Diligence. Licensee shall be solely responsible for Commercialization of the Licensed Products throughout the Territory at Licensee’s own cost and expense. Subject to the express written terms of this Agreement, all decisions concerning the Commercialization of

Licensee shall itself, or through its Affiliates or Sublicensees, use Commercially Reasonable Efforts to Commercialize the Licensed Product in the Territory. Licensee will undertake such activities at its sole expense. Licensee have all decision-making authority with respect to the Commercialization of the Licensed Products. Licensee shall be solely liable to meet or execute any and all compliances related to the Commercialization of the Licensed Products. Subject to the Confidentiality section, Licensee agrees to provide Licensor with updates, no less than annually, on Licensee’s efforts to commercialize the Licensed Product.

Commercialization Costs. As between the Parties, Licensee shall be solely responsible for commercialization of the Licensed Products in the Field in the Territory at its own cost and expense.

Commercialization in the Field in the Territory. During the Term, Licensee shall be solely responsible for Commercializing the Licensed Product in the Territory for use in the Field, which Commercialization shall be in accordance with the Commercialization Plan and this Agreement with the goal of maximizing the commercial potential of the Licensed Product in the Field in the Territory. Licensee shall be responsible for ​ of the expenses (including pre-launch marketing and other Commercialization expenses) incurred in connection with the Commercialization of the Licensed Product in the Territory for use in the Field. Licensee shall use Commercially Reasonable Efforts to Commercialize the Licensed Product in the Field in the Territory in accordance with the Commercialization Plan and in accordance with the time frames set forth in the Commercialization Plan.