Common use of Joint Patent Subcommittee Clause in Contracts

Joint Patent Subcommittee. Within two (2) months after the Effective Date, the JSC shall establish a Subcommittee (the “Joint Patent Subcommittee” or “JPS”) to be responsible for the coordination of the Parties’ efforts in accordance with Article 8 of this Agreement, including the review and filing of patent applications and assessments of inventorship of inventions created during the Research Term under the PROSENSA Collaboration Programs. The JPS shall be comprised of an equal number of representatives from each of GSK and PROSENSA and shall meet on such dates and at such places and times agreed to by the Parties. All decisions of the JPS on matters for which it has responsibility shall be made by consensus, with each Party having collectively one (1) vote in all decisions. In the event that the JPS is unable to reach a consensus decision within * * * * * after it has met and attempted to reach such decision, then either Party may, by written notice to the other, have such issue submitted to the chief patent counsel of GSK and of PROSENSA (together, the “Chief Patent Counsel”), or such other person holding a similar position designated by GSK or PROSENSA (who may be a Third Party) from time to time, for resolution. The Chief Patent Counsel shall meet promptly to discuss the matter submitted and to determine a resolution. Prior to exercise of an Option for a PROSENSA Collaboration Program, if the Chief Patent Counsel are unable to determine a resolution in a timely manner: (i) with respect to all patent matters relating * * * * * * * * * *, then the decision of the Chief Patent Counsel of PROSENSA shall be binding upon the Parties without further review, and (ii) with respect to all patent matters relating PROSENSA Patent Rights and to Joint Patent Rights and related to such Program after exercise by GSK of its Option, then the decision of the Chief Patent Counsel of GSK shall be binding upon the Parties without further review. Each Party will bear all expenses it incurs in regard to participating in all meetings of the JPS, including all travel and living expenses.

Joint Patent Subcommittee. Within two (2) months after the Effective Date, the JSC shall establish a Subcommittee (the “Joint Patent Subcommittee” or “JPS”) to be responsible for the coordination of the Parties’ efforts in accordance with Article 8 of this Agreement, including the review and filing of patent applications and assessments of inventorship of inventions created during the Research Term under the PROSENSA Collaboration Dynavax Programs. The JPS shall be comprised of an equal number of representatives from each of GSK and PROSENSA Dynavax and shall meet on such dates and at such places and times agreed to by the Parties. All decisions of the JPS on matters for which it has responsibility shall be made by consensus, with each Party having collectively one (1) vote in all decisions. In the event that the JPS is unable to reach a consensus decision within * * * * * fifteen (15) Calendar Days after it has met and attempted to reach such decision, then either Party may, by written notice to the other, have such issue submitted to the chief patent counsel of GSK and of PROSENSA Dynavax (together, the “Chief Patent Counsel”), or such other person holding a similar position designated by GSK or PROSENSA (who may be a Third Party) Dynavax from time to time, for resolution. The Chief Patent Counsel shall meet promptly to discuss the matter submitted and to determine a resolution. Prior to exercise of an Option for a PROSENSA Collaboration Dynavax Program, if the Chief Patent Counsel are unable to determine a resolution in a timely manner: (ia) with respect to all patent matters relating [ * * * * * * * * * *] related to such Program, then the decision of the Chief Patent Counsel of PROSENSA chief patent counsel [ * ] shall be binding upon the Parties without further review, and (iib) with respect to all patent matters relating PROSENSA Patent Rights and to Joint Patent Rights and [ * ] related to such Program after exercise by GSK of its OptionProgram, then the decision of the Chief Patent Counsel chief patent counsel of GSK [ * ] shall be binding upon the Parties without further review. Each Party will bear all expenses it incurs in regard to participating in all meetings of the JPS, including all travel and living expenses. After exercise of an Option hereunder for a Dynavax Program, if the Chief Patent Counsel are unable to determine a resolution in a timely manner with respect to any Patents related to such Program, [ * ].

