Common use of Commercialization Diligence Clause in Contracts

Commercialization Diligence. ILDONG shall use Commercially Reasonable Efforts during the Term to Commercialize Products for all approved Indications in the Field and in the Territory. Without limiting the foregoing, (a) commencing no later than * (*) days prior to the estimated date of First Commercial Sale of the Product, ILDONG shall conduct pre-marketing activities in the Territory with respect to the Product and (b) following receipt of Marketing Authorization with respect to the Product in the Territory, ILDONG shall initiate and conduct such promotional activities determined by ILDONG as may be required to develop a commercial market for, launch and Commercialize the Product (including through direct conduct with key opinion leaders) in the Territory. In addition, ILDONG, shall establish and maintain a well-trained sales force for the Product, (together with a well-trained support staff) adequate to service all the customers of ILDONG and to keep the sales force knowledgeable and fully informed as to the Product; maintain an effective distribution system for the Product in the Territory; transport and store the Product to preserve its quality in accordance with pre-determined QA requirements; obtain and maintain all licenses, approvals and permits in the Territory necessary for ILDONG to perform its obligations under this Agreement; establish and maintain suitable systems and records to enable a recall of Product in a timely, efficient and accurate manner and otherwise in accordance with applicable laws and regulations in the Territory; abide by all applicable rules and regulations relating to sales, marketing and reimbursement; ensure that no Product shipped by ILDONG is adulterated or misbranded; maintain adequate control over the physical security of the Product; Cause all Affiliates, sublicensees and subcontractors of ILDONG to comply with the above.

Commercialization Diligence. ILDONG Hansoh shall be responsible for, and shall use Commercially Reasonable Efforts during the Term to Commercialize Products for all approved Indications each Licensed Product in the Field and in the Territory. Without limiting the foregoing, (a) commencing no later than * (*) days prior to the estimated date of First Commercial Sale of the Product, ILDONG shall conduct pre-marketing activities in the Territory with respect to the Product and (b) following receipt of Marketing Authorization with respect to the Product each region in the Territory, ILDONG including the timely performance of all activities set forth in the Commercialization Plan for such Licensed Product, at its sole cost and expense. Hansoh commits to utilize at least [***] ([***]) [***] for the first Licensed Product indicated for NMOSD, and to expend such resources comparable with Hansoh’s other products for the promotion and sales investments of Licensed Products. The activities of Hansoh’s Affiliates and sublicensees shall initiate and conduct such promotional activities determined by ILDONG as may be required attributed to develop a commercial market for, launch and Hansoh for the purposes of evaluating Hansoh’s fulfillment of the obligations set forth in this Section 7.1. (a) Hansoh shall use Commercially Reasonable Efforts to Commercialize the Licensed Product (including through direct conduct with key opinion leaders) in the TerritoryTerritory to maximize the commercial return. In additionSuch efforts shall include marketing, ILDONG, promoting and selling the Licensed Product in a diligent sustained manner consistent with the standard practices of the pharmaceutical industry and as directed by the JCC. Hansoh shall establish and maintain consistently seek to achieve specific and meaningful sales goals and allocate sufficient resources designed to meet such objectives, including, but not limited to, fielding, training (including any reasonably necessary medical education) and supervising a well-trained sales force (including an appropriate management structure) reasonably necessary for Hansoh to perform its commercialization obligations hereunder. Hansoh’s Commercialization obligations shall include, but not be limited to, the Productfollowing: (i) [***]. (ii) On an indication-by-indication and region-by-region basis, [***]. (together with a wellb) Hansoh shall have the final decision-trained support staff) adequate to service all the customers of ILDONG and to keep the sales force knowledgeable and fully informed as making authority in relation to the Product; maintain an effective distribution system for pricing of the Licensed Product in the Territory; transport and store the Product to preserve its quality provided that Hansoh shall use good faith in accordance with pre-determined QA requirements; obtain and maintain all licenses, approvals and permits in the Territory necessary for ILDONG to perform its obligations under this Agreement; establish and maintain suitable systems and records to enable a recall of Product in a timely, efficient and accurate manner and otherwise in accordance with applicable laws and regulations in the Territory; abide by all applicable rules and regulations relating to sales, marketing and reimbursement; ensure that no Product shipped by ILDONG is adulterated or misbranded; maintain adequate control over the physical security setting pricing of the Product; Cause all Affiliates, sublicensees Licensed Product (containing Licensed Compound as its sole API) to maximize the commercial return of the Licensed Product (containing Licensed Compound as its sole API) and subcontractors of ILDONG to comply with the above[***].