Development and Approval of Research Plans. MTEM will prepare, in coordination with BMS and for review and approval by the JRC in accordance with [Section 3.5], a research plan for each Research Program (each, a “Research Plan”) which shall set forth # a high-level description of the activities to be conducted (and projected high-level estimates of the timelines) through non-GLP NHP study(ies) in respect of such Research Program, including activities to determine or achieve desirable therapeutic attributes for a Development Candidate, # a reasonably detailed budget of the Research Costs for the activities to be conducted pursuant to such plan, including anticipated FTEs intended to be allocated to activities under such plan (the “Research Budget”), # the data, results, and other information to be included in the relevant Option Exercise Data Package, and # criteria for designating an ETB Directed to the applicable Collaboration Target as a Development Candidate, including desirable therapeutic attributes of a Development Candidate. The Research Plan for the Research Program for the Initial Target as of the Effective Date (“Initial Research Plan”), including the Research Budget for the Research

Approval. In order for an entity to be approved as a Borrower, the Borrower # must obtain the written consent of each Lender, such consent not to be unreasonably withheld and # the provisions of this Section 6.4 shall be satisfied;

Approval. All plans and drawings (and changes thereto) shall be subject to the written approval of Landlord and Tenant as provided in this Work Agreement. Landlord’s approval may be withheld or granted in Landlord’s sole and absolute discretion with respect to Structural and System Alterations and any Alterations which are visible from the exterior of the Expansion Space, and which consent shall not be unreasonably withheld, conditioned or delayed with respect to all other Alterations. Any such approval by Landlord shall not constitute approval of any delay caused by Tenant or a waiver of any right or remedy that may arise as a result of such delay.

Approval of Final Plans. Landlord shall submit the Final Plans to Tenant for its approval and Tenant shall advise Landlord, within 5 days thereafter, of its approval or disapproval of such Final Plans. Tenant's right to disapprove the proposed Final Plans (“Objection”) shall be limited to material inconsistencies with the Specifications and any Change Orders then entered into, and noncompliance with or violation of applicable laws, codes, ordinances or other legal requirements. If Tenant shall not make an Objection to the proposed Final Plans or any element or aspect thereof within the 5 day period set forth above, then such Final Plans or the portions not objected to by Tenant shall be deemed approved. Resolution of any Objection by Tenant to the Final Plans shall be governed by Paragraph 3 below.

Approval. Each Global Commercialization Plan for a Co-Funding Product shall include a related Global Commercialization Budget (each individually, a “Global Commercialization Budget” and collectively, the “Global Commercialization Budgets”) and each Global Commercialization Budget shall be prepared, updated, reviewed and approved as part of the preparation, update and approval of the Global Commercialization Plan of which such Global Commercialization Budget is a part in accordance with this Agreement. Amendments and updates to any Global Commercialization Budget shall not be effective without the approval of the JSC.

Approval of Plans. The term “Approved Plans” shall mean the Plans (as hereinafter defined), as and when approved in writing by Landlord. The term “Plans” shall mean the full and detailed architectural and engineering plans and specifications covering the Tenant Improvements (including, without limitation, architectural, mechanical and electrical working drawings for the Tenant Improvements). The Plans shall be subject to Landlord’s approval and the approval of all local governmental authorities requiring approval of the Tenant Improvements and/or the Approved Plans. Landlord shall give its approval or disapproval (giving general reasons in case of disapproval) of the Plans within ten (10) business days after their delivery to Landlord. Landlord agrees not to unreasonably withhold its approval of said Plans; provided, however, that Landlord shall not be deemed to have acted unreasonably if it withholds its approval of the Plans because, in Landlord’s reasonable opinion: the Tenant Improvements as shown in the Plans: # is likely to adversely affect Building systems, the structure of the Building or the safety of the Building and/or its occupants; # might impair Landlord’s ability to furnish services to Tenant or other tenants; # would increase the cost of operating the Building; # would violate any governmental laws, rules or ordinances (or interpretations thereof); # involves hazardous or toxic materials or substances which are not customarily used in the building trade; # would adversely affect the appearance of the Building or might materially adversely affect another tenant’s premises; or # is prohibited by any mortgage or trust deed encumbering the Building. The foregoing reasons, however, shall not be exclusive of the reasons for which Landlord may withhold consent.

Approval of Plans. Landlord will not check Tenant drawings for building code compliance. Approval of the Construction Drawings by Landlord is not a representation that the drawings are in compliance with the requirements of governing authorities, and it shall be Tenant's responsibility to meet and comply with all federal, state, and local code requirements. Approval of the Construction Drawings does not constitute assumption of responsibility by Landlord or its architect for their accuracy, sufficiency or efficiency, and Tenant shall be solely responsible for such matters.

Approval. Awards granted under the Plan must be approved by a majority of the Company’s “Independent Directors” (as defined under the Nasdaq Listing Rules) or the Compensation Committee of the Board, in each case acting as the Administrator.

Approval of Plans and Specifications. Seller has informed Purchaser that the Plans and Specifications have not yet been prepared. In that regard, Seller agrees to provide Purchaser with a copy of Seller’s proposed Plans and Specifications not later than March 30, 2018. Such proposed Plans and Specifications shall be subject in all respects to Purchaser’s prior written approval, which may be granted or withheld in Purchaser’s sole discretion. In the event that Purchaser so approves Seller’s proposed Plans and Specifications, then the parties shall enter into an Amendment to this Agreement for the purpose of incorporating such Plans and Specifications into this Agreement as [Schedule B] hereof, and such approved plans and specifications shall be deemed to be the “Plans and Specifications”, as defined in this Agreement. In the event that Purchaser, in its sole opinion, finds Seller’s proposed Plans and Specifications to be unsatisfactory due to the final unit mix and resulting economic impact or site plan layout, then Purchaser shall be entitled to terminate this Agreement upon written notice to Seller, whereupon the Earnest Money shall be immediately returned by Escrow Agent to Purchaser, without the consent or joinder of Seller being required and notwithstanding any contrary instructions which might be provided by Seller, and neither party shall have any further obligations hereunder except for the Surviving Obligations.

Approval. Each Global Development Plan for a Co-Funding Product shall include a related Global Development Budget and each Global Development Budget shall be prepared, updated, reviewed and approved as part of the preparation, update and approval of the Global Development Plan of which such Global Development Budget is a part in accordance with this Agreement. Amendments and updates to any Global Development Budget shall not be effective without the approval of the JSC. ​.