|BIOTIME INC filed this Form 10-Q on 08/09/2017|
[ * ] will indemnify and hold harmless [ * ] (the "Indemnitees"), from and against any losses, charges, damages and/or product liability claim which may result from [ * ] (a “Claim”), except and to the extent (on a percentage contribution basis) that such losses, charges, damages or product liability [ * ].
Without limiting the generality of the foregoing, the [ * ].
The following provisions of the License Agreement are hereby incorporated into this Agreement by reference, mutatis mutandis: Sections 11 (Confidential Information; Publicity; Publications), 14 (Assignment), 15 (Severability), 16 (Governing Law and Jurisdiction) and 18 (Miscellaneous) as supplemented by the provisions of Section 19 – 21 below.
It is hereby agreed that any Intellectual Property that is conceived or developed by the Scientist in the course of performing any Work shall [ * ].
Except as set forth in the License Agreement, the New Product Development Agreement (as defined in the License Agreement), and the Clinical Trial Agreement between Hadasit and the Company originally dated December 1, 2014, no interviews, publications or disclosures regarding the Company and its products may be given or made by the Scientist in any form or media without the prior written consent of the [ * ], the Company's medical communications committee or any other committee established for such purpose by the Company or its parent. .
The provisions of Section 17 (Notices) of the License Agreement are hereby incorporated into this Agreement by reference, mutatis mutandis and for the purposes of this Agreement the details for the Scientist are as follows:
[ * ]
This Agreement constitutes the entire agreement between the parties hereto in respect of the subject-matter hereof, and supersedes all prior agreements or understandings between the parties relating to the subject-matter hereof, including but not limited to the Previous Consulting Agreement, which shall be deemed as having terminated on the Effective Date. This Agreement may be amended only by a written document signed by the parties hereto. In the event of any contradiction between this Agreement and the provisions of the License Agreement (as supplemented herein) the provisions of the License Agreement (as supplemented herein) shall prevail.
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[ * ] = 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 24b-2 of the Securities Exchange Act of 1934, as amended.
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