Common use of OPPORTUNITY TO COMMENT Clause in Contracts

OPPORTUNITY TO COMMENT. Each Prosecuting Party shall keep the other Party (the "Non-Prosecuting Party") apprised of any activities related to the Prosecuting Party's Patents covering the Licensed Combinations in the Licensed Combination Field by using best efforts to provide the Non-Prosecuting Party: (i) with a draft of new applications and foreign filing texts at least thirty (30) business days before the intended filing; (ii) promptly with copies of all official actions, amendments and responses, which affect the scope of any claims; (iii) with foreseen amendments and responses to official actions which affect the scope of any claim at least five (5) business days before the action due date. Each Prosecuting Party shall reasonably consider the Non-Prosecuting Party's or its Affiliates' comments with respect to such activities but shall otherwise have sole discretion with respect to the preparation, filing, prosecution and maintenance of the Prosecuting Party's Patents. Notwithstanding the foregoing, the Prosecuting Party shall accept the suggestions of the Non-Prosecuting Party except to the extent such suggestions are in direct conflict with the Prosecuting Party's strategy. The Prosecuting Party will not take any action that will result in the final loss of Intellectual Property covering the Licensed Combinations in the Licensed Combination Field without the written consent of the Non-Prosecuting Party, such consent not to be unreasonably delayed or withheld. The Prosecuting Party is permitted to take action that results in a non-final loss of Intellectual Property covering the Licensed Combinations in the Licensed Combination Field, provided the Prosecuting Party resumes prosecution of such Intellectual Property within a reasonable time period consistent with sound prosecution strategy.

OPPORTUNITY TO COMMENT. Each Prosecuting Party shall keep the other Party (the "Non-Prosecuting Party") apprised of any activities related to the Prosecuting Party's Patents covering the Licensed Collaboration Combinations in the Licensed Combination Field by using best efforts to provide the Non-Prosecuting Party: (i) with a draft of new applications and foreign filing texts at least thirty (30) business days before the intended filing; (ii) promptly with copies of all official actions, amendments and responses, which affect the scope of any claims; (iii) with foreseen amendments and responses to official actions which affect the scope of any claim at least five (5) business days before the action due date. Each Prosecuting Party shall reasonably consider the Non-Prosecuting Party's or its Affiliates' comments with respect to such activities but shall otherwise have sole discretion with respect to the preparation, filing, prosecution and maintenance of the Prosecuting Party's Patents. Notwithstanding the foregoing, the Prosecuting Party shall accept the suggestions of the Non-Prosecuting Party except to the extent such suggestions are in direct conflict with the Prosecuting Party's strategy. The So long as a Non-Prosecuting Party has a license to any particular Intellectual Property, the Prosecuting Party will not take any action that will result results in the final loss of such Intellectual Property covering the Licensed Collaboration Combinations in the Licensed Collaboration Combination Field without the written consent of the Non-Prosecuting Party, such consent not to be unreasonably delayed or withheld. withheld The Prosecuting Party is permitted to take action that results in a non-final loss of such Intellectual Property covering the Licensed Collaboration Combinations in the Licensed Collaboration Combination Field, provided the Prosecuting Party resumes prosecution of such Intellectual Property within a reasonable time period consistent with sound prosecution strategy. Notwithstanding the foregoing, in the event that CombinatoRx does not accept any suggestion made by Fovea regarding the prosecution of any Patent covering Fovea Collaboration Combination IP, then Fovea may request to have the matter determined by the Joint Patent Committee in accordance with Section 6.2.2 hereof.

OPPORTUNITY TO COMMENT. Each Prosecuting Party shall keep the other Party (the "“Non-Prosecuting Party"”) apprised of any activities related to the Prosecuting Party's ’s Patents covering the Licensed Combinations in the Licensed Collaboration Combination Field by using best efforts to provide the Non-Prosecuting Party: (i) with a draft of new applications and foreign filing texts at least thirty (30) business days before the intended filing; (ii) promptly with copies of all official actions, amendments and responses, which affect the scope of any claims; (iii) with foreseen amendments and responses to official actions which affect the scope of any claim at least five (5) business days before the action due date. Each Prosecuting Party shall reasonably consider the Non-Prosecuting Party's ’s or its Affiliates' ’ comments with respect to such activities but shall otherwise have sole discretion with respect to the preparation, filing, prosecution and maintenance of the Prosecuting Party's ’s Patents. Notwithstanding the foregoing, the Prosecuting Party shall accept the suggestions of the Non-Prosecuting Party except to the extent such suggestions are in direct conflict with the Prosecuting Party's ’s strategy. The So long as a Non-Prosecuting Party has a license to any particular Intellectual Property, the Prosecuting Party will not take any action that will result results in the final loss of such Intellectual Property covering the Licensed Combinations Collaboration Combination in the Licensed Collaboration Combination Field without the written consent of the Non-Prosecuting Party, such consent not to be unreasonably delayed or withheld. withheld The Prosecuting Party is permitted to take action that results in a non-final loss of such Intellectual Property covering the Licensed Combinations Collaboration Combination in the Licensed Collaboration Combination Field, provided the Prosecuting Party resumes 29 prosecution of such Intellectual Property within a reasonable time period consistent with sound prosecution strategy. Notwithstanding the foregoing, in the event that CombinatoRx does not accept any suggestion made by Fovea regarding the prosecution of any Patent covering Fovea Collaboration Combination IP, then Fovea may request to have the matter determined by independent patent counsel, the fees of which shall be borne equally by the Parties.

