Common use of Commercialization Costs Clause in Contracts

Commercialization Costs. (i) The Parties will share the Joint Commercialization Costs fifty percent/fifty percent, provided that if any information or data generated by any Voluntary Phase 4 Clinical Trial approved by the JSC and included in the Joint Commercialization Plan is used in the Licensed Territory, Unum will be responsible for [***] and SGI will be responsible for [***] of all Joint Commercialization Costs associated with such Voluntary Phase 4 Clinical Trial and, for clarity, as between the Parties, SGI may freely use such information or data in the Licensed Territory. Notwithstanding the amounts allocated to Commercialization activities in the Shared Territory in the applicable Joint Commercialization Budget, for any calendar year, each Party will only be permitted to recover Joint Commercialization Costs with respect to Commercialization activities that have been allocated to such Party under the Joint Commercialization Plan and related Joint Commercialization Budget in excess of the amount allocated therein (A) by up to [***] of the amount so allocated, or (B) with the unanimous approval of the JCC, which approval may be granted either in advance of such costs being incurred or retroactively. SGI and Unum will reconcile Joint Commercialization Costs incurred by each Party through the procedures in Section 11.5 or Section 11.6, as applicable. (ii) Subject to Section 8.3(a)(ii), SGI will be solely responsible for all costs and expenses incurred by or on behalf of SGI in the Commercialization of Products in the Licensed Territory.

Commercialization Costs. (i) The Parties will share the Joint Commercialization Costs fifty percent/fifty percent, provided that if any information Astellas shall be solely responsible for all costs and expenses incurred by or data generated by any Voluntary Phase 4 Clinical Trial approved by the JSC and included on behalf of Astellas in the Joint Commercialization Plan is used of Products in the Licensed Territory, Unum will Territory except for such costs that are included in Joint Commercialization Costs. Medivation shall be responsible for [***] fifty percent (50%) and SGI will Astellas shall be responsible for [***] fifty percent (50%) of all Joint Commercialization Costs associated with such Voluntary Phase 4 Clinical Trial and, for clarity, as between the Parties, SGI may freely use such information or data in the Licensed TerritoryCosts. Notwithstanding the amounts allocated to Commercialization activities in the Shared Territory in the applicable Joint Commercialization Budget, for any calendar year, Astellas and Medivation shall each Party will only be permitted to recover Joint Commercialization Costs with respect to such Party’s Commercialization activities that have been allocated to for such Party under year covered in the Joint Commercialization Plan and related Joint Commercialization Budget in excess of the amount allocated therein (Aa) by up to [***] of the amount so allocated, but solely to the extent such overage was outside the reasonable control of the applicable Party and was not attributable to a failure by the applicable Party to use commercially reasonable efforts to adequately supervise any Third Party performing such activities or (Bb) with the unanimous approval of the JCC, which approval may be granted either in advance of such costs being incurred or retroactively. SGI Astellas and Unum will Medivation shall reconcile Joint Commercialization Costs incurred by each Party through the procedures in Section 11.5 9.2 or Section 11.69.3, as applicable. (ii) Subject to Section 8.3(a)(ii), SGI will be solely responsible for all costs and expenses incurred by or on behalf of SGI in the Commercialization of Products in the Licensed Territory.

Commercialization Costs. (i) The Parties will share the Joint Commercialization Costs fifty percent/fifty percent, provided that if any information Astellas shall be solely responsible for all costs and expenses incurred by or data generated by any Voluntary Phase 4 Clinical Trial approved by the JSC and included on behalf of Astellas in the Joint Commercialization Plan is used of Products in the Licensed Territory, Unum will Territory except for such costs that are included in Joint Commercialization Costs. Medivation shall be responsible for [***] fifty percent (50%) and SGI will Astellas shall be responsible for [***] fifty percent (50%) of all Joint Commercialization Costs associated with such Voluntary Phase 4 Clinical Trial and, for clarity, as between the Parties, SGI may freely use such information or data in the Licensed TerritoryCosts. Notwithstanding the amounts allocated to Commercialization activities in the Shared Territory in the applicable Joint Commercialization Budget, for any calendar year, Astellas and Medivation shall each Party will only be permitted to recover Joint Commercialization Costs with respect to such Party’s Commercialization activities that have been allocated to for such Party under year covered in the Joint Commercialization Plan and related Joint Commercialization Budget in excess of the amount allocated therein (Aa) by up to [***] of the amount so allocated, but solely to the extent such overage was outside the reasonable control of the applicable Party and was not attributable to a failure by the applicable Party to use commercially reasonable efforts to adequately supervise any Third Party performing such activities or (Bb) with the unanimous approval of the JCC, which approval may be granted [*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. either in advance of such costs being incurred or retroactively. SGI Astellas and Unum will Medivation shall reconcile Joint Commercialization Costs incurred by each Party through the procedures in Section 11.5 9.2 or Section 11.69.3, as applicable. (ii) Subject to Section 8.3(a)(ii), SGI will be solely responsible for all costs and expenses incurred by or on behalf of SGI in the Commercialization of Products in the Licensed Territory.