. Notwithstanding the exclusive license granted to Lilly pursuant to Section 6.1 during the Term, [[Merus:Organization]] shall retain all rights under the [[Merus:Organization]] Know-How and [[Merus:Organization]] Patents # to perform, and to subcontract pursuant to [Section 4.8], its obligations under this Agreement, and # for any purpose outside the scope of the license granted under Section 6.1, subject in each case of (a) and (b) to [[Merus:Organization]]’s obligations under Article 7. For clarity, nothing herein shall limit [[Merus:Organization]]’s ability to use its panel of [[Unknown Identifier]] antibodies included within the [[Merus:Organization]] Platform Technology or [[Merus:Organization]] Platform IP or that is otherwise Covered by a [[Merus:Organization]] Patent for Exploitation of internal programs or with a Third Party for any bispecific or multispecific compound or product that is not directed to # a Lilly Target Pair, or # a Reserved Target in combination with [[Unknown Identifier]] during the period such Target constitutes a Reserved Target. On a Lilly Target-by-Lilly Target basis, subject to [[Merus:Organization]]’s exclusivity obligations pursuant to Section 7.1 (if applicable), [[Merus:Organization]] retains all rights to use and commercialize any ​ against such Lilly Target that [[Merus:Organization]] discovers, identifies or generates without use of or reference to ​ generated with respect to such Lilly Target, provided that subject to the terms of the Existing Third Party Agreements, such retained use is not with respect to development or commercialization of # a Monospecific Compound, or # a bispecific compound against the Lilly Target Pair, or multispecific compounds including a Lilly Target Pair (excluding any Replaced Target or a Terminated Target), but in each case of (A) and (B), excluding any Terminated Product or Terminated Compound. For clarity, subject to [[Merus:Organization]]’s exclusivity obligations under Section 7.1 (if applicable), [[Merus:Organization]]’s rights set out in this [Section 6.6] shall apply if [[Merus:Organization]] discovers, identified or generates a ​ sequence directed against a Lilly Target that is identical to # any sequence ​, or # any ​ sequence directed against a Lilly Target used in a Research Program, provided such ​ sequence is discovered, identified or generated without use of or reference to the ​ generated with respect to such Lilly Target.

Retained Rights. Nothing in this Waiver shall result in any waiver, release, discharge or effect of any kind upon # my rights to indemnification and the advancement of expenses as an officer and/or director of [[Verso:Organization]] and/or as a director or officer of any of its subsidiaries as set forth in [[Verso:Organization]]’s Amended and Restated Bylaws, the constituent documents of its subsidiaries, or the Indemnification Agreement dated as of ​, between [[Verso:Organization]] and me, to the maximum extent provided therein, # my entitlement to protection under any and all insurance policies that [[Verso:Organization]] may elect to maintain generally for the benefit of its directors and officers against all costs, charges and expenses incurred or sustained by me in connection with any action, suit or proceeding to which I may be made a party by reason of my being or having been a director, officer or employee of [[Verso:Organization]] or any of its subsidiaries (other than any dispute, claim or controversy arising under or relating to the Agreement or this Waiver); or # any dispute, claim or controversy arising under this Waiver.

Retained Rights. Subject to the terms and conditions of this Agreement, and notwithstanding anything to the contrary in Section 6.1 (License to Zai Lab), INCY retains for itself:

For clarity, Atea retains the exclusive ownership and right to use any compound that was generated by or on behalf of Atea, or that is otherwise Covered by intellectual property rights Controlled by Atea, at the Effective Date or during the Agreement Term in the Excluded Field.

Retained Rights. Notwithstanding the exclusive license granted to Bausch Health under Section 2.1, Clearside hereby expressly retains the rights to use the Licensed IP in the Field in the Territory # to perform its obligations under this Agreement, whether directly or through its Affiliates, Bausch Health or contractors and # to Develop and Manufacture the Products for use outside the Territory. For clarity, Clearside retains the exclusive right to practice, license, and otherwise exploit the Licensed IP outside the scope of the license granted to Bausch Health under Section 2.1. Bausch Health acknowledges and agrees that Emory retains, on behalf of itself, its employees, and Emory research collaborators, the right to make, have made, use, import, and transfer Licensed Products (as defined in the Emory Agreement) and practice Technology (as

Retained Rights. In addition to any other rights retained by Stoke hereunder with respect to the Stoke [[Unknown Identifier]] Technology, Stoke ​ Technology and Stoke [[Unknown Identifier]] Technology, and subject to the terms and conditions set forth herein, including Section 2.5, Stoke retains the exclusive right to practice, license and otherwise exploit the Stoke [[Unknown Identifier]] Technology, Stoke ​ Technology and Stoke [[Unknown Identifier]] Technology in the Territory outside the scope of the licenses granted under Section 2.1, including with respect to products other than the Products. In addition to any other rights retained by Acadia hereunder with respect to the Acadia [[Unknown Identifier]] Technology, and subject to the terms and conditions set forth herein, including Section 2.5, Acadia retains the exclusive right to practice, license and otherwise exploit the Acadia [[Unknown Identifier]] Technology in the Territory outside the scope of the licenses granted under [Section 2.1(c)(ii)], including with respect to products other than the [[Unknown Identifier]] Co-Co Products. For clarity, the licenses granted to Acadia under Section 2.1 do not extend to Other Active Ingredients that may be covered by Stoke [[Unknown Identifier]] Technology, Stoke ​ Technology or Stoke [[Unknown Identifier]] Technology.

Retained Rights. Notwithstanding anything to the contrary contained herein, MSD hereby retains the right, for itself and its Affiliates, sublicensees and other designees, including under the MSD Patents and MSD Know-How, to use the Compound solely for MSD’s and its Affiliates’ internal research purposes (but excluding any clinical Development activities, including the conduct of Clinical Trials). ​

Retained Rights. [[Agenus:Organization]] retains all rights to use the Licensed IP except those expressly granted to Betta under the terms of this Agreement. Without limiting the foregoing, the Parties agree that [[Agenus:Organization]] and its Affiliates will retain the rights under the Licensed IP for [[Agenus:Organization]] and its Affiliates to # Exploit the Licensed Antibodies and/or Licensed Products ​ in all fields outside the Territory and outside the Field in the Territory, # Develop and Manufacture the Licensed Antibodies and/or Licensed Products ​ in the Territory solely for the Exploitation outside the Territory of such Licensed Antibodies and/or Licensed Products, but in no event for the Commercialization of such Licensed Antibodies and/or Licensed Products in the Field and in the Territory, and # research the Licensed Antibodies and/or Licensed Products ​ in or outside the Territory (collectively, the “Retained Rights”).

Retained Rights. Poseida shall retain rights under the licenses granted to Takeda in this [Section 5.2] solely to the extent necessary to conduct its Research Activities under the Research Plans.

Retained Rights. Notwithstanding the licenses granted by Beam to Sana in this Section 2.1, Sana acknowledges and agrees to the Institutions’ (as defined in the ​ Agreement) reserved rights and the restrictions set forth in Section 2.2 of the ​ Agreement. Additionally, notwithstanding anything to the contrary set forth in this Agreement, Sana acknowledges and agrees that the licenses granted to Sana under this Section 2.1 expressly exclude any right to engage in any Excluded Activities.