Common use of Remedies for Failure to Use Commercially Reasonable Efforts Clause in Contracts

Remedies for Failure to Use Commercially Reasonable Efforts. (a) If Isis, in Biogen Idec’s reasonable determination, fails to use Commercially Reasonable Efforts in the activities contemplated in Section 1.3 prior to Option exercise, Biogen Idec will notify Isis and, within 30 days thereafter, Isis and Biogen Idec will meet and confer to discuss and resolve the matter in good faith, and attempt to devise a mutually agreeable plan to address any outstanding issues related to Isis’ use of Commercially Reasonable Efforts in Section 1.3. Following such a meeting, if Isis fails to use Commercially Reasonable Efforts as contemplated by Section 1.3, then subject to Section 10.2.6 below, Biogen Idec will have the right, at its sole discretion, to (i) terminate this Agreement or, (ii) prior to Option exercise, Biogen Idec may elect to trigger the alternative remedy provisions of Section 10.3 below in lieu of terminating this Agreement by providing written notice to Isis. This Section 10.2.5(a) sets forth Biogen Idec’s sole and exclusive remedies if Isis fails to use Commercially Reasonable Efforts in the activities contemplated in Section 1.3 prior to Option exercise. (b) If Biogen Idec, in Isis’ reasonable determination, fails to use Commercially Reasonable Efforts under Section 5.1 above, Isis will notify Biogen Idec and, within 30 days thereafter, Isis and Biogen Idec will meet and confer to discuss and resolve the matter in good faith, and attempt to devise a mutually agreeable plan to address any outstanding issues related to Biogen Idec’s use of Commercially Reasonable Efforts in Section 5.1. Following such a meeting, if Biogen Idec fails to use Commercially Reasonable Efforts as contemplated by Section 5.1, then subject to Section 10.2.6 below, Isis will have the right, at its sole discretion, to terminate this Agreement.

Remedies for Failure to Use Commercially Reasonable Efforts. (a) If IsisIonis, in Biogen IdecBiogen’s reasonable determination, fails to use Commercially Reasonable Efforts in the activities contemplated in Section 1.3 ARTICLE 1 prior to Option exercisethe date Biogen is granted a license under Section 4.1.1(a) or Section 4.1.1(b) (as applicable) with respect to a particular High Interest Target or Collaboration Program, Biogen Idec will notify Isis Ionis and, within 30 [***] days thereafter, Isis Ionis and Biogen Idec will meet and confer to discuss and resolve the matter in good faith, and attempt to devise a mutually agreeable plan to address any outstanding issues related to IsisXxxxx’ use of Commercially Reasonable Efforts in Section 1.3ARTICLE 1. Following such a meeting, if Isis Xxxxx fails to use Commercially Reasonable Efforts as contemplated by Section 1.3ARTICLE 1 with respect to such High Interest Target or Collaboration Program, then subject to Section 10.2.6 below, Biogen Idec will have the right, at its sole discretion, to (i) terminate this Agreement as it relates to the applicable High Interest Target or Collaboration Program or, (ii) if the breach involves a Collaboration Program prior to Option exercise, Biogen Idec may elect to trigger the alternative remedy provisions of Section 10.3 below as it relates to the applicable Collaboration Program in lieu of terminating this Agreement for such Collaboration Program by providing written notice to IsisIonis. This Section 10.2.5(a) sets forth Biogen IdecBiogen’s sole and exclusive remedies if Isis Ionis fails to use Commercially Reasonable Efforts in the activities contemplated in Section 1.3 ARTICLE 1 prior to Option exercisethe date Biogen is granted a license under Section 4.1.1(a) or Section 4.1.1(b) (as applicable). (b) If Biogen IdecBiogen, in IsisIonis’ reasonable determination, fails to use Commercially Reasonable Efforts under Section 5.1 abovewith respect to a Collaboration Program, Isis Ionis will notify Biogen Idec and, within 30 [***] days thereafter, Isis Xxxxx and Biogen Idec will meet and confer to discuss and resolve the matter in good faith, and attempt to devise a mutually agreeable plan to address any outstanding issues related to Biogen IdecBiogen’s use of Commercially Reasonable Efforts in Section 5.1. Following such a meeting, if Biogen Idec fails to use Commercially Reasonable Efforts with respect to the applicable Collaboration Program as contemplated by Section 5.1, then subject to Section 10.2.6 below, Isis Ionis will have the right, at its sole discretion, to terminate this AgreementAgreement as it relates to such Collaboration Program.

