Common use of Publication Review Clause in Contracts

Publication Review. Notwithstanding anything to the contrary in this Agreement, except as required by Applicable Law, from and after the Effective Date, the Developing Party shall have the sole right to publish or present the results of any work relating to the Development of Licensed Products or Licensed Compounds in the Field for which such Developing Party is responsible under this Agreement (the Party entitled to publish pursuant to this Section being hereafter referred to as the “Publishing Party”). The Publishing Party shall publish or present such results (i) in a manner consistent with the publication strategy developed by either the Joint Development Committee or the Joint Commercialization Committee and (ii) after providing the other Party with the right to review such publications or presentations to ensure the other Party’s Confidential Information is not included without the other Party’s consent and to ensure intellectual property protection. In that respect, the Publishing Party shall provide to the other Party for review any (a) abstracts, posters and slide presentations prior to any scientific meetings, and such other Party shall have at least [* * *] to provide feedback to such other Party, and (b) primary and final manuscripts and review articles prior to journal submission, and such other Party shall have at least [* * *] to provide feedback. The Party that is not the Publishing Party (i) may require that its Confidential Information that may be disclosed in any such proposed publication or presentation be deleted prior to such publication or presentation; (ii) may require that the Publishing Party delay publication for a sufficiently long period not to exceed [* * *] in order to permit the timely preparation and filing of a patent application; and (iii) may request changes the non-Publishing Party reasonably believes are necessary to preserve any Patent Rights or Know-How belonging (whether through ownership or license, including under this Agreement) in whole or in part to the non-publishing Party or are necessary to avoid negatively impacting the Development or Commercialization of a Licensed Compound or Licensed Product, which changes, in either case, the Publishing Party will consider in good faith. Notwithstanding anything to the contrary in this Agreement, for the purpose of publication in accordance with this Section 9.2, Know-How shall not include data generated in the course of Clinical Trials conducted by the Publishing Party (as Developing Party) hereunder.

Publication Review. Notwithstanding anything to the contrary in this Agreement, except Except as required by Applicable LawLaw or, subject to the last sentence of this Section, as may be permitted under any agreement identified on Schedule 2.8, from and after the Effective Date, the Developing Party Celgene shall have the sole right to publish or present the results of any work relating to the Development of Licensed Products or Licensed Compounds in the Field for which such Developing Party is responsible under this Agreement Field; provided that Acceleron shall have the right to publish or present works relating solely to Acceleron Development Activities (the Party entitled to publish pursuant to this Section being hereafter referred to as the “Publishing Party”). The Publishing Party shall publish or present such results (i) in a manner consistent with the publication strategy developed by either the Joint Development Committee or the Joint Commercialization Committee and (ii) after providing the other Party with the right to review such publications or presentations to ensure the other Party’s Confidential Information is not included without the other Party’s consent and to ensure intellectual property protectionconsent. In that respect, the Publishing Party shall provide to the other Party for review any (a) abstracts, posters and slide presentations prior to any scientific meetings, and such other Party shall have at least [* * *] Business Days to provide feedback to such other Party, and (b) primary and final manuscripts and review articles prior to journal submission, and such other Party shall have at least [* * *] Business Days to provide feedback. The Party that is not the Publishing Party (i) may require that its Confidential Information that may be disclosed in any such proposed publication or presentation be deleted prior to such publication or presentation; (ii) may require that . Acceleron’s right to publish hereunder will be subject to the Publishing Party delay publication for a sufficiently long period prior consent of Celgene, such consent not to exceed be unreasonably withheld or delayed and which consent shall be deemed given if Celgene has not objected to any such publication within the applicable [* * *] periods described above. If (x) a Third Party that is a party to an agreement identified on Schedule 2.8 is permitted to publish or present the results of any work conducted by such Third Party pursuant to such agreement and relating to the Licensed Products or Licensed Compounds in order to permit the timely preparation and filing of a patent application; Field, and (iiiy) may request changes such Third Party is required to present such publication or presentation to Acceleron for prior review or approval, then (1) to the non-Publishing Party reasonably believes are necessary extent that Acceleron is permitted to preserve disclose to Celgene such publications or presentations, Acceleron shall disclose such publications or presentations to Celgene, (2) to the extent that Acceleron is not permitted to disclose to Celgene such publications or presentations, Acceleron shall notify Celgene in the event such a publication or presentation has been submitted to Acceleron by such a Third Party, and (3) with respect to such publications or presentations THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [* * *] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. (regardless of whether they were disclosed to Celgene or Celgene was merely notified of them), Acceleron shall take any Patent Rights or Know-How belonging (whether through ownership or licenseaction requested by Celgene, including under this Agreement) in whole withholding consent to such publication or in part presentation, to the non-publishing Party or are necessary extent Acceleron has the right to avoid negatively impacting take such action under the Development or Commercialization of a Licensed Compound or Licensed Product, which changes, in either case, the Publishing Party will consider in good faith. Notwithstanding anything to the contrary in this Agreement, for the purpose of publication in accordance applicable agreement with this Section 9.2, Know-How shall not include data generated in the course of Clinical Trials conducted by the Publishing Party (as Developing such Third Party) hereunder.

