No Challenge to Royalty Term. Checkpoint, on behalf of itself, its Affiliates and its Licensees, hereby agrees not to challenge the length of the Royalty Term, including through the assertion that the Royalty Term should be reduced to less than twelve (12) years as a result of the lack of a Valid Claim Covering the relevant Product. Checkpoint agrees that if Checkpoint, its Affiliates or its Licensees attempt to assert any such claim, then: (a) the royalty rate applicable to payments due to Adimab under this Agreement shall automatically be retroactively adjusted to a rate twice the previously-applicable rate, and Checkpoint shall make a payment to Adimab of such amount (including accrued interest) within fifteen (15) days of asserting such claim; and (b) Checkpoint shall reimburse Adimab on a monthly basis (within fifteen (15) days after the end of the calendar month) for all Adimab legal costs in connection with assessing, responding to and/or defending against such assertion in such calendar month. Checkpoint hereby irrevocably agrees that such amounts will not be refundable or repayable by Adimab regardless of the outcome of any proceeding resulting from any such assertion.
No Challenge to Royalty Term. Flame, on behalf of itself, its Affiliates and its Licensees, hereby agrees not to challenge the length of the Royalty Term, including through the assertion that the Royalty Term should be reduced to [***]as a result of the lack of a Valid Claim Covering the relevant Product. [***].
No Challenge to Royalty Term. Leap, on behalf of itself, its Affiliates and its Licensees, hereby agrees not to challenge the length of the Royalty Term, including through the assertion that the Royalty Term should be reduced to [***] as a result of the lack of a Valid Claim Covering the relevant Product. [***].
