Common use of Exclusivity Term Clause in Contracts

Exclusivity Term. Sanofi’s exclusive license granted under Section 2.2, shall expire with respect to each separate Program Product, on a country-by-country basis, on the date when (i) [***], and (ii) there are no longer [***]. Upon expiry of Sanofi’s exclusive licenses with respect to a Program Product in a country, Sanofi’s licenses with respect to such Program Product in such country shall become non-exclusive, fully paid-up, perpetual and irrevocable and the Net Sales of such Program Product in such country shall be excluded from the royalty calculations under Section 6.4 (including the thresholds and ceilings). Sanofi and its Affiliates and Sublicensees shall be allowed to continue exercising Sanofi’s rights under the licenses granted in Section 2.2 on a non-exclusive basis in such country with no further consideration to Ardelyx.