Publication Review. Notwithstanding anything Except for disclosures permitted pursuant to Section 12.1 and consistent with the mutually agreed publication strategy pursuant to Section 6.7(a), either Party, its employees or consultants wishing to make a publication of matters covered under this Section 6.7 shall deliver to the contrary in this Agreementother Party a copy of the proposed written publication or an outline of an oral disclosure at least sixty (60) days (or earlier if reasonably practicable, except or within forty-five (45) days with respect to agreements existing as required by Applicable Law, from and after of the Effective DateDate that Chroma has with a Third Party performing clinical trials, research or the Developing like in connection with such publication) prior to submission for publication or presentation. The reviewing Party shall have the sole right to publish or present the results of any work relating to the Development of Licensed Products or Licensed Compounds in the Field for which such Developing Party is responsible under this Agreement (the Party entitled to publish pursuant to this Section being hereafter referred to as the “Publishing Party”). The Publishing Party shall publish or present such results (i) in a manner consistent with the publication strategy developed by either the Joint Development Committee or the Joint Commercialization Committee and (ii) after providing the other Party with the right to review such publications or presentations to ensure the other Party’s Confidential Information is not included without the other Party’s consent and to ensure intellectual property protection. In that respect, the Publishing Party shall provide to the other Party for review any (a) abstractsto propose modifications to the publication or presentation for patent reasons or trade secret reasons and/or (b) to request a reasonable delay in publication or presentation in order to protect patentable information. If the reviewing Party requests a delay, posters the Parties shall in good faith discuss and slide presentations prior agree on the timing of such publication and if the Parties cannot agree the publishing Party shall delay submission or presentation for a period of sixty (60) days (or forty-five (45) days with respect to any scientific meetingsagreements existing as of the Effective Date that Chroma has with a Third Party performing clinical trials, research or the like in connection with such publication) to enable patent applications protecting each Party’s rights in such information to be filed in accordance with Article 9 below. Upon expiration of such sixty (60) days (or forty-five (45) days as provided above), the publishing Party shall be free to proceed with the ** Indicates that certain information contained herein has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. **** Indicates that the amount of information omitted was a page or more in length, and such other Party shall have at least [* * *] information has been filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to provide feedback to such other Party, and (b) primary and final manuscripts and review articles prior to journal submission, and such other Party shall have at least [* * *] to provide feedbackthe omitted portions. The Party that is not the Publishing Party (i) may require that its Confidential Information that may be disclosed in any such proposed publication or presentation be deleted prior to such publication or presentation; (ii) may require that . If the Publishing reviewing Party delay publication for a sufficiently long period not to exceed [* * *] in order to permit the timely preparation and filing of a patent application; and (iii) may request changes the non-Publishing Party reasonably believes are necessary to preserve any Patent Rights or Know-How belonging (whether through ownership or license, including under this Agreement) in whole or in part requests modifications to the non-publication or presentation, the publishing Party shall edit such publication to prevent disclosure of trade secret or are necessary proprietary business information prior to avoid negatively impacting submission of the Development publication or Commercialization of a Licensed Compound or Licensed Product, which changes, in either case, the Publishing Party will consider in good faith. Notwithstanding anything to the contrary in this Agreement, for the purpose of publication in accordance with this Section 9.2, Know-How shall not include data generated in the course of Clinical Trials conducted by the Publishing Party (as Developing Party) hereunderpresentation.

