BMS Products Sample Clauses

BMS Products. For each BMS Target, BMS shall pay Lexicon the following milestone payments for [**]: PAYMENTS FOR BMS PAYMENTS FOR BMS MILESTONE EVENT TARGET FOR WHICH [**] TARGET FOR WHICH [**] ----------------------------------------- --------------------- --------------------- IND filing U.S. $ [**] U.S. $ [**] Commencement of a Phase 2 Trial [**] [**] Commencement of a Phase 3 Trial [**] [**] NDA Filing [**] [**] MAA Filing [**] [**] NDA Approval or MAA Approval (upon the first to occur) [**] [**] ---------------- ---------------- TOTAL U.S. $50,000,000 U.S. $76,000,000
Sample 1
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BMS Products. For each BMS Product, BMS shall pay to Lexicon the following royalties on aggregate annual Net Sales in the Territory of such BMS Product: ROYALTY ON NET ROYALTY ON NET SALES FOR BMS SALES FOR BMS PRODUCT ACTING PRODUCT ACTING THROUGH A BMS THROUGH A BMS AGGREGATE ANNUAL WORLDWIDE TARGET THAT IS TARGET THAT IS A NET SALES OF BMS PRODUCT IN CONTRACT YEAR NOT A LISTED LISTED TARGET TARGET ---------------------------------------------------------- ------------------- --------------------- Under U.S. $[**] [**]% [**]% From U.S. $[**]to U.S. $[**] [**]% [**]% Above $[**] [**]% [**]%
Sample 1
BMS Products. From and after the date of the applicable Hand-off (in the case of the First BMS Product and Second BMS Product) and from and after the date of designation in accordance with Section 2.1.1(a) (in the case of any Additional BMS Product), and subject to the terms and conditions of this Agreement and, with respect to a BMS TCR Product, the applicable terms and conditions of the applicable 2019 License Agreement (except as otherwise set forth herein), (i) BMS will have the sole right (and shall solely control, at its discretion), itself or with or through its Affiliates, Sublicensees or other Third Parties, at its cost, to Develop and Commercialize BMS Products (and BMS TCRs and BMS CARs for use therein) in the Field in the Territory and (ii) Immatics and its Affiliates shall not have any right to, and shall not, conduct any Development or Commercialization of any BMS Products (or BMS TCRs or BMS CARs therein) in the Field in the Territory. BMS shall, and shall require its Affiliates and Sublicensees to, create and maintain written records or lab notebooks with respect to any work conducted pursuant to this Agreement that directly uses any Immatics Licensed Know-How in good faith and in accordance with its (or its applicable performing Affiliate’s) customary practice.
Sample 1
BMS Products. If a Party becomes aware of any actual or potential claim that the Development, Manufacture or Commercialization of a BMS TCR, BMS CAR or BMS Product by or on behalf of either Party pursuant to this Agreement infringes the intellectual property rights of any Third Party, such Party shall promptly notify the other Party. In any such instance, the Parties shall as soon as practicable thereafter meet to discuss in good faith regarding the best response to such notice; provided that BMS shall have the final decision-making authority Certain confidential information contained in this document, marked by [**], has been omitted because Immatics N.V. (the “Company”) has determined that the information (i) is not material and (ii) is customarily and actually treated by the Company as private or confidential. in connection therewith. Except as set forth in Section 10.2 (and without limiting BMS’ rights under Section 10.2), (a) BMS shall have the sole right, but not the obligation, to defend and dispose of (including through settlement or license) such claim and (b) any costs incurred by or on behalf of BMS (or any of its Affiliates or Sublicensees) in connection with the defense or disposal of any such claim (including any damages, royalties or other amounts payable as a result thereof), to the extent relating to the Development, Manufacture or Commercialization of a BMS TCR, BMS CAR or BMS Product, shall be included as BMS Third Party Payments and may be deducted from amounts payable to Immatics hereunder as set forth in Section 6.3.4(a), and BMS shall report any such deductions to Immatics as part of BMS’ royalty report under Section 6.3.6.
