definiens: means aCliUS, outside of [COMPANY] 's ( 01it.:.sublicensee ' ) reasonable roQuol that would be expected nega - tively to inlpaet sa ! volumes . such as an adverse labeling change or other adverse regulatorya tion . expiration \Ifsi£l1ititant parents or marketing ellclu5hity, negative change in relevantthird part ) ' reimbursement tenus, significant supply constraints or geoeral eh : mges in medicalpractice igmfieant.ly disf . ' olmg the Prod1.1ct . Fail\lf ( of XOMA to dect to Co - Promote as de - scribed in this Section 5.1!.£}WIthin thirty ( 30)days following receipt by XOMA of the final NetSales figW'es for such Produ t in such two ( 2 ) year or sill.(6 ) quarter period, as tIu ; case may be, shall act as a waiver ofXOMA 's rights under this Section SA(e ) as to such two ( 2 ) year or six(6 ) qUlllter period, and in the event of any such waiver, XOMA shallllO ( be permitted to eJ < erciscits right to elect to ( ', o - Promote as provided in this Section 5.'lliU following any of the succeedingtwo ( 2 ) quart ~ TS(includmg th~ qUlll1el'in which We Waiver occurred )