Common use of Use of Combined Therapy Study Data by Nektar Clause in Contracts

Use of Combined Therapy Study Data by Nektar. Nektar and its Affiliates and each of their respective (sub)licensees shall have the right to use and analyze the Combined Therapy Study Data (x) in connection with its independent development, commercialization or other exploitation of the Nektar Compound (alone or in combination with other compounds) and/or for inclusion in the safety database for the Nektar Compound, as applicable, in each case without the consent of, or any obligation to account to, BioXcel, and (y) to conduct studies with Samples pursuant to Section 8.5. Subject to Section 8.5, the results of all such analyses or uses shall be owned by Nektar, including any intellectual property arising out of same, unless the Parties shall have agreed otherwise in writing. Nektar, its Affiliates and licensees shall also be entitled to use the Combined Therapy Study Data during and following the Term to (1) make regulatory filings and seek approvals for the Nektar Compound, either alone or in combination with other compounds and (2) to promote indications based on, and to disseminate, the Combined Therapy Study Data for the benefit of the Nektar Compound, either alone or as part of the Combined Therapy, where permitted by and in accordance with Applicable Law; provided, that nothing in the foregoing is intended or shall be construed as granting Nektar any right or license, expressly or impliedly, to make, have made, use, sell, offer for sale, or import the BioXcel Compound. BioXcel grants Nektar, its Affiliates and licensees of the Nektar Compound an irrevocable Right of Cross-Reference to the relevant Regulatory Documentation Controlled by BioXcel for the BioXcel Compound or the Combined Therapy to the extent necessary for Nektar, its Affiliates and licensees of the Nektar Compound to exercise the rights under clause (1) and clause (2) of this Section 8.3(b), which right shall survive any expiration or termination of this Agreement. If requested by Nektar in writing, BioXcel (or if applicable a BioXcel Affiliate or Third Party collaborator) shall provide Nektar with a signed statement, in form and content reasonably acceptable to Nektar, confirming the rights of Nektar, its Affiliates and licensees of the Nektar Compound to exercise the Right of Cross-Reference to Regulatory Documentation Controlled by BioXcel, BioXcel Affiliates and their Third Party collaborators as provided in this Section 8.3(b).

Use of Combined Therapy Study Data by Nektar. Nektar and its Affiliates and each of its and their respective (sub)licensees shall have the right to use and analyze the Combined Therapy Study Data (x) in connection with its independent development, commercialization or other exploitation of the Nektar Compound (alone or in combination with other compounds) and/or for inclusion in the safety database for the Nektar Compound, as applicable, in each case without the consent of, or any obligation to account to, BioXcel, BMS and (y) to conduct studies with Samples pursuant to Section 8.5. Subject to Section 8.5, the results of all such analyses or uses shall be owned by Nektar, including any intellectual property arising out of same, unless the Parties shall have agreed otherwise in writing. Nektar, its Affiliates and licensees shall also be entitled to use the Combined Therapy Study Data during and following the Term to (1) make regulatory filings and seek approvals for the Nektar Compound, either alone or in combination with other compounds and (2) to promote indications based on, and to disseminate, the Combined Therapy Study Data for the benefit of the Nektar Compound, either alone or as part of the Combined Therapy, where permitted by and in accordance with Applicable Law; provided, provided that nothing in the foregoing is intended or shall be construed as granting Nektar any right or license, expressly or impliedly, to make, have made, use, sell, offer for sale, or import the BioXcel BMS Compound. BioXcel BMS grants Nektar, its Affiliates and licensees of the Nektar Compound an irrevocable a Right of Clinical Trial Collaboration Agreement_Nektar_BMS_September 2016 ***Text Omitted and Filed Separately with the Securities and Exchange Commission. Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4) and 240.24b-2 Cross-Reference to the relevant Regulatory Documentation Controlled by BioXcel BMS for the BioXcel BMS Compound or for the Combined Therapy to the extent necessary for Nektar, its Affiliates and licensees sole purpose of the Nektar Compound enabling each of them to exercise the its rights under clause (1) and clause (2) of this Section 8.3(b8.3(c) (for clarity, such Right of Cross-Reference shall not extend to the Ono Territory or use of any Ono-controlled Regulatory Documentation), which right shall survive any expiration or termination of this Agreement. If requested by Nektar in writing, BioXcel (or if applicable a BioXcel Affiliate or Third Party collaborator) shall provide Nektar with a signed statement, in form and content reasonably acceptable to Nektar, confirming the rights of Nektar, its Affiliates and licensees of the Nektar Compound to exercise the Right of Cross-Reference to Regulatory Documentation Controlled by BioXcel, BioXcel Affiliates and their Third Party collaborators as provided in this Section 8.3(b).

Use of Combined Therapy Study Data by Nektar. Nektar and its Affiliates and each of its and their respective (sub)licensees shall have the right to use and analyze the Combined Therapy Study Data (x) in connection with its independent development, commercialization or other exploitation of the Nektar Compound (alone or in combination with other compounds) and/or for inclusion in the safety database for the Nektar Compound, as applicable, in each case without the consent of, or any obligation to account to, BioXcel, BMS and (y) to conduct studies with Samples pursuant to Section 8.5. Subject to Section 8.5, the results of all such analyses or uses shall be owned by Nektar, including any intellectual property arising out of same, unless the Parties shall have agreed otherwise in writing. Nektar, its Affiliates and licensees shall also be entitled to use the Combined Therapy Study Data during and following the Term to (1) make regulatory filings and seek approvals for the Nektar Compound, either alone or in combination with other compounds and (2) to promote indications based on, and to disseminate, the Combined Therapy Study Data for the benefit of the Nektar Compound, either alone or as part of the Combined Therapy, where permitted by and in accordance with Applicable Law; provided, provided that nothing in the foregoing is intended or shall be construed as granting Nektar any right or license, expressly or impliedly, to make, have made, use, sell, offer for sale, or import the BioXcel BMS Compound. BioXcel BMS grants Nektar, its Affiliates and licensees of the Nektar Compound an irrevocable a Right of Cross-Reference to the relevant Regulatory Documentation Controlled by BioXcel BMS for the BioXcel BMS Compound or for the Combined Therapy to the extent necessary for Nektar, its Affiliates and licensees sole purpose of the Nektar Compound enabling each of them to exercise the its rights under clause (1) and clause (2) of this Section 8.3(b8.3(c) (for clarity, such Right of Cross-Reference shall not extend to the Ono Territory or use of any Ono-controlled Regulatory Documentation), which right shall survive any expiration or termination of this Agreement. If requested by Nektar in writing, BioXcel (or if applicable a BioXcel Affiliate or Third Party collaborator) shall provide Nektar with a signed statement, in form and content reasonably acceptable to Nektar, confirming the rights of Nektar, its Affiliates and licensees of the Nektar Compound to exercise the Right of Cross-Reference to Regulatory Documentation Controlled by BioXcel, BioXcel Affiliates and their Third Party collaborators as provided in this Section 8.3(b).