CTI Development Cost Threshold Sample Clauses

CTI Development Cost Threshold. CTI Developments Costs incurred on or after January 1, 2014 will be allocated as follows: 9.4.2.1 CTI shall be responsible for the first ninety-six million U.S. dollars (USD 96,000,000) of such CTI Development Costs applicable to the Licensed Territory (such amount, the “CTI Development Cost Threshold”); provided, however, that if any such CTI Development Costs relate exclusively to the Co-Promotion Territory, the Parties will confer and agree on an upward adjustment of the CTI Development Cost Threshold commensurate with the corresponding increase in costs for the Co-Promotion Territory, and provided, further, and notwithstanding any other provision of this Agreement, that (a) one hundred percent (100%) of those CTI Development Costs which are applicable primarily or solely to obtaining Marketing Approval for countries outside of the European Union and the Co-Promotion Territory and (b) if paid initially by CTI, all fees for Regulatory Filings in the ▇▇▇▇▇▇ Exclusive Territory (except with respect to the EU prior to the first Marketing Approval in the EU of a Licensed Product) shall be reimbursed promptly by ▇▇▇▇▇▇ to CTI and shall not be counted toward the CTI Development Cost Threshold. 9.4.2.2 For all CTI Development Costs which exceed the CTI Development Cost Threshold: (a) subject to Section 9.4.2.3, those CTI Development Costs which are generally applicable to the Licensed Territory shall be shared by the Parties such that seventy-five percent (75%) shall be borne by ▇▇▇▇▇▇ and reimbursed to CTI as set forth in Section 9.4.4, with the remaining twenty-five percent (25%) to be borne by CTI, (b) those CTI Development Costs which are applicable exclusively to the ▇▇▇▇▇▇ Exclusive Territory, one hundred percent (100%) shall be borne by ▇▇▇▇▇▇ and reimbursed to CTI as set forth in Section 9.4.4, and (c) those CTI Development Costs which are applicable exclusively to the Co-Promotion Territory shall be borne fifty percent (50%) by ▇▇▇▇▇▇ and reimbursed to CTI as provided in Section 9.4.4, with the remaining fifty percent (50%) to be borne by CTI. For the avoidance of doubt, no CTI Development Costs shall be taken into consideration for purposes of calculating the Profit & Loss ** Indicates that certain information contained herein has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. **** Indicates that the amount of information omitted was a page ...