Common use of Development Milestone Payments for Compounds or Products Clause in Contracts

Development Milestone Payments for Compounds or Products. (a) BMS shall pay to CytomX the milestone payments set forth in Table 1 for each Collaboration Target within [***] after the first achievement of the specified milestone event by BMS, its Sublicensees or their Affiliates for a Compound or Product directed to a given Collaboration Target, provided that (i) the payment amounts set forth in Table 1 shall only apply to the first Compound or Product for a given Collaboration Target to reach the milestone event, provided that subsequent milestone events that were not achieved by the first Product for such Collaboration Target may be met by another Compound or Product for the same Collaboration Target, and (ii) the payment amounts set forth in Table 1 shall be subject to Section 8.3(b). Such payments shall be noncreditable (except as set forth in Section 8.3(b) below) and nonrefundable. BMS shall provide written notice to CytomX within [***] after the first achievement of the specified milestone event by BMS or its Affiliates and within twenty [***] after the first achievement of the specified milestone event by its Sublicensees or their Affiliates. Table 1 Event 1st Indication 2nd Indication 3rd Indication 1 ECN designation by BMS $ 2,000,000 N/A N/A 2 [***] [***] [***] [***] 3 [***] [***] [***] [***] 4 [***] [***] [***] [***] 5 [***] [***] [***] [***] 6 [***] [***] [***] [***] 7 [***] [***] [***] [***] 8 [***] [***] [***] [***] 9 [***] [***] [***] [***] 10 [***] [***] [***] [***] Total [***] [***] [***]

Development Milestone Payments for Compounds or Products. (a) BMS shall pay to CytomX the milestone payments set forth in Table 1 for each Collaboration Target within [***] sixty (60) days after the first achievement of the specified milestone event by BMS, its Sublicensees or their Affiliates for a Compound or Product directed to a given Collaboration Target, provided that (i) the payment amounts set forth in Table 1 shall only apply to the first Compound or Product for a given Collaboration Target to reach the milestone event, provided that subsequent milestone events that were not achieved by the first Product for such Collaboration Target may be met by another Compound or Product for the same Collaboration Target, and (ii) the payment amounts set forth in Table 1 shall be subject to Section 8.3(b). Such payments shall be noncreditable (except as set forth in Section 8.3(b) below) and nonrefundable. BMS shall provide written notice to CytomX within [***] ten (10) Business Days after the first achievement of the specified milestone event by BMS or its Affiliates and within twenty [***] (20) Business Days after the first achievement of the specified milestone event by its Sublicensees or their Affiliates. Table 1 Event 1st Indication 2nd Indication 3rd Indication 1 ECN designation by BMS $ 2,000,000 N/A N/A 2 [***] IND Filing [***] [***] [***] 3 [***] Dose 1st Patient in a 1st Phase 2 Clinical Trial [***] [***] [***] 4 [***] Dose 1st Patient in a 1st Phase 3 Clinical Trial [***] [***] [***] 5 [***] BLA Filing in US [***] [***] [***] 6 [***] MAA Filing [***] [***] [***] 7 [***] BLA Filing in Japan [***] [***] [***] 8 [***] First Commercial Sale in US [***] [***] [***] 9 [***] First Commercial Sale in EU [***] [***] [***] 10 [***] First Commercial Sale in Japan [***] [***] [***] Total [***] [***] [***]

Development Milestone Payments for Compounds or Products. (a) BMS shall pay to CytomX the milestone payments set forth in Table 1 for each Collaboration Target within [***] after the first achievement of the specified milestone event by BMS, its Sublicensees or their Affiliates for a Compound or Product directed to a given Collaboration Target, provided that (i) the payment amounts set forth in Table 1 shall only apply to the first Compound or Product for a given Collaboration Target to reach the milestone event, provided that subsequent milestone events that were not achieved by the first Product for such Collaboration Target may be met by another Compound or Product for the same Collaboration Target, and (ii) the payment amounts set forth in Table 1 shall be subject to Section 8.3(b). Such payments shall be noncreditable (except as set forth in Section 8.3(b) below) and nonrefundable. BMS shall provide written notice to CytomX within [***] after the first achievement of the specified milestone event by BMS or its Affiliates and within twenty [***] (20) Business Days after the first achievement of the specified milestone event by its Sublicensees or their Affiliates. ***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. Table 1 Event 1st Indication 2nd Indication 3rd Indication 1 ECN designation by BMS $ 2,000,000 N/A N/A 2 [***] IND Filing [***] [***] [***] 3 [***] Dose 1st Patient in a 1st Phase 2 Clinical Trial [***] [***] [***] 4 [***] Dose 1st Patient in a 1st Phase 3 Clinical Trial [***] [***] [***] 5 BLA Filing in [***] [***] [***] [***] 6 [***] MAA Filing [***] [***] [***] 7 BLA Filing in [***] [***] [***] [***] 8 First Commercial Sale in [***] [***] [***] [***] 9 First Commercial Sale in [***] [***] [***] [***] 10 First Commercial Sale in [***] [***] [***] [***] Total [***] [***] [***]

Development Milestone Payments for Compounds or Products. (a) BMS shall pay to CytomX the milestone payments set forth in Table 1 for each Collaboration Target within [***] after the first achievement of the specified milestone event by BMS, its Sublicensees or their Affiliates for a Compound or Product directed to a given Collaboration Target, provided that (i) the payment amounts set forth in Table 1 shall only apply to the first Compound or Product for a given Collaboration Target to reach the milestone event, provided that subsequent milestone events that were not achieved by the first Product for such Collaboration Target may be met by another Compound or Product for the same Collaboration Target, and (ii) the payment amounts set forth in Table 1 shall be subject to Section 8.3(b). Such payments shall be noncreditable (except as set forth in Section 8.3(b) below) and nonrefundable. BMS shall provide written notice to CytomX within [***] after the first achievement of the specified milestone event by BMS or its Affiliates and within twenty [***] after the first achievement of the specified milestone event by its Sublicensees or their Affiliates. Table 1 Event 1st Indication 2nd Indication 3rd Indication 1 ECN designation by BMS $ 2,000,000 N/A N/A 2 IND Filing [*** ] [*** ] [*** ] 3 Dose 1st Patient in a 1st Phase 2 Clinical Trial [*** ] [*** ] [*** ] 4 Dose 1st Patient in a 1st Phase 3 Clinical Trial [*** ] [*** ] [*** ] 5 BLA Filing in [***] [*** ] [*** ] [*** ] 6 MAA Filing [*** ] [*** ] [*** ] 7 BLA Filing in [***] [*** ] [*** ] 3 [*** ] 8 First Commercial Sale in [***] [*** ] [*** ] [*** ] 9 First Commercial Sale in [***] [*** ] [*** ] 4 [*** ] 10 First Commercial Sale in [***] [**** ] [**** ] [***] 5 [***] [***] [***] [***] 6 [***] [***] [***] [***] 7 [***] [***] [***] [***] 8 [***] [***] [***] [***] 9 [***] [***] [***] [***] 10 [***] [***] [***] [**** ] Total [**** ] [**** ] [**** ]