Common use of MARKETING PLAN AND BUDGET Clause in Contracts

MARKETING PLAN AND BUDGET. (a) The CSC shall, subject to the provisions of Sections 3.4(c), (d), (e) and (f), develop a Marketing Plan (a "Marketing Plan") and a marketing budget (a "Co-Promotion Budget") for the period from the Effective Date through Launch of the first Product in the US Territory and for each Year thereafter during the Co-Promotion Term consistent with Exhibit 6.2 and the other terms of this Agreement. The first Marketing Plan shall be a pre-Launch Marketing Plan, such Marketing Plan to be as approved by the JOC within six (6) months of the Effective Date (the "Pre-Launch Marketing Plan"). The Pre-Launch Marketing Plan shall contain a pre-Launch Co-Promotion Budget covering the period of time from the Effective Date through the Launch of the first Product in the US Territory of up to $[**] or such higher amount as is agreed between the Parties. The pre-Launch Co-Promotion Budget shall not exceed $[**] unless otherwise agreed by both Parties, and neither Party's election to withhold such agreement shall be subject to the other Party's decision-making authority. Neither Party shall engage in any Co-Promotion activities except as provided in the applicable Marketing Plan. Subsequent annual Marketing Plans will describe the plan for commercialization of the Products in the US Territory, including: (a) general strategies for the Detailing and marketing of the Products and allocation of responsibilities for marketing activities; (b) Detail Requirements and sampling activities, if any; (c) market and sales forecasts; (d) pricing and discounting analysis; (e) advertising, public relations and other promotional programs, including professional symposia and speaker and activity programs to be used in the Co-Promotion of the Products; and (f) [**]. Each Marketing Plan and the Co-Promotion Budget may, subject to the provisions of Sections 3.4(c), (d), (e) and (f), be updated from time to time as deemed appropriate by the CSC. (b) Exhibit 5.1(b) also includes [**], which Product Studies will be performed absent mutual agreement by the Parties to the contrary. [**] these [**] of Products, [**].

MARKETING PLAN AND BUDGET. (a) The CSC shallOn or prior to October 31 of each year during the Term of this Agreement, subject to the provisions of Sections 3.4(c), (d), (e) and (f), parties shall develop a Marketing Plan (a "Marketing Plan") and a marketing budget (a "Co-Promotion Budget") the related Budget for the period from the Effective Date through Launch of the first Product in the US Territory following calendar year and for each Year thereafter during the Co-Promotion Term consistent with Exhibit 6.2 and the other terms of this Agreement. The first Marketing Plan shall be a pre-Launch Marketing Plan, submit such Marketing Plan to the PMC for approval; provided, that the Marketing Plan with respect to the KING Products for the period beginning with the KING Product Initiation Date shall be as approved developed by the JOC within six (6) months parties and submitted for the approval of the Effective PMC on or prior to the KING Product Initiation Date, and the Marketing Plan with respect to the NOVAVAX Products for the period beginning with the NOVAVAX Product Initiation Date (shall be developed by the "Pre-Launch Marketing Plan")parties and submitted for the approval of the PMC on or prior to the NOVAVAX Product Initiation date. The Pre-Launch Each Marketing Plan shall contain a pre-Launch Co-Promotion Budget covering set forth the manner in which the Copromote Products are to be promoted and Detailed in the Territory during the period of time from to which the Effective Date through the Launch of the first Product in the US Territory of up to $[**] or such higher amount as is agreed between the Parties. The pre-Launch Co-Promotion Budget Marketing Plan relates and shall not exceed $[**] unless otherwise agreed by both Partiesinclude, and neither Party's election to withhold such agreement shall be subject to the other Party's decision-making authority. Neither Party shall engage in any Co-Promotion activities except as provided in the applicable Marketing Plan. Subsequent annual Marketing Plans will describe the plan for commercialization of the Products in the US Territory, includingat a minimum: (a) general strategies for the Detailing minimum number of quarterly and marketing of annual Details to be provided by each party and targets therefor which shall be allocated in a professionally equitable manner (the Products and allocation of responsibilities for marketing activities"Minimum Targeted Details"); (b) Detail Requirements Copromote Product positioning, strategy and sampling activitiestactics with supporting advertising and promotional activity to be undertaken; (c) the Budget, including, without limitation, direct to consumer advertising, if any; (c) market and sales forecasts; (d) pricing and discounting analysisany training and/or sampling programs to be conducted; (e) advertising, public relations medical and other promotional programs, including professional symposia and speaker and activity education programs to be used in the Co-Promotion of the Productsconducted; (f) public relations activities; (g) medical conventions to be attended; and (fh) [**]such other information relating to the marketing of the Copromote Products as deemed advisable by the PMC. Each Neither party shall make any material change in any previously approved Marketing Plan and without the Co-Promotion Budget mayprior written approval of the PMC. Additionally, subject within one hundred twenty (120) days after the Effective Date, NOVAVAX shall submit to the provisions of Sections 3.4(c)PMC for review and approval an initial NOVAVAX Product production forecast, (d), (e) and (f), be updated from time to time as deemed appropriate by the CSC. (b) Exhibit 5.1(b) also includes [**], which Product Studies will be performed absent mutual agreement by the Parties KING shall submit to the contrary. [**] these [**] of Products, [**]PMC for review and approval an initial KING Product production forecast.