Sample 1
BMS Products. Immatics and its Affiliates shall have no right to, and shall not, publish or publicly present any [***]. For clarity, BMS (and its Affiliates and sublicensees) shall have the right to make publications and public presentations with respect to [***], without the prior review or consent of Immatics, but subject to the procedures set forth below if such publication or presentation contains Confidential Information of Immatics. BMS shall provide Immatics with a copy of any proposed publication or public presentation that contains the Confidential Information of Immatics no less than [***] prior (provided that Immatics shall use reasonable efforts to accommodate a shorter time period if required due to circumstances outside of BMS’ control) to its intended submission for publication or public presentation. For the avoidance of doubt, the foregoing shall apply with respect to each such proposed publication or presentation that contains the Confidential Information of Immatics regardless of whether a prior publication or presentation was provided (e.g., if an abstract is provided in accordance with this Section 8.10.1(a) and BMS wishes to publish the corresponding full manuscript, the full manuscript must be provided to Immatics pursuant to this Section 8.10.1(a)). Immatics shall respond in writing promptly and in no event later than [***] after receipt of the proposed material (provided that Immatics shall use reasonable efforts to accommodate a shorter time period if notified by BMS and required due to circumstances outside of BMS’ control) with a specific statement of concern, if any, which may include the need to seek patent protection of any Immatics’ intellectual property or comments regarding the description of the Immatics Licensed IP, in which case, BMS shall give good faith consideration to any comments of Immatics and BMS agrees to delay the submission of the proposed publication for a reasonable period of time, and in no event more than [***], upon Immatics’ request, in order for Immatics to seek patent protection for its Confidential Information.
Sample 1
BMS Products. Certain confidential information contained in this document, marked by [**], has been omitted because Immatics N.V. (the “Company”) has determined that the information (i) is not material and (ii) is customarily and actually treated by the Company as private or confidential.
Sample 1
BMS Products. For each BMS Target, BMS shall pay Lexicon the following milestone payments for the first BMS Product acting through such BMS Target:
Sample 1
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BMS Products. For each BMS Product, BMS shall pay to Lexicon the following royalties on aggregate annual Net Sales in the Territory of such BMS Product: Aggregate Annual WorldwideNet Sales of BMS Product in Contract Year Royalty on Net Sales for BMS Product Acting Through a BMS Target that is not a Listed Target Royalty on Net Sales for BMS Product Acting Through a BMS Target that is a Listed Target Under U.S. $500,000,000 7.0% 10.0% From U.S. $500,000,000 to U.S. $1,000,000,000 8.0% 11.0% Above $1,000,000,000 10.0% 12.0% By way of example, in a given Contract Year, if the aggregate annual worldwide Net Sales of a given BMS Product acting through a BMS Target that is not a Listed Target is $3.5 billion, the following royalty payment would be payable under this Section 5.5.1: (7.0% x $0.5 billion) + (8.0% x $0.5 billion) + (10.0% x $2.5
Sample 1
BMS Products. For each BMS Product, BMS shall make the milestone payments set forth below to Exelixis within [ * ] after the achievement of each of the following events, subject to Section 7.3(g):
Sample 1

