Common use of Responsibilities and Diligence Clause in Contracts

Responsibilities and Diligence. (a) Licensee shall be responsible, at its sole expense and discretion, for Commercializing the Licensed Products in the Field in the Licensed Territory, in compliance and accordance with the terms and conditions of this Agreement. Licensee shall use Commercially Reasonable Efforts to (i) Commercialize the Licensed Product(s) in the Regions within Licensed Territory where the Regulatory Approval has been obtained, and (ii) achieve the First Commercial Sale in the applicable Region in the Licensed Territory reasonably promptly after obtaining Regulatory Approval for such Licensed Product in such Region. In conducting Commercialization of Licensed Product, Licensee will comply, and will ensure that its Affiliates comply, and will include in each of its Sublicense Agreements an obligation of its Sublicensees to comply, with all Applicable Laws related to its Commercialization of the Licensed Products, including, as applicable, all applicable anti-bribery and anti-corruption laws and regulations. Without limiting the generality of the foregoing, Licensee will not promote or market or sell any of the Licensed Products in a manner that would conflict with Applicable Laws.

Responsibilities and Diligence. (a) Licensee BeiGene shall be responsible, at its sole expense and discretionexpense, for Commercializing the Licensed Products Product in the Field in the Licensed Territory, in compliance and accordance with the terms and conditions of this Agreement. Licensee BeiGene shall use Commercially Reasonable Efforts to (ia) Commercialize the Licensed Product(s) in the Regions countries within Licensed Territory where the Regulatory Approval has been obtainedTerritory, and (iib) achieve the First Commercial Sale in the applicable Region country in the Licensed Territory reasonably promptly […***…] after obtaining Regulatory Approval for such Licensed Product in such Regioncountry in accordance with the Development Plan. In conducting Commercialization of Licensed Product, Licensee BeiGene will comply, and will ensure that its Affiliates comply, and will include in each of its Sublicense Agreements an obligation of its Sublicensees to comply, in all material respects with all Applicable Laws related to its Development, manufacturing, and Commercialization of the Licensed Products, including, as applicable, cGCP, cGLP, and cGMP, and all applicable anti-bribery and anti-corruption laws and regulations. Without limiting the generality of the foregoing, Licensee BeiGene will not promote or market or sell any of the Licensed Products in a manner that would conflict with Applicable Laws.