Common use of Annual License Maintenance Fee Clause in Contracts

Annual License Maintenance Fee. Licensee shall pay an Annual License Maintenance Fee to University in the amount indicated in the Schedule below based on the type of Licensed Product(s) being developed or commercialized by Licensee (or any Affiliate or Sublicensee). If Licensee (or any Affiliate or Sublicensee) is developing or commercializing one or more Clinically-Approved Products and one or more Other Products, only the higher fee shall be due. Until such time as Licensee (together with Affiliates and Sublicensees) has incurred costs as described in Section 1.4(ii), the Licensed Product shall be deemed to be an Other Product for purposes of determining fees payable under this Section 3.5. Years Date Due Clinically- Approved Product Other Product 3rd complete calendar year following the Effective Date through the 5th complete calendar year following the Effective Date 6th complete calendar year following the Effective Date and each calendar year thereafter Each March 15th beginning on March 15, 20 and continuing through March 15, 20 Each March 15th beginning on March 15, 20 and continuing throughout the term of this Agreement $15,000 $5,000 $30,000 $10,000 The aforementioned Annual License Maintenance Fees shall be paid to University on the dates set forth in the above table. Subsequent to the first commercial sale of a Licensed Product, the aforementioned Annual License Maintenance Fees owed to University after such first commercial sale of Licensed Product shall be creditable towards payments owed to University pursuant to Section 3.4 (Earned Royalty), Section 3.6(i) (Sublicensing Revenue), and Section 3.6(ii) (Sublicensing Royalty Revenue) in any given year.

Annual License Maintenance Fee. Licensee shall pay an the following annual license maintenance fees (the “Annual License Maintenance Fee to University in Fees”): [*] each year for the amount indicated in the Schedule below based on the type of Licensed Product(s) being developed or commercialized by Licensee (or any Affiliate or Sublicensee)first [*]; and [*] each year thereafter. If Licensee (or any Affiliate or Sublicensee) is developing or commercializing one or more Clinically-Approved Products and one or more Other Products, only the higher fee shall be due. Until such time as Licensee (together with Affiliates and Sublicensees) has incurred costs as described in Section 1.4(ii), the Licensed Product shall be deemed to be an Other Product for purposes of determining fees payable under this Section 3.5. Years Date Due Clinically- Approved Product Other Product 3rd complete calendar year following the Effective Date through the 5th complete calendar year following the Effective Date 6th complete calendar year following the Effective Date and each calendar year thereafter Each March 15th beginning on March 15, 20 and continuing through March 15, 20 Each March 15th beginning on March 15, 20 and continuing throughout the term of this Agreement $15,000 $5,000 $30,000 $10,000 The aforementioned Such Annual License Maintenance Fees shall be paid to University due on the dates set forth anniversary date of the Effective Date and are non-refundable. Annual License Maintenance Fees paid in the above tableyears prior to the year of first commercial sale of first Licensed Product by Licensee for human therapeutic use shall be creditable against future Running Royalties (as hereinafter defined) due in the years after the first commercial sale. Subsequent Such credits may be used at a rate of up to 50% of the Running Royalties due in a given year. Unused credits will carryover and be applied to Running Royalties in future years until exhausted. Beginning with the year of the first commercial sale of a first Licensed ProductProduct by Licensee for human therapeutic use, Running Royalties accrued in the aforementioned twelve (12) months prior to the due date of each Annual License Maintenance Fees owed to University after such first commercial sale of Licensed Product Fee shall be creditable towards payments owed only against such Annual License Maintenance Fee up to University 100% of the Running Royalties accrued by the end of that same twelve (12) month period. For the avoidance of doubt, this paragraph and the next paragraph shall be applied first to the Annual License Maintenance Fee that is due before the immediately preceding paragraph is applied. As set forth in Section 4.l(f), any payment to Foundation pursuant to Section 3.4 (Earned Royalty), Section 3.6(i) (Sublicensing Revenue), and Section 3.6(ii) (Sublicensing Royalty Revenue4.l(e) in any given yearthe immediately preceding twelve (12) months shall also be applied to the Annual License Maintenance Fee then due.