MARKETING PLAN AND BUDGET. (a) The CSC shallOn or prior to October 1 of each year during the Term of this Agreement, subject the AMC will agree upon expense contributions to the provisions Collaboration Program to be made by each party and will approve a marketing plan and budget for the following Calendar Year (each a “Marketing Plan and Budget”); provided that the Marketing Plan and Budget for the period between the Effective Date and December 31, 2005 will be approved by the AMC within one month of Sections 3.4(c)the Effective Date. If the parties are unable to agree on a Marketing Plan and Budget prior to October 1, the Marketing Plan and Budget applicable to the current Calendar Year will apply to the following Calendar Year until such time as the parties are able to agree on a new Marketing Plan and Budget. The initial draft of the Marketing Plan and Budget will be developed by King and Inyx for final approval by the AMC, with King developing the portions of the Marketing Plan and Budget relating to clauses (d), i) through (ev) and (f), develop a Marketing Plan (a "Marketing Plan"xi) and a marketing budget (a "Co-Promotion Budget"in Section 3.1(b) for the period from the Effective Date through Launch of the first Product in the US Territory and for each Year thereafter during the Co-Promotion Term consistent with Exhibit 6.2 and the other terms of this Agreement. The first Marketing Plan shall be a pre-Launch Marketing Plan, such Marketing Plan to be as approved by the JOC within six (6) months of the Effective Date (the "Pre-Launch Marketing Plan"). The Pre-Launch Marketing Plan shall contain a pre-Launch Co-Promotion Budget covering the period of time from the Effective Date through the Launch of the first Product in the US Territory of up to $[**] or such higher amount as is agreed between the Parties. The pre-Launch Co-Promotion Budget shall not exceed $[**] unless otherwise agreed by both Partiesbelow, and neither Party's election Inyx developing the portions relating to withhold such agreement shall be subject to the other Party's decision-making authority. Neither Party shall engage in any Co-Promotion activities except as provided in the applicable Marketing Plan. Subsequent annual Marketing Plans will describe the plan for commercialization of the Products in the US Territory, including: clauses (avi) general strategies for the Detailing and marketing of the Products and allocation of responsibilities for marketing activities; through (bx) Detail Requirements and sampling activities, if any; (c) market and sales forecasts; (d) pricing and discounting analysis; (e) advertising, public relations and other promotional programs, including professional symposia and speaker and activity programs to be used in the Co-Promotion of the Products; and (f) [**]. Each Marketing Plan and the Co-Promotion Budget may, subject to the provisions of Sections 3.4(c), (d), (e) and (f), be updated from time to time as deemed appropriate by the CSCbelow. (b) Exhibit 5.1(bEach Marketing Plan and Budget will set forth the manner in which the Products are to be promoted during the period to which the Marketing Plan and Budget relates and will include, at a minimum: (i) also includes [**]the Collaboration Costs to be incurred in connection with the Collaboration Program; (ii) Products positioning, which Product Studies strategy, and tactics with supporting advertising and promotional activity to be undertaken; (iii) any training or sampling programs to be conducted; (iv) medical and education programs to be conducted; (v) public relations activities; (vi) the minimum number of quarterly and annual details to be provided by each party and targets therefor that will be performed absent mutual agreement allocated in a professionally equitable manner; (vii) the number of sales representatives to Detail the Products; (viii) identification of physician targets; (ix) determination of data and materials required to assess sales representatives; (x) Product weighting; and (xi) such other information relating to the marketing of the Products as deemed advisable by the Parties to AMC. Neither party will make any material change in any previously approved Marketing Plan and Budget without the contrary. [**] these [**] prior written approval of Products, [**]the AMC.