The “Commencement Date” shall be the earlier of: # the date Landlord Delivers the Premises to Tenant; and # the date Landlord could have Delivered the Premises but for Tenant Delays. Upon the request of either Landlord or Tenant, Landlord and Tenant shall execute and deliver a written acknowledgment of the Commencement Date, and the expiration date of the Term when such are established in the form of the “Acknowledgement of Commencement Date” attached to this Lease as Exhibit D; provided, however, the failure by either party to execute and deliver such acknowledgment shall not affect either party’s rights hereunder. The “Term” of this Lease shall be the Base Term, as defined above on the first page of this Lease and, if elected by Tenant, the Extension Term which Tenant may elect pursuant to Section 39 hereof.

Payment of Sale Proceeds. Participant understands and agrees that, pursuant to exchange control requirements in China, Participant may be required to repatriate to China the cash proceeds from the sale of the Shares issued upon the settlement of the RSUs and that the Company may be required to effect that repatriation through a special exchange control account established by the Company or a Subsidiary. Participant agrees that any proceeds from the sale of any Shares Participant acquires may be transferred to such special account prior to being delivered to Participant. Participant also understands that there may be significant delays in delivering the funds to Participant due to exchange control requirements in China and agree not to make any claim against the Company or any Subsidiary as a result of the amount of time it takes to deliver the funds to Participant.

substantially complete such restoration, as set forth in ​’s Completion Notice (the “Outside Restoration Date”), which Outside Restoration Date shall be extended to the extent of any delays # caused by ​ or # caused by Force Majeure (up to a maximum of sixty (60) days of additional delay due to Force Majeure), then ​ shall have the additional right during the first ten (10) business days following the Outside Restoration Date until such repairs are complete, to terminate this Lease by delivery of written notice to ​ (the “Damage Termination Notice”), which termination shall be effective on a date specified by ​ in such Damage Termination Notice (the “Damage Termination Date”), which Damage Termination Date shall not be less than ten (10) business days, nor greater than thirty (30) days, following the date such Damage Termination Notice was delivered to ​.

FORCE MAJEURE. No failure or omission by any party in the performance of any obligation of this Agreement (except payments hereunder) shall be deemed a breach of this Agreement nor create any liability if the same shall arise from any cause or causes beyond the control of the party in question, as the case may be, including, but not restricted to, the following, which, for the purpose of this Agreement, shall be regarded as beyond the control of the party in question: acts of God; acts or omissions of any government or any agency thereof; compliance with any governmental authority or any officer, department, agency or instrumentality thereof; fire; storm; flood; earthquake; accident; acts of the public enemy; war, declared or undeclared; rebellion; insurrection; riot; sabotage; invasion; quarantine restrictions; strike; lockout; disputes or differences with workmen; transportation embargoes or delays in transportation.

Programmer shall pay to Licensee the fee set forth on Schedule hereto, in advance of each month, for the rights granted under this Agreement (the “Monthly Fee”). In accordance with Licensee’s rights under Section 2.3.2 below, and provided Programmer is not then in default hereof, if Licensee preempts, deletes, delays, suspends, cancels or fails to broadcast any of the Programming during time that would otherwise be considered as LMA Hours, Programmer shall receive a credit equal to the pro rata portion of the Monthly Fee paid for the month in which such preemption, deletion, delay, suspension, cancellation or failure to broadcast occurs pursuant to Section 2.3.2. Any credit due Programmer shall be applied to the Monthly Fee due immediately following the calendar month during which such suspension, cancellation, preemption or delay subject to credit occurred.

Any payment or proceeds may be paid to the Participant in U.S. dollars or local currency at the Company’s discretion. If the payments or proceeds are paid to the Participant in U.S. dollars, the Participant will be required to set up a U.S. dollar bank account in the PRC (if the Participant does not already have one) so that the payments or proceeds may be deposited into this account. If the payments or proceeds are paid to the Participant in local currency, the Company is under no obligation to secure any particular currency exchange rate and the Company may face delays in converting the payments or proceeds to local currency due to exchange control restrictions. The Participant agrees to bear any currency exchange rate fluctuation risk between the time the cash proceeds are received and the time the cash proceeds are distributed to the Participant through the special account described above.

