Combined Products Sample Clauses
Combined Products. In the event that any of the LICENSED PRODUCTS or LICENSED SERVICES are used or sold by LICENSEE in combination as a single product or service with one or more other product(s) or service(s) whose sale and/or use are not within the scope of the this Agreement, and do not entail the use of the LICENSED MONOCLONAL ANTIBODY, NET SALES from such sales and/or use for purposes of calculating the amounts due under Section 5.2 above shall be calculated by multiplying the NET SALES of that combination by the faction A/(A+B), where A is the gross selling price of the LICENSED PRODUCT or LICENSED SERVICE sold separately and B is the gross selling price of the other product or service sold separately. In the event that no such separate sales or use are made by LICENSEE, NET SALES for purposes of royalty determination shall be as reasonably allocated by LICENSEE between such LICENSED PRODUCT or LICENSED SERVICE and such other product or service, based upon their relative importance and proprietary protection. It is understood and agreed that LICENSEE intends to use LICENSED PRODUCTS and LICENSED SERVICES in connection with products and services provided by LICENSEE which do not entail the use of the LICENSED MONOCLONAL ANTIBODY, and that such products and services shall be subject to this Section 5.3. [*] Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.
Combined Products. In the event that a Product licensed hereunder contains another royalty-bearing active ingredient, or product containing an active ingredient [***] such that a single, combined product is being sold (“Combined Product”), then the royalties due hereunder on the Net Sale of such Combined Product shall be calculated by multiplying Net Sales by the fraction [***] where A is [***] and B is [***].
Combined Products. The term "Combined Products" shall mean any ------------------ material, composition, ingredient, or product that is the result of Licensee adding to, combining, changing, modifying or otherwise utilizing any of the Products (with the exception of the sale, offer for sale, marketing, or distribution of the Products by themselves) with Licensee's own materials, compositions, ingredients, or other products.
Combined Products. The Service Fee rate for each Combined Product sold to a Fujitsu PRC Customer shall be as follows notwithstanding anything to the contrary in this MOU:
(a) for Combined Products with equal to or greater than ninety percent (90%) Spansion Content, the Service Fee rate shall be equal to 4.3% of the Spansion’s direct selling price to customer if the Product is not sold through a Channel Partner or Spansion Channel Partners’ actual distributor cost for the Fujitsu PRC Customers for such Product;
(b) for Combined Products with equal to or greater than seventy-five percent (75%) and less than ninety percent (90%) Spansion Content, the Service Fee rate shall be equal to 3.3% of the Spansion’s direct selling price to customer if the Product is not sold through a Channel Partner or Spansion Channel Partners’ actual distributor cost for the Fujitsu PRC Customers for such Product;
(c) for Combined Products with equal to or greater than sixty-five percent (65%) and less than seventy-five percent (75%) Spansion Content, the Service Fee rate shall be equal to 3.2% of the Spansion’s direct selling price to customer if the Product is not sold through a Channel Partner or Spansion Channel Partners’ actual distributor cost for the Fujitsu PRC Customers for such Product;
(d) for Combined Products with equal to or greater than fifty percent (50%) and less than sixty-five percent (65%) Spansion Content, the Service Fee rate shall be equal to 2.9% of the Spansion’s direct selling price to customer if the Product is not sold through a Channel Partner or Spansion Channel Partners’ actual distributor cost for the Fujitsu PRC Customers for such Product;
(e) for Combined Products with equal to or greater than twenty-five percent (25%) and less than fifty percent (50%) Spansion Content, the Service Fee rate shall be equal to 2.3% of the Spansion’s direct selling price to customer if the Product is not sold through a Channel Partner or Spansion Channel Partners’ actual distributor cost for the Fujitsu PRC Customers for such Product; and
(f) for Combined Products with less than twenty-five percent (25%) Spansion Content, the Service Fee rate shall be equal to 4.3% of the difference between Spansion’s direct selling price to customer if the Product is not sold through a Channel Partner or Spansion Channel Partners’ actual distributor cost and one hundred percent (100%) of the price that Spansion paid for the non-Spansion Content.
Combined Products. Amgen will pay to Progenitor a Royalty on cumulative annual worldwide Net Sales by Amgen, its Affiliates and sublicensees of Combined Products incorporating Patented Products or Patent Pending Products as set forth below.
A. In the event each of the Active Components and the Product are sold separately, the Royalty on sales of Combined Products shall be equal to [***] - [***] - [***]
B. In the event one or more of the components of a Combined Product are not sold separately, the Royalty shall be equal to [***] - [***] [***] - [***]
Combined Products. For purposes of determining royalty payments on sales of Combined Products, “Net Sales” shall be determined by multiplying the actual Net Sales of such Combined Product during the applicable royalty reporting period and in the applicable jurisdiction, by the fraction A/(A+B) where: “A” is the average sale price of the Licensed Product contained in the Combined Product when sold separately by Licensee or its Affiliate; and “B” is the average price of the Additional Ingredients included in the Combined Product when sold separately by its supplier, in each case during the applicable royalty reporting period or if sales of both the Licensed Product and/or other Additional Ingredients did not occur in such period, then in the most recent royalty reporting period in which sales of both occurred. In the event that such average sale price cannot be determined for both the Licensed Product and all other Additional Ingredients included in the Combined Product, Net Sales for the purpose of determining royalty payments shall be calculated by multiplying the Net Sales of the Combined Products by the fraction of C/(C+D) where “C” is the fair market value of the Licensed Product and “D” is the fair market value of all other Additional Ingredients included in the Combined Product. In such event, the parties shall negotiate in good faith to arrive at a determination of the respective fair market values of the Licensed Product and all other Additional Ingredients included in the Combined Product, provided that the portion of Net Sales attributed to the Licensed Product in such event shall not be less than 50% of the relevant Net Sales.
Combined Products. IQROM shall pay to the Supplier: *
