Dress. All uses of the Product Trademark and Product Trade Dress by Pfizer Licensee (and its Affiliates Affiliates, Sublicensees, subcontractors, wholesalers and sublicenseesdistributors) to identify and/or in connection with the Commercialization of the Product in the Field in the Territory shall be in accordance with Regulatory Approvals and all applicable Laws and shall Applicable Laws, as may be subject amended from time to the approval of Auxilium in its reasonable discretiontime. Pfizer Licensee (and its Affiliates and sublicenseesAffiliates) shall only use the Product Trademark and Product Trade Dress pursuant to the terms of this Agreement to identify identify, and in connection with the Commercialization of of, the Product in the Territory for use in the Field, and Pfizer . Licensee shall not (and shall cause its Affiliates Affiliates, Sublicensees, subcontractors, wholesalers and sublicensees distributors not to) use such Product Trademark or Product Trade Dress to identify identify, or in connection with the marketing of of, any other products. Auxilium VBL shall own and retain all rights to the Product Trademark and Product Trade Dress (in each case, together with all goodwill associated therewith throughout the Territory), and Pfizer Licensee shall assign (and shall cause its Affiliates Affiliates, Sublicensees, subcontractors, wholesalers and sublicensees distributors to assign), and hereby does assign assign, to AuxiliumVBL, all of its and their right, title and interest in and to such Product Trademark and Product Trade Dress. If Licensee filed and registered any such Product Trademark or Product Trade Dress at the request of VBL, if anythen VBL shall reimburse all reasonable costs relating to the filing, registration, and maintenance of such Product Trademark or Product Trade Dress within forty-five (45) days of receipt of an invoice therefor. Auxilium VBL shall also own rights to any Internet domain names incorporating the Product Trademark or any variation or part of such trademark the Product Trademark as its URL address or any part of such address; and Pfizer . Licensee shall not establish any Internet domain name or URL incorporating such trademark the Product Trademark without the prior written consent of Auxilium, such consent not to be unreasonably withheld; provided that Pfizer shall be responsible for all costs incurred by Auxilium with respect to such Internet domain names or URLs to the extent used for the Commercialization of the Product in the TerritoryVBL. The Parties hereby agree and acknowledge that nothing contained herein shall limit Auxilium’s right to use the Product Trademark or Product Trade Dress outside the TerritoryCERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. ACOMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THESECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIALTREATMENT PURSUANT TO RULE 24B-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934,AS AMENDED.

Use and Ownership of Product Trademarks and Product Trade Dress. All uses of the Product Trademark and Product Trade Dress by Pfizer Licensee (and its Affiliates Affiliates, Sublicensees, subcontractors, wholesalers and sublicenseesdistributors) to identify and/or in connection with the Commercialization of the Product in the Field in the Territory shall be in accordance with Regulatory Approvals and all applicable Laws Applicable Laws, Amarin’s quality control guidelines for the Product Trademarks and the Product Trade Dress, as may be amended from time to time, and shall be subject to the approval of Auxilium Amarin in its reasonable discretion. Pfizer Licensee (and its Affiliates and sublicenseesAffiliates) shall only use the Product Trademark and Product Trade Dress pursuant to the terms of this Agreement to identify identify, and in connection with the Commercialization of of, the Product in the Territory for use in the Field, and Pfizer . Licensee shall not (and shall cause its Affiliates Affiliates, Sublicensees, subcontractors, wholesalers and sublicensees distributors not to) use such Product Trademark or Product Trade Dress to identify identify, or in connection with the marketing of of, any other products. Auxilium Amarin shall own and retain all rights to the Product Trademark and Product Trade Dress (in each case, together with all goodwill associated therewith throughout the Territory), and Pfizer Licensee shall assign (and shall cause its Affiliates Affiliates, Sublicensees, subcontractors, wholesalers and sublicensees distributors to assign), and hereby does assign assign, to AuxiliumAmarin, all of its and their right, title and interest in and to such Product Trademark and Product Trade Dress. If Licensee filed and registered any such Product Trademark or Product Trade Dress at the request of Amarin, if anythen Amarin shall reimburse all reasonable costs relating to the filing, registration, and maintenance of such Product Trademark or Product Trade Dress within forty-five (45) days of receipt of an invoice therefor. Auxilium Amarin shall also own rights to any Internet domain names incorporating the Product Trademark or any variation or part of such trademark the Product Trademark as its URL address or any part of such address; and Pfizer Licensee shall own rights to any Internet domain names incorporating the Licensee Trademark or any variation or part of the Licensee Trademark (and not the trademark VASCEPA™ (and logo) (as displayed on Schedule 6.9.1)) as its URL address or any part of such address. Licensee shall not establish any Internet domain name or URL incorporating such trademark the Product Trademark without the prior written consent of Auxilium, such consent not to be unreasonably withheld; provided that Pfizer shall be responsible for all costs incurred by Auxilium with respect to such Internet domain names or URLs to the extent used for the Commercialization of the Product in the TerritoryAmarin. The Parties hereby agree and acknowledge that nothing contained herein shall limit AuxiliumAmarin’s right to use the Product Trademark or Product Trade Dress outside the Field or outside the Territory. CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 24b-2 OF THE SECURITIES EXCHANGE ACT OF 1934.