Joint Patent Subcommittee. Within two (2) months Promptly after the Effective Date, first Joint Steering Committee meeting the JSC shall establish Parties will form a Subcommittee (the “Joint Patent Subcommittee” Subcommittee to oversee the Patent issues pertaining to the Compound and Products. The Joint Patent Subcommittee will be composed of one (1) representative (or “JPS”such other number of representatives as the Parties may agree) to be responsible for the coordination from each of the Parties’ efforts in accordance with Article 8 of this Agreement, including . The Joint Patent Subcommittee will serve as the forum to review and filing of patent discuss and decide, in the first instance, all matters relating to Patents and Know How included in Amicus Intellectual Property, Program Improvements and Program Patents, shall select Patent counsel to file and prosecute Patent applications included in Amicus Intellectual Property, or constituting Program Patents, and assessments of inventorship of inventions created during will promptly report all discussions and decisions to the Research Term under the PROSENSA Collaboration ProgramsJoint Steering Committee. The JPS Joint Patent Subcommittee shall be comprised of an equal number of representatives from each of GSK and PROSENSA and shall meet on such dates and at such places and times agreed to operate by the Parties. All decisions of the JPS on matters for which it has responsibility shall be made by consensusunanimous vote in all decisions, with each Party having collectively one (1) vote and with at least one (1) representative from each Party participating in all decisionssuch vote. In If the event that the JPS Joint Patent Subcommittee is unable to reach a consensus decision agree on any matter considered by the Joint Patent Subcommittee within * * * * * ten (10) days after first considering such matter, it has met and attempted shall seek the opinion of mutually acceptable outside counsel (such opinion to reach be provided within ten (10) days of instruction) and, if the Joint Patent Subcommittee is still unable to agree following receipt of such decisionoutside counsel’s opinion, then either Party may, by written notice such matter shall be referred to the other, have such issue submitted to the chief patent counsel of GSK and of PROSENSA (together, the “Chief Patent Counsel”), or such other person holding a similar position designated by GSK or PROSENSA (who may be a Third Party) from time to time, Senior Executives for resolution. The Chief Patent Counsel shall meet promptly If, after referral to discuss the Senior Executives, notwithstanding anything to the contrary in Section 4.1.5, the matter submitted and to determine a resolution. Prior to exercise has not been resolved, the Senior Executive of an Option for a PROSENSA Collaboration Program, if GSK shall make the Chief Patent Counsel are unable to determine a resolution in a timely manner: final decision within ten (i10) with respect to all patent matters relating * * * * * * * * * *, then days of being referred such matter (which decision shall become the decision of the Chief Joint Patent Counsel of PROSENSA Subcommittee and the JSC); ******, shall be binding upon make the Parties without further review, and (ii) final decision with respect to all patent matters relating PROSENSA Patent Rights and any dispute pertaining to Joint Patent Rights and related to such Program after exercise by GSK of its Option, then ****** (which decision shall become the decision of the Chief Joint Patent Counsel of GSK shall be binding Subcommittee and the JSC). At the discretion and upon the Parties without further review. Each Party will bear all expenses it incurs in regard to participating in all meetings unanimous consent of the JPSJoint Patent Subcommittee, including all travel and living expensesany of the ten (10) day time limits in this Section 4.2.1 may be shortened.

