Know-how. The Company and each Subsidiary, as appropriate, has used reasonable best efforts to protect the secrecy and confidentiality of all know-how included in the Intellectual Property Rights of the Company or Subsidiary. To the Company’s knowledge, neither the Company nor any of its Subsidiaries has disclosed to any Person (including any employees, contractors, and consultants) any such know-how except under a confidentiality agreement or other legally binding confidentiality obligation, and to the Company’s knowledge, there has not been any breach by any party to any such confidentiality agreement. The Company and each Subsidiary has required all Persons (including any current or former employees, contractors, and consultants) who create or develop or have created or developed any material registered or applied for Intellectual Property Rights for the benefit of the Company or such Subsidiary to assign, and all such Persons have assigned, to the Company or Subsidiary, as applicable, (by present assignment) all of such Person’s rights in such registered or applied for Intellectual Property Rights.

“Lundbeck Current Patent Rights” - any Patent Rights Controlled by Lundbeck or its Affiliates as of the Effective Date that claim or cover the researching, Developing, making, having made, using, having used, Commercialising and having Commercialised Compound and/or Product in the Field set out in [Schedule A].

Denali Know-How License. ​ hereby grants to Denali a non-exclusive, sublicensable, royalty-bearing license, under the Licensed Know-How, to make, have made, use, sell, offer for sale, and import the Compounds and Licensed Products in the Field in the Territory. ​, Exhibit C shall be amended by Denali’s request, provided, however, that ​ will have the right to verify that any additions to Exhibit C:

UroGen shall and shall cause its Affiliates to, without additional compensation, disclose and make available to Allergan, in a form reasonably requested by Allergan (including by providing copies thereof), all Regulatory Documentation Controlled by UroGen and UroGen Know-How # that is in existence as of the Effective Date, within fifteen (15) Business Days of the Effective Date and # that comes into existence after the Effective Date, promptly after the earlier of the development, making, conception or reduction to practice or the filing with any Regulatory Authority of such Regulatory Documentation or UroGen Know-How, as applicable (such disclosure, the “Initial Disclosure”). UroGen, at ​ cost and expense, shall provide Allergan with all reasonable assistance required to provide Allergan with the Initial Disclosure in a timely manner. Without limiting the foregoing, UroGen shall provide to Allergan within fifteen (15) Business Days of the Effective Date, to the extent each of the following is UroGen Know-How, as reasonably determined by UroGen or requested by ​ = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.

Ownership of Joint Patents and Joint Know-How. Subject to [Section 3.7.1(ii)], as between the Parties, the Parties shall each own an equal, undivided interest in any and all # Information discovered or developed by or on behalf of either Party or its Affiliates or sublicensees in connection with the work conducted under or in connection with # Initial Development Activities, or # jointly by or on behalf of ​ or its Affiliates or sublicensees, on the one hand, and [[Organization A:Organization]] or its Affiliates or Sublicensees, on the other hand, in connection with the work conducted under or in connection with this Agreement, (the “Joint Know-How”), and # inventions, conceived, or made by jointly by one (1) or more inventor(s) obligated to assign their rights therein to ​ and one (1) or more inventor(s) obligated to CONFIDENTIAL TREATMENT REQUESTED. INFORMATION FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED IS OMITTED AND MARKED WITH “[...​...]”. AN UNREDACTED VERSION OF THE DOCUMENT HAS ALSO BEEN FURNISHED SEPARATELY TO THE SECURITIES AND EXCHANGE COMMISSION AS REQUIRED BY RULE 406 UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

Know-How and all common law and statutory rights in any jurisdiction commonly known as “trade secrets” or that permit the holder of such right to limit the use or disclosure of its know-how and other confidential or proprietary technical, business or other information; and # any similar, corresponding or equivalent rights to any of the foregoing.

“Licensed Know-How” means any Know-How that

“Transferred Know-How” means the Know-How listed on Exhibit C Part II.

Except as otherwise excluded under Ablynx Background Know-How (or Ablynx Background Know-How Improvements) or Merck Background Know-How (or Merck Background Know-How Improvements), including [Schedule 8.7.3] that lists Merck Background Know-How that will not be provided to Ablynx upon termination of Research Programs, any results generated from the activities set forth in Work Plan 7 shall constitute Program Specific Results. Program Specific Deliverables are marked with a (*).

“Legacy Know-How” means # all Know-How Controlled by Legacy at any time during the Term that is necessary or useful to make, have made, use, sell, offer for sale, or import any CDC, VDC, Derivative of either of the foregoing, or any product incorporating a CDC, VDC, or Derivative incorporating either of the foregoing and # VDC Data. Legacy Know-How shall include, but is not limited to, CDC Data and Ag Partner Know-How. Notwithstanding anything to the contrary, Legacy Know-How shall not include any Know-How that is owned, licensed, or otherwise controlled by any Legacy Acquiring Entity or Legacy Acquired Entity prior to the date of the transaction by which such Legacy Acquiring Entity or Legacy Acquired Entity, respectively, first became a Legacy Acquiring Entity or Legacy Acquired Entity, respectively, except to the extent that such Know-How was already included within the Legacy Know-How prior to the date of the transaction by which such Legacy Acquiring Entity or Legacy Acquired Entity, respectively, first became a Legacy Acquiring Entity or Legacy Acquired Entity, respectively.