Common use of Commercialization Efforts Clause in Contracts

Commercialization Efforts. ARIAD SWISSCO shall either itself or through its Affiliates, Sublicensees or Subcontractors, have the sole right to Commercialize the Product [**] and in accordance with applicable cGMP and any other Applicable Laws and Industry Guidelines in each country of the Territory. ARIAD SWISSCO will conduct, as it deems appropriate, marketing and medical affairs activities to support the Commercialization of the Product in the Territory. ARIAD SWISSCO and its Affiliates will devote the following [**] to cover all [**] of their [**] business as a whole for the Product, [**] (it being understood that (a) such commercial costs will include a [**] of the Product [**] based on the number of products they carry, (b) such medical affairs costs will include costs only for [**] who support Product or work in CML or other approved indications of Product, and (c) both [**] will exclude Third Party costs that are not meaningfully related to the Product): [**] for calendar year [**] and for each year thereafter until the earlier of (a) the expiration of the Full Royalty Term in the last to expire country of the countries listed in Appendix 1.167 Part B or (b) the launch of a Generic Product in any of [**], the [**] will remain at [**] of Net Sales unless the Net Sales of Product by ARIAD SWISSCO in the Territory in calendar year [**] or in any calendar year thereafter is less than the Net Sales of Product by ARIAD SWISSCO in the Territory in calendar year [**], in which case the percentage of Net Sales applicable for such calendar shall be [**]. Notwithstanding the foregoing, the [**] for each calendar year from calendar year [**] through the earlier of (i) expiration of the Full Royalty Term in the last to expire country of the countries listed in Appendix 1.167 Part B or (ii) the launch of a Generic Product in any of [**] for each such calendar year. ARIAD SWISSCO will provide ARIAD US within [**] of calendar year end, an annual report of its commercial and medical expenses in support of Product, such report to contain the total [**], and other such details that the Parties mutually agree. [**] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the Commission.

Commercialization Efforts. ARIAD SWISSCO shall either itself or through its Affiliates, Sublicensees or Subcontractors, have the sole right to Commercialize the Product [**] and in accordance with applicable cGMP and any other Applicable Laws and Industry Guidelines in each country of the Territory. ARIAD SWISSCO will conduct, as it deems appropriate, marketing and medical affairs activities to support the Commercialization of the Product in the Territory. ARIAD SWISSCO and its Affiliates will devote the following [**] to cover all [**] of their [**] business as a whole for the Product, [**] (it being understood that (a) such commercial costs will include a [**] of the Product [**] based on the number of products they carry, (b) such medical affairs costs will include costs only for [**] who support Product or work in CML or other approved indications of Product, and (c) both [**] will exclude Third Party costs that are not meaningfully related to the Product): [**] for calendar year [**] and for each year thereafter until the earlier of (a) the expiration of the Full Royalty Term in the last to expire country of the countries listed in Appendix 1.167 Part B or (b) the launch of a Generic Product in any of [**], the [**] will remain at [**] of Net Sales unless the Net Sales of Product by ARIAD SWISSCO in the Territory in calendar year [**] or in any calendar year thereafter is less than the Net Sales of Product by ARIAD SWISSCO in the Territory in calendar year [**], in which case the percentage of Net Sales applicable for such calendar shall be [**]. Notwithstanding the foregoing, the [**] for each calendar year from calendar year [**] through the earlier of (i) expiration of the Full Royalty Term in the last to expire country of the countries listed in Appendix 1.167 Part B or (ii) the launch of a Generic Product in any of [**] for each such calendar year. ARIAD SWISSCO will provide ARIAD US within [**] of calendar year end, an annual report of its commercial and medical expenses in support of Product, such report to contain the total [**], and other such details that the Parties mutually agree. [**] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the Commission.

Commercialization Efforts. ARIAD SWISSCO shall either itself or through its Affiliates, Sublicensees or Subcontractors, have the sole right to Commercialize the Product [***] and in accordance with applicable cGMP and any other Applicable Laws and Industry Guidelines in each country of the Territory. ARIAD SWISSCO will conduct, as it deems appropriate, marketing and medical affairs activities to support the Commercialization of the Product in the Territory. ARIAD SWISSCO and its Affiliates will devote the following [***] to cover all [***] of their [***] business as a whole for the Product, [***] (it being understood that (a) such commercial costs will include a [***] of the Product [***] based on the number of products they carry, (b) such medical affairs costs will include costs only for [***] who support Product or work in CML or other approved indications of Product, and (c) both [***] will exclude Third Party costs that are not meaningfully related to the Product): [***] for calendar year [***] and for each year thereafter until the earlier of (a) the expiration of the Full Royalty Term in the last to expire country of the countries listed in Appendix 1.167 Part B or (b) the launch of a Generic Product in any of [***], the [***] will remain at [***] of Net Sales unless the Net Sales of Product by ARIAD SWISSCO in the Territory in calendar year [***] or in any calendar year thereafter is less than the Net Sales of Product by ARIAD SWISSCO in the Territory in calendar year [***], in which case the percentage of Net Sales applicable for such calendar shall be [***]. Notwithstanding the foregoing, the [***] for each calendar year from calendar year [***] through the earlier of (i) expiration of the Full Royalty Term in the last to expire country of the countries listed in Appendix 1.167 Part B or (ii) the launch of a Generic Product in any of [***] for each such calendar year. ARIAD SWISSCO will provide ARIAD US within [***] of calendar year end, an annual report of its commercial and medical expenses in support of Product, such report to contain the total [***], and other such details that the Parties mutually agree. [**] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the Commission.

Commercialization Efforts. ARIAD SWISSCO shall either itself or through its Affiliates, Sublicensees or Subcontractors, have the sole right to Commercialize the Product [***] and in accordance with applicable cGMP and any other Applicable Laws and Industry Guidelines in each country of the Territory. ARIAD SWISSCO will conduct, as it deems appropriate, marketing and medical affairs activities to support the Commercialization of the Product in the Territory. ARIAD SWISSCO and its Affiliates will devote the following [***] to cover all [***] of their [***] business as a whole for the Product, [***] (it being understood that (a) such commercial costs will include a [***] of the Product [***] based on the number of products they carry, (b) such medical affairs costs will include costs only for [***] who support Product or work in CML or other approved indications of Product, and (c) both [***] will exclude Third Party costs that are not meaningfully related to the Product): [***] for calendar year [***] and for each year thereafter until the earlier of (a) the expiration of the Full Royalty Term in the last to expire country of the countries listed in Appendix 1.167 Part B or (b) the launch of a Generic Product in any of [***], the [***] will remain at [***] of Net Sales unless the Net Sales of Product by ARIAD SWISSCO in the Territory in calendar year [***] or in any calendar year thereafter is less than the Net Sales of Product by ARIAD SWISSCO in the Territory in calendar year [***], in which case the percentage of Net Sales applicable for such calendar shall be [***]. Notwithstanding the foregoing, the [***] for each calendar year from calendar year [***] through the earlier of (i) expiration of the Full Royalty Term in the last to expire country of the countries listed in Appendix 1.167 Part B or (ii) the launch of a Generic Product in any of [***] for each such calendar year. ARIAD SWISSCO will provide ARIAD US within [***] of calendar year end, an annual report of its commercial and medical expenses in support of Product, such report to contain the total [***], and other such details that the Parties mutually agree. Portions of this Exhibit, indicated by the xxxx “[**] = Portions of this exhibit *],” were omitted and have been omitted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the CommissionSecurities and Exchange Commission pursuant to the Registrant’s application requesting confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.