Joint Patent Subcommittee. Within two (2) months [***] after the Effective Date, the JSC shall establish a Subcommittee (the “Joint Patent Subcommittee” or “JPS”) to be responsible for the coordination of the Parties’ efforts in accordance with Article 8 of this Agreement, including the preparation, review and filing of patent applications and assessments of inventorship of inventions created during the Research Term under the PROSENSA Collaboration Programs, and the assessment of the appropriateness of filing divisional patent applications. The JPS shall be comprised of an equal number of representatives from each of GSK and PROSENSA TELETHON-HSR and shall meet on such dates and at such places and times agreed to by the Parties. All decisions of the JPS on matters for which it has responsibility shall be made by consensus, with each Party having collectively one (1) [***] vote in all decisions. In the event that the JPS is unable to reach a consensus decision within * * * * * [***] after it has met and attempted to reach such decision, then either Party may, by written notice to the other, have such issue submitted to the chief patent counsel of GSK and of PROSENSA TELETHON-HSR (together, the “Chief Patent Counsel”), or such other person holding a similar position designated by GSK or PROSENSA TELETHON-HSR (who may be a Third Party) from time to time, for resolution. The Chief Patent Counsel shall meet promptly to discuss the matter submitted and to determine a resolution. Prior to exercise of an Option for a PROSENSA Collaboration Program, if the Chief Patent Counsel are unable to determine a resolution in a timely manner: (i) with respect to all patent matters relating * * * * * * * * * *TELETHON-HSR Patent Rights and to Joint Patent Rights owned jointly by TELETHON-HSR and GSK and related to such Program prior to exercise by GSK of its Option, then the *** Confidential Treatment Requested *** decision of the Chief Patent Counsel of PROSENSA TELETHON-HSR shall be binding upon the Parties without further review, and (ii) with respect to all patent matters relating PROSENSA TELETHON-HSR Patent Rights and to Joint Patent Rights and related to such Program after exercise by GSK of its Option, then the decision of the Chief Patent Counsel of GSK shall be binding upon the Parties without further review. Each Party will bear all expenses it incurs in regard to participating in all meetings of the JPS, including all travel and living expenses. In addition, the Parties will discuss within the Joint Patent Subcommittee any Third Party licences that are necessary or desirable for activities under the Collaboration Programs, the ADA-SCID Program or under jointly undertaken activities of the Research Programs, and shall reasonably cooperate in good faith to endeavour to obtain the most favourable conditions and the broadest license scope achievable for both Parties.

Joint Patent Subcommittee. Within Promptly after the first Joint Steering Committee meeting the Parties will form a Joint Patent Subcommittee to oversee the patent issues. The Joint Patent Subcommittee will be composed two (2) months after representatives (or such other number of representatives as the Effective Date, the JSC shall establish a Subcommittee (the “Joint Patent Subcommittee” or “JPS”Parties may agree) to be responsible for the coordination from each of the Parties’ efforts in accordance with Article 8 of this Agreement, including . The Joint Patent Subcommittee will serve as the forum to review and filing of discuss and receive, in the first instance, all matters relating to Patents and Know How relating to VALEANT Intellectual Property, Program Improvements and Agreement Patents, shall select patent counsel to file and prosecute patent applications relating to VALEANT Intellectual Property and assessments of inventorship of inventions created during Program Improvements, and will promptly report all discussions and decisions to the Research Term under the PROSENSA Collaboration ProgramsJoint Steering Committee. The JPS Joint Patent Subcommittee shall be comprised of an equal number of representatives from each of GSK and PROSENSA and shall meet on such dates and at such places and times agreed to operate by the Parties. All decisions of the JPS on matters for which it has responsibility shall be made by consensusunanimous vote in all decisions, with each Party having collectively one (1) vote and with at least one (1) representative from each Party participating in all decisionssuch vote. In If the event that the JPS Joint Patent Subcommittee is unable to reach a consensus decision agree on any matter considered by the Joint Patent Subcommittee within * * * * * ten (10) days after it has met and attempted to reach first considering such decisionmatter, then either Party may, by written notice notwithstanding anything to the othercontrary in Section 3.1.4, have such issue submitted matter shall not be referred to the chief patent counsel of GSK and of PROSENSA (together, Joint Steering Committee but rather the “Chief Patent Counsel”), or