Common use of All Other Provisions Clause in Contracts

All Other Provisions. Subject to Sections 12.6.2(a) and (b), all other provisions of this Agreement shall survive any such termination with respect to such Selected Target except for: Sections 5.1 and 5.2 (except for Sections 5.1.4, 5.1.5, 5.1.6, 5.2.3(b), 5.2.5 and 5.2.6 and except as provided in Section 12.6.2(a)) and 5.3 (provided that for purposes of clarity, any Compound that is a CELGENE Lead Candidate pursuant to Section 5.3 prior to the effective date of termination shall continue to be a CELGENE Lead Candidate for purposes of Section 1.74(z)); 6.4, 6.5 and 6.6 (each, with respect to costs accrued after the effective date of termination); [**]; 7.1 (if (i) CELGENE terminates on a Selected Target-by-Selected Target basis after expiration of the Option Term, with respect to such Selected Target or (ii) this Agreement is terminated in its entirety); and 7.2 (if this Agreement is terminated in its entirety); and Articles 1 (to the extent definitions are not required to interpret the surviving provisions of this Agreement); 2 (except for Sections 2.2.2(a)(iii)(z), 2.2.3, 2.6, 2.7.4, 2.7.5(d)(2) – (5), inclusive, 2.7.5(e), and 2.7.5(f)); 3 (except for Sections 3.3.1 (except for 3.3.1(ii) and (iii)), 3.5.3(b), and 3.7); 4; 8 (except for Sections 8.1, 8.5 (to the extent set forth in this Section 12.6.2(c)) and 8.8, provided that to the extent that any Patents Controlled by one Party are exclusively licensed to the other Party pursuant to Section 12.6.2(a) above, as between the Parties, the licensed Party shall have the first right (but not the obligation) to Prosecute and Maintain, enforce and defend pursuant to the principles set forth in Section 8.5 all such exclusively licensed Patents that relate solely to such Selected Target and the licensing Party shall provide such assistance and cooperation as may be reasonably necessary in connection therewith); 10 (except for Sections 10.4 and 10.5); and 12 (except for Sections 12.2, 12.4, 12.6.1, 12.6.2, 12.6.3, 12.7.1 and 12.7.3). In the event this Agreement is terminated in its entirety, Section 12.7.2 shall apply.

All Other Provisions. Subject to Sections 12.6.2(a) and (b), all other provisions of this Agreement shall survive any such termination with respect to such Selected Target except for: Sections 5.1 and 5.2 (except for Sections 5.1.4, 5.1.5, 5.1.6, 5.2.3(b), 5.2.5 and 5.2.6 and except as provided in Section 12.6.2(a)) and 5.3 (provided that for purposes of clarity, any Compound that is a CELGENE Lead Candidate pursuant to Section 5.3 prior to the effective date of termination shall continue to be a CELGENE Lead Candidate for purposes of of Section 1.74(z1. 77(z)); 6.46.2, 6.5 6.3 and 6.6 6.4 (each, with respect to costs accrued after the effective date of termination); [**]; 7.1 (if (i) CELGENE terminates on a Selected Target-by-Selected Target basis after expiration of the Option Term, with respect to such Selected Target or (ii) this Agreement is terminated in its entirety); and 7.2 (if this Agreement is terminated in its entirety); and Articles 1 (to the extent definitions are not required to interpret the surviving provisions of this Agreement); 2 (except for Sections 2.2.2(a)(iii)(z2.3.2(a)(iii)(z), 2.2.32.3.3, 2.62.11, 2.7.42.12.4, 2.7.5(d)(22.12.5(d)(2) – (5), inclusive, 2.7.5(e2.12.5(e), and 2.7.5(f2.12.5(f)); 3 (except for Sections 3.3.1 (except for 3.3.1(ii3.4.3(c) and (iii)), 3.5.3(b), and 3.73.6); 4; 8 (except for Sections 8.1, 8.5 (to the extent set forth in this Section 12.6.2(c)) and 8.8, provided that to the extent that any Patents Controlled by one Party are exclusively licensed to the other Party pursuant to Section 12.6.2(a) above, as between the Parties, the licensed Party shall have the first right (but not the obligation) to Prosecute and Maintain, enforce and defend pursuant to the principles set forth in Section 8.5 all such exclusively licensed Patents that relate solely to such Selected Target and the licensing Party shall provide such assistance and cooperation as may be reasonably necessary in connection therewith); 10 (except for Sections 10.4 and 10.5); and 12 (except for Sections 12.2, 12.4, 12.6.1, 12.6.2, 12.6.3, 12.7.1 and 12.7.3). In the event this Agreement is terminated in its entirety, Section 12.7.2 shall apply.