Common use of Certain Affiliate and Sublicensee Royalties Clause in Contracts

Certain Affiliate and Sublicensee Royalties. In the event that ACORDA receives any royalties from Affiliates or Sublicensees with respect to the sale of Licensed Products for use in applications that ACORDA has decided, in its business judgment, not to commercialize, ACORDA shall pay MAYO [**] of such amounts received, provided however, that MAYO shall not be entitled to any share of amounts received by ACORDA from its Affiliates or Sublicensees for: (a) equity; (b) debt; (c) research and development; (d) any payments attributable to performance based milestones; (e) the license or sublicense of, (i) any intellectual property other than the Licensed Patents, (ii) any products other than the Licensed Products; or (f) reimbursement for patent or other expenses.

Certain Affiliate and Sublicensee Royalties. In the event that ACORDA receives any royalties from Affiliates or Sublicensees with respect to the sale of Licensed Products for use in applications that ACORDA has decided, in its business judgment, not to commercialize, ACORDA shall pay MAYO [**] twenty-five percent (25%) of such amounts received, provided however, that MAYO shall not be entitled to any share of amounts received by ACORDA from its Affiliates or Sublicensees for: (a) equity; (b) debt; (c) research and development; (d) any payments attributable to performance based milestones; (e) the license or sublicense of, (i) any intellectual property other than the Licensed Patents, (ii) any products other than the Licensed Products; or (f) reimbursement for patent or other expenses.