Annual License Maintenance Fee. Licensee shall pay an Annual License Maintenance Fee to University in the amount indicated in the Schedule below based on the type of Licensed Product(s) being developed or commercialized by Licensee (or any Affiliate or Sublicensee). If Licensee (or any Affiliate or Sublicensee) is developing or commercializing one or more Clinically-Approved Products and one or more Other Products and one or more Service Products, only the higher fee shall be due. Until such time as Licensee (together with Affiliates and Sublicensees) has incurred costs as described in Section 1.4(ii), the Licensed Product shall be deemed to be an Other Product for purposes of determining fees payable under this Section 3.53.8. Annual License Maintenance Fee Schedule Years Date Due Clinically- Approved Product Other Product 3rd complete calendar year following the Effective Date through the 5th complete calendar year following the Effective Date 6th complete calendar year following the Effective Date and each calendar year thereafter Each March 15th beginning on March 15, 20 and continuing through March 15, 20 Each March 15th beginning on March 15, 20 and continuing throughout the term of this Agreement $15,000 $5,000 $30,000 $10,000 The aforementioned Annual License Maintenance Fees shall be paid to University on the dates set forth in the above table. Subsequent to the first commercial sale of a Licensed Product, the aforementioned Annual License Maintenance Fees owed to University after such first commercial sale of Licensed Product shall be creditable towards payments owed to University pursuant to Section 3.4 3.7 (Earned Royalty), ) and Section 3.6(i) 3.9 (Sublicensing Revenue), and Section 3.6(ii) (Sublicensing Royalty RevenueFees) in any given year.

Annual License Maintenance Fee. Licensee shall pay an Annual License Maintenance Fee to University in the amount indicated in the Schedule below based on the type of Licensed Product(s) being developed or commercialized by Licensee (or any Affiliate or Sublicensee). If Licensee (or any Affiliate or Sublicensee) is developing or commercializing one or more Clinically-Approved Products and one or more Other ProductsProducts and one or more Licensed Services, only the higher fee shall be due. Until such time as Licensee (together with Affiliates and Sublicensees) has incurred costs as described in Section 1.4(ii), the Licensed Product shall be deemed to be an Other Product for purposes of determining fees payable under this Section 3.53.8. Annual License Maintenance Fee Schedule Years Date Due Clinically- Approved Product Other Product 3rd complete calendar year following the Effective Date through the 5th complete calendar year following the Effective Date 6th complete calendar year following the Effective Date and each calendar year thereafter Each March 15th beginning on March 15, 20 and continuing through March 15, 20 Each March 15th beginning on March 15, 20 and continuing throughout the term of this Agreement $15,000 $5,000 $30,000 $10,000 The aforementioned Annual License Maintenance Fees shall be paid to University on the dates set forth in the above table. Subsequent to the first commercial sale of a Licensed Product, the aforementioned Annual License Maintenance Fees owed to University after such first commercial sale of Licensed Product shall be creditable towards payments owed to University pursuant to Section 3.4 3.7 (Earned Royalty), ) and Section 3.6(i) 3.9 (Sublicensing Revenue), and Section 3.6(ii) (Sublicensing Royalty RevenueFees) in any given year.

Annual License Maintenance Fee. Licensee shall pay an Annual License Maintenance Fee to University in the amount indicated in the Schedule below based on the type of Licensed Product(s) being developed or commercialized by Licensee (or any Affiliate or Sublicensee). If Licensee (or any Affiliate or Sublicensee) is developing or commercializing one or more Clinically-Approved Products and one or more Other ProductsProducts and one or more Licensed Services, only the higher fee shall be due. Until such time as Licensee (together with Affiliates and Sublicensees) has incurred costs as described in Section 1.4(ii), the Licensed Product shall be deemed to be an Other Product for purposes of determining fees payable under this Section 3.53.8. Years Date Due Clinically- Approved Product Other Product (for the prior calendar year) 3rd complete calendar year Clinically- Approved Product following the Effective Date through the 5th complete calendar year following the Effective Date 6th complete calendar year following the Effective Date and each calendar year thereafter Each March 15th beginning on March 15, 20 and continuing through March 15, 20 Each March 15th beginning on March 15, 20 and continuing throughout the term of this Agreement $15,000 $5,000 $30,000 $10,000 The aforementioned Annual License Maintenance Fees shall be paid to University on the dates set forth in the above table. Subsequent to the first commercial sale of a Licensed Product, the aforementioned Annual License Maintenance Fees owed to University after such first commercial sale of Licensed Product shall be creditable towards payments owed to University pursuant to Section 3.4 3.7 (Earned Royalty), ) and Section 3.6(i) 3.9 (Sublicensing Revenue), and Section 3.6(ii) (Sublicensing Royalty RevenueFees) in any given year.