Common use of Existing Contracts Clause in Contracts

Existing Contracts. NeoSan will fulfill all contractual pricing offered by Lilly on Product only for a period of time sufficient to ensure that Lilly is in compliance with its contractual obligation to a Third Person for sale of Products in the United States ("Customer Contracts"). Other than complying with these preexisting contractual obligations, NeoSan will be free in its sole and absolute discretion and without consultation with Lilly, to set its prices on Product offered by NeoSan. Lilly and NeoSan agree to prorate as of the Closing Date any amounts under the Customer Contracts in favor of Lilly with respect to amounts which become due and payable after the Closing Date to the extent the benefit is attributable to the period prior to the Closing Date, and any amounts under the Customer Contracts in favor of NeoSan with respect to amounts which are paid prior to the Closing Date to the extent the benefit is attributable to the period subsequent to the Closing Date.