License to Product Trademark. Subject to the other terms and conditions of this Agreement, Cara hereby grants to VFMCRP an exclusive (even as to Cara), royalty-free license in the Licensed Territory, with the right to grant sublicenses as provided in [Section 2.5] below, under the Product Trademark solely to promote and otherwise Commercialize the Licensed Product in the Licensed Territory. In exercising the foregoing license, VFMCRP shall comply with all reasonable and typical restrictions and obligations (as provided in writing by Cara) regarding use of the Product Trademark, and quality of the finished Licensed Product (or related promotional or advertising materials) that bear the Product Trademark. Cara shall have the right to inspect samples of Finished Licensed Product (and related promotional or advertising materials) that bear the Product Trademark, to ensure compliance with such restrictions, and VFMCRP agrees to provide such samples on reasonable request, for such purposes.

Trademark. Subject to the terms and conditions of this Agreement, LICENSOR hereby grants to IMMEDICA an exclusive right and license to use trademarks Controlled by the LICENSOR which relate to the Product, in the Territory, listed in [Schedule D], in connection with the Commercialization of the Product in the Field within the Territory. All rights of LICENSOR in and to such trademarks not expressly granted under this Section are reserved by LICENSOR. The LICENSOR shall, at its sole expense, prosecute and maintain and renew the trademarks listed in [Schedule D] throughout the term of this Agreement. IMMEDICA shall not reproduce or use (or authorize the reproduction or use of) such trademarks in any manner whatsoever other than as authorized by this Agreement. During the term and after any termination of this Agreement, IMMEDICA shall not use as its own any service mark, service name, trade name, trademark, design or logo(s) confusingly similar to such trademarks. All use of such trademarks by IMMEDICA, and all goodwill associated with such use, shall inure to the benefit of LICENSOR. LICENSEE shall use the trademarks listed in [Schedule D] in connection with the Use of the Product in the Field within the Territory unless LICENSEE has a bona fide reason for using a different trademark.

Trademark. VFMCRP will Commercialize Licensed Product under the Product Trademarks using the global brand name for such Licensed Product selected by Cara in the Global Brand Plan and under the trade dress set forth in the Global Brand Plan, except to the extent that VFMCRP reasonably believes that the use or registration of any particular Product Trademark in a particular country in the Licensed Territory # would be commercially inappropriate due to such country’s linguistic or cultural particularities or would violate the Applicable Laws of such country, # is rejected by local Regulatory Authorities or # is in conflict with any Third Party’s intellectual property rights in such country. If VFMCRP is unable to use any Product Trademark for the foregoing reasons, then VFMCRP will use one of ​ Confidential Treatment Requested two alternative trademarks and trade dresses selected by Cara in the Global Brand Plan, or if such alternative trademarks are unacceptable for the reasons set forth in the preceding sentence, then VFMCRP will use another trademark and trade dress to be agreed upon by VFMCRP and Cara acting reasonably (the “Local Trademarks”). Cara will own all such Local Trademarks, including all trademark registrations and applications therefor and all goodwill associated therewith. Cara agrees to grant and hereby grants to VFMCRP an exclusive (even as to Cara), royalty-free license in the Licensed Territory, with the right to grant sublicenses as provided in [Section 2.5] above, under the Local Trademarks to promote and otherwise Commercialize Licensed Product in the Licensed Territory. Once the brand name for a Licensed Product has been selected for a country pursuant to this Section 5.5, the Party that submits and files the MAA(s) for such Licensed Product in such country will be responsible for obtaining Regulatory Approval of such brand name for use in the Commercialization of such Licensed Product in such country.

License to Licensee-Controlled Trademark. Solely in the event that this Agreement is terminated by Bioeq pursuant to [Sections 15.2.1, 15.2.2, 15.2.3, 15.2.4, 15.2.8 or 15.2.9]9]9]9] or by Licensee pursuant to [Section 15.2.5] , Licensee shall grant, and hereby grants to Bioeq an exclusive, royalty-free, fully paid, sublicenseable, license to use the Licensee-Controlled Trademarks which were actually used by Licensee to Commercialize the Licensed Products in the Territory in connection with Bioeq’s Commercialization of the Licensed Products in the Territory. If this Agreement is terminated by Licensee pursuant to [Sections 15.2.1, 15.2.6, 15.2.7 or 15.2.8]8]8], such license shall be royalty bearing on Bioeq at ​.

Alkermes shall be solely responsible for filing, prosecuting, and maintaining all of the Trademarks, and Alkermes shall pay the costs associated therewith, Alkermes shall file, prosecute, and maintain all Trademarks so as to fully continue the benefits under the licenses granted to KU hereunder. In the event that any extension, registration, confirmation, renewal or reexamination is to be filed with respect to a Trademark, Alkermes shall provide KU with the opportunity to review such extension, registration, confirmation, renewal or reexamination and provide input thereto.

Trademark Guidelines. Trademark Licensor will promptly provide Trademark Licensee with copies of applicable trademark use guidelines. Trademark Licensee will not remove or alter any trademark, trade name, copyright or other proprietary notices, legends, symbols or labels appearing on or in any copies of the Trademark Licensor’s Products and associated documentation and materials.

Trademark Notices. Licensee shall ensure that all Licensed Products sold by Licensee and all related quotations, specifications and descriptive literature, and all other materials carrying the Licensed Property, are marked with the appropriate trademark notices in accordance with Licensor’s instructions.

Trademark Prosecution. Abbott, at is sole expense, shall be responsible for the filing, prosecution, defense and maintenance before all trademark offices of the Product Trademarks.

Trademark Infringement. In the event either Party becomes aware of any infringement of any Kyorin Trademark or aTyr Trademark (if used by Kyorin under [Section 12.10.2.1] in the Kyorin Territory), as applicable, by a Third Party, such Party will promptly notify the other Party and the Parties will consult with each other and jointly determine the best way to prevent such infringement, including by the institution of legal proceedings against such Third Party. Notwithstanding the foregoing, the Party owning such Trademark retains the sole right (but not obligation) to seek to abate any such infringement.

Elan is and shall remain the owner of the Elan Trademarks, and all goodwill associated therewith, in all countries of the world, and all uses of the Elan Trademarks by Licensee, its Affiliates and sublicensees shall inure to the benefit of Elan. If and to the extent that Licensee, its Affiliates or Third Party Distributors obtain any rights (other than the licenses granted herein) to the Elan Trademarks in any country in the world, Licensee shall immediately and automatically assign, and ensure that its Affiliates and Third Party Distributors immediately and automatically assign, to Elan all right, title and interest in and to the Elan Trademarks, and all goodwill with respect thereto.