such other person holding a similar position designated by GSK or PROSENSA (who may be a Third Party) from time to time, for resolution. The Chief Patent Counsel shall meet promptly to discuss the matter submitted and to determine a resolution. Prior to exercise of an Option for a PROSENSA Collaboration Program, if the Chief Patent Counsel are unable to determine a resolution in a timely manner: (i) with respect to all patent matters relating * * * * * * * * * *, then the decision of the Chief Patent Counsel of PROSENSA shall be binding upon the Parties without further review, and (ii) with respect to all patent matters relating PROSENSA Patent Rights and to Joint Patent Rights and related Subcommittee shall refer such matter to such Program after exercise by GSK of its Option, then the decision of the Chief Patent Counsel of GSK and the Chief Patent Counsel of VALEANT or their respective designees. If the Chief Patent Counsel of GSK and the Chief Patent Counsel of VALEANT or their designees (the PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT FILED WITH THE SECURITIES AND EXCHANGE COMMISSION (THE "COMMISSION"). THE OMISSIONS HAVE BEEN INDICATED BY ASTERISKS ("***"), AND THE OMITTED TEXT HAS BEEN FILED SEPARATELY WITH THE COMMISSION. “Senior Patent Executives”) cannot agree on a resolution of the matter within ten (10) days after being referred such matter, the matter shall be referred shall be referred to an independent patent attorney reasonably acceptable to both Parties, the costs related to such referral shall be borne equally by the Parties, and the determination of such expert shall be final and binding upon the Parties; provided, however, that any disputes relating to applications for patent term restoration or supplemental protection certificates in any country and listing of patents (e.g., Orange Book) in the United States that are not settled by the Senior Patent Executives shall not be referred to an independent patent attorney as provided herein, but shall instead be referred to the Senior Executives for resolution. If, after referral to the Senior Executives, notwithstanding anything to the contrary in Section 3.1.7(a), the matter has not been resolved, the Senior Executive of GSK shall make the final decision (which decision shall be binding upon on the Parties without further review. Each Party will bear all expenses it incurs in regard to participating in all meetings of the JPS, including all travel and living expensesParties).

Joint Patent Subcommittee. Within two (2) months [ * ] after the Effective Date, the JSC JRC shall establish a Subcommittee (the “Joint Patent Subcommittee” or “JPS”) to be responsible for the coordination of the Parties’ efforts in accordance with Article 8 of this AgreementAgreement during the Research Collaboration Term (the “Joint Patent Subcommittee” or “JPS”), including the review Prosecution and filing Maintenance of Patents, with an aim of maximizing patent applications protection, and assessments of inventorship of inventions created during pursuant to the Research Term under the PROSENSA Collaboration ProgramsCollaboration. The JPS shall be comprised of an equal number of representatives from each of GSK Medicis and PROSENSA Anacor and shall meet on such dates and at such places and times agreed to by the Parties. Prior to each meeting of the JPS, Anacor shall provide the JPS with a then-current list of all Collaboration Compounds and any Patents that disclose or claim such Collaboration Compounds. All decisions of the JPS on matters for which it has responsibility shall be made by consensus, with each Party having collectively one (1) vote in all decisions. In the event that the JPS is unable to reach a consensus decision within [ * * * * * ] after it has met and attempted to reach such decision, then either Party may, by written notice to the other, have such issue submitted refer the matter to for expedited resolution by a mutually agreed attorney acting as an independent subject matter expert and who has agreed to terms providing that the Parties share a common legal interest in the matters under dispute and calculated to minimize the extent to which the disclosure of information to the chief patent counsel expert would result in the loss of GSK and of PROSENSA (togetheror otherwise impair the attorney-client privilege, the “Chief Patent Counsel”), attorney work product doctrine or such other person holding a similar position designated by GSK or PROSENSA (who may be a Third Party) from time to time, for resolutionprotection. The Chief Patent Counsel shall meet promptly to discuss the matter submitted and to determine a resolution. Prior to exercise of an Option for a PROSENSA Collaboration Program, if the Chief Patent Counsel are unable to determine a resolution in a timely manner: (i) with respect to all patent matters relating * * * * * * * * * *, then the decision of the Chief Patent Counsel of PROSENSA such person shall be binding upon on the Parties without further review, and (ii) with respect to all patent matters relating PROSENSA Patent