Development and Commercialization Information Clause Samples

Development and Commercialization Information. During the Term, BSP will provide, on a [***] basis, OncoMed with the [***] regarding the Late Development and Commercialization activities performed by BSP relevant to Late BSP Development Compounds listed in Exhibits 3.6.2, 4.1.1, and 4.2.1. Following First Commercial Sale of a Product, upon OncoMed’s request, BSP will provide to OncoMed [***] regarding [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. Development and Commercialization activities for such Product not otherwise provided to OncoMed as necessary to enable OncoMed to comply with Law. If BSP, at any time during the Term, reasonably believes that the disclosure to OncoMed of information regarding Development and/or Commercialization activities for a Product as required under this Agreement (“Required Disclosure”) is prohibited under applicable antitrust or competition Law, BSP shall so notify OncoMed and the Parties shall discuss reasonable ways in which such required disclosure may be modified or limited to render disclosure thereof to comply with applicable antitrust or competition Law. If after such discussion OncoMed disputes whether the Required Disclosure is prohibited under applicable antitrust or competition Law, the Parties shall submit such question to a mutually acceptable, independent Third Party who is an attorney with at least 15 years experience advising companies on compliance with applicable antitrust or competition Law applicable to the Required Disclosure. The Parties will use reasonable efforts to select such independent Third Party within [***] after OncoMed notifies BSP that OncoMed disputes such matter. Such Third Party shall render his or her decision within [***] after selection of such Third Party and provision of all necessary information for such Third Party properly to evaluate the question. If such Third Party decides that such Required Disclosure would be a disclosure prohibited by applicable antitrust or competition Law applicable to BSP, then regardless of any term of this Agreement, BSP shall have no obligation to make the Required Disclosure. If such Third Party determines that such Required Disclosure would not be prohibited by applicable antitrust or competition Law applicable to BSP, then BSP shall make the Required Disclosure.