definiens: means with respect to each Jurisdiction, the period of time commencing on the First Commercial Sale of Product in such Jurisdiction and ending on the abandonment, lapse or expiration of the last to expire of the [COMPANY] Patent Rights covering the Product ; provided that the Royalty Term with respect to a Jurisdiction will terminate in the event that all [COMPANY] Patent Rights covering the Product in such Jurisdiction are found invalid by a final and non - appealable order of a court of competent jurisdiction . Notwithstanding the foregoing, the Royalty Term with respect to Secondary Jurisdictions in which no Patent Rights cover the Product shall begin on First Commercial Sale of Product in such Jurisdiction and shall end on the earlier to occur of ( i ) the date the Royalty Term ends in the last Primary Jurisdiction, or ( ii ) entry into such Secondary Jurisdiction of a Competitive Product that would be covered by [COMPANY] Patent Rights if marketed in a Primary jurisdiction, which results in at least a [ 10]% reduction in Net Sales in such Jurisdiction on average over a [ three - month ] period, when compared to the average monthly Net Sales in such Jurisdiction over the previous [ 12 lUonths !, provided that [COMPANY] has not materially reduced the amount of support for the sales and marketing of the Product in such Jurisdiction