OPPORTUNITY TO COMMENT. Each Prosecuting Party shall keep the other Party (the "“Non-Prosecuting Party"”) apprised of any activities related to the Prosecuting Party's ’s Patents covering the Licensed Combinations in the Licensed Combination Field by using best efforts to provide the Non-Prosecuting Party: (i) with a draft of new applications and foreign filing texts at least thirty (30) business days before the intended filing; (ii) promptly with copies of all official actions, amendments and responses, which affect the scope of any claims; (iii) with foreseen amendments and responses to official actions which affect the scope of any claim at least five (5) business days before the action due date. Each Prosecuting Party shall reasonably consider the Non-Prosecuting Party's ’s or its Affiliates' ’ comments with respect to such activities but shall otherwise have sole discretion with respect to the preparation, filing, prosecution and maintenance of the Prosecuting Party's ’s Patents. Notwithstanding the foregoing, the Prosecuting Party shall accept the suggestions of the Non-Prosecuting Party except to the extent such suggestions are in direct conflict with the Prosecuting Party's ’s strategy. The Prosecuting Party will not take any action that will result in the final loss of Intellectual Property covering the 10508642_1 Licensed Combinations in the Licensed Combination Field without the written consent of the Non-Prosecuting Party, such consent not to be unreasonably delayed or withheld. The Prosecuting Party is permitted to take action that results in a non-final loss of Intellectual Property covering the Licensed Combinations in the Licensed Combination Field, provided the Prosecuting Party resumes prosecution of such Intellectual Property within a reasonable time period consistent with sound prosecution strategy.

OPPORTUNITY TO COMMENT. Each Prosecuting Party shall keep the other Party (the "“Non-Prosecuting Party"”) apprised of any activities related to the Prosecuting Party's ’s Patents covering the Licensed Collaboration Combinations in the Licensed Combination Field by using best efforts to provide the Non-Prosecuting Party: (i) with a draft of new applications and foreign filing texts at least thirty (30) business days before the intended filing; (ii) promptly with copies of all official actions, amendments and responses, which affect the scope of any claims; (iii) with foreseen amendments and responses to official actions which affect the scope of any claim at least five (5) business days before the action due date. Each Prosecuting Party shall reasonably consider the Non-Prosecuting Party's ’s or its Affiliates' ’ comments with respect to such activities but shall otherwise have sole discretion with respect to the preparation, filing, prosecution and maintenance of the Prosecuting Party's ’s Patents. Notwithstanding the foregoing, the Prosecuting Party shall accept the suggestions of the Non-Prosecuting Party except to the extent such suggestions are in direct conflict with the Prosecuting Party's ’s strategy. The So long as a Non-Prosecuting Party has a license to any particular Intellectual Property, the Prosecuting Party will not take any action that will result results in the final loss of such Intellectual Property covering the Licensed Collaboration Combinations in the Licensed Collaboration Combination Field without the written consent of the Non-Prosecuting Party, such consent not to be unreasonably delayed or withheld. withheld The Prosecuting Party is permitted to take action that results in a non-final loss of such Intellectual Property covering the Licensed Collaboration Combinations in the Licensed Collaboration Combination Field, provided the Prosecuting Party resumes prosecution of such Intellectual Property within a reasonable time period consistent with sound prosecution strategy. Notwithstanding the foregoing, in the event that CombinatoRx does not accept any suggestion made by Fovea regarding the prosecution of any Patent covering Fovea Collaboration Combination IP, then Fovea may request to have the matter determined by independent patent counsel, the fees of which shall be borne equally by the Parties.

OPPORTUNITY TO COMMENT. Each Prosecuting Party shall keep the other Party (the "Non-Prosecuting Party") Party apprised of any activities related to the Prosecuting Party's ’s Patents covering the Licensed Combinations in the Licensed Combination Field by using best efforts to provide the Non-Prosecuting Party: (i) with a draft of new applications and foreign filing texts at least thirty (30) business days before the intended filing; (ii) promptly with copies of all official actions, amendments and responses, which affect the scope of any claims; (iii) with foreseen amendments and responses to official actions which affect the scope of any claim at least five (5) business days before the action due date. Each Prosecuting Party shall reasonably consider the Non-Prosecuting Party's ’s or its Affiliates' ’ comments with respect to such activities but shall otherwise have sole discretion with respect to the preparation, filing, prosecution and maintenance of the Prosecuting Party's ’s Patents. Notwithstanding the foregoing, the Prosecuting Party shall accept the suggestions of the Non-Prosecuting Party except to the extent such suggestions are in direct conflict with the Prosecuting Party's ’s strategy. The Prosecuting Party will not take any action that will result in the final loss of Intellectual Property covering the Licensed Combinations in the Licensed Combination Field without the written consent of the Non-Prosecuting Party, such consent not to be unreasonably delayed or withheld. The Prosecuting Party is permitted to take action that results in a non-final loss of Intellectual Property covering the Licensed Combinations in the Licensed Combination Field, provided the Prosecuting Party resumes prosecution of such Intellectual Property within a reasonable time period consistent with sound prosecution strategy.