definiens: ) in the Territory ( as such tenn is defined in the Settlement and License Agreement by and between SCHERlNG and Roche, dated as of August 10 ;, 2001 ( the uSettlement Agreement '' ) to Commercialize Licensed Roche Product under the [COMPANY] Patent Rights ( as such terms are defined in the Settlement Agreement ): ' 5 . Delete Article 7 .1 ( b ) in its entirety and insert in its place the following : ( b ) In each calendar year during the tenn of this Agreement, in connection with Net Sales of Agreement Product which do not require payment of a royalty under Article 7.1(a ) abov.c, if Co. mpetition ( as defined in Article 1'1 beJow ~ ex;;t t./ ' anYsuchcountry, S~~Gshallpa~~aroyaltyo .. ! ! : ! ¥ ~J ........ -~nH ( 4.S'fry ofUel8a1.·~ auCh ~ 6 . Delete Article 7 .1 ( c ) in its entirety and insert in its place the following : ( c ) In each calendar year during the tenn of this Agreement, in connection with Net Sales of Agreement Product which do not require payment of a royalty under Article 7.1(a ) above, if Competition does not exist in any such ~, ...., _ _ _ _ SCHERING shall pay ENZON a royalty orE ; ; ; Wia m : ; ; kM tlClcenL ( ' f .J~ ~ C2 M san : ill each ~ ..... ---- .. --- -7 . Amend Article 7.1 of the Agreement by adding the following new provision : Confidential Treatment Requested by [COMPANY], Inc