By EPIZYME. If EPIZYME or any of its Affiliates or Sublicensees:
By EPIZYME. Epizyme will have final decision-making authority with respect to any matter related to the Development and Manufacture of Licensed Products in and outside the Territory that is not a matter for which Hutchmed has final decision-making authority under Section 3.10(a) above and any matter related to the Commercialization of Licensed Products outside the Territory, including:
By EPIZYME. Except for disclosures permitted pursuant to Sections 10.2, 10.3 or 10.4, if Epizyme wishes to make a publication or public presentation with respect to its Development or Commercialization of Joint Combination Therapies or the results of any Joint Global Trial, Epizyme shall deliver to Hutchmed a copy of the proposed written publication or presentation; for manuscripts, at least [**] prior to submission, or for abstracts or posters, at least [**] prior to submission. Hutchmed shall respond in writing in no event later than [**] after receipt of a proposed manuscript or [**] after receipt of a proposed abstract or poster. Hutchmed shall have the right (i) to require modifications to the publication or presentation for patent or any other business reasons, and Epizyme will remove all of Hutchmed’s Confidential Information if requested by Hutchmed, and (ii) to require a reasonable delay in publication or presentation in order to protect patentable information. If Hutchmed requests a delay, then Epizyme shall delay submission or presentation for a period of [**] (or such period as may be mutually agreed by the Parties) to enable Hutchmed or Epizyme to file patent applications protecting the Parties’ rights in such patentable information. In addition, unless prohibited by confidentiality obligations to any Third Party, Epizyme shall provide Hutchmed with a draft of any other publication pertaining to Licensed Products reasonably in advance of submission for publication.
By EPIZYME. In the event the Parties do not agree as to whether a Development Cost is a Territory-Specific Development Cost or a Global Development Cost, then the Party that desires to conduct the relevant Development activity shall pay [**] percent ([**]%) of such Development Cost. [**] following the commencement of, and until the completion of, the applicable Development activity, the Party not conducting such Development activity may request that the Party conducting such Development activity provide a summary of the current status of such Development activity, the Development Costs incurred to date, any significant milestones achieved and any topline initial results of such Development activity. If a Party (the “Non-Paying Party”) wishes to use the results of such Development activity paid for, as between the Parties, solely by the other Party (the “Sole Paying Party”) as part of a data package submitted by the Non-Paying Party to obtain approval for the same or a similar use of the applicable Licensed Compound or Licensed Product for which the Sole Paying Party conducted such Development activity (a “Registrational Use”), the Non-Paying Party shall provide written notice thereof and promptly thereafter the Sole Paying Party shall provide the Non-Paying Party with an invoice for [**] percent ([**]%) of the Development Costs incurred by the Sole Paying Party in the generation of such results as of the date of the Non-Paying Party’s written notice and the Non-Paying Party shall pay such invoice within [**] days. Thereafter, the Non-Paying Party and Sole Paying Party shall each pay fifty percent (50%) of any additional Development Costs directly arising from such Development activity. For purposes of clarity, merely referencing the existence of the Sole Paying Party’s Development activities or providing data from such activities to meet safety reporting obligations with respect to the applicable Licensed Compound or Licensed Product by the Non-Paying Party shall not constitute use pursuant to this Section 6.6, but the incorporation or inclusion of any results of such Development activities by the Non-Paying Party for a Registrational Use shall constitute use for purposes of this Section 6.6.
