Common use of Termination of Development Clause in Contracts

Termination of Development. In the event either Party or its sublicensees determine at its or their sole discretion that further development of the Product by such Party or its sublicensees is commercially, financially, or otherwise not advisable or reasonable due to the reasons of (i) efficacy, (ii) safety, (iii) infringement of the Third Party’s patent or other intellectual property, or (iv) marketability or profitability, such Party and its sublicensees may terminate the development of the Product hereunder. In the event such Party (and its sublicensees, if any) have determined to terminate any and all of the development in certain country(ies) in such Party’s Territory, (a) such Party shall promptly give to the other Party written notice to that effect stating the date of termination of such development, (b) the license granted to such Party (including the sublicenses granted to such sublicensees) pursuant to Section 2.1(a) or 2.2(a), as applicable, shall terminate on such date with respect to such country(ies), (c) the other Party and its sublicensees shall have access to and the right to use all documents, data, results and other Information generated from or obtained by the development in such country(ies) hereunder by such Party or its sublicensees and (d) such Party shall, and shall cause its sublicensees to, cooperate with the other Party and its sublicensees for such access and right to use.