Remedies for Failure to Use Commercially Reasonable Efforts. (a) If Isis, in Biogen Idec’s reasonable determination, fails to use Commercially Reasonable Efforts in the activities contemplated in Section 1.3 1.5.3 prior to Option exerciseexercise with respect to a particular Collaboration Program, Biogen Idec will notify Isis and, within 30 days thereafter, Isis and Biogen Idec will meet and confer to discuss and resolve the matter in good faith, and attempt to devise a mutually agreeable plan to address any outstanding issues related to Isis’ use of Commercially Reasonable Efforts in Section 1.31.5.3. Following such a meeting, if Isis fails to use Commercially Reasonable Efforts as contemplated by Section 1.31.5.3 with respect to such Collaboration Program, then subject to Section 10.2.6 below, Biogen Idec will have the right, at its sole discretion, to (i) terminate this Agreement as it relates to the applicable Collaboration Program or, (ii) prior to Option exercise, Biogen Idec may elect to trigger the alternative remedy provisions of Section 10.3 below as it relates to the applicable Collaboration Program in lieu of terminating this Agreement for such Collaboration Program by providing written notice to Isis. This Section 10.2.5(a) sets forth Biogen Idec’s sole and exclusive remedies if Isis fails to use Commercially Reasonable Efforts in the activities contemplated in Section 1.3 1.5.3 prior to Option exercise. (b) If Biogen Idec, in Isis’ reasonable determination, fails to use Commercially Reasonable Efforts under Section 5.1 with respect to a Collaboration Program above, Isis will notify Biogen Idec and, within 30 days thereafter, Isis and Biogen Idec will meet and confer to discuss and resolve the matter in good faith, and attempt to devise a mutually agreeable plan to address any outstanding issues related to Biogen Idec’s use of Commercially Reasonable Efforts in Section 5.1. Following such a meeting, if Biogen Idec fails to use Commercially Reasonable Efforts with respect to the applicable Collaboration Program as contemplated by Section 5.1, then subject to Section 10.2.6 below, Isis will have the right, at its sole discretion, to terminate this AgreementAgreement as it relates to such Collaboration Program.

Remedies for Failure to Use Commercially Reasonable Efforts. (a) If IsisIonis, in Biogen IdecBiogen’s reasonable determination, fails to use Commercially Reasonable Efforts in the activities contemplated in Section 1.3 ARTICLE 1 prior to Option exercisethe date Biogen is granted a license under Section 4.1.1 with respect to a Collaboration Program, Biogen Idec will notify Isis Ionis and, within 30 [***] days thereafter, Isis Ionis and Biogen Idec will meet and confer to discuss and resolve the matter in good faith, and attempt to devise a mutually agreeable plan to address any outstanding issues related to IsisIonis’ use of Commercially Reasonable Efforts in Section 1.3ARTICLE 1. Following such a meeting, if Isis Ionis will have [***] days to cure such outstanding issues related to its use of Commercially Reasonable Efforts. If by the end of the [***]-day period, Ionis fails to use Commercially Reasonable Efforts as contemplated by Section 1.3ARTICLE 1 with respect to the applicable Collaboration Program, then subject to Section 10.2.6 below, Biogen Idec will have the right, at its sole discretion, to (i) terminate this Agreement oras it relates to the applicable Collaboration Program, or (ii) if the breach involves a Collaboration Program prior to Option exercise, Biogen Idec may elect to trigger the alternative remedy provisions of Section 10.3 below as it relates to the applicable Collaboration Program in lieu of terminating this Agreement for such Collaboration Program by providing written notice to Isis. This Section 10.2.5(a) sets forth Biogen Idec’s sole and exclusive remedies if Isis fails to use Commercially Reasonable Efforts in the activities contemplated in Section 1.3 prior to Option exerciseIonis. (b) If Biogen IdecBiogen, in IsisIonis’ reasonable determination, fails to use Commercially Reasonable Efforts under Section 5.1 above, Isis Ionis will notify Biogen Idec and, within 30 [***] days thereafter, Isis Ionis and Biogen Idec will meet and confer to discuss and resolve the matter in good faith, and attempt to devise a mutually agreeable plan to address any outstanding issues related to Biogen IdecBiogen’s use of Commercially Reasonable Efforts in Section 5.1. Following such a meeting, if Biogen Idec will have [***] days to cure such outstanding issues related to its use of Commercially Reasonable Efforts. If by the end of the [***]-day period, Biogen fails to use Commercially Reasonable Efforts as contemplated by Section 5.1, then subject to Section 10.2.6 below, Isis Ionis will have the right, at its sole discretion, to terminate this Agreement.

