Common use of Effect of Clause in Contracts

Effect of. As contemplated by Section 6.5 of the License Agreement, in the event of [*], Schering shall have the right to terminate this Agreement on not less than [*] prior written notice to Indevus and provided that Schering has to enable the technology transfer of the manufacturing process (including any required license to intellectual property and know-how) to an alternate manufacturer of Finished Product designated by Indevus, in accordance with Section 2.6. In the event of such termination of this Agreement, commencing as of the effective date of such termination through the expiration of the [*] (as defined in the License Agreement), in consideration of such technology transfer and any such required license, Indevus shall pay Schering, at Indevus’ discretion, either (i) reimbursement of the reasonable costs incurred by Schering for the technology transfer plus a royalty equal to [*] of Net Sales or (ii) a royalty equal to [*] of Net Sales. In the event of any inconsistency between the terms of this Section 2.5 and Section 6.5 of the License Agreement, the terms of this Section 2.5 shall control. [*] CONFIDENTIAL TREATMENT REQUESTED

Effect of. As contemplated by Section 6.5 of the License Agreement, in the event of [*], Schering shall have the right to terminate this Agreement on not less than [*] prior written notice to Indevus and provided that Schering has to enable the technology transfer of the manufacturing process (including any required license to intellectual property and know-how) to an alternate manufacturer of Finished Product designated by Indevus, in accordance with Section 2.6. In the event of such termination of this Agreement, commencing as of the effective date of such termination through the expiration of the [*] (as defined in the License Agreement), in consideration of such technology transfer and any such required license, Indevus shall pay Schering, at Indevus’ discretion, either (i) reimbursement of the reasonable costs incurred by Schering for the technology transfer plus a royalty equal to [*] of Net Sales or (ii) a royalty equal to [*] of Net Sales. In the event of any inconsistency between the terms of this Section 2.5 and Section 6.5 of the License Agreement, the terms of this Section 2.5 shall control. [*] CONFIDENTIAL TREATMENT REQUESTED.