Common use of Compulsory Licenses Clause in Contracts

Compulsory Licenses. If a compulsory license is granted to a Third Party with respect to Compound or Product in any country in the Territory with a royalty rate lower than the royalty rate provided by Section 5.4.1, then the royalty rate to be paid by Merck on Net Sales in that country under Section 5.4.1 shall be reduced to the rate paid by the compulsory licensee.

Appears in 6 contracts

Samples: Exclusive Patent License and Research Collaboration Agreement, Exclusive Patent License and Research Collaboration Agreement, License and Research Collaboration Agreement (Cocrystal Pharma, Inc.)

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Compulsory Licenses. If a court or a governmental agency of competent jurisdiction requires Merck or its Sublicensee to grant a compulsory license is granted to a Third Party with respect to Compound or Product in any country in the Territory with a royalty rate lower than the royalty rate provided by Section 5.4.18.5(a), then the royalty rate to be paid by Merck on Net Sales in that country under Section 5.4.1 8.5(a) shall be reduced to the rate paid by the compulsory licensee[***].

Appears in 6 contracts

Samples: Collaboration and License Agreement, Collaboration and License Agreement, Collaboration and License Agreement (Moderna, Inc.)

Compulsory Licenses. If a compulsory license Compulsory License is granted to a Third Party with respect to Compound or Product in any country in the Territory with a royalty rate lower than the royalty rate provided by Section 5.4.15.5.1, then the royalty rate to be paid by Merck on Net Sales in that country under Section 5.4.1 5.5.1 shall be reduced [***] for the period during which such Compulsory License is in effect. Merck shall use commercially reasonable efforts to oppose the granting of any such Compulsory License, and if any such Compulsory License is granted, to eliminate or limit such Compulsory License to the rate paid by the compulsory licenseeextent possible.

Appears in 3 contracts

Samples: License and Research Collaboration Agreement (Metabasis Therapeutics Inc), License and Research Collaboration Agreement (Metabasis Therapeutics Inc), License and Research Collaboration Agreement (Metabasis Therapeutics Inc)

Compulsory Licenses. If a compulsory license required under applicable law is granted to a Third Party with respect to Compound or Product in any country in the Territory with a royalty rate lower than the royalty rate provided by Section 5.4.15.13, then the royalty rate to be paid by Merck on Net Sales in that country under Section 5.4.1 5.13 shall be reduced to the rate paid by the compulsory licensee.

Appears in 3 contracts

Samples: License and Commercialization Agreement (Vertex Pharmaceuticals Inc / Ma), Confidential Treatment Requested (Vertex Pharmaceuticals Inc / Ma), License and Commercialization Agreement (Vertex Pharmaceuticals Inc / Ma)

Compulsory Licenses. If a compulsory license is granted to a Third Party with respect to Compound a Collaboration Candidate or Licensed Product in any country in the Territory with a royalty rate lower than the royalty rate provided by Section 5.4.17.5.1, then the royalty rate to be paid by Merck to Company on Net Sales in that country under Section 5.4.1 7.5.1 shall be reduced to the rate paid by the compulsory licensee[***].

Appears in 2 contracts

Samples: Exclusive License and Research Collaboration Agreement (Artiva Biotherapeutics, Inc.), Exclusive License and Research Collaboration Agreement (Artiva Biotherapeutics, Inc.)

Compulsory Licenses. If a compulsory license To the extent that Merck is granted to a Third Party with respect to Compound required by the laws or Product regulations in any country in the Territory to grant a license under the Valid Patent Claims to a Third Party to make and sell Product in such country in the Territory, and to the extent that such laws and regulations require Merck to grant such license with a royalty rate that is lower than the royalty rate provided by this Section 5.4.16.7 above, then the royalty rate to be paid by Merck under this Section 6.7 on such Sublicensee’s Net Sales from sales of such Product under such license in that country under Section 5.4.1 shall be reduced to the rate paid by the compulsory licenseeSublicensee.

Appears in 2 contracts

Samples: Collaboration Agreement (Acumen Pharmaceuticals, Inc.), Collaboration Agreement (Acumen Pharmaceuticals, Inc.)

Compulsory Licenses. If a compulsory license is granted to a Third Party with respect to Compound or Product in any country in the Territory with a royalty rate lower than the royalty rate provided by Section 5.4.1, then the royalty rate to be paid by Merck MERCK on Net Sales in that country under Section 5.4.1 shall be reduced to the rate paid by the compulsory licensee.

Appears in 2 contracts

Samples: License and Research Collaboration Agreement (Aveo Pharmaceuticals Inc), License and Research Collaboration Agreement (Aveo Pharmaceuticals Inc)

Compulsory Licenses. If a compulsory license is granted to a Third Party with respect to Compound or Licensed Product in any country in the Territory with a royalty rate lower than the royalty rate provided by Section 5.4.1., then the royalty rate to be paid by Merck on Net Sales in that country under Section 5.4.1 shall be reduced to the rate paid by the compulsory Third Party licensee.

Appears in 2 contracts

Samples: License Agreement (Intercardia Inc), Research Collaboration and License Agreement (Interneuron Pharmaceuticals Inc)

Compulsory Licenses. If a compulsory license is granted to a Third Party third party with respect to Compound or Product in any country in the Territory with a royalty rate lower than the royalty rate provided by Section 5.4.1., then the royalty rate to be paid by Merck MERCK on Net Sales in that country under Section 5.4.1 shall be reduced to the rate paid by the compulsory licensee.

Appears in 2 contracts

Samples: Development and License Agreement (Isis Pharmaceuticals Inc), Development and License Agreement (Isis Pharmaceuticals Inc)

Compulsory Licenses. If a compulsory license is granted to a Third Party with respect to Compound or Product in any country in the Territory with a royalty rate lower than the royalty rate provided by Section 5.4.15.3.2 or 5.3.3, as applicable, then the royalty rate to be paid by Merck on Net Sales in that country under Section 5.4.1 5.3.2 or 5.3.3, as applicable, shall be reduced to the rate paid by the compulsory licensee.

Appears in 2 contracts

Samples: Collaboration and Exclusive License Agreement (Chimerix Inc), Collaboration and Exclusive License Agreement (Chimerix Inc)

Compulsory Licenses. If a compulsory license is granted to a Third Party with respect to Compound or any Product in any country in the Territory with a royalty rate lower than the royalty rate provided by Section 5.4.15.11, then the royalty rate to be paid by Merck on Net Sales in that country under Section 5.4.1 5.11 shall be reduced to the rate paid by the compulsory licensee.

Appears in 1 contract

Samples: Collaboration and License Agreement (Foxhollow Technologies, Inc.)

Compulsory Licenses. If a compulsory license is granted to a Third Party with respect to Compound Compounds or Product Products in any country in the Territory with a royalty rate lower than the royalty rate provided by Section 5.4.1, then the royalty rate amount to be paid by Merck on Net Sales in that country under Section 5.4.1 shall be reduced to the rate paid by the compulsory licensee[***].

Appears in 1 contract

Samples: Exclusive License and Research Collaboration Agreement (Proteostasis Therapeutics, Inc.)

Compulsory Licenses. If a compulsory license is granted to a Third Party with respect to Compound or Product in any country in the Territory with a royalty rate lower than the royalty rate provided by Section subsection 5.4.1, then the royalty rate to be paid by Merck on Net Sales in that country under Section subsection 5.4.1 shall be reduced to the rate paid by the compulsory licensee[***].

Appears in 1 contract

Samples: And License Agreement (Nastech Pharmaceutical Co Inc)

Compulsory Licenses. If a compulsory license is granted to a Third Party with respect to Compound or Product in any country in the Territory with a royalty rate lower than the royalty rate provided by Section 5.4.1, then the royalty rate to be paid by Merck on Net Sales in that country under Section 5.4.1 shall be reduced to the rate paid by the compulsory licensee.

Appears in 1 contract

Samples: Exclusive License and Development Collaboration Agreement (Dynavax Technologies Corp)

Compulsory Licenses. If a compulsory license is granted to a Third Party with respect to Compound or Product [**] in any country in the Territory with a royalty rate lower than the royalty rate provided by Section 5.4.15.5, then the royalty rate to be paid by Merck on Net Sales in that country under Section 5.4.1 5.5 shall be reduced to the rate paid by the compulsory licensee.

Appears in 1 contract

Samples: Research Collaboration and License Agreement (Decode Genetics Inc)

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Compulsory Licenses. If a compulsory license is granted to a Third Party with respect to Compound or any Product in any country in the Territory with a royalty rate lower than the royalty rate provided by Section 5.4.15.7, then the royalty rate to be paid by Merck on Net Sales in that country under Section 5.4.1 5.7 shall be reduced to the rate paid by the compulsory licensee.

Appears in 1 contract

Samples: Collaboration and License Agreement (Foxhollow Technologies, Inc.)

Compulsory Licenses. If MERCK or a Related Party, as a condition of obtaining or maintaining Marketing Authorization in a country, is required to grant a compulsory license is granted to a Third Party with respect to Compound or Product in any country in the Territory with a Territory, and the royalty rate under such compulsory license is lower than the royalty rate provided by Section 5.4.15.6.1, then the royalty rate to be paid by Merck MERCK on Net Sales under the applicable compulsory license in that country under Section 5.4.1 5.6.1 shall be reduced to the rate paid by the compulsory licensee.

Appears in 1 contract

Samples: Agreement (Dov Pharmaceutical Inc)

Compulsory Licenses. If a compulsory license is granted to a an independent Third Party with respect to Compound or Product in any country in the Territory with a royalty rate lower than the royalty rate provided by Section 5.4.1, then the royalty rate to be paid by Merck on Net Sales in that country under Section 5.4.1 shall be reduced to the rate paid by the compulsory licensee[***].

Appears in 1 contract

Samples: Collaboration and License Agreement (Bionomics Limited/Fi)

Compulsory Licenses. If a compulsory license Compulsory License is granted to a Third Party with respect to Compound or Product in any country in the Territory with a royalty rate lower than the royalty rate provided by Section 5.4.15.4, then the royalty rate to be paid by Merck on Net Sales in that country under Section 5.4.1 5.4 shall be reduced [***] for the period during which such Compulsory License is in effect. Merck shall use commercially reasonable efforts to oppose the granting of any such Compulsory License, and if any such Compulsory License is granted, to eliminate or limit such Compulsory License to the rate paid by the compulsory licenseeextent possible.

Appears in 1 contract

Samples: License and Collaboration Agreement (Metabasis Therapeutics Inc)

Compulsory Licenses. If a compulsory license is granted to a Third Party third party with respect to Compound or a Royalty Bearing Product in any country in the Territory with a royalty rate lower than the royalty rate provided by Section 5.4.1., then the royalty rate to be paid by Merck on Net Sales in that country under Section 5.4.1 shall be reduced to the rate paid by the compulsory Third Party licensee.

Appears in 1 contract

Samples: Research Collaboration and License Agreement (Isis Pharmaceuticals Inc)

Compulsory Licenses. If a compulsory license is granted to a Third Party with respect to Compound or Product in any country in the Territory with a royalty rate lower than the royalty rate provided by Section 5.4.17.4.1, then the royalty rate to be paid by Merck on Net Sales in that country under Section 5.4.1 7.4.1 shall be reduced to the rate paid by the compulsory licensee.

Appears in 1 contract

Samples: Collaboration Agreement (Sutro Biopharma Inc)

Compulsory Licenses. If a compulsory license is granted to a Third Party with respect to Compound Product Candidate or Licensed Product in any country in the Territory with a royalty rate lower than the royalty rate provided by Section 5.4.15.3.1, then the royalty rate amount to be paid by Merck on Net Sales in that country under Section 5.4.1 5.3.1 shall be reduced to the rate amount paid by the compulsory licensee.

Appears in 1 contract

Samples: Research Collaboration and Exclusive License Agreement (Foghorn Therapeutics Inc.)

Compulsory Licenses. If a compulsory license required pursuant to applicable law or regulation in a country is granted to a Third Party with respect to Compound or Product in any country in the Territory with a royalty rate lower than the royalty rate provided by Section 5.4.1, then the royalty rate to be paid by Merck on Net Sales in that country under Section 5.4.1 shall be reduced to the rate paid by the compulsory licensee.

Appears in 1 contract

Samples: Exclusive License and Research Collaboration Agreement (Idera Pharmaceuticals, Inc.)

Compulsory Licenses. If a compulsory license is granted to a Third Party with respect to Compound or Product in any country in the Royalty Territory with a royalty rate lower than the royalty rate provided by Section 5.4.19.4.1, then the royalty rate to be paid by Merck on Net Sales in that country under Section 5.4.1 9.4.1 shall be reduced to the rate paid by the compulsory licensee[ * ].

Appears in 1 contract

Samples: Diagnostic Agreement (Endocyte Inc)

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