Publication Review. Notwithstanding anything The publication and presentation of the results from the Development Program and the Parties’ publication activities relating thereto or to any Licensed Product shall be conducted in accordance with the contrary in this Agreement, except as required by Applicable Law, from terms hereof and after the Effective Date, guidance of the Developing Party shall have the sole right JSC. Prior to publish publishing or present presenting the results of any work relating Development activities related to the Development of a Licensed Products or Licensed Compounds in the Field for which Product, a Party desiring to submit such Developing Party is responsible under this Agreement a publication (the Party entitled to publish pursuant to this Section being hereafter referred to as the “Publishing Party”). The Publishing Party shall publish or present such results (i) in a manner consistent with the publication strategy developed by either the Joint Development Committee or the Joint Commercialization Committee and (ii) after providing the other Party with the right to review such publications or presentations to ensure the other Party’s Confidential Information is not included without the other Party’s consent and to ensure intellectual property protection. In that respect, the Publishing Party shall provide to the other Party for review any (a) abstractsthe “Reviewing Party”), posters and slide presentations prior to any scientific meetings, and such other Party shall have at least [* * *] ([*]) days prior to provide feedback to planned submission for publication or presentation (or such other Partytime as is reasonably practicable in the circumstances), and a draft of any proposed abstracts, posters, manuscripts, slides, summaries of oral presentations, or other materials that such Publishing Party (bor its or its Affiliate subcontractor) primary and final manuscripts and review articles prior intends to journal submissionpublish or publicly present (“Proposed Publications”). No later than [*] ([*]) days after receipt of any Proposed Publication, and such other a Reviewing Party shall have at least [* * *] to provide feedback. The Party that is not notify the Publishing Party (i) may require that in writing whether the Reviewing Party has an objection to the Proposed Publication, whether due to the inclusion of any of its Confidential Information that may be disclosed in or to allow time for the applicable Party or Parties to file for patent protection on any such proposed publication or presentation be deleted prior to such publication or presentation; (ii) may require that invention within the Publishing Party delay publication for a sufficiently long period not to exceed [* * *] in order to permit the timely preparation and filing of a patent application; and (iii) may request changes the non-Publishing Party reasonably believes are necessary to preserve any Patent Rights or Development Program Know-How belonging (whether through ownership or license, including under this Agreement) in whole or in part to How. Upon such notice from the non-publishing Party or are necessary to avoid negatively impacting the Development or Commercialization of a Licensed Compound or Licensed Product, which changes, in either caseReviewing Party, the Publishing Party will consider in good faith. Notwithstanding anything shall delay submission to permit the contrary in this Agreementfiling of any such desired patent application and, for if appropriate based on the purpose advice of publication in accordance with this Section 9.2the Patent Working Group, Knowa related non-How shall not include data generated provisional application within one year thereof (such as if any Development work relating to an invention described in the course of Clinical Trials conducted by Proposed Publication or an improvement thereof is still ongoing). If a Reviewing Party notifies a Publishing Party that it has such an objection to a Proposed Publication, the Publishing Party (shall reasonably cooperate with the Reviewing Party to address such concern. The Publishing Party shall reasonably consider any other suggestions of the Reviewing Party that are provided in a timely manner, and after doing so may proceed with the Proposed Publication, subject to the terms and conditions hereof. For clarity, any proposed publication materials that subcontractor investigators or other Third Parties propose to publish or present, such materials shall be subject to review under this Section to the extent that Geron or Xxxxxxx, as Developing Party) hereunderthe case may be, has the right and time to do so.

Publication Review. Notwithstanding anything The publication and presentation of the results from the Development Program and the Parties’ publication activities relating thereto or to any Licensed Product shall be conducted in accordance with the contrary in this Agreement, except as required by Applicable Law, from and after the Effective Date, the Developing Party shall have the sole right terms hereof. Prior to publish publishing or present presenting the results of any work relating Development activities related to the Development of a Licensed Products or Licensed Compounds in the Field for which Product, a Party desiring to submit such Developing Party is responsible under this Agreement a publication (the Party entitled to publish pursuant to this Section being hereafter referred to as the “Publishing Party”). The Publishing Party shall publish or present such results (i) in a manner consistent with the publication strategy developed by either the Joint Development Committee or the Joint Commercialization Committee and (ii) after providing the other Party with the right to review such publications or presentations to ensure the other Party’s Confidential Information is not included without the other Party’s consent and to ensure intellectual property protection. In that respect, the Publishing Party shall provide to the other Party for review any (a) abstractsthe “Reviewing Party”), posters and slide presentations prior to any scientific meetings, and such other Party shall have at least [* * **] days prior to provide feedback to planned submission for publication or presentation (or such other Partytime as is reasonably practicable in the circumstances), and a draft of any proposed abstracts, posters, manuscripts, slides, summaries of oral presentations, or other materials that such Publishing Party (bor its or its Affiliate subcontractor) primary and final manuscripts and review articles prior intends to journal submissionpublish or publicly present (“Proposed Publications”). No later than [**] days after receipt of any Proposed Publication, and such other a