Common use of Aggregate Annual Worldwide Net Sales Clause in Contracts

Aggregate Annual Worldwide Net Sales. (USD) of All Products in a Calendar Year Sales Related Payments Rate Portion of aggregate Net Sales by Buyer and its Affiliates up to and including [***] [ ***] Portion of aggregate Net Sales by Buyer and its Affiliates greater than [***] up to and including [***] [ ***] [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential Treatment has been requested with respect to the omitted portions. Aggregate Annual Worldwide Net Sales (USD) of All Products in a Calendar Year Sales Related Payments Rate Portion of aggregate Net Sales by Buyer and its Affiliates greater than [***] up to and including [***] [ ***] Portion of aggregate Net Sales by Buyer and its Affiliates greater than [***] up to and including [***] [ ***] Portion of aggregate Net Sales by Buyer and its Affiliates greater than [***] [ ***] For illustration purposes only, if the aggregate annual worldwide Net Sales by Buyer and its Affiliates for a particular year are [***], Novartis would be entitled to receive Sales Related Payments calculated as follows: [***] x [***] (or [***]) plus [***] x [***] (or [***]) = [***]. Notwithstanding the other provisions of this Section 1.5(a)(i), for any period during the Sales Related Payments Term in which there has occurred Loss of Market Exclusivity with respect to any Product in any country, the Net Sales of Buyer and its Affiliates for such country to be included in [***] worldwide Net Sales for the purpose of the calculation of the Sales Related Payments due under this Section 1.5(a)(i) shall be reduced by [***] of such Net Sales. For purposes of illustrating the immediately preceding sentence only, if the aggregate [***] Net Sales of Buyer and its Affiliates for [***] in a country in which Loss of Market Exclusivity has occurred are [***], Novartis would be entitled to receive Sales Related Payments calculated as follows: [***] x US$[***] (or US$[***]) [***] (or [***]) = US$[***].

Aggregate Annual Worldwide Net Sales. (USD) of All Products in a Calendar Year Sales Related Payments Rate Portion of aggregate Net Sales by Buyer and its Affiliates up to and including [***] [ [***] Portion of aggregate Net Sales by Buyer and its Affiliates greater than [***] up to and including [***] [ [***] Portion of aggregate Net Sales by Buyer and its Affiliates greater than [***] up to and including [***] [***] Portion of aggregate Net Sales by Buyer and its Affiliates greater than [***] up to and including [***] [***] Portion of aggregate Net Sales by Buyer and its Affiliates greater than [***] [***] [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential Treatment has been requested with respect to the omitted portions. Aggregate Annual Worldwide Net Sales (USD) of All Products in a Calendar Year Sales Related Payments Rate Portion of aggregate Net Sales by Buyer and its Affiliates greater than [***] up to and including [***] [ ***] Portion of aggregate Net Sales by Buyer and its Affiliates greater than [***] up to and including [***] [ ***] Portion of aggregate Net Sales by Buyer and its Affiliates greater than [***] [ ***] For illustration purposes only, if the aggregate annual worldwide Net Sales by Buyer and its Affiliates for a particular year are [***], Novartis would be entitled to receive Sales Related Payments calculated as follows: [***] x [***] (or [***]) plus [***] x [***] (or [***]) = [***]. Notwithstanding the other provisions of this Section 1.5(a)(i), for any period during the Sales Related Payments Term in which there has occurred Loss of Market Exclusivity with respect to any Product in any country, the Net Sales of Buyer and its Affiliates for such country to be included in [***] worldwide Net Sales for the purpose of the calculation of the Sales Related Payments due under this Section 1.5(a)(i) shall be reduced by [***] of such Net Sales. For purposes of illustrating the immediately preceding sentence only, if the aggregate [***] Net Sales of Buyer and its Affiliates for [***] in a country in which Loss of Market Exclusivity has occurred are [***], Novartis would be entitled to receive Sales Related Payments calculated as follows: [***] x US$[***] (or US$[***]) [***] (or [***]) = US$[***].