Remedies for Failure to Use Commercially Reasonable Efforts. (a) If Isis, in Biogen IdecRoche’s reasonable determination, fails to use Commercially Reasonable Efforts in the activities contemplated in Section 1.3 ARTICLE 1 prior to Option exercise, Biogen Idec Roche will notify Isis and, within 30 thirty (30) days thereafter, Isis and Biogen Idec Roche will meet and confer to discuss and resolve the matter in good faith, and attempt to devise a mutually agreeable plan to address any outstanding issues related to Isis’ use of Commercially Reasonable Efforts in Section 1.3ARTICLE 1. Following such a meeting, if Isis fails to use Commercially Reasonable Efforts as contemplated by Section 1.3ARTICLE 1, then subject to Section 10.2.6 10.2.4 below, Biogen Idec Roche will have the right, at its sole discretion, to (i) terminate this Agreement orAgreement, or (ii) prior to Option exercise, Biogen Idec Roche may elect to trigger the alternative remedy provisions of Section 10.3 below in lieu of terminating this Agreement by providing written notice to Isis. This If Roche elects to trigger the alternative remedy provisions of Section 10.2.5(a) sets forth Biogen Idec10.3 below, then such election is Roche’s sole and exclusive remedies remedy if Isis fails to use Commercially Reasonable Efforts in the activities contemplated in Section 1.3 ARTICLE 1 prior to Option exercise. (b) If Biogen IdecRoche, in Isis’ reasonable determination, fails to use Commercially Reasonable Efforts under ARTICLE 1 or Section 5.1 above, Isis will notify Biogen Idec Roche and, within 30 thirty (30) days thereafter, Isis and Biogen Idec Roche will meet and confer to discuss and resolve the matter in good faith, and attempt to devise a mutually agreeable plan to address any outstanding issues related to Biogen IdecRoche’s use of Commercially Reasonable Efforts in ARTICLE 1 or Section 5.1. Following such a meeting, if Biogen Idec Roche fails to use Commercially Reasonable Efforts as contemplated by ARTICLE 1 or Section 5.1, then subject to Section 10.2.6 10.2.4 below, Isis will have the right, at its sole discretion, to terminate this Agreement.

Remedies for Failure to Use Commercially Reasonable Efforts. (a) If Isis, in Biogen Idec’s reasonable determination, Isis fails to use Commercially Reasonable Efforts in the activities as contemplated in ARTICLE 1, ARTICLE 2 or ARTICLE 3 (as determined in accordance with Section 1.3 prior to Option exercise14.1), Biogen Idec AstraZeneca will notify Isis and, within 30 days thereafter, Isis and Biogen Idec AstraZeneca will meet and confer to discuss and resolve the matter in good faith, and attempt to devise a mutually agreeable plan to address any outstanding issues related to Isis’ use of Commercially Reasonable Efforts in Section 1.3ARTICLE 1, ARTICLE 2 or ARTICLE 3. Following such a meeting, if Isis fails to use Commercially Reasonable Efforts as contemplated by Section 1.3in ARTICLE 1, ARTICLE 2 or ARTICLE 3, then subject to Section 10.2.6 12.2.4 below, Biogen Idec AstraZeneca will have the right, at its sole discretion, to (i) terminate this Agreement orin whole or in part on a Product-by-Product, Gene Target-by-Gene Target basis. (iib) prior to Option exercise, Biogen Idec may elect to trigger the alternative remedy provisions of Section 10.3 below in lieu of terminating this Agreement by providing written notice to Isis. This Section 10.2.5(a) sets forth Biogen Idec’s sole and exclusive remedies if Isis If AstraZeneca fails to use Commercially Reasonable Efforts in the activities as contemplated in ARTICLE 1, ARTICLE 2, ARTICLE 3 or Section 1.3 prior to Option exercise. 7.1 (b) If Biogen Idec, as determined in Isis’ reasonable determination, fails to use Commercially Reasonable Efforts under accordance with Section 5.1 above14.1), Isis will notify Biogen Idec AstraZeneca and, within 30 days thereafter, Isis and Biogen Idec AstraZeneca will meet and confer to discuss and resolve the matter in good faith, and attempt to devise a mutually agreeable plan to address any outstanding issues related to Biogen IdecAstraZeneca’s use of Commercially Reasonable Efforts in ARTICLE 1, ARTICLE 2, ARTICLE 3 or Section 5.17.1. Following such a meeting, if Biogen Idec AstraZeneca fails to use Commercially Reasonable Efforts as contemplated by in ARTICLE 1, ARTICLE 2, ARTICLE 3 or Section 5.17.1, then subject to Section 10.2.6 12.2.4 below, Isis will have the right, at its sole discretion, to terminate this AgreementAgreement in part on a Product-by-Product, Gene Target-by-Gene Target basis.

