Added Territory Payment Sample Clauses

Added Territory Payment. In consideration for receiving license rights outside the U.S., Canada, and EU, Licensee agrees as follows: (a) If Licensee sublicenses commercial rights under this Agreement outside of the U.S., Canada and EU to one or more Third Parties (a “Qualifying Sublicensee”) prior to *** of the Execution Date, then, in addition to the royalties and milestone payments otherwise due under this Article 8 ***, Licensee shall pay Company ***% of any *** received by Licensee from such Qualifying Sublicensee(s). For clarification, if earned, Company shall receive the greater of *** or ***. For the avoidance of doubt, if Licensee makes the payment in accordance with Section 8.2(b), this Section 8.2(a) shall no longer apply. (b) At any time prior to the earlier of (i) *** of the Execution Date; or (ii) the grant of a Sublicense to a Qualifying Sublicensee in accordance with Section 8.2(a), Licensee shall have the right to elect to pay Company a *** payment of $50 million, and upon such payment, ***. (c) If Licensee does not comply with either Section 8.2(a) or 8.2(b), then *** of the Execution Date. In such event, the Parties will ***.