Common use of GSK Sublicensing or Subcontracting to Third Parties Clause in Contracts

GSK Sublicensing or Subcontracting to Third Parties. (a) With respect to the Major Market Countries, GSK shall be prohibited from sublicensing or subcontracting to any Third Party any of GSK's rights to Commercialize the Collaboration Products without the prior written consent of Adolor, such consent not to be unreasonably withheld or delayed. With respect to all Countries of the ROW other than the Major Market Countries, GSK shall be entitled to sublicense or subcontract to any Third Party any of GSK's rights to Commercialize the Collaboration Products on a Country-by-Country basis to the extent and only to the extent where such activity is in accordance with GSK's usual business practices as applied in such Country. (b) If set forth in an agreed upon U.S. Development Plan or U.S. Marketing Plan, or in GSK's discretion with respect to the ROW, GSK shall be permitted to subcontract its Development activities or Phase IV Studies to one or more Third Party contract research organizations ("CRO(s)"), or equivalent --- Third Party entities, to carry out certain Development activities on behalf of GSK in relation to any Collaboration Product under this Agreement and, for the avoidance of doubt, such CRO or equivalent Third Party entities shall not be considered a sublicensee for the purposes of this Section 2.3.

GSK Sublicensing or Subcontracting to Third Parties. (a) With respect to the Major Market Countries, GSK shall be prohibited from sublicensing or subcontracting to any Third Party any of GSK's rights to Commercialize the Collaboration Products without the prior written consent of Adolor, such consent not to be unreasonably withheld or delayed. With respect to all Countries of the ROW other than the Major Market Countries**, GSK shall be entitled to sublicense or subcontract to any Third Party any of GSK's rights to Commercialize the Collaboration Products on a Country-by-Country basis to the extent and only to the extent where such activity is in accordance with GSK's usual business practices as applied in such Country. (b) If set forth in an agreed upon U.S. Development Plan or U.S. Marketing Plan, or in GSK's discretion with respect to the ROW, GSK shall be permitted to subcontract its Development activities or Phase IV Studies to one or more Third Party contract research organizations ("CRO(s)"), or equivalent --- Third Party entities, to carry out certain Development activities on behalf of GSK in relation to any Collaboration Product under this Agreement and, for the avoidance of doubt, such CRO or equivalent Third Party entities shall not be considered a sublicensee for the purposes of this Section 2.3.