Remedies for Failure to Use Commercially Reasonable Efforts. (a) If Isis, in Biogen Idec’s reasonable determination, fails to use Commercially Reasonable Efforts in the activities contemplated in Section 1.3 ARTICLE 1 prior to Option exercisethe date Biogen Idec is granted a license under Section 4.1.1(a) or Section 4.1.1(b) (as applicable) with respect to a particular High Interest Target or Collaboration Program, Biogen Idec will notify Isis and, within 30 [***] days thereafter, Isis and Biogen Idec will meet and confer to discuss and resolve the matter in good faith, and attempt to devise a mutually agreeable plan to address any outstanding issues related to Isis’ use of Commercially Reasonable Efforts in Section 1.3ARTICLE 1. Following such a meeting, if Isis fails to use Commercially Reasonable Efforts as contemplated by Section 1.3ARTICLE 1 with respect to such High Interest Target or Collaboration Program, then subject to Section 10.2.6 below, Biogen Idec will have the right, at its sole discretion, to (i) terminate this Agreement as it relates to the applicable High Interest Target or Collaboration Program or, (ii) if the breach involves a Collaboration Program prior to Option exercise, Biogen Idec may elect to trigger the alternative remedy provisions of Section 10.3 below as it relates to the applicable Collaboration Program in lieu of terminating this Agreement for such Collaboration Program by providing written notice to Isis. This Section 10.2.5(a) sets forth Biogen Idec’s sole and exclusive remedies if Isis fails to use Commercially Reasonable Efforts in the activities contemplated in Section 1.3 ARTICLE 1 prior to Option exercisethe date Biogen Idec is granted a license under Section 4.1.1(a) or Section 4.1.1(b) (as applicable). (b) If Biogen Idec, in Isis’ reasonable determination, fails to use Commercially Reasonable Efforts under Section 5.1 abovewith respect to a Collaboration Program, Isis will notify Biogen Idec and, within 30 [***] days thereafter, Isis and Biogen Idec will meet and confer to discuss and resolve the matter in good faith, and attempt to devise a mutually agreeable plan to address any outstanding issues related to Biogen Idec’s use of Commercially Reasonable Efforts in Section 5.1. Following such a meeting, if Biogen Idec fails to use Commercially Reasonable Efforts with respect to the applicable Collaboration Program as contemplated by Section 5.1, then subject to Section 10.2.6 below, Isis will have the right, at its sole discretion, to terminate this AgreementAgreement as it relates to such Collaboration Program.

