Second Generation Products. For each Second Generation Product that is developed by BMS (or its Affiliate or sublicensee), BMS shall not be obliged to make any milestone payments to Exelixis under Section 7.3(f) or 7.3(p) unless and until the first Regulatory Approval of such Second Generation Product in any Major Market. Upon any such Regulatory Approval of the Second Generation Product, BMS shall, subject to Section 7.3(g) hereof, pay to Exelixis the sum of all milestone payments owed under Section 7.3(f) or 7.3(p) for milestone events achieved by such Second Generation Product, within [ * ] of such Regulatory Approval, that, in the absence of this Section 7.3(i), BMS would have been obliged to make to Exelixis prior to or upon such first Regulatory Approval of such Second Generation Product (and without interest on the deferred milestone payments); provided, however, that if the Original BMS Product is no longer being marketed, due to safety problems, at the time the Second Generation Product receives such Regulatory Approval in any such Major Market, then such milestones need not be paid. For purposes of this Section 7.3, a “Second Generation Product means, with respect to a particular BMS Product that has achieved Regulatory Approval in a Major Market (the “Original BMS Product”), any BMS Product containing a Collaboration Compound that (i) is not the Collaboration Compound in the Original BMS Product, and (ii) modulates the same BMS Selected Target as the Collaboration Compound in such Original BMS Product. For clarity, it is understood that “Second Generation Product” shall not include new formulations, presentations, excipients, salts, or modes of delivery of the active ingredient contained in the Original BMS Product.
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Second Generation Products. For each Second Generation Product that is developed by BMS (or its Affiliate or sublicensee), BMS shall not be obliged to make any milestone payments to Exelixis under Section 7.3(f) or 7.3(p) unless and until the first Regulatory Approval of such Second Generation Product in any Major Market. Upon any such Regulatory Approval of the Second Generation Product, BMS shall, subject to Section 7.3(g) hereof, pay to Exelixis the sum of all milestone payments owed under Section 7.3(f) or 7.3(p) for milestone events achieved by such Second Generation Product, within [ * ] of such Regulatory Approval, that, in the absence of this Section 7.3(i), BMS would have been obliged to make to Exelixis prior to or upon such first Regulatory Approval of such Second Generation Product (and without interest on the deferred milestone payments); provided, however, that if the Original BMS Product is no longer being marketed, due to safety problems, at the time the Second Generation Product receives such Regulatory Approval in any such Major Market, then such milestones need not be paid. For purposes of this Section 7.3, a “"Second Generation Product means, with respect to a particular BMS Product that has achieved Regulatory Approval in a Major Market (the “"Original BMS Product”"), any BMS Product containing a Collaboration Compound that (i) is not the Collaboration Compound in the Original BMS Product, and (ii) modulates the same BMS Selected Target as the Collaboration Compound in such Original BMS Product. For clarity, it is understood that “"Second Generation Product” " shall not include new formulations, presentations, excipients, salts, or modes of delivery of the active ingredient contained in the Original BMS Product.
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