Common use of Patents and Patent Expenses Clause in Contracts

Patents and Patent Expenses. MASCOMA will reimburse Dartmouth for all costs associated with obtaining and maintaining Dartmouth Patent Rights. The foregoing notwithstanding, if MASCOMA decides that it does not want to pay for the costs of patent prosecution or maintenance of a particular aspect of Dartmouth Patent Rights in a particular country, MASCOMA shall have no obligation to reimburse Dartmouth for such costs and such Dartmouth Patent Rights in such country shall cease to be subject to the license granted to MASCOMA under the License Agreement or, in the event that such Dartmouth Patent Rights are not subject to the license granted to MASCOMA under the License Agreement, the option granted under Section 11 to MASCOMA by Dartmouth shall lapse in respect to the Dartmouth Patent Rights for which MASCOMA declines to reimburse the cost to Dartmouth. Dartmouth shall also have the right to obtain patent protection on its own and at its own expense for Joint Patent Rights in the names of Dartmouth and MASCOMA in any country for which MASCOMA decides not to pay the costs of obtaining such patent protection in such country, and Dartmouth’s interest in such Joint Patent Rights in such country shall cease to be subject to the license granted to MASCOMA under the License Agreement or, in the event that such Joint Patent Rights are not subject to the license granted to MASCOMA under the License Agreement, the option granted under Section 11 to MASCOMA by Dartmouth shall lapse in respect to Dartmouth’s rights under Joint Patent Rights. Dartmouth agrees that it will consult with MASCOMA on prosecution of patent applications containing claims based on Dartmouth Know-How which are the subject to the License Agreement or option granted Section 11, and will make a good faith effort to incorporate MASCOMA’s reasonable comments. PORTIONS OF THIS EXHIBIT WERE OMITTED AND HAVE BEEN FILED SEPARATELY WITH THE SECRETARY OF THE COMMISSION PURSUANT TO AN APPLICATION FOR CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT; [***] DENOTES OMISSIONS.