Independent Development Activities. The CGB shall amend the Development Plan to include any Additional Development Activities in the Rare Diseases indications that are Independent Development Activities, and thereafter the Proposing Party may conduct such Independent Development Activities, provided that: # the Proposing Party shall have the right to make the final decision in the event of any dispute regarding the conduct of the Independent Development Activities, except to the extent that, where the Proposing Party is Licensee, Ovid reasonably believes that Licensee’s exercise of such right would adversely impact Ovid’s Development and Commercialization of Products outside the Licensee Territory, # the Proposing Party shall have the right to make the final decision in the event of any dispute regarding the conduct of the Independent Development Activities, except to the extent that, where the Proposing Party is Ovid, Licensee reasonably believes that Ovid’s exercise of such right would adversely impact Licensee’s Development and Commercialization of Products in the Licensee Territory, # to the extent applicable to the Licensee Territory, Independent Development Activities shall be conducted in accordance with the amended Development Plan, # the Certain identified information marked with ​ has been excluded from the exhibit because it is both not material and is the type that the registrant treats as private or confidential.

General. With respect to all Joint Development Activities, Licensee Territory Development Activities, and Independent Development Activities (but subject to Section 4.7(c)), each Party shall promptly provide the other Party with ​. The Parties shall cooperate ​ to facilitate the sharing of reports, Data, and other information on a routine basis.

General. With respect to all Joint Development Activities, Licensee Territory Development Activities, and Independent Development Activities (but subject to Section 4.7(c)), each Party shall promptly provide the other Party with ​. The Parties shall cooperate ​ to facilitate the sharing of reports, Data, and other information on a routine basis.

Independent Development Activities. The CGB shall amend the Development Plan to include any Additional Development Activities in the Rare Diseases indications that are Independent Development Activities, and thereafter the Proposing Party may conduct such Independent Development Activities, provided that: # the Proposing Party shall have the right to make the final decision in the event of any dispute regarding the conduct of the Independent Development Activities, except to the extent that, where the Proposing Party is Licensee, Ovid reasonably believes that Licensee’s exercise of such right would adversely impact Ovid’s Development and Commercialization of Products outside the Licensee Territory, # the

Independent Development Activities. If the JSC fails to approve for inclusion in the Global Development Plan the Proposed Additional Development proposed by either Party (or any modified version thereof), then the proposing Party will have the right, subject to [Section 3.5.2] (Material Adverse Development), upon written notice to the other Party, to conduct such Additional Development Activities set forth in the Additional Development Proposal at its own cost and expense. The proposing Party will conduct such Additional Development Activities in accordance with the applicable Additional Development Proposal (including the budget therein) previously provided to the JDC and JSC that the JSC declined to approve. No Development activities included in an Additional Development Proposal may be included in or contemplated by the Global Development Plan if not approved by the JSC. Each applicable Party undertaking any such Additional Development Activities will keep the JDC reasonably informed of any progress and results of activities for such Additional Development Activities undertaken by it or on its behalf, including any and all Data and intellectual property arising from such activities, through its employees on the JDC and the Patent Liaisons, as applicable, at each regularly scheduled meeting thereof.

Independent and Licensee Territory Development Activities Data. The Party receiving Data resulting from the other Party’s Independent Development Activities shall have the right to use such Data only to the extent reasonably necessary for the receiving Party to comply with its regulatory reporting and compliance obligations, including safety reporting obligations. Licensee shall have the right to use such Data only to support its own Development, Regulatory Approval, or Commercialization of the Product in the Field in such Party’s territory for the Initial Indication unless Licensee reimburses Ovid for Licensee’s share of Development Costs pursuant to Section 8.2(b). Ovid shall have the right to use Data resulting from the Licensee Territory Development Activities as necessary for Ovid or its Affiliates or licensees (other than Licensee) to comply with its regulatory reporting and compliance obligations, including safety reporting obligations, and to support its own Development, Regulatory Approval, or Commercialization of the Product in the Ovid Territory.

and Ovid’s Independent Development Activities and # Licensee shall apply for and hold all Regulatory Filings for the Licensee Territory arising from the Licensee Territory Development Activities, Licensee’s Independent Development Activities, and Joint Development Activities. Except as otherwise provided herein or in the Development Plan or required by Applicable Law, each Party shall # be responsible for the preparation and submission of any and all Product registrations and MAAs in its territory and # own and hold all such Regulatory Filings (including Regulatory Approvals). For the avoidance of doubt, in no event shall Licensee submit any Regulatory Filing for the Product in the Ovid Territory.

Licensee Territory Development Costs. Licensee shall be solely responsible for all Development Costs incurred in connection with Licensee Territory Development Activities, except as provided in [Section 4.2(c)(ii)] with respect to the Additional Pivotal Study.

Independent and Licensee Territory Development Activities Data. The Party receiving Data resulting from the other Party’s Independent Development Activities shall have the right to use such Data only to the extent reasonably necessary for the receiving Party to comply with its regulatory reporting and compliance obligations, including safety reporting obligations. Licensee shall have the right to use such Data only to support its own Development, Regulatory Approval, or Commercialization of the Product in the Field in such Party’s territory for the Initial Indication unless Licensee reimburses Ovid for Licensee’s share of Development Costs pursuant to Section 8.2(b). Ovid shall have the right to use Data resulting from the Licensee Territory Development Activities as necessary for Ovid or its Affiliates or licensees (other than Licensee) to comply with its regulatory reporting and compliance obligations, including safety reporting obligations, and to support its own Development, Regulatory Approval, or Commercialization of the Product in the Ovid Territory.

Licensee Territory Development Costs. Licensee shall be solely responsible for all Development Costs incurred in connection with Licensee Territory Development Activities, except as provided in [Section 4.2(c)(ii)] with respect to the Additional Pivotal Study.