Common use of Diversion Clause in Contracts

Diversion. Licensee shall not, directly or indirectly, donate, distribute, sell, supply or otherwise make available Compound, Product and/or Licensed Product DocuSign Envelope ID: 91216EB2-F486-414B-B694-F90CEB5F065E outside the Territory except as expressly permitted (and solely to the extent expressly permitted) under this Agreement. Without limitation of the foregoing, except to the extent provided under this Agreement, Licensee shall not, directly or indirectly, sell or supply: (a) Licensed Product, Product or the Compound outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non- Territory Patent; (b) the Compound to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply the Compound or use the Compound for manufacture of Product or Licensed Product for sale or supply outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent; (c) Product to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply Product or use the Product for manufacture of Licensed Product for sale or supply outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent; or (d) Licensed Product to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply Licensed Product outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent.

Diversion. Licensee shall not, directly or indirectly, donate, distribute, sell, supply or otherwise make available Compound, Product and/or Licensed Product DocuSign Envelope ID: 91216EB2F0C62F1B-F486BD77-414B4D06-B6949219-F90CEB5F065E 67924AA8E188 outside the Territory except as expressly permitted (and solely to the extent expressly permitted) under this Agreement. Without limitation of the foregoing, except to the extent provided under this Agreement, Licensee shall not, directly or indirectly, sell or supply: (a) Licensed Product, Product or the Compound outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non- Territory Patent; (b) the Compound to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply the Compound or use the Compound for manufacture of Product or Licensed Product for sale or supply outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent; (c) Product to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply Product or use the Product for manufacture of Licensed Product for sale or supply outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent; or (d) Licensed Product to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply Licensed Product outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent.

Diversion. Licensee shall not, directly or indirectly, donate, distribute, sell, supply or otherwise make available Compound, Product and/or Licensed Product DocuSign Envelope ID: 91216EB2D912197B-F486D81E-47C3-414B-B694-F90CEB5F065E A57B-57CF17C9819B outside the Territory except as expressly permitted (and solely to the extent expressly permitted) under this Agreement. Without limitation of the foregoing, except to the extent provided under this Agreement, Licensee shall not, directly or indirectly, sell or supply: (a) Licensed Product, Product or the Compound outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non- Territory Patent; (b) the Compound to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply the Compound or use the Compound for manufacture of Product or Licensed Product for sale or supply outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent; (c) Product to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply Product or use the Product for manufacture of Licensed Product for sale or supply outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent; or (d) Licensed Product to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply Licensed Product outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent.

Diversion. Licensee shall not, directly or indirectly, donate, distribute, sell, supply or otherwise make available Compound, Product and/or Licensed Product DocuSign Envelope ID: 91216EB2E68F63E3-F486D274-414B4CA3-B6949C96-F90CEB5F065E ECE5CBD30F63 outside the Territory except as expressly permitted (and solely to the extent expressly permitted) under this Agreement. Without limitation of the foregoing, except to the extent provided under this Agreement, Licensee shall not, directly or indirectly, sell or supply: (a) Licensed Product, Product or the Compound outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non- Territory Patent; (b) the Compound to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply the Compound or use the Compound for manufacture of Product or Licensed Product for sale or supply outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent; (c) Product to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply Product or use the Product for manufacture of Licensed Product for sale or supply outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent; or (d) Licensed Product to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply Licensed Product outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent.

Diversion. Licensee shall not, directly or indirectly, donate, distribute, sell, supply or otherwise make available Compound, Product and/or Licensed Product DocuSign Envelope ID: 91216EB220ED8EAA-71E5-F4864C18-414B-B694-F90CEB5F065E B49D-62DBEC763D25 outside the Territory except as expressly permitted (and solely to the extent expressly permitted) under this Agreement. Without limitation of the foregoing, except to the extent provided under this Agreement, Licensee shall not, directly or indirectly, sell or supply: (a) Licensed Product, Product or the Compound outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non- Territory Patent; (b) the Compound to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply the Compound or use the Compound for manufacture of Product or Licensed Product for sale or supply outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent; (c) Product to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply Product or use the Product for manufacture of Licensed Product for sale or supply outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent; or (d) Licensed Product to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply Licensed Product outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent.

Diversion. Licensee shall not, directly or indirectly, donate, distribute, sell, supply or otherwise make available Compound, Product and/or Licensed Product DocuSign Envelope ID: 91216EB2174398E9-F4867BC6-414B4D69-B694-F90CEB5F065E 97DC-01A43A37BFC6 outside the Territory except as expressly permitted (and solely to the extent expressly permitted) under this Agreement. Without limitation of the foregoing, except to the extent provided under this Agreement, Licensee shall not, directly or indirectly, sell or supply: (a) Licensed Product, Product or the Compound outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non- Territory Patent; (b) the Compound to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply the Compound or use the Compound for manufacture of Product or Licensed Product for sale or supply outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent; (c) Product to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply Product or use the Product for manufacture of Licensed Product for sale or supply outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent; or (d) Licensed Product to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply Licensed Product outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent.

Diversion. Licensee shall not, directly or indirectly, donate, distribute, sell, supply or otherwise make available Compound, Product and/or Licensed Product DocuSign Envelope ID: 91216EB276B8C7A6-F48666D1-414B43C9-B69484E7-F90CEB5F065E 0D151DB61944 outside the Territory except as expressly permitted (and solely to the extent expressly permitted) under this Agreement. Without limitation of the foregoing, except to the extent provided under this Agreement, Licensee shall not, directly or indirectly, sell or supply: (a) Licensed Product, Product or the Compound outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non- Territory Patent; (b) the Compound to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply the Compound or use the Compound for manufacture of Product or Licensed Product for sale or supply outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent; (c) Product to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply Product or use the Product for manufacture of Licensed Product for sale or supply outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent; or (d) Licensed Product to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply Licensed Product outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent.

Diversion. Licensee shall not, directly or indirectly, donate, distribute, sell, supply or otherwise make available Compound, Product and/or Licensed Product DocuSign Envelope ID: 91216EB2E389DDA3-F4863EA0-414B-B694-F90CEB5F065E 4C1B-801D-93CD35BC54C2 outside the Territory except as expressly permitted (and solely to the extent expressly permitted) under this Agreement. Without limitation of the foregoing, except to the extent provided under this Agreement, Licensee shall not, directly or indirectly, sell or supply: (a) Licensed Product, Product or the Compound outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non- Territory Patent; (b) the Compound to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply the Compound or use the Compound for manufacture of Product or Licensed Product for sale or supply outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent; (c) Product to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply Product or use the Product for manufacture of Licensed Product for sale or supply outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent; or (d) Licensed Product to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply Licensed Product outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent.