Supply Agreement Termination Consequences Sample Clauses

Supply Agreement Termination Consequences. The Supply Agreement will provide that if Akebia exercises its Supply Termination Right, then: (a) Effective upon the date of termination of the Supply Agreement, Licensee will no longer be obligated to pay any Minimum Royalties to Akebia pursuant to Section 5.1.3 (Minimum Royalties); (b) Licensee will have the option to request in writing that Akebia assign to Licensee its then-existing supply agreements with Third Party manufacturers relating solely to the Licensed Product, and Akebia will use reasonable efforts to assign such agreements to Licensee; (c) If Akebia assigns to Licensee its then-existing supply agreements with Third Party manufacturers relating solely to Licensed Product to Licensee in accordance with Section 4.9.3(b), then Licensee will not be obligated to pay to Akebia any Incremental Royalties owed pursuant to Section 5.1.2(a) or Section 5.1.2(b) for [**]; and (d) Licensee may defer payment of the Incremental Royalties due during the [**] in which the assignment of Akebia’s supply agreements occurs pursuant to Section 4.9.3(b) (the “Deferred Royalties”) until [**], on which date such Deferred Royalties will become due and payable. For clarity, nothing in Section 4.9.3(c) or this Section 4.9.3(d) will affect the Licensee’s obligation to pay to Akebia the Base Royalties.