Rights and to Joint Patent Rights and related to such Program after exercise by GSK of its Option, then the decision of the Chief Patent Counsel of GSK shall be binding upon the Parties without further reviewParties. Each Party will bear all expenses it incurs in regard to participating in all meetings of the JPS, including all travel and living expenses; provided, however, that if a matter is submitted to a mutually agreed attorney acting as an independent subject matter expert in accordance with this Section, the costs of such attorney shall be allocated between the Parties as part of his/her decision hereunder, taking into account the relative merits of the Parties’ respective positions. [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, IS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

Joint Patent Subcommittee. Within two (2) months after Amicus and GSK shall continue to use the Effective Date, the JSC shall establish a joint Patent Subcommittee (the “Joint Patent Subcommittee” or “JPS”) that was formed under the Original Agreement to oversee the Patent issues pertaining to the Compound and Products. The Joint Patent ****** - Material has been omitted and filed separately with the Commission. Subcommittee will be responsible for composed of one (1) representative (or such other number of representatives as the coordination Parties may agree) from each of the Parties’ efforts in accordance with Article 8 of this Agreement, including . The Joint Patent Subcommittee will serve as the forum to review and filing of patent applications discuss and assessments of inventorship of inventions created during decide, in the Research Term under the PROSENSA Collaboration Programsfirst instance, all matters relating to Patents and Know-How included in Amicus Intellectual Property, Program Improvements and Program Patents, and Co-Formulation Product IP. The JPS Joint Patent Subcommittee shall be comprised of an equal number of representatives from each of GSK select Patent counsel to file and PROSENSA prosecute Patent applications included in Amicus Intellectual Property, or constituting Program Patents, and constituting Co-Formulation Product IP and will promptly report all discussions and decisions to the Joint Steering Committee. The Joint Patent Subcommittee shall meet on such dates and at such places and times agreed to operate by the Parties. All decisions of the JPS on matters for which it has responsibility shall be made by consensusunanimous vote in all decisions, with each Party having collectively one (1) vote and with at least one (1) representative from each Party participating in all decisionssuch vote. In If the event that the JPS Joint Patent Subcommittee is unable to reach a consensus decision agree on any matter considered by the Joint Patent Subcommittee within * * * * * ten (10) days after first considering such matter, it has met and attempted shall seek the opinion of mutually acceptable outside counsel (such opinion to reach be provided within ten (10) days of instruction) and, if the Joint Patent Subcommittee is still unable to agree following receipt of such decisionoutside counsel’s opinion, then either Party may, by written notice such matter shall be referred to the other, have such issue submitted to the chief patent counsel of GSK and of PROSENSA (together, the “Chief Patent Counsel”), or such other person holding a similar position designated by GSK or PROSENSA (who may be a Third Party) from time to time, Senior Executives for resolution. The Chief Patent Counsel shall meet promptly If, after referral to discuss the Senior Executives, notwithstanding anything to the contrary in Section 4.1.5, the matter submitted and to determine a resolution. Prior to exercise has not been resolved, the Senior Executive of an Option for a PROSENSA Collaboration Program, if GSK shall make the Chief Patent Counsel are unable to determine a resolution in a timely manner: final decision within ten (i10) with respect to all patent matters relating * * * * * * * * * *, then days of being referred such matter (which decision shall become the decision of the Chief Joint Patent Counsel of PROSENSA shall be binding upon Subcommittee and the Parties without further reviewJSC, and (ii) the Senior Executive of Amicus, not GSK, shall make the final decision with respect to all patent matters relating PROSENSA any dispute pertaining to a Patent Rights for which Amicus has responsibility for the prosecution and maintenance of such Patent pursuant to Joint Patent Rights and related to such Program after exercise by GSK of its OptionSection 7.2, then 7.3, or 7.6 below (which decision shall become the decision of the Chief Joint Patent Counsel of GSK shall be binding Subcommittee and the JSC). At the discretion and upon the Parties without further review. Each Party will bear all expenses it incurs in regard to participating in all meetings unanimous consent of the JPSJoint Patent Subcommittee, including all travel and living expensesany of the ten (10) day time limits in this Section 4.2.1 may be shortened.