Common use of Compliance with Guidelines Clause in Contracts

Compliance with Guidelines. Takeda shall provide Affymax with exemplars or representative samples of primary (as reasonably agreed by the Parties) Promotional Materials and Product Labeling containing any Product Trademarks and Affymax House ▇▇▇▇ which are intended to be broadly distributed or direct-to-consumer prior to using or disseminating such materials, if and to the extent such materials are used in the Royalty Territory and are substantially different from the form and presentation already approved by the JSC to be used in the U.S. Affymax shall have the right to make reasonable objections to any such materials within five (5) Business Days of Affymax's receipt of such exemplars or samples on the grounds that Affymax believes in good faith that the use of such materials will damage the reputation for quality associated with the Product Trademarks or Affymax House Marks. Takeda agrees to modify such Promotional Materials and Product Labeling in accordance with such objections of Affymax as far as it is reasonable. Takeda acknowledges Affymax's sole ownership of the Product Trademarks and Affymax House Marks and agrees not to take any action inconsistent with such ownership. Takeda covenants that it shall not use any trademark confusingly similar to any Product Trademarks or Affymax House Marks in connection with any products (including the Product). Takeda shall comply with reasonable policies provided by Affymax from time to time to maintain the goodwill and value of the Product Trademarks and Affymax House Marks, subject that such policies are not detrimental to the Commercialization of the Product and are in line with the relevant Laws. In any Takeda materials in which the Product Trademarks or Affymax House Marks appear, Takeda shall display a trademark legend in substantially the following form (tailored to reflect which trademark is being used): "{trademark}™" is a trademark owned by Affymax" Affymax grants no rights in the Product Trademarks or Affymax House Marks other than those expressly granted in Section 6.2.

Compliance with Guidelines. Takeda shall provide Affymax with exemplars or representative samples of primary (as reasonably agreed by the Parties) Promotional Materials and Product Labeling containing any Product Trademarks and Affymax House ▇▇▇▇ which are intended to be broadly distributed or direct-to-consumer prior to using or disseminating such materials, if and to the extent such materials are used in the Royalty Territory and are substantially different from the form and presentation already approved by the JSC to be used in the U.S. Affymax shall have the right to make reasonable objections to any such materials within five (5) Business Days of Affymax's ’s receipt of such exemplars or samples on the grounds that Affymax believes in good faith that the use of such materials will damage the reputation for quality associated with the Product Trademarks or Affymax House Marks. Takeda agrees to modify such Promotional Materials and Product Labeling in accordance with such objections of Affymax as far as it is reasonable. Takeda acknowledges Affymax's ’s sole ownership of the Product Trademarks and Affymax House Marks and agrees not to take any action inconsistent with such ownership. Takeda covenants that it shall not use any trademark confusingly similar to any Product Trademarks or Affymax House Marks in connection with any products (including the Product). Takeda shall comply with reasonable policies provided by Affymax from time to time to maintain the goodwill and value of the Product Trademarks and Affymax House Marks, subject that such policies are not detrimental to the Commercialization of the Product and are in line with the relevant Laws. In any Takeda materials in which the Product Trademarks or Affymax House Marks appear, Takeda shall display a trademark legend in substantially the following form (tailored to reflect which trademark is being used): "“{trademark}™" ” is a trademark owned by Affymax" ” Affymax grants no rights in the Product Trademarks or Affymax House Marks other than those expressly granted in Section 6.2.