Reviewing Party shall have at least [* * *] to provide feedback. The Party that is not notify the Publishing Party (i) may require that in writing whether the Reviewing Party has an objection to the Proposed Publication, whether due to the inclusion of any of its Confidential Information that may be disclosed in or to allow time for the applicable Party or Parties to file for patent protection on any such proposed publication or presentation be deleted prior to such publication or presentation; (ii) may require that invention within the Publishing Party delay publication for a sufficiently long period not to exceed [* * *] in order to permit the timely preparation and filing of a patent application; and (iii) may request changes the non-Publishing Party reasonably believes are necessary to preserve any Patent Rights or Development Program Know-How belonging (whether through ownership or license, including under this Agreement) in whole or in part to How. Upon such notice from the non-publishing Party or are necessary to avoid negatively impacting the Development or Commercialization of a Licensed Compound or Licensed Product, which changes, in either caseReviewing Party, the Publishing Party will consider in good faith. Notwithstanding anything shall delay submission to permit the contrary in this Agreementfiling of any such desired patent application and, for if appropriate based on the purpose advice of publication in accordance with this Section 9.2the Patent Working Group, Knowa related non-How shall not include data generated provisional application within [**] thereof (such as if any Development work relating to an invention described in the course of Clinical Trials conducted by Proposed Publication or an improvement thereof is still ongoing). If a Reviewing Party notifies a Publishing Party that it has such an objection to a Proposed Publication, the Publishing Party (shall reasonably cooperate with the Reviewing Party to address such concern. The Publishing Party shall reasonably consider any other suggestions of the Reviewing Party that are provided in a timely manner, and after doing so may proceed with the Proposed Publication, subject to the terms and conditions hereof. For clarity, any proposed publication materials that subcontractor investigators or other Third Parties propose to publish or present shall be subject to review under this Section 11.6.2 to the extent that Achillion or Xxxxxxx, as Developing Party) hereunderthe case may be, has the right and time to do so.

Publication Review. Notwithstanding anything to the contrary in this Agreement, except Except as required by Applicable LawLaw or, subject to the last sentence of this Section, as may be permitted under any agreement identified on Schedule 2.8, from and after the Effective Date, the Developing Party Celgene shall have the sole right to publish or present the results of any work relating to the Development of Licensed Products or Licensed Compounds in the Field for which such Developing Party is responsible under this Agreement Field; provided that Acceleron shall have the right to publish or present works relating solely to Acceleron Development Activities (the Party entitled to publish pursuant to this Section being hereafter referred to as the “Publishing Party”). The Publishing Party shall publish or present such results (i) in a manner consistent with the publication strategy developed by either the Joint Development Committee or the Joint Commercialization Committee and (ii) after providing the other Party with the right to review such publications or presentations to ensure the other Party’s Confidential Information is not included without the other Party’s consent and to ensure intellectual property protectionconsent. In that respect, the Publishing Party shall provide to the other Party for review any (a) abstracts, posters and slide presentations prior to any scientific meetings, and such other Party shall have at least [* * *] Business Days to provide feedback to such other Party, and (b) primary and final manuscripts and review articles prior to journal submission, and such other Party shall have at least [* * *] Business Days to provide feedback. The Party that is not the Publishing Party (i) may require that its Confidential Information that may be disclosed in any such proposed publication or presentation be deleted prior to such publication or presentation; (ii) may require that . Acceleron’s right to publish hereunder will be subject to the Publishing Party delay publication for a sufficiently long period prior consent of Celgene, such consent not to exceed be unreasonably withheld or delayed and which consent shall be deemed given if Celgene has not objected to any such publication within the applicable [* * *] periods described above. If (x) a Third Party that is a party to an agreement identified on Schedule 2.8 is permitted to publish or present the results of any work conducted by such Third Party pursuant to such agreement and relating to the Licensed Products or Licensed Compounds in order to permit the timely preparation and filing of a patent application; Field, and (iiiy) may request changes such Third Party is required to present such publication or presentation to Acceleron for prior review or approval, then (1) to the non-Publishing Party reasonably believes are necessary extent that Acceleron is permitted to preserve disclose to Celgene such publications or presentations, Acceleron shall disclose such publications or presentations to Celgene, (2) to the extent that Acceleron is not permitted to disclose to Celgene such publications or presentations, Acceleron shall notify Celgene in the event such a publication or presentation has been submitted to Acceleron by such a Third Party, and (3) with respect to such publications or presentations (regardless of whether they were disclosed to Celgene or Celgene was merely notified of them), Acceleron shall take any Patent Rights or Know-How belonging (whether through ownership or licenseaction requested by Celgene, including under this Agreement) in whole withholding consent to such publication or in part presentation, to the non-publishing Party or are necessary extent Acceleron has the right to avoid negatively impacting take such action under the Development or Commercialization of a Licensed Compound or Licensed Product, which changes, in either case, the Publishing Party will consider in good faith. Notwithstanding anything to the contrary in this Agreement, for the purpose of publication in accordance applicable agreement with this Section 9.2, Know-How shall not include data generated in the course of Clinical Trials conducted by the Publishing Party (as Developing such Third Party) hereunder.

