Settlement Agreement Effective Date

Each party has confirmed that it is not required to file an application under the Trade And Persons Protection Act on its rights as of the effective date of the settlement agreement under this agreement. Debtors agree to notify the United States of the complaint within 15 business days of notification. GrayBug assures, guarantees and obligates Kala that the GrayBug Current Patent Rights are all patent rights that were granted to GrayBug by JHU at the time the transaction agreement came into force. The JHU is doing everything in its power to obtain written authorization from each of these pending co-inventors to license the invention in question under this transaction agreement as soon as possible after the transaction agreement comes into force and informs each contracting party as soon as it receives that authorization from a pending co-inventor. To clarify matters, KNOW HOW AND MATERIALS is limited to materials, information, records and data that were granted to GrayBug prior to the entry into force of the transaction agreement, in accordance with the GrayBug/JHU agreement.