Each Party hereby covenants to the other Party as follows: # it will not during the Term grant any right or license to any Third Party which would be in conflict with the rights granted to the other Party under this Agreement, and # neither Party will use the Patent Rights, Know-How, materials, or Confidential Information of the other Party outside the scope of the licenses and rights granted to it under this Agreement.

“Co-Funding Target” shall mean the Target that is the subject of the Exercised Option as set forth on [Schedule 1.18].

“Co-Promote” or “Co-Promotion” shall mean the joint Detailing of Co-Funding Product(s) by the Parties (or their respective Affiliates) under the same trademark in the United States pursuant to the U.S. Co-Promotion Agreement.

CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “​”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE [[Unknown Identifier]] PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

Annex ACommitment Annex

Annex # – Vlissingen Assets and Liabilities Annex

Annex # – Transferred U.S. Intellectual Property Annex

2003/94/EC and Eudralex 4; # the principles detailed in the WHO TRS 986 [Annex 2], TRS 961 [Annex 6], TRS 957 [Annex 2], and TRS 999 [Annex 2]; # ICH [[Unknown Identifier]] guidelines; and # the equivalent Applicable Laws in any relevant country, each as may be amended and applicable from time to time.

#Annex 3 of [Appendix 2] shall be replaced by the Annex attached to this Amendment.

“IT Assets” means the IT Equipment as set forth on each of [Annex I] and [Annex II].