definiens: means anyMacroGenics Patent Right covering the composition of, or any method of 41 * * * = Portions of this exhibit have been omitted pursuant to a request for confidential treatment . An unredactedversion of this exhibit has been filed separately with the Commission.making or method of using, any Agreement T - DART or Agreement Product . [COMPANY] shall keep Pfizeradvised of the status of Subject Patent Rights ( once published ) annually or more often at [COMPANY] ’s reasonablerequest . [COMPANY] shall consider in good faith any comments provided by [COMPANY] concerning theprosecution of Subject Patent Rights, and [COMPANY] shall not use any information generated in theResearch Program in connection with prosecution of any Subject Patent Rights without [COMPANY] ’s prior writtenconsent, which shall not be unreasonably withheld or delayed . [COMPANY] shall file, prosecute and maintaineach Subject Patent Right in all Major Market Countries, provided, however, that if [COMPANY] at any timewishes not to file, prosecute or maintain any Subject Patent Right in any country, [COMPANY] shall providePfizer with * * * prior written notice to such effect . Unless [COMPANY] ’ discontinuation of filing, prosecutionor maintenance of such Subject Patent Right is in order to effect a settlement or to avoid an interference, opposition or other proceeding in which the validity of such Subject T - DART Patent Right may bedetermined or because another Subject T - DART Patent Right of similar claim scope is being prosecuted orhas been issued, [COMPANY] shall have the first right to file, prosecute and maintain such Subject Patent Right ( inMacroGenics ’ name ) in each such country, in which event the Subject Patent Right will no longer be deemedto be included in the [COMPANY] Patent Rights for the purpose of determining the Royalty Term withrespect to any Agreement Product