Royalty Rates On a Licensed Product-by-Licensed Product and country-by-country basis, during the Royalty Term, TGTX shall pay to Precision a royalty equal to the percentages of aggregate annual Net Sales of such Licensed Product, as set forth below (the “Royalty”), calculated by multiplying the applicable royalty rate percentage for the region in which the applicable Net Sales occurred by the portion of aggregate, global Net Sales of the Licensed Products that occurred in the applicable region (i.e., inside or outside of the U.S.) in such Calendar Year. For purposes of determining whether the Net Sales thresholds in the table below have been achieved, all Net Sales of all Licensed Products shall be aggregated globally for all sales made by TGTX or any of its Affiliates or its or their Sublicensees of all Licensed Product (regardless of indication), in any and all preparations, formulations, dosages, packaging or methods of administration thereof, in all applicable countries during the Royalty Term (i.e., regardless of whether such Net Sales occur inside or outside of the U.S.). Location of Net Sales Annual Net Sales of the Licensed Products Royalty Rate Net Sales occurringinside the U.S. Aggregate annual global Net Sales of Licensed Products less than [***] [***] Net Sales occurringinside the U.S. Aggregate annual global Net Sales of Licensed Products equal to or greater than [***] but less than [***] [***] Net Sales occurringinside the U.S. Aggregate annual global Net Sales of Licensed Products equal to or greater than [***] but less than [***] [***] Net Sales occurringinside the U.S. Aggregate annual global Net Sales of Licensed Products equal to or greater than [***] [***] Net Sales occurringoutside the U.S. Aggregate annual global Net Sales of Licensed Products less than [***] [***] Net Sales occurringoutside the U.S. Aggregate annual global Net Sales of Licensed Products equal to or greater than [***] but less than [***] [***] Net Sales occurringoutside the U.S. Aggregate annual global Net Sales of Licensed Products equal to or greater than [***] but less than [***] [***] Net Sales occurringoutside the U.S. Aggregate annual global Net Sales of Licensed Products equal to or greater than [***] [***]
License Fees If so provided in the Prospectus, the Depositor may enter into a Licensing Agreement (the "Agreement") with a licensor (the "Licensor") described in the Prospectus in which the Trust(s), as consideration for the licenses granted by the Licensor for the right to use its trademarks and trade names, intellectual property rights or for the use of databases and research owned by the Licensor, will pay a fee set forth in the Agreement to the applicable Licensor or the Depositor to reimburse the Depositor for payment of the expenses. If the Agreement provides for an annual license fee computed in whole or part by reference to the average daily net asset value of the Trust assets, for purpose of calculating the accrual of estimated expenses such annual fee shall accrue at a daily rate and the Trustee is authorized to compute an estimated license fee payment (i) until the Depositor has informed the Trustee that there will be no further deposits of additional Securities, by reference to an estimate of the average daily net asset value of the Trust assets which the Depositor shall provide the Trustee, (ii) thereafter and during the calendar quarter in which the last business day of the period described in clause (i) occurs, by reference to the net asset value of the Trust assets as of such last business day, and (iii) during each subsequent calendar quarter, by reference to the net asset value of the Trust assets as of the last business day of the preceding calendar quarter. The Trustee shall adjust the net asset value (Trust Fund Evaluation) as of the dates specified in the preceding sentence to account for any variation between accrual of estimated license fee and the license fee payable pursuant to the Agreement, but such adjustment shall not affect calculations made prior thereto and no adjustment shall be made in respect thereof.
