Base Royalty. In partial consideration of the rights granted Company under this Agreement, Company shall pay to Medical School a royalty of {***} of Net Sales of Licensed Products by Company and its Affiliates (but not Sublicensees).
(i) If a particular Licensed Product is within the definition of “Licensed Product” solely because it uses or incorporates Related Technology, the royalty rate applicable to such Licensed Product shall be reduced by {***}.
(ii) If there is a competing product in the marketplace, no royalties are due for a Licensed Product that is within the definition of “Licensed Product” because it uses or incorporates only Related Technology or Biological Materials.
(iii) If during the Royalty Period, patents under the Patent Rights have expired or have been abandoned in a particular country, (I) no royalty is payable by Company, if there is a competing product in that country, and (II) if Company reduces its prices for Licensed Products in that country, even if there is no competing product in that country, Company and Medical School shall negotiate in good faith a reduction in the royalty rate to reflect the reduction in Company’s gross margins caused by the price reduction.
(iv) Company shall pay Medical School {***} of Net Sales of commercial clinical laboratory services by Company and its Affiliates.
Base Royalty. For years 1-4 of this Agreement on the first $32,000,000 of Territory Net Sales: Twelve and One Half Percent (12.5%), provided, however, that should LICENSEE prepay the Secured Limited Recourse Promissory Note between the parties, base royalties on the remaining portion of the first $32,000,000 Territory Net Sales made after such prepayment shall be at sixteen percent (16%).
Base Royalty. SPL shall pay to Pharmacopeia running royalties on Net Sales of Agreement Products by SPL, its Affiliates and Sublicensees in the Territory, as follows:
(i) of Net Sales of Agreement Products where the Agreement Compound in such Agreement Product is (1) a Lead Compound which is a Hit, or (2) a Derivative Compound discovered by Pharmacopeia in an Optimization Program based upon a Lead Compound which is a Hit, or (3) a corresponding Schering Derivative; or
(ii) of Net Sales of Agreement Products where the Agreement Compound in such Agreement Product is a Derivative Compound discovered by Pharmacopeia in an Optimization Program based upon a Lead Compound which is a Schering Compound;
(iii) of Net Sales of Agreement Products where the Agreement Compound in such Agreement Product is (1) a Lead Compound which is a Hit, or (2) a Derivative Compound, and in each case where such Agreement Product was developed and commercialized by SPL as a result of an independent screening program conducted by SPL pursuant to Section 2.11 against a Target which was not the subject of a Screening Program or Optimization Program under this Agreement; or
(iv) of net sales (to be determined in the same manner as Net Sales) of a pharmaceutical product containing as an active ingredient a Schering Derivative derived from a Derivative Compound discovered by Pharmacopeia in an Optimization Program based upon a Lead Compound which is a Schering Compound.
Base Royalty. LILLY shall pay RPI Royalties on the Net Sales of each Ribozyme Product for the Royalty Term according to the following schedule ("Base Royalties"). The following worldwide Annual Net Sales for each Royalty tier shall be adjusted annually relative to the Effective Date according to the CPI. Worldwide Annual Net Sales Royalty [ * ] [ * ] [ * ] [ * ] [ * ] [ * ] [ * ] [ * ] [ * ] Confidential treatment requested
Base Royalty. In partial consideration of the rights granted Company under this Agreement, Company shall pay to University an earned royalty of [***] of Not Sales of Licensed Products and Royalty-Bearing Products by Company, an Affiliate or a Sublicensee (the "[***] Royalty"), provided that the earned royalty shall be [***] of Net Sales of a Licensed Product or Royalty-Bearing Product if Net Sales of the Licensed Product or Royalty-Bearing Product are less than [***] per year in any given calendar year of sales (the "[***]"). Company shall pay the [***] Royalty to University for any Royalty Period as to which it cannot be ascertained at the time royalty payments are due whether Net Sales for the calendar year of such Royalty Period will be less than [***]; provided, however, that Company shall be entitled to credit from University in accordance with section 5.4 in the event that the Year-End Report (as defined in Section 5.1) indicates that Company has made excessive royalty payments to University for a calendar year. Any earned royalty due under this Section 4.4 shall be reduced by fifty percent (50%) in the event that a Licensed Product or Royalty-Bearing Product is not covered by Patent Rights or UC Patent Rights but is covered by or developed from related Technology or UC Technology Rights.
