Generic Versions of Drug Product. (a) BLP shall have the right, if available within the subject jurisdiction within the New Territories, to manufacture, use, sell, promote and distribute a generic equivalent to any such Drug Product (each a "GENERIC") in each jurisdiction within the New Territories in * Confidential information is omitted and filed separately with the SEC. which any third person (exclusive of any BLP affiliate) files, or otherwise makes known a good faith intention to file, for regulatory approval of a Generic within the subject jurisdiction. Prior to exercising the right set forth in the preceding sentence, BLP shall inform Pharmos in writing of all relevant facts known to BLP regarding the specific circumstances in the subject jurisdiction, including the identity of the third person and anticipated filing and approval dates, and shall consult with Pharmos prior to taking any action permitted in this Section 2.10(a). BLP agrees that if a third party files or otherwise makes known an intention to file for regulatory approval of a Generic within the subject jurisdiction, but does not receive marketing approval for such Generic or does not otherwise attempt to promote and sell a Generic, the rights accorded to BLP under this Section 2.10(a) shall terminate with respect to the subject jurisdiction unless and until a third party shall once again file, or otherwise makes known an intention to file, for regulatory approval of a Generic in such jurisdiction, provided, however, that in such event, BLP shall have the right to -------- sell off, and to have sold off, all existing inventories of Generics at prices and on terms which are no more favorable to the customer than the best price and terms offered by BLP for such Generic prior to the termination of rights of BLP described above. All Generics shall be deemed to be "Drug Product" for all purposes of this Agreement and any other agreement between Pharmos and BLP which may then be in full force and effect.
Generic Versions of Drug Product. (a) Notwithstanding anything in this Agreement to the contrary, if the Patent Rights are held to be invalid or unenforceable in a final decision (which has not been appealed) by a court of competent jurisdiction as a result of any action or proceeding brought by a third party (an "Invalidity Event"), or upon the last to expire of the Patent Rights with respect to a particular Drug Product (an "Expiration Event"), BLP shall have the right in each instance to manufacture, use, sell, promote and distribute a generic equivalent to any such Drug Product (each a "Generic"). If BLP submits an Abbreviated New Drug Application for a Generic with respect to any Drug Product (an "ANDA"), it shall notify Pharmos in writing at least ninety (90) days prior to the anticipated date of submission. If at the time of the actual submission of such ANDA Pharmos has not granted to BLP any specific rights in or to the NDA describing the Drug Product which is the branded form of the Generic, or to any Patent Rights that may remain in effect at the time of such submission, then at the option of Pharmos exercised in its discretion, Pharmos may by written notice to BLP delivered within sixty (60) days of such submission either (i) in the case of an Invalidity Event or Expiration Event, cause the marketing rights granted to BLP under Section 2.3 above to become and thereafter remain non-exclusive, or (ii) in the case of an Invalidity Event, terminate BLP's rights under this Agreement with respect to the Drug Product which is the equivalent to the Generic, such exercise to be effective in the case of this subpart (ii) no earlier than the date of approval of the Generic.
