Effects of Co-Funding Option Exercise. If Aduro exercises a Co-Funding Option during the applicable Exercise Period, then the Parties shall promptly enter into a standalone agreement memorializing: (a) an obligation that Lilly provide Aduro rolling estimates of all shared Development Costs for the Development process on a routine basis and not less than [***], (b) an invoicing and payment process through which Aduro will pay in arrears [***] percent ([***]%) of the relevant Development Costs incurred by Lilly from and after the date of Aduro’s exercise of the relevant Co-Funding Option, (c) an amendment to the Agreement, setting forth (i) payments equal to [***] percent ([***]%) of Net Sales (provided that such [***] percent ([***]%) payments shall in no event be subject to any of the reductions set forth in Section 8.3.2), (ii) a reduction in the milestone payments set forth in Sections [***] and (iii) establishing a joint development committee with reasonable and customary governance provisions, which will in any event ensure Lilly decision-making control over activities and budgets, and (d) reasonable and appropriate consequences in the event [***].
Effects of Co-Funding Option Exercise. If Licensor timely exercises its Co- Funding Option in accordance with Section 4.8.1(d), then the terms of this Section 4.8.2 will apply from and after the Co-Funding Option Exercise Date.
