Common use of Royalty Term and Adjustments Clause in Contracts

Royalty Term and Adjustments. (a) Each Party’s royalty obligations under Section 6.4.1 shall commence on a country-by-country and Licensed Product-by-Licensed Product basis on the date of First Commercial Sale by such Party, its Affiliates or Sublicensees of the relevant Licensed Product in the relevant country and shall expire on a country-by-country basis and Licensed Product-by-Licensed Product basis upon the latest of the following (the “Royalty Term”), as applicable: (i) expiration of Patent-Based Exclusivity with respect to such Licensed Product in such country; (ii) expiration of Regulatory-Based Exclusivity with respect to such Licensed Product in such country; and (iii) the tenth (10th) anniversary of the First Commercial Sale of such Licensed Product in such country by such Party, its Affiliates or Sublicensees. (b) The foregoing provisions of this Section 6.4 notwithstanding, the royalties payable with respect to Net Sales of Licensed Products shall be reduced, on a Licensed Product-by-Licensed Product and country-by-country basis, to [**] percent ([**]%) of the amounts otherwise payable pursuant to Section 6.4.1 during any portion of the Royalty Term when neither Patent-Based Exclusivity nor Regulatory-Based Exclusivity applies to such Licensed Product in such country. (c) Each Party shall have no obligation to pay any royalty with respect to Net Sales of any Licensed Product in any country after the Royalty Term for such Licensed Product in such country has expired.

Royalty Term and Adjustments. (a) Each PartyCELGENE’s royalty obligations to EPIZYME under this Section 6.4.1 6.8 shall commence on a country-by-country and Licensed Product-by-Licensed Product basis on the date of First Commercial Sale by such PartyCELGENE, its Affiliates or Sublicensees to a Third Party of the relevant Licensed Product in the relevant country and shall expire on a country-by-country basis and Licensed Product-by-Licensed Product basis upon the latest later of the following (the “Royalty Term”” for each Licensed Product), as applicable: (i) the expiration of Patent-Based Exclusivity with respect to such Licensed Product in such country; (ii) expiration of Regulatory-Based Legal Exclusivity with respect to such Licensed Product in such country; andor (iiiii) the tenth fifteenth (10th15th) anniversary of the First Commercial Sale of such Licensed Product in such country by such PartyCELGENE, its Affiliates or Sublicensees. (b) The foregoing provisions of this Section 6.4 6.8 notwithstanding, the royalties royalty amounts payable with respect to Net Sales of Licensed Products shall be reduced, on a country-by-country and Licensed Product-by-Licensed Product and country-by-country basis, to [**] percent ([**]%) of the amounts otherwise payable pursuant to Section 6.4.1 6.8.1 or 6.8.2 during any portion of the Royalty Term when neither Patent-Based Legal Exclusivity nor Regulatory-Based Exclusivity applies does not apply to such Licensed Product in such countrycountry (hereinafter, the “Know-How Royalty”). (c) Each Party shall have no obligation to pay any royalty with respect to Net Sales of any Licensed Product in any country after the Royalty Term for such Licensed Product in such country has expired.