Failure to Exercise Other Indication Opt-In Right Sample Clauses

Failure to Exercise Other Indication Opt-In Right. If Acucela does not exercise the opt-in right to co-Develop and Co-Promote an Other Indication Product within the applicable time period set forth in Section 3.2(b) above, Otsuka shall have the right to develop and commercialize such Other Indication Product in the Territory; provided that Acucela shall conduct Development activities for such Other Indication Product with respect to such Other Indication in the Territory on behalf of Otsuka, and Otsuka shall bear all Development Costs and compensate Acucela for Development of such Other Indication Product in accordance with the terms of Section 4.3. For clarity, if Acucela does not exercise the opt-in right to co-Develop and Co-Promote an Other Indication Product within the applicable time period set forth in Section 3.2(b) above, Acucela shall have no right to Co-Promote such Other Indication Product in the Territory, no Sharing Payment shall be payable to Acucela with respect to Net Sales of such Other Indication Product and all revenue from sales of such Other Indication Product in the Territory shall be excluded from the Net Sales on which the Sharing Payment is paid to Acucela pursuant to Section 7.5. For the avoidance of doubt, if any product is both a Licensed Product and an Other Indication Product, only Net Sales with respect to Other Indications for which Acucela did not exercise its Opt-In Right shall be so excluded in the determination of the applicable Sharing Payment.