Common use of Existing Commitments Clause in Contracts

Existing Commitments. AB acknowledges that BT has certain existing contractual commitments to Third Parties in the Field that it has disclosed to AB to the extent set forth on Exhibit F. BT represents, warrants and covenants that such existing contractual commitments shall not in any way, except as expressly set forth on Exhibit F, limit or affect BT’s obligations and performance under this Agreement. BT agrees that by December 31, 2008, unless otherwise mutually agreed by the Parties hereto, it will terminate all of such Third Party agreements or permit them to expire by such date at BT’s expense. To the extent BT is unable to terminate such agreements with such Third Parties and AB has commenced Commercialization (whether in the Genotyping field or in the Gene Expression field) of Arrays, BT shall pay AB [***] of BT’s revenue arising after December 31, 2008 that resulting from such sales or other activities under such agreements Third Parties. If AB wishes BT to attempt to terminate any such commitments sooner, BT will cooperate with AB in such efforts as determined by the JDC.

Existing Commitments. AB acknowledges that BT has certain existing contractual commitments to Third Parties in the Field that it has disclosed to AB to the extent set forth on Exhibit F. BT represents, warrants and covenants that such existing contractual commitments shall not in any way, except as expressly set forth on Exhibit F, limit or affect BT’s obligations and performance under this Agreement. BT agrees that by December 31, 2008[***], unless otherwise mutually agreed by the Parties hereto, it will terminate all of such Third Party agreements or permit them to expire by such date at BT’s expense. To the extent BT is unable to terminate such agreements with such Third Parties and AB has commenced Commercialization (whether in the Genotyping field or in the Gene Expression field) of Arrays, BT shall pay AB [***] of BT’s revenue arising after December 31, 2008 [***] that resulting from such sales or other activities under such agreements Third Parties. If AB wishes BT to attempt to terminate any such commitments sooner, BT will cooperate with AB in such efforts as determined by the JDC.