Co-Exclusive Territory. Except as provided herein, RPRP and Introgen shall each have the right to manufacture its respective requirements for the Collaboration Products distributed in the Co-Exclusive Territory. At Introgen's option and request, Introgen shall have the right to purchase Collaboration Products from RPRP for sale in the Co-Exclusive Territory, at a price equal to [*], such right being subject to RPRP's manufacturing capacity after providing for RPRP's reasonably anticipated supply requirements. However, in no case shall the [*] the average selling price of the Collaboration Products in the country for which Introgen resells such Collaboration Products.
Co-Exclusive Territory. Subject to the terms and conditions of this Agreement, each Operating Party shall have the exclusive right to Commercialize Products on behalf of LFB/GTC LLC in each country or region of the Co-Exclusive Territory designated to such Operating Party by the JSC in the applicable Commercialization Plan, and neither Operating Party shall grant Commercialization rights to a Third Party in the Co-Exclusive Territory except as expressly set forth herein. The JSC will decide the appropriate party, whether one of the Operating Parties and/or its Affiliate or a Third Party, to exclusively Commercialize Products in a given national or regional territory within the Co-Exclusive Territory on the basis of criteria determined by the JSC; provided, that, where one of the Operating Parties has an Affiliate within such national or regional territory and the other Operating Party does not, then such Affiliate shall have a first right to negotiate with the JSC for the distribution of such Product. If such Affiliate agrees in writing to meet the undertakings as to minimum sales commitments set by the JSC (which shall have first obtained such information as it may require in order to determine what minimum sales commitments would be reasonable in the circumstances) and demonstrates to the satisfaction of the JSC that it has the capability of performing such undertakings, such Affiliate shall be given the right to Commercialize the relevant Product, even if such Affiliate may be of lesser standing than a Third Party in terms of the criteria determined by the JSC. Where both Operating Parties have an Affiliate in a given national or regional territory within the Co-Exclusive Territory, the JSC will determine the appropriate entity to Commercialize the relevant Product, which entity may be a Third Party, based on the criteria it has previously determined, but with a view to maximizing the profits for the collaboration while allowing each Operating Party the opportunity to build its marketing and sales presence in the Confidential material omitted and filed separately with the Securities and Exchange Commission. Asterisks denote such omissions. Co-Exclusive Territory taken as a whole and, on an overall basis, to share equally in Commercialization activities in the Co-Exclusive Territory taken as a whole. In any event, each Operating Party or its Affiliate shall use Commercially Reasonable Efforts to maximize profits with respect to each Product in each country of the Co-Exclusive T...
Co-Exclusive Territory. Except as provided herein, RPRP and Introgen shall each have the right to manufacture its respective requirements for the Collaboration Products distributed in the Co-Exclusive Territory. At Introgen's option and request, Introgen shall have the right to purchase Collaboration Products from RPRP for sale in the Co-Exclusive Territory, at a price equal to [*], such right being subject to RPRP's manufacturing capacity after providing for RPRP's reasonably anticipated supply requirements. However, in no case shall the [*] the average selling price of the Collaboration Products in the country for which Introgen resells such Collaboration Products. [*] 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.