Charges and Expenses. Issuance of Common Stock to [[Organization B:Organization]], or any of its assignees, upon the conversion of this Note shall be made without charge to [[Organization B:Organization]] for any issuance fee, transfer tax, legal opinion and related charges, postage/mailing charge or any other expense with respect to the issuance of such Common Stock. Company shall pay all Transfer Agent fees incurred from the issuance of the Common Stock to [[Organization B:Organization]], as well as any and all other fees and charges required by the Transfer Agent as a condition to effectuate such issuance. Any such fees or charges, as noted in this Section that are paid by [[Organization B:Organization]] (whether from [[Organization A:Organization]]’s delays, outright refusal to pay, or otherwise), will be automatically added to the Principal Sum of the Note and tack back to the Effective Date for purposes of Rule 144.

In particular, LICENSEE will achieve the performance milestones set forth in Appendix D, which is attached hereto, on the time frames indicated. Notwithstanding the foregoing, the dates or timelines outlined or established for the achievement of such milestones assume that # LICENSEE obtains reasonably sufficient funding to achieve such milestones consistent with such dates or timelines and # LICENSEE’s product candidates do not cause adverse events in clinical trials or encounter regulatory delays for reasons outside of LICENSEE’s reasonable control. LICENSEE and UNIVERSITY shall negotiate in good faith the extension of these dates in the event any matters adversely affect achievement of any stated milestones by the dates or timelines outlined or established therefor. UNIVERSITY’S sole and exclusive remedy with respect to LICENSEE’s breach of this Article 5 or failure to achieve the above-referenced milestones shall be its right to terminate this Agreement in accordance with Section 7.2.

st Floor Premises Tenant shall have the right to elect to cause the first floor of the Premises to be constructed either as the GMP Suite, or as the Standard Buildout Tenant shall deliver written notice to Landlord of such election (the “1st Floor Election”), on or before June 15, 2022 (the “1st Floor Deadline Date”) Following the 1st Floor Election, Landlord shall work with the Contractor and Architect determine a reasonable schedule for construction of the 1st floor Premises, which schedule shall be determined in a manner consistent with the manner of determining the schedule for the remainder of the Tenant Improvements, and which schedule shall establish the estimated completion date for such space (the “Estimated 1st Floor Delivery Date”) Landlord shall deliver such schedule to Tenant within fifteen (15) days after Tenant’s notice of its 1st Floor Election Following the 1st Floor Election, Landlord will commence to construct the Tenant Improvements in the 1st floor Premises in accordance with the terms of this Tenant Work Letter as either the Standard Buildout or the GMP Suite, as elected by Tenant If Landlord is unable to cause the Possession Date of the 1st floor of the Premises to occur on or before the date that is thirty (30) days after the Estimated 1st Floor Delivery Date (the “Outside 1st Floor Delivery Date”), then for each day after the Outside 1st Floor Delivery Date that the Possession Date for the 1st floor Premises has not occurred, Tenant shall receive one (1) day of Rent abatement applicable to the RSF of the 1st floor Premises The Outside 1st Floor Delivery Date shall be extended for any Tenant Delays The Outside 1st Floor Delivery Date shall not be extended for any Force Majeure delays Tenant shall have no maintenance, indemnity or other obligations with respect to the 1st Floor Premises until the Possession Date occurs with respect thereto (provided that Tenant will be required to pay Rent attributable to such space following the Lease Commencement Date as provided in Section 4 of the Summary).

Delays in Shipment of Products to ​. ​ will use commercially reasonable efforts to ship the Products to arrive by any requested delivery date quoted or acknowledged. However, none of the Parties hereto will be liable for any delay in shipment or delay in performance under this Agreement, due to unforeseen circumstances, or due to causes beyond their control, including, but not limited to an event of Force Majeure (defined below). Subject to Section 16(s), in the event a substantial amount of the Product ordered by ​ herein is substantially delayed, and such delay exceeds ninety (90) consecutive days, ​ may elect to terminate this Agreement upon written notice to ​ (email shall be sufficient), upon which ​ shall, within ninety (90) days of the date of such termination, be required to refund the purchase price actually paid by ​ for any undelivered Products to ​ and repay the the Equipment Financing (defined below) payment actually made by ​ to ​.