If, during any calendar quarter in the Royalty Term for a Product and country, # following the entry of a Generic Product to such Product in such country, the Net Sales in such country of such Product are at least [†] less than the average Net Sales for such Product in such country over the [†] immediately preceding the launch of such Generic Product, or # there is no Covering Claim for such Product in such country, then in each case the royalties payable under [Section 8.7(a)] or [Section 8.7(c)], as applicable, on Net Sales of such Product in such country will be reduced by [†] for the period of such Royalty Term that (A) or (B) is applicable. If such country is outside the [[Address A:Address]]., then such royalty reduction will be calculated by determining the portion of total Net Sales of the relevant Product in a calendar quarter that is attributable to the country in which such reduction applies, and by determining the total royalties for the Territory outside the [[Address A:Address]]. for such Product without reduction, and then reducing by [†] the applicable portion (based on Net Sales) of such total royalties attributable to the country in which such reduction applies.

Aggregate Royalty Reductions. Notwithstanding anything to the contrary in this [Section 6.5], in no event shall the royalties otherwise payable under this [Section 6.5] with respect to Net Sales of any Product in any Region in any Calendar Quarter be reduced to less than ​ of the royalties payable under [Section 6.5(a)] with respect to Net Sales of such Product in such Region in such Calendar Quarter.

The Royalty Payments in respect of any Product in any country shall be payable during the applicable Royalty Term for such Product in such country.

Royalty Reductions. Notwithstanding the foregoing (and subject to [Section 7.6(c)(ii)]):

During the Royalty Term for a Product in a region in the Territory, subject to Section 9.4(c)(iv), the royalty rate applicable to Net Sales of such Product in such region shall be reduced by ​ after the expiration of the last-to-expire Valid Claim in such region.

No Royalty Reductions. Parties hereby agree that there will be no royalty reductions under any circumstance, including but not limited to the event in which Ono would have to grant compulsory licenses or obtain additional licenses under third party intellectual property rights related to the sale of Products.

If a Product is generating Net Sales in a Market during the applicable Royalty Term at a time when a Generic Product with respect to such Product is being sold in such Market, and such Generic Product(s) ​, then the royalty rates applicable to Net Sales of such Product in such Market shall be reduced to ​ of the royalty rates set forth in the table in Section 9.4(a), but only for so long as the Generic Product with respect to such Product is being sold in such Market with such ​.

Aggregate Royalty Reductions. Notwithstanding anything to the contrary in this [Section 6.5], subject to [Section 11.6], in no event shall the royalties otherwise payable under this [Section 6.5] with respect to Adjusted Net Sales of any Product in any Region in any Calendar Year be reduced to less than ​ of the royalties payable under [Section 6.5(a)] with respect to Net Sales of such Product in such Region in such Calendar Year.

If a Product is generating Net Sales in a Market during the applicable Royalty Term at a time when a Generic Product with respect to such Product is being sold in such Market, and such Generic Product(s) ​, then the royalty rates applicable to Net Sales of such Product in such Market shall be reduced to ​ of the royalty rates set forth in the table in [Section 9.4(a)], but only for so long as the Generic Product with respect to such Product is being sold in such Market with such ​.

Royalty Reductions. In the event Licensee or a sublicensee of Licensee incurs expenses in judicial or administrative proceedings based upon allegations of infringement by Licensee or sublicensee of third-party patents or know-how solely or primarily as a result of the sale of Licensed Products, Licensee may withhold up to ​ percent (​) of the royalties due hereunder for the calendar year in which the expenses are incurred, and apply the same toward reimbursement of its expenses in connection therewith.