definiens: meaning the JSC as established by NGX and CHRP hereunder and references to replaced by ), 8 ( Commercialization ), 10 ( Payments ; Boo k and Records ), 11 ( Intellectual Property ), 12 ( Trademark s ), 13 ( Confidentiality ), 15 ( Liability ), 16 ( Indem nification ), 17 ( Term and Termination ), 18 ( Effect of Expiration or Termination ), 19 ( Dispute Resolution ) and 20 ( Miscellaneous ) of the Astellas License Agreement w ith the applicable Sublicensee in place of Astellas in such provisions, ( b ) include a provision materially simi lar to Section 2.3.2 hereof with the applicable Sub licensee in place of CHRP, ( c ) otherwise consistent with the te rms and conditions of this Agreement, including the assignment to NGX upon expiration hereof as provide d in Section 2.5.3 below and ( d ) NGX shall be eithe r a ( I ) signatory thereto or ( II ) a named and intended third party beneficiary thereof, in either case wit h the right to enforce the terms and conditions thereof in consult ation with CHRP