Common use of ROW Clause in Contracts

ROW. As of and after the Celgene Lead Effective Date, subject to the terms and conditions of this Celgene Lead Co-Co Agreement and applicable provisions of the Master Collaboration Agreement, Celgene will assume sole responsibility for, and control of, Developing and Commercializing the Co-Co Candidate, Co-Co Products and Co-Co Diagnostic Products in the Field in the ROW Territory for ROW Administration, under the Celgene Co-Co Development Plan subject to the activities to be performed by the JSC pursuant to the Master Collaboration Agreement with respect to such Development activities in the ROW Territory. Celgene shall be the Development Lead Party, the Commercialization Lead Party and the Regulatory Lead Party in the ROW Territory. Jounce will reasonably cooperate with Celgene in such Development and Commercialization activities in the ROW Territory in accordance with Section 2.2.3 provided, however, that if such cooperation will cause Jounce to incur material Direct Costs (including Out-of-Pocket Costs), then Celgene shall reimburse such costs to the extent approved in advance by Celgene.

ROW. As of and after the Celgene Jounce Lead Effective Date, subject to the terms and conditions of this Celgene Jounce Lead Co-Co Agreement and applicable provisions of the Master Collaboration Agreement, Celgene will assume sole responsibility for, and control of, Developing and Commercializing the Co-Co Candidate, Co-Co Products and Co-Co Diagnostic Products in the Field in the ROW Territory for ROW Administration, under the Celgene Jounce Co-Co Development Plan subject to the activities to be performed by the JSC pursuant to the Master Collaboration Agreement with respect to such Development activities in the ROW Territory. Celgene shall be the Development Lead Party, the Commercialization Lead Party and the Regulatory Lead Party in the ROW Territory. Jounce will reasonably cooperate with Celgene in such Development and Commercialization activities in the ROW Territory in accordance with Section 2.2.3 provided, however, that if such cooperation will cause Jounce to incur material Direct Costs (including Out-of-Pocket Costs), then Celgene shall reimburse such costs to the extent approved in advance by Celgene.