Opt-In Consideration Clause Samples

Opt-In Consideration. In consideration of Biogen Idec’s at-risk Manufacture, Development and Final Development of each Product in respect of which Sobi has exercised its Opt-In Right, Sobi shall, conditional upon grant of the centralized marketing authorization from the EMA for such Product (excluding pricing and reimbursement approval and any other Regulatory Approval required from any other Regulatory Authority in the Sobi Territory), become liable to pay the sum of: (i) 50% of the sum of all (A) Manufacturing Expenses incurred by Biogen Idec in the production and supply of clinical supplies of such Product, (B) subject to the applicable Development Expense Cap set forth in Section 3.3(d), Development Expenses (excluding the Development Costs reimbursed by Biogen Idec to Sobi pursuant to Section 3.3(f) of the 2010 Restated Agreement) for such Product incurred by Biogen Idec from 1 October 2009 (or, in the case of Products other than the Lead Product, the date of Sobi’s election under Section 3.1(c) to treat the applicable Compound Construct as a Product) through the earlier of (i) the transfer of the centralized marketing authorization to Sobi or (ii) ninety (90) days after receipt of the centralized marketing authorization from the EMA (excluding pricing and reimbursement approval and any other Regulatory Approval required from any other Regulatory Authority in the Sobi Territory) (the “Opt-In Consideration End Date”); and (C) Shared Final Development Expenses during such time period;