Common use of Global Branding Strategy Clause in Contracts

Global Branding Strategy. Auxilium shall have the right, from time to time during the Term, to implement (and thereafter modify and update) a global branding strategy, including global messaging, for the Finished Product for use in the Field throughout the world (the “Global Branding Strategy”). To the extent Auxilium determines to utilize such Global Branding Strategy, Actelion shall use Commercially Reasonable Efforts to adhere to the Global Branding Strategy in its Commercialization of the Finished Product, including with respect to any Promotional Materials (it is understood that Actelion will be allowed to Commercialize the Finished Product under the old branding until the stock of Promotional Material and/or Finished Product is used up); provided, that, in the event that Actelion believes that the application of the Global Branding Strategy in a particular country in the Territory would be inappropriate whether because of such country’s linguistic or cultural particularities, because it is against the Laws of such country or because Actelion reasonably determines it would be inconsistent with Actelion’s obligation to use Commercially Reasonable Efforts to Commercialize the Territory, Actelion shall present such concern to Auxilium, and the Parties shall discuss whether appropriate revisions to the Global Branding Strategy may make it appropriate for use in such country. Nothing in this Section shall be construed to derogate from Actelion’s ultimate right and responsibility to use Commercially Reasonable Efforts to Commercialize the Finished Product in the Territory in accordance with the terms and conditions of this Agreement.

Global Branding Strategy. Auxilium shall have the right, from time to time during the Term, to implement (and thereafter modify and update) a global branding strategy, including global messaging, for the Finished Product for use in the Field throughout the world (the “Global Branding Strategy”). To the extent Auxilium determines to utilize such Global Branding Strategy, Actelion Sobi shall use Commercially Reasonable Efforts to adhere to the Global Branding Strategy in its Commercialization of the Finished Product, including with respect to any Promotional Materials (it is understood that Actelion Sobi will be allowed to Commercialize the Finished Product under the old branding until the stock of Promotional Material and/or Finished Product is used up); provided, that, in the event that Actelion Sobi believes that the application of the Global Branding Strategy in a particular country in the Territory would be inappropriate whether because of such country’s linguistic or cultural particularities, because it is against the Laws of such country or because Actelion Sobi reasonably determines it would be inconsistent with ActelionSobi’s obligation to use Commercially Reasonable Efforts to Commercialize the Territory, Actelion Sobi shall present such concern to Auxilium, and the Parties shall discuss whether appropriate revisions to the Global Branding Strategy may make it appropriate for use in such country. Nothing in this Section shall be construed to derogate from ActelionSobi’s ultimate right and responsibility to use Commercially Reasonable Efforts to Commercialize the Finished Product in the Territory in accordance with the terms and conditions of this Agreement.

Global Branding Strategy. Auxilium VBL shall have the right, from time to time during the Term, to implement (and thereafter modify and update) a global branding strategy, including global messaging, for the Finished Product for use in the Field throughout the world (the “Global Branding Strategy”). To the extent Auxilium VBL determines to utilize such Global Branding Strategy, Actelion Licensee shall use Commercially Reasonable Efforts to adhere to the Global Branding Strategy in its Commercialization of the Finished Product, including with respect to any Promotional Materials (it is understood that Actelion will be allowed to Commercialize the Finished Product under the old branding until the stock of Promotional Material and/or Finished Product is used up)Materials; provided, that, in the event that Actelion Licensee believes that the application of the Global Branding Strategy in a particular country in the Territory would be inappropriate whether because of such country’s linguistic or cultural particularities, because it is against the Applicable Laws of such country the Territory or because Actelion Licensee reasonably determines it would be inconsistent with ActelionLicensee’s obligation to use Commercially Reasonable Efforts to Commercialize the Product in the Territory, Actelion Licensee shall present such concern to AuxiliumVBL, and the Parties shall discuss whether appropriate revisions to the Global Branding Strategy may make it appropriate for use in such countrythe Territory. Nothing in this Section 6.10 shall be construed to derogate from ActelionLicensee’s ultimate right and responsibility to use Commercially Reasonable Efforts to Commercialize the Finished Product in the Territory in accordance with the terms and conditions of this Agreement. CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. ACOMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THESECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIALTREATMENT PURSUANT TO RULE 24B-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934,AS AMENDED.

Global Branding Strategy. Auxilium Amarin shall have the right, from time to time during the Term, to implement (and thereafter modify and update) a global branding strategy, including global messaging, for the Finished Product for use in the Field throughout the world (the “Global Branding Strategy”). To the extent Auxilium Amarin determines to utilize such Global Branding Strategy, Actelion Licensee shall use Commercially Reasonable Efforts to adhere to the Global Branding Strategy in its Commercialization of the Finished Product, including with respect to any CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 24b-2 OF THE SECURITIES EXCHANGE ACT OF 1934. Promotional Materials (it is understood that Actelion will be allowed to Commercialize the Finished Product under the old branding until the stock of Promotional Material and/or Finished Product is used up)Materials; provided, that, in the event that Actelion Licensee believes that the application of the Global Branding Strategy in a particular country in the Territory would be inappropriate whether because of such country’s linguistic or cultural particularities, because it is against the Applicable Laws of such country the Territory or because Actelion Licensee reasonably determines it would be inconsistent with ActelionLicensee’s obligation to use Commercially Reasonable Efforts to Commercialize the Product in the Territory, Actelion Licensee shall present such concern to AuxiliumAmarin, and the Parties shall discuss whether appropriate revisions to the Global Branding Strategy may make it appropriate for use in such countrythe Territory. Nothing in this Section 6.10 shall be construed to derogate from ActelionLicensee’s ultimate right and responsibility to use Commercially Reasonable Efforts to Commercialize the Finished Product in the Territory in accordance with the terms and conditions of this Agreement.