Remedies for Failure to Use Commercially Reasonable Efforts. (a) If IsisIonis, in Biogen IdecBiogen’s reasonable determination, fails to use Commercially Reasonable Efforts in the activities contemplated in Section 1.3 ARTICLE 1 prior to Option exercisethe date Biogen is granted a license under Section 4.1.1(a) or Section 4.1.1(b) (as applicable) with respect to a particular High Interest Target or Collaboration Program, Biogen Idec will notify Isis Ionis and, within 30 [***] days thereafter, Isis Ionis and Biogen Idec will meet and confer to discuss and resolve the matter in good faith, and attempt to devise a mutually agreeable plan to address any outstanding issues related to IsisIonis’ use of Commercially Reasonable Efforts in Section 1.3ARTICLE 1. Following such a meeting, if Isis Ionis fails to use Commercially Reasonable Efforts as contemplated by Section 1.3ARTICLE 1 with respect to such High Interest Target or Collaboration Program, then subject to Section 10.2.6 below, Biogen Idec will have the right, at its sole discretion, to (i) terminate this Agreement as it relates to the applicable High Interest Target or Collaboration Program or, (ii) if the breach involves a Collaboration Program prior to Option exercisethe applicable License Effective Date, Biogen Idec may elect to trigger the alternative remedy provisions of Section 10.3 below as it relates to the applicable Collaboration Program in lieu of terminating this Agreement for such Collaboration Program by providing written notice to IsisIonis. This Section 10.2.5(a) sets forth Biogen IdecBiogen’s sole and exclusive remedies if Isis Ionis fails to use Commercially Reasonable Efforts in the activities contemplated in Section 1.3 ARTICLE 1 prior to Option exercisethe date Biogen is granted a license under Section 4.1.1(a) or Section 4.1.1(b) (as applicable). (b) If Biogen IdecBiogen, in IsisIonis’ reasonable determination, fails to use Commercially Reasonable Efforts under Section 5.1 abovewith respect to a Collaboration Program, Isis Ionis will notify Biogen Idec and, within 30 [***] days thereafter, Isis Ionis and Biogen Idec will meet and confer to discuss and resolve the matter in good faith, and attempt to devise a mutually agreeable plan to address any outstanding issues related to Biogen IdecBiogen’s use of Commercially Reasonable Efforts in Section 5.1. Following such a meeting, if Biogen Idec fails to use Commercially Reasonable Efforts with respect to the applicable Collaboration Program as contemplated by Section 5.1, then subject to Section 10.2.6 below, Isis Ionis will have the right, at its sole discretion, to terminate this AgreementAgreement as it relates to such Collaboration Program.

Remedies for Failure to Use Commercially Reasonable Efforts. (a) If IsisXxxx, in Biogen Idec’s Xxxxx’x reasonable determination, fails to use Commercially Reasonable Efforts in the activities contemplated in Section 1.3 ARTICLE 1 prior to Option exercise, Biogen Idec Roche will notify Isis and, within 30 thirty (30) days thereafter, Isis Xxxx and Biogen Idec Roche will meet and confer to discuss and resolve the matter in good faith, and attempt to devise a mutually agreeable plan to address any outstanding issues related to IsisXxxx’ use of Commercially Reasonable Efforts in Section 1.3ARTICLE 1. Following such a meeting, if Isis Xxxx fails to use Commercially Reasonable Efforts as contemplated by Section 1.3ARTICLE 1, then subject to Section 10.2.6 10.2.4 below, Biogen Idec Roche will have the right, at its sole discretion, to (i) terminate this Agreement orAgreement, or (ii) prior to Option exercise, Biogen Idec Roche may elect to trigger the alternative remedy provisions of Section 10.3 below in lieu of terminating this Agreement by providing written notice to IsisXxxx. This If Roche elects to trigger the alternative remedy provisions of Section 10.2.5(a) sets forth Biogen Idec’s 10.3 below, then such election is Xxxxx’x sole and exclusive remedies remedy if Isis Xxxx fails to use Commercially Reasonable Efforts in the activities contemplated in Section 1.3 ARTICLE 1 prior to Option exercise. (b) If Biogen IdecRoche, in Isis’ reasonable determination, fails to use Commercially Reasonable Efforts under ARTICLE 1 or Section 5.1 above, Isis Xxxx will notify Biogen Idec Roche and, within 30 thirty (30) days thereafter, Isis Xxxx and Biogen Idec Roche will meet and confer to discuss and resolve the matter in good faith, and attempt to devise a mutually agreeable plan to address any outstanding issues related to Biogen Idec’s Xxxxx’x use of Commercially Reasonable Efforts in ARTICLE 1 or Section 5.1. Following such a meeting, if Biogen Idec Roche fails to use Commercially Reasonable Efforts as contemplated by ARTICLE 1 or Section 5.1, then subject to Section 10.2.6 10.2.4 below, Isis Xxxx will have the right, at its sole discretion, to terminate this Agreement.

