Insider Trading. Consultant hereby acknowledges that Confidential Information disclosed by Company under this Agreement or obtained by Consultant in the course of performing duties hereunder may constitute material, non-public information with respect to Company under applicable securities laws. Consultant agrees to abide by all applicable securities laws with respect to such Confidential Information and, without limiting the generality of the foregoing or any other provision of this Agreement, agrees NOT to: # purchase or sell, directly or indirectly, any Company securities while in possession of relevant material, nonpublic information relating to Company received from the Company or others in connection herewith; or

Trading Compliance. If the date such distribution would otherwise be made pursuant to Section 4.1 occurs on a day on which the sale of Stock would violate the provisions of the Trading Company Policy, then such distribution shall be instead made on the next trading day on which the sale of such Stock would not violate the Trading Compliance Policy, but in any event, no later than the fifteenth (15th) day of the third (3rd) calendar month following the year in which such PSUs vest.

Insider Trading. Consultant acknowledges that Consultant is aware that the securities laws of the United States and certain other jurisdictions prohibit any individual, corporation, partnership, company, association, group or other entity (each, a “Person”) who has material, non-public information concerning the Company from purchasing, selling or otherwise transacting in the securities of the Company or from communicating such information or making a recommendation to purchase, sell or otherwise transact in the securities of the Company to any other Person. Without limiting the generality of other provisions of this Agreement, Consultant agrees not to take, and will prevent Consultant’s affiliates, employees, agents and representatives from taking, any action that would violate applicable “insider trading” or other laws. Consultant agrees that, at any time during which Consultant is an employee of or consultant to the Company (and continuing thereafter for so long as Consultant possesses or has access to material, non-public information concerning the Company), Consultant will abide by all applicable laws and the Company’s written and lawful policies and procedures in effect from time to time regarding transactions involving the Company’s securities and compliance with securities laws, including without limitation the Company’s Insider Trading Policy. Consultant acknowledges that Consultant has had the opportunity to read the Company’s current Insider Trading Policy, a copy of which has been made available to Consultant. Consultant’s obligations under this Section shall survive any termination or expiration of this Agreement. These obligations are in addition to any obligations or trading restrictions Consultant may already be subject to as a result of Consultant’s former employment with the Company.

Insider Trading. Consultant acknowledges that Consultant will receive material, non-public information about Constellation and its business in the course of providing the Services, that this information must be maintained in strict confidence and that the United States securities laws restrict trading on the basis of such information or providing such information to third parties who may trade on such information.

Insider Trading. Consultant acknowledges that Consultant may receive material, non-public information about [[Agenus:Organization]] and its business in the course of providing the Services, that this information must be maintained in strict confidence, and that the U.S. securities laws restrict trading on the basis of such information or providing such information to third parties who may trade on such information.

Nasdaq; Trading. No stop order or suspension of trading shall have been imposed by Nasdaq or the SEC or any other Governmental Entity with respect to public trading in the Common Stock.

Trading Compliance. If the date such distribution would otherwise be made pursuant to Section 4.1 occurs on a day on which the sale of Stock would violate the provisions of the Trading Company Policy, then such distribution shall be instead made on the next trading day on which the sale of such Stock would not violate the Trading Compliance Policy, but in any event, no later than the fifteenth (15th) day of the third (3rd) calendar month following the year in which such RSUs vest.

Trading Compliance. If the date such distribution would otherwise be made pursuant to Section 4.1 occurs on a day on which the sale of Stock would violate the provisions of the Trading Company Policy, then such distribution shall be instead made on the next trading day on which the sale of such Stock would not violate the Trading Compliance Policy, but in any event, no later than the fifteenth (15th) day of the third (3rd) calendar month following the year in which such RSUs vest.

Nasdaq; Trading. No stop order or suspension of trading shall have been imposed by Nasdaq or the SEC or any other Governmental Entity with respect to public trading in the Common Stock.

Insider Trading. Consultant represents Consultant has read the Amended and Restated Statement of Company Policy Regarding Insider Trading, attached hereto as Exhibit B (the “Insider Trading Policy”) and shall abide by such Insider Trading Policy. Contemporaneously with the execution of this Agreement, Consultant shall deliver to the Company an executed copy of the “certification” contained therein. In connection with this Agreement, material non-public information about Company may be disclosed by Company to Consultant. Consultant acknowledges that relevant securities laws prohibit any person having material non-public information about a publicly listed company from purchasing or selling securities of that company while in possession of material non-public information and from tipping or providing others who trade in the securities of that company. If any non-public information about Company is disclosed to Consultant by Company, Consultant expressly warrants not to trade, or to disclose to any others who trade, or buy or sell any security of Company, directly or indirectly through intermediaries, until such material information becomes public through disclosure by Company, or until receiving written notification from Company releasing Consultant from its obligations under this Agreement. The provisions of this [Section 2(f)] shall survive termination of this Agreement.