Base Royalty. In consideration of the rights and licenses granted by SKCC to Licensee under this Agreement, except as otherwise provided in this Article 4, Licensee agrees to pay to SKCC as running royalties the following percentage of Net Sales from Licensed Products sold by Licensee, its Affiliates and Sublicensees:
(a) Subject to paragraph (b) below, the following percentage of cumulative Net Sales of all Licensed Products: [*] of the first [*] in cumulative Net Sales [*] oF [*] in cumulative Net Sales [*] of Net Sales over [*]
(b) Notwithstanding paragraph (a) above, if the Valid Claims that cover a Licensed Product are dominated (to the extent such Valid Claims cover such Licensed Product) by claims of an issued patent owned or controlled by Licensee (other than the Patent Rights), the royalty on Net Sales of such Licensed Products shall be reduced to [*] of such Net Sales. The parties shall endeavor to mutually agree as to whether the particular Valid Claims are so dominated. In the event that the only Valid Claims which cover the sale of a Licensed Product in a particular country are claims of a patent or application with respect to which one or more employees or contractors of Licensee or a third party are joint inventors, the royalty rates specified above on sales of such Licensed Product in such country shall be reduced by [*].
Base Royalty. Company shall pay to University a royalty of the following percentages of Net Sales by Company but not by Sublicensees. Pharmaceutical (Licensed Products that require a prescription) [*] Cosmetic (Licensed Products that do not require a prescription) [*] Nutriceutical (Licensed Products that do not require a prescription) [*] Agricultural [*] Diagnostic [*] Industrial [*] If a particular Licensed Product is a “Licensed Product” solely because it uses or incorporates Related Technology, the royalty rate applicable to that Licensed Product or Licensed Service is [*] of the royalty rate.
Base Royalty. Except as otherwise set forth in this Agreement, Purdue will make quarterly royalty payments to BDSI equaling *** of Net Sales.
Base Royalty. The JV shall pay to Chiron a reasonable royalty on Net Sales of Chiron Products in the Major Markets. The royalty rate for each Chiron Product shall be negotiated by Cephalon and Chiron in good faith no later than the time an application for a Regulatory Approval is submitted in a Major Market for the corresponding Chiron Product. The royalty rate shall be the amount a third party would be willing to pay, taking into consideration all relevant factors, including the value of the technology contributed by Chiron, the market opportunity for the Chiron Product, the availability of patent protection, the necessity of paying royalties to third parties, and the Costs and risks incurred or to be incurred by the Collaborators for development of the Chiron Product. The royalty rate for Net Sales of Products in the Major Markets shall not be less than [CONFIDENTIAL TREATMENT REQUESTED] nor more than [CONFIDENTIAL TREATMENT REQUESTED] for a Chiron Product having Market Exclusivity (but which maximum rate shall not be more than [CONFIDENTIAL TREATMENT REQUESTED] in the case of a Chiron Product if the preclinical and Phase I clinical data that is provided by Chiron is substantially sufficient to permit clinical testing of the corresponding Product in the Field), and shall not be less than [CONFIDENTIAL TREATMENT REQUESTED] nor more than [CONFIDENTIAL TREATMENT REQUESTED] for other Chiron Products.
Base Royalty. In consideration of the rights and licenses granted by VirRx to Introgen under this Agreement, subject to the terms and conditions of this Section 5.4, Introgen agrees to pay to VirRx the following royalties based on Net Sales by Introgen, its Affiliates or Sublicensees of Licensed Products:
(i) [*] of such Net Sales with respect to Licensed Products that consist of an [*] Vector developed by VirRx that are not materially modified by Introgen (or by a third party under the authority of Introgen); or
(ii) [*] of such Net Sales with respect to Licensed Products other than those described in (i) above. It is understood that Licensed Products for which the royalty will be as set forth in this Section 5.4(a)(ii) will include those comprising an [*] Vector materially modified by Introgen (or by a third Party under authority of Introgen), which modifications may include, but shall not be limited to, bona fide modification of the coding region or delivery of the [*] Vector, or incorporation into the [*] Vector of other subject matter. It is understood that a modification to an [*] Vector made solely for the purpose of reducing the royalties payable to VirRx shall not be deemed a "material modification" for the purposes of this Section 5.4(a)(ii). The base royalties calculated under this Section 5.4(a) shall be reduced by [*] with respect to Net Sales of Licensed Products if the sale or use of such Licensed Products would not, but for the license granted herein, directly infringe a Valid Claim in the country for which such Licensed Products are sold.