Related to BMS Products

  • New Products You agree to comply with NASD Notice to Members 5-26 recommending best practices for reviewing new products.

  • Licensed Products Lessee will obtain no title to Licensed Products which will at all times remain the property of the owner of the Licensed Products. A license from the owner may be required and it is Lessee's responsibility to obtain any required license before the use of the Licensed Products. Lessee agrees to treat the Licensed Products as confidential information of the owner, to observe all copyright restrictions, and not to reproduce or sell the Licensed Products.

  • Products 1.1. The information (including but not limited to the quantity, rated hashrate, unit price (“Unit Price”), total price for one item (“Total Price (One Item)”), total price for all the items (“Total Purchase Price”) of Products to be purchased by Party B from Party A is as follows (“Products”):

  • Manufacture of Products All Products marketed through Grantor's Web ------------------------- Site shall be manufactured, packaged, prepared, and shipped in accordance with the specifications and requirements described on Exhibit A hereto as it may be modified from time to time. Quality control standards relating to the Product's weight, color, consistency, micro-biological content, labeling and packaging are also set forth on Exhibit A. In the event that Exhibit A is incomplete, Products shall be manufactured and shipped in accordance with industry standards.

  • Other Products After clinical or other evidence, provided in writing [***] to Company, demonstrating the practicality of a particular market or use within the LICENSED FIELD which is not being developed or commercialized by Company, Company shall either provide JHU with a reasonable development plan and start development or attempt to reasonably sublicense the particular market or use to a third party. If within six (6) months of such notification [***] Company has not initiated such development efforts or sublicensed that particular market or use, JHU may terminate this license for such particular market or use. This Paragraph shall not be applicable if Company reasonably demonstrates to JHU that commercializing such LICENSED PRODUCT(S) or LICENSED SERVICE(S) or granting such a sublicense in said market or use would have a potentially adverse commercial effect upon marketing or sales of the LICENSED PRODUCT(S) developed and being sold by Company.

  • Combination Products If a LICENSED PRODUCT is sold to any third party in combination with other products, devices, components or materials that are capable of being sold separately and are not subject to royalties hereunder (“OTHER PRODUCTS,” with the combination of products being referred to as “COMBINATION PRODUCTS” and the Other Product and Licensed Product in such Combination Product being referred to as the “COMPONENTS”), the NET SALES of such LICENSED PRODUCT included in such COMBINATION PRODUCT shall be calculated by multiplying the NET SALES of the COMBINATION PRODUCT by the fraction A/(A+B), where A is the average NET SALES price of such LICENSED PRODUCT in the relevant country, as sold separately, and B is the total average NET SALES price of all OTHER PRODUCTS in the COMBINATION PRODUCT in the relevant country, as sold separately. If, in any country, any COMPONENT is not sold separately, NET SALES for royalty determination shall be determined by the formula [C / (C+D)], where C is the aggregate average fully absorbed cost of the Licensed Product components during the prior Royalty Period and D is the aggregate average fully absorbed cost of the other essential functional components during the prior Royalty Period, with such costs being determined in accordance with generally accepted accounting principles. To the extent that any SUBLICENSE INCOME relates to a COMBINATION PRODUCT or is otherwise calculated based on the value of one or more licenses or intellectual property rights held by the COMPANY, an AFFILIATE or SUBLICENSEE, COMPANY shall determine in good faith and report to THE PARTIES the share of such payments reasonably attributable to COMPANY’s or such AFFILIATE’s sublicense of the rights granted hereunder, based upon their relative importance and proprietary protection, which portion shall be the SUBLICENSE INCOME. THE PARTIES shall have the right to dispute such sharing determination in accordance with the dispute provisions of the AGREEMENT.

  • Product The term “

  • Competing Products The provisions of Section 21 are set forth on attached Exhibit H and are incorporated in this Section 21 by this reference.

  • Manufacture of Product Prior to commercialization of the Product, the Parties may, if appropriate for both parties, negotiate in good faith a manufacturing and supply agreement to provide for Licensor to fulfill the manufacturing requirements of Licensee for Product for sale in the European market. The cost of such manufacturing shall not be greater than * percent (*%) of the cost of any competitor cGMP contract manufacturing facility that proposes to manufacturer the Product for Licensee. * Confidential information has been omitted and filed confidentially with the Securities and Exchange Commission.

  • Licensed Product “Licensed Product” shall mean any article, composition, apparatus, substance, chemical material, method, process or service whose manufacture, use, or sale is covered or claimed by a Valid Claim within the Patent Rights. For clarity, a “Licensed Product” shall not include other product or material that (a) is used in combination with Licensed Product, and (b) does not constitute an article, composition, apparatus, substance, chemical material, method, process or service whose manufacture, use, or sale is covered or claimed by a Valid Claim within the Patent Rights.

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