Common use of Agreement Year 2005 Clause in Contracts

Agreement Year 2005. During Agreement Year 2005, subject to Article 6.6(a), the Sales Force will be staffed with a total number of Sales Representatives representing at least [***] full time equivalents, of which an appropriate number (as reasonably determined by Reliant) will be field managers. Except as otherwise set forth herein, at no time during Agreement Year 2005 will the Sales Force be staffed with less than [***] percent ([***]%) of [***] full time equivalent Sales Representatives (the “Staffing Baseline”), whereby [***] Sales Representatives detailing the Product full-time in the second position shall equal [***] Sales Representative detailing the Product full time in the first position. For the avoidance of doubt, no less than [***] percent ([***]%) of the promotional effort will be provided by First Position Details. The ratio of Sales Representatives working part time shall at no time exceed [***]percent ([***]%). Reliant shall use commercially reasonable efforts to promptly fill all vacant positions within the Sales Force resulting from terminations or resignations. In the event that Reliant fails to maintain the Staffing Baseline and Novartis provides Reliant with written notice of such failure to comply which failure is uncured by Reliant after sixty (60) days of receipt of Novartis’ written notice, Reliant’s share of incremental profit above the Annual Net Sales Baseline for Agreement Year 2005 will be reduced by the amount equal to the difference between (a) the amount that would have been expended by Reliant had Reliant maintained the Staffing Baseline during Agreement Year 2005 and (b) the amount actually expended by Reliant to provide the actual level of Sales Force staffing in Agreement Year 2005, in each case using a cost per Sales Representative of [***]dollars ($[***]). Such reduction of Reliant’s share of the incremental profit over the Annual Net Sales Baseline will be in the form of a payment from Reliant to Novartis within ninety (90) days of receipt of Novartis’ written notice referred to in the preceding sentence and will not be subject to limitations applicable to payments by Reliant to Novartis under Article 6.3. Such reduction in Reliant’s share of the incremental profit over the Annual Net Sales Baseline shall be Novartis’ exclusive remedy for breach by Reliant of its obligation to maintain the Staffing Baseline, provided, however that this limitation shall not apply in the event that the Reliant’s full time equivalent Sales Representatives for Agreement Year 2005 is less than [***] percent ([***]%).

Agreement Year 2005. During Agreement Year 2005, subject to Article 6.6(a), the Sales Force will be staffed with a total number of Sales Representatives representing at least [***] full time equivalents], of which an appropriate number (as reasonably determined by Reliant) will be field managers. Except as otherwise set forth herein, at no time during Agreement Year 2005 will the Sales Force be staffed with less than [***] percent ([***]%) of [***] full time equivalent Sales Representatives (the “Staffing Baseline”), whereby [***] Sales Representatives detailing the Product full-time in the second position shall [***]: Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. equal [***] Sales Representative detailing the Product full time in the first position. For the avoidance of doubt, no less than [***] percent ([***]%) of the promotional effort will be provided by First Position Details[***]. The ratio of Sales Representatives working part time shall at no time exceed [***]percent ([***]%). Reliant shall use commercially reasonable efforts to promptly fill all vacant positions within the Sales Force resulting from terminations or resignations. In the event that Reliant fails to maintain the Staffing Baseline and Novartis provides Reliant with written notice of such failure to comply which failure is uncured by Reliant after sixty (60) days of receipt of Novartis’ written notice, Reliant’s share of incremental profit above the Annual Net Sales Baseline for Agreement Year 2005 will be reduced by the amount equal to the difference between (a) the amount that would have been expended by Reliant had Reliant maintained the Staffing Baseline during Agreement Year 2005 and (b) the amount actually expended by Reliant to provide the actual level of Sales Force staffing in Agreement Year 2005, in each case using a cost per Sales Representative of [***]dollars ($[***]). Such reduction of Reliant’s share of the incremental profit over the Annual Net Sales Baseline will be in the form of a payment from Reliant to Novartis within ninety (90) days of receipt of Novartis’ written notice referred to in the preceding sentence and will not be subject to limitations applicable to payments by Reliant to Novartis under Article 6.3. Such reduction in Reliant’s share of the incremental profit over the Annual Net Sales Baseline shall be Novartis’ exclusive remedy for breach by Reliant of its obligation to maintain the Staffing Baseline, provided, however that this limitation shall not apply in the event that the Reliant’s full time equivalent Sales Representatives for Agreement Year 2005 is less than [***] percent ([***]%).

Agreement Year 2005. During Agreement Year 2005, subject to Article 6.6(a), the Sales Force will be staffed with a total number of Sales Representatives representing at least [***] full time equivalents, of which an appropriate number (as reasonably determined by Reliant) will be field managers. Except as otherwise set forth herein, at no time during Agreement Year 2005 will the Sales Force be staffed with less than [***] percent ([***]%) of [***] full time equivalent Sales Representatives (the “Staffing Baseline”), whereby [***] Sales Representatives detailing the Product full-time in the second position shall [***]: Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. equal [***] Sales Representative detailing the Product full time in the first position. For the avoidance of doubt, no less than [***] percent ([***]%) of the promotional effort will be provided by First Position Details. The ratio of Sales Representatives working part time shall at no time exceed [***]] percent ([***]%). Reliant shall use commercially reasonable efforts to promptly fill all vacant positions within the Sales Force resulting from terminations or resignations. In the event that Reliant fails to maintain the Staffing Baseline and Novartis provides Reliant with written notice of such failure to comply which failure is uncured by Reliant after sixty (60) days of receipt of Novartis’ written notice, Reliant’s share of incremental profit above the Annual Net Sales Baseline for Agreement Year 2005 will be reduced by the amount equal to the difference between (a) the amount that would have been expended by Reliant had Reliant maintained the Staffing Baseline during Agreement Year 2005 and (b) the amount actually expended by Reliant to provide the actual level of Sales Force staffing in Agreement Year 2005, in each case using a cost per Sales Representative of [***]] dollars ($[***]). Such reduction of Reliant’s share of the incremental profit over the Annual Net Sales Baseline will be in the form of a payment from Reliant to Novartis within ninety (90) days of receipt of Novartis’ written notice referred to in the preceding sentence and will not be subject to limitations applicable to payments by Reliant to Novartis under Article 6.3. Such reduction in Reliant’s share of the incremental profit over the Annual Net Sales Baseline shall be Novartis’ exclusive remedy for breach by Reliant of its obligation to maintain the Staffing Baseline, provided, however that this limitation shall not apply in the event that the Reliant’s full time equivalent Sales Representatives for Agreement Year 2005 is less than [***] percent ([***]%).