Terms of Co-Detailing. Promptly following Xxxxxxx’x receipt of the Co-Detailing Option Exercise Notice for the first Licensed Product, the Parties shall negotiate in good faith to enter into a separate co-detailing agreement with respect to the co-detailing of such Licensed Product (and any additional Licensed Products for which Protagonist exercises the Co-Detailing Option) in the U.S. on commercially reasonable terms (the “Co-Detailing Agreement”), which would provide for a working group or other administrative body to be established by the Parties to serve solely as an information-sharing body with respect to each Party’s detailing activities, and not as an oversight or decision-making body. In addition to such usual and customary terms that are typically found within contract sales force agreements, the Co-Detailing Agreement shall include the terms set forth below in this Section 5.6.2(e).
Terms of Co-Detailing. Promptly following Xxxxxxx’x receipt of the Co-Detailing Option Exercise Notice for the first Licensed Product, the Parties shall negotiate in good faith to enter into a separate co-detailing agreement with respect to the co-detailing of such Licensed Product (and any additional Licensed Product for which Protagonist exercises the Co-Detailing Option) in the U.S. for the approved IBD Indications on commercially reasonable terms (the “Co-Detailing Agreement”), which would provide for a working group or other administrative body to be established by the Parties to serve solely as an information-sharing body with respect to each Party’s detailing activities, and not as an oversight or decision-making body. In addition to such usual and customary terms that are typically found within contract sales force agreements, the Co-Detailing Agreement shall include the terms set forth below in this Section 5.6.2(e).
(1) Protagonist would contribute a mutually agreed percentage of Xxxxxxx’x planned Details for each such Licensed Product in the U.S. for all approved IBD Indications for each Calendar Year (provided that such percentage shall not be less than [ * ] percent ([ * ]%) and shall not exceed thirty percent (30%) without Protagonist’s written consent), as set forth in Xxxxxxx’x call plan for such Calendar Year. Protagonist would employ a number of sales representatives sufficient to provide the agreed percentage of Details for each such Licensed Product in the U.S. for each Calendar Year.
(2) Following consultation through the working group or other administrative body established under the Co-Detailing Agreement, Xxxxxxx would have the right to allocate the planned Details for each such Licensed Product in the U.S. for all approved IBD Indications for each Calendar Year between the Parties in a manner consistent with the allocation described in clause (1) of this Section 5.6.2(e), provided that, unless the Parties agree otherwise, Protagonist would be allocated Details to healthcare professionals [ * ] for such Licensed Product in the U.S. for all approved IBD Indications. The Parties would coordinate their detailing activities for such Licensed Products in the U.S. for all approved IBD Indications in accordance with mutually agreed procedures.
(3) Xxxxxxx would reimburse Protagonist for the Details of each such Licensed Product in the U.S. performed by Protagonist at a mutually agreed cost per primary detailing equivalent, which shall be agreed between the Part...
