definiens: ) is entered into as of June _ _, 2008 ( hereinafter, the ) ( capitalized termsused herein and not defined shall have the meaning ascribed to them in the Agreement);B. Pursuant to Section 8.2(c)(ii ) of the Agreement, if an Operating Party fails to fund * * * * * * * * * * * * of theDevelopment Costs of a Product ( other than the Initial Product ) ( hereinafter, an ) during the periodcommencing on the relevant Product Start Date and ending on * * * * * * * * * * * * for such Product ( hereinafter, the ), then such Affected Product shall no longer be included within the Agreement and the rightsand obligations of the Parties with respect to such Affected Product after the expiration of such period shall begoverned by the terms of a definitive commercial license agreement ( hereinafter, the ) to beexecuted between the Parties at such time ; andC. This Heads of Agreement sets forth the basic material terms of the Commercial License and the Parties shallnegotiate in good faith a definitive agreement based on such terms within * * * * * * * * * * * * from the Product Start Date withrespect to any Product other than the Initial Product