Compensation to Genzyme Sample Clauses

Compensation to Genzyme. Subject to the provisions of and during the Term of this Agreement, as compensation for its marketing, promotion, and other activities and obligations under this Agreement, Genzyme shall receive a fee (the “Promotion Fees”) as follows:
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Compensation to Genzyme. (a) The Venture may enter into contracts for goods or services with either Venturer or any Affiliate of any Venturer. The validity of any transaction, agreement or payment involving the Venture and any of the Venturers or any Affiliate of a Venturer otherwise permitted by the terms of this Agreement shall not be affected by reason of (i) the relationship between the Venture and the Venturer or such Affiliate of the Venturer or (ii) the approval of said transaction, agreement or payment by officers or directors of the Venturer.
Sample 1
Compensation to Genzyme. Subject to the provisions of and during the Term of this Agreement, as compensation for its marketing, promotion, and other activities and obligations under this Agreement following the Amendment Effective Date, Genzyme shall receive a fee (the “Promotion Fees”) equal to fifteen percent (15%) of Net Revenues received by Veracyte on the Test in the Territory after the Amendment Effective Date through the effective date of the expiration or termination of this Agreement (inclusive). Such Promotion Fees shall be due on a quarterly basis as set forth in Section 6.3 below. For clarity, any unpaid amount owed by Veracyte to Genzyme pursuant to the Prior Agreement as compensation for marketing, promotion and other activities conducted prior to the Amendment Effective Date shall continue to be payable, and Veracyte shall pay Genzyme such amounts when due.
Sample 1
Compensation to Genzyme. (i) The Venture desires to encourage Genzyme to invest in incremental marketing and technical support activities to facilitate the introduction of new Products, to increase sales of Products and to maintain market share in the Territory. The Venture intends to share in the risk that these incremental marketing and technical support expenditures incurred by Genzyme will not generate sufficient incremental product sales revenues to warrant the additional expense. Therefore, if, during any fiscal quarter, the aggregate Distributor's Discount granted to Genzyme pursuant to Section 3(a) and described in Section 3(b) is not equal to or greater than Genzyme's ordinary marketing expenses for such period, and so long as Genzyme is providing the marketing and support services in accordance with Section 4(b), it shall be a rebuttable presumption for the purposes of this Agreement that such short-fall arises from market introduction, expansion or maintenance activities and the Venture shall, subject to the approval provisions of Section 5.10(d) and the audit provisions of Section 5.10(e) of the Joint Venture Agreement, pay to Genzyme the difference as "Marketing Support Funds". Indirect costs associated with such expenses shall be allocated in a manner consistent with the method used under the Joint Venture Agreement.
Sample 1

Related to Compensation to Genzyme

  • Compensation to NCPS (a) Issuer Party shall pay or cause to be paid to NCPS for its services as the facilitator of escrow as outlined in Exhibit B, which may be updated from time to time by NCPS by providing written notice to Issuer Party. Issuer Party’s obligation to pay such fees to NCPS and reimburse NCPS for such expenses is not conditioned upon a successful closing. Upon Issuer Party’s request, NCPS will provide Issuer Party with copies of all relevant invoices, receipts or other evidence of such expenses. The obligations of Issuer Party under this Section 10 shall survive any termination of this Agreement and the resignation or removal of NCPS.

  • COMPENSATION TO CONSULTANT The Consultant's compensation for the Consulting Services shall be as set forth in Exhibit B attached hereto and incorporated herein by this reference.

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  • Director Compensation Parent shall be responsible for the payment of any fees for service on the Parent Board that are earned at, before, or after the Effective Time, and Varex shall not have any responsibility for any such payments except as otherwise provided in Article VI with respect to deferred compensation. With respect to any Varex non-employee director, Varex shall be responsible for the payment of any fees for service on the Varex Board that are earned at any time after the Effective Time and Parent shall not have any responsibility for any such payments. Notwithstanding the foregoing, Varex shall commence paying quarterly cash retainers to Varex non-employee directors in respect of the quarter in which the Effective Time occurs; provided that (a) if Parent has already paid such quarter’s cash retainers to Parent non-employee directors prior to the Effective Time, then within thirty (30) days after the Distribution Date, Varex shall pay Parent an amount equal to the portion of such payment that is attributable to Transferred Directors’ service to Varex after the Distribution Date (other than any amount that is subject to a deferral election and is credited or to be credited to any such director’s account under the Parent Deferred Compensation Plans), and (b) if Parent has not yet paid such quarter’s cash retainers to Parent non-employee directors prior to the Effective Time, then within thirty (30) days after the Distribution Date, Parent shall pay Varex an amount equal to the portion of such payment that is attributable to Transferred Directors’ service to Parent on and prior to the Distribution Date.

  • Compensation for Services Provided As compensation for providing portfolio supervisory services in its capacity as Portfolio Supervisor, evaluation services in its capacity as Evaluator, and for providing bookkeeping and other administrative services to the Trust of a character described in Section 26(a)(2)(C) of the Investment Company Act of 1940, and to the extent that such services are in addition to, and do not duplicate, the services to be provided hereunder by the Trustee, First Trust Advisors L.P. shall receive, in arrears, against a statement or statements therefor submitted to the Trustee monthly or annually an aggregate annual fee in the per Unit amount set forth in Part II of the Trust Agreement for the Trust, calculated based on the largest number of Units outstanding during the calendar year, except during the initial offering period as determined in Section 4.01 of this Indenture, in which case the fee is calculated based on the largest number of Units outstanding during the period for which the compensation is paid (such annual fee to be pro rated for any calendar year in which First Trust Advisors L.P. provides services described herein during less than the whole of such year). Such fee may exceed the actual cost of providing such services for the Trust, but at no time will the total amount received for such services rendered to unit investment trusts of which the Depositor is the sponsor in any calendar year exceed the aggregate cost to First Trust Advisors L.P. of supplying such services in such year. Such compensation may, from time to time, be adjusted provided that the total adjustment upward does not, at the time of such adjustment, exceed the percentage of the total increase after the date hereof in consumer prices for services as measured by the United States Department of Labor Consumer Price Index entitled "All Services Less Rent of Shelter" or similar index, if such index should no longer be published. The consent or concurrence of any Unit holder hereunder shall not be required for any such adjustment or increase. Such compensation shall be paid by the Trustee, upon receipt of an invoice therefor from First Trust Advisors L.P., which shall constitute the representation by First Trust Advisors L.P. that the bookkeeping and administrative services for which compensation is claimed are properly compensable hereunder and that the aggregate cost incurred by First Trust Advisors L.P. of providing portfolio supervisory, evaluation and bookkeeping and administrative services hereunder was not less than the compensation claimed, upon which representation the Trustee may conclusively rely. Such compensation shall be charged against the Income and/or Capital Accounts in accordance with Section 3.05. If the cash balance in the Income and Capital Accounts shall be insufficient to provide for amounts payable pursuant to this Section 4.03, the Trustee shall have the power to sell (i) Securities from the current list of Securities designated to be sold pursuant to Section 5.02 hereof, or (ii) if no such Securities have been so designated, such Securities as the Trustee may see fit to sell in its own discretion, and to apply the proceeds of any such sale in payment of the amounts payable pursuant to this Section 4.03. Any moneys payable to First Trust Advisors L.P. pursuant to this Section 4.03 shall be secured by a lien on the Trust prior to the interest of Unit holders, but no such lien shall be prior to any lien in favor of the Trustee under the provisions of Section 6.04 herein.

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