Remedies for Failure to Use Commercially Reasonable Efforts. (a) If Isis, in Biogen IdecJBI’s reasonable determination, fails to use Commercially Reasonable Efforts in the activities contemplated in Section 1.3 1.2.5 prior to Option exerciseexercise with respect to a particular Drug Discovery Program or with respect to other agreed-upon activities to be performed by Isis associated with the research, Biogen Idec Development, or Commercialization of a Product, under this Agreement, JBI will notify Isis and, within 30 days thereafter, Isis and Biogen Idec JBI will meet and confer to discuss and resolve the matter in good faith, and attempt to devise a mutually agreeable plan to address any outstanding issues related to Isis’ use of Commercially Reasonable Efforts in Section 1.31.2.5 or for activities otherwise agreed upon by Isis under this Agreement. Following such a meeting, if Isis fails to use Commercially Reasonable Efforts as contemplated by Section 1.31.2.5 with respect to such Drug Discovery Program, then subject to Section 10.2.6 10.2.4 below, Biogen Idec JBI will have the right, at its sole discretion, right to (i) terminate this Agreement or, (ii) prior as it relates to Option exercise, Biogen Idec may elect to trigger the alternative remedy provisions of Section 10.3 below in lieu of terminating this Agreement by providing written notice to Isis. This Section 10.2.5(a) sets forth Biogen Idec’s sole and exclusive remedies if Isis fails to use Commercially Reasonable Efforts in the activities contemplated in Section 1.3 prior to Option exerciseapplicable Drug Discovery Program. (b) If Biogen IdecJBI, in Isis’ reasonable determination, fails to use Commercially Reasonable Efforts under Section 1.2.5, Section 5.1 or Section 5.2 with respect to a Product or Drug Discovery Program above, Isis will notify Biogen Idec JBI and, within 30 days thereafter, Isis and Biogen Idec JBI will meet and confer to discuss and resolve the matter in good faith, and attempt to devise a mutually agreeable plan to address any outstanding issues related to Biogen IdecJBI’s use of Commercially Reasonable Efforts in Section 5.11.2.5, Section 5.1 or Section 5.2. Following such a meeting, if Biogen Idec JBI fails to use Commercially Reasonable Efforts with respect to the applicable Product or Drug Discovery Program as contemplated by Section 5.11.2.5, Section 5.1 or Section 5.2, then subject to Section 10.2.6 10.2.4 below, Isis will have the right, at its sole discretion, to terminate this AgreementAgreement as it relates to such Product or Drug Discovery Program.

Remedies for Failure to Use Commercially Reasonable Efforts. (a) If IsisIonis, in Biogen IdecBiogen’s reasonable determination, fails to use Commercially Reasonable Efforts in the activities contemplated in Section 1.3 1.5.3 prior to Option exercisethe License Effective Date with respect to a particular Collaboration Program, Biogen Idec will notify Isis Ionis and, within 30 [***] days thereafter, Isis Ionis and Biogen Idec will meet and confer to discuss and resolve the matter in good faith, and attempt to devise a mutually agreeable plan to address any outstanding issues related to IsisIonis’ use of Commercially Reasonable Efforts in Section 1.31.5.3. Following such a meeting, if Isis Ionis fails to use Commercially Reasonable Efforts as contemplated by Section 1.31.5.3 with respect to such Collaboration Program, then subject to Section 10.2.6 below, Biogen Idec will have the right, at its sole discretion, to (i) terminate this Agreement as it relates to the applicable Collaboration Program or, (ii) prior to Option exercisethe License Effective Date for such Collaboration Program, Biogen Idec may elect to trigger the alternative remedy provisions of Section 10.3 below as it relates to the applicable Collaboration Program in lieu of terminating this Agreement for such Collaboration Program by providing written notice to IsisIonis. This Section 10.2.5(a) sets forth Biogen IdecBiogen’s sole and exclusive remedies if Isis Ionis fails to use Commercially Reasonable Efforts in the activities contemplated in Section 1.3 1.5.3 prior to Option exercisethe License Effective Date for a particular Collaboration Program. (b) If Biogen IdecBiogen, in IsisIonis’ reasonable determination, fails to use Commercially Reasonable Efforts under Section 5.1 with respect to a Collaboration Program above, Isis Ionis will notify Biogen Idec and, within 30 [***] days thereafter, Isis Ionis and Biogen Idec will meet and confer to discuss and resolve the matter in good faith, and attempt to devise a mutually agreeable plan to address any outstanding issues related to Biogen IdecBiogen’s use of Commercially Reasonable Efforts in Section 5.1. Following such a meeting, if Biogen Idec fails to use Commercially Reasonable Efforts with respect to the applicable Collaboration Program as contemplated by Section 5.1, then subject to Section 10.2.6 below, Isis Ionis will have the right, at its sole discretion, to terminate this AgreementAgreement as it relates to such Collaboration Program.