Common use of Payments to Third Parties Clause in Contracts

Payments to Third Parties. (a) Adolor shall pay any amounts owed Lilly and Shire as a result of the use of the Adolor Patents or Adolor Know-How with respect to sales of Collaboration Products. Any royalties paid to Lilly and Shire pursuant to this Section 6.6.1(a) shall be subject to reconciliation pursuant to Section 6.7.5. (b) GSK shall pay any amounts owed to a Third Party, other than to Lilly and Shire, as a result of the use of the Adolor Patents or Adolor Know-How (i) with respect to sales of GI Product in the United States on which Adolor is receiving a royalty and Collaboration Products in the ROW and shall deduct such amounts from Net Sales in such Country prior to calculating royalties owed to Adolor and (ii) with respect to sales of GI Products in the United States where Adolor has elected to fund Development Expenses under Section 4.6.5, in each case where Adolor has not made a Royalty Conversion Election, and subject to reconciliation pursuant to Section 6.7.5. (c) The Parties shall each be responsible for ** percent (**%) of royalty amounts, if any, owed to a Third Party relating to ** (except for any royalty amounts pursuant to subsection (a) above) subject to reconciliation pursuant to Section 6.7.5. (d) GSK shall pay any amounts owed to a Third Party other than as set forth in Section 6.6.1(a), 6.6.1