Publication Review. Notwithstanding anything to the contrary in this Agreement, except Except as required by Applicable LawLaw or, subject to the last sentence of this Section, as may be permitted under any agreement identified on Schedule 2.8, from and after the Effective Date, the Developing Party Celgene shall have the sole right to publish or present the results of any work relating to the Development of Licensed Products or Licensed Compounds; provided that Acceleron shall have the right to publish or present works relating solely to PH Field Development Activities or the Sotatercept Licensed Compounds or Sotatercept Licensed Products, in each case, in the Field for which such Developing Party is responsible under PH Field, subject to the other provisions of this Agreement Section 9.2 (the Party entitled to publish pursuant to this Section being hereafter referred to as the “Publishing Party”). The Publishing Party shall publish or present such results (i) in a manner consistent with the publication strategy developed by either the Joint Development Committee or the Joint Commercialization Committee and (ii) after providing the other Party with the right to review such publications or presentations to ensure the other Party’s Confidential Information is not included without the other Party’s consent and to ensure intellectual property protectionCommittee. In that respect, the The Publishing Party shall provide to the other Party for review any (a) abstracts, posters and slide presentations prior to any scientific meetings, and such other Party shall have at least [* * *] Business Days to provide feedback to such other Party, and (b) primary and final manuscripts and review articles prior to journal submission, and such other Party shall have at least [* * *] Business Days to provide feedback. The Party that is not the Publishing Party (i) may require that its Confidential Information that may be disclosed in any such proposed publication or presentation be deleted prior to such publication or presentation; (ii) may require that . Except to the Publishing Party delay extent a publication for or presentation relates solely to PH Field Development Activities or a sufficiently long period Sotatercept Licensed Compound or a Sotatercept Licensed Product in the PH Field, Acceleron’s right to publish hereunder will be subject to the prior consent of Celgene, such consent not to exceed be unreasonably withheld or delayed and which consent shall be deemed given if Celgene has not objected to any such publication within the applicable [* * *] in order Business Day periods described above. With respect to permit the timely preparation and filing of any publication or presentation that relates solely to PH Field Development Activities or a patent application; and (iii) may request changes the non-Publishing Party reasonably believes are necessary to preserve any Patent Rights or Know-How belonging (whether through ownership or license, including under this Agreement) in whole or in part to the non-publishing Party or are necessary to avoid negatively impacting the Development or Commercialization of a Sotatercept Licensed Compound or a Sotatercept Licensed ProductProduct in the PH Field, such publication or presentation will not require Celgene’s prior consent, provided that in addition to deleting any Confidential Information of Celgene as provided above, Acceleron shall delete any other information the publication or presentation of which changes, in either case, [* * *]. If (x) a Third Party that is a party to an agreement identified on Schedule 2.8 is permitted to publish or present the Publishing results of any work conducted by such Third Party will consider in good faith. Notwithstanding anything pursuant to such agreement and relating to the contrary in this AgreementLicensed Products or Licensed Compounds, and (y) such Third Party is required to present such publication or presentation to Acceleron for prior review or approval, then (1) to the purpose of publication in accordance with this Section 9.2extent that Acceleron is permitted to disclose to Celgene such publications or presentations, Know-How Acceleron shall disclose such publications or presentations to Celgene, (2) to the extent that Acceleron is not include data generated permitted to disclose to Celgene such publications or presentations, Acceleron shall notify Celgene in the course event such a publication or presentation has been submitted to Acceleron by such a Third Party, and (3) with respect to such publications or presentations, to the extent such relate to Licensed Compounds and Licensed Products other than Sotatercept Licensed Compounds and Sotatercept Licensed Products in the PH Field, (regardless of Clinical Trials conducted whether they were disclosed to Celgene or Celgene was merely notified of them), Acceleron shall take any action requested by Celgene, including withholding consent to such publication or presentation, to the Publishing Party (as Developing extent Acceleron has the right to take such action under the applicable agreement with such Third Party) hereunder. THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [* * *] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.