Common use of Energy Products Clause in Contracts

Energy Products. In consideration for the rights granted to Codexis in this Amendment No. 3, for all Energy Products and/or any grant of rights with regard to the use of any Enabling Technology for the development and commercialization of any Energy Product, Codexis will pay MUS: 5.2.1 [*] of all consideration received by Codexis from any Sublicensee or Third Party for: a. option and/or license fees for rights to use any Enabling Technology to develop and/or make any Energy Product; and b. development payments (e.g., milestone payments) in respect of any Energy Product, and/or any product made with the use of any Energy Product; and c. royalties and/or other payments for the commercialization of any Energy Product, and/or any product made with the use of any such Energy Product; and d. the purchase of any equity securities of Codexis; provided, that the consideration received by Codexis from such Sublicensee or Third Party in connection with such purchase shall be deemed to be the amount obtained by multiplying [*]; provided that at the time of such purchase such Sublicensee or Third Party has a contractual relationship with Codexis (or proposes to have a contractual relationship with Codexis in connection with such purchase and the contractual relationship thereafter becomes effective), and the primary business purpose of the relationship is the development and/or commercialization of (i) any Energy Product, or (ii) any product made with the use of any Energy Product; and 5.2.2 Notwithstanding anything to the contrary in Section 5.2.1 above, Codexis shall not be required to pay to MUS any share of research and/or development funding received (and not subject to any further performance criteria) by Codexis from a Third Party for the support of Codexis personnel (i.e., payments on an FTE basis to support Codexis employees for activities conducted by Codexis); provided that (i) such payments are actually used by Codexis for FTE funding, and (ii) the applicable rate per FTE does not exceed the Base FTE Rate. The Base FTE Rate for 2006 shall be [*] per FTE per year, and shall be revised annually at the beginning of each subsequent calendar year to reflect annual changes in the Consumer Price Index, using September 2006 as the baseline comparison. Codexis shall pay to MUS [*] of any research funding received from a Third Party for the development of any Energy Product, and/or any product made with the use of any Energy Product, in each case only to the extent such funding does not satisfy the criteria listed in subsections (i) and (ii) above. 5.2.3 If Codexis directly commercializes any Energy Product, Codexis will pay to MUS a royalty of [*] of (a) Net Sales of such Energy Products sold by Codexis or its Affiliates, and/or (b) amounts received by Codexis or its Affiliates from any Sublicensee or other Third Party for the use of Energy Products, to the extent Codexis or its Affiliates utilize such Product(s) to provide services to such Sublicensee or Third Party, as the case may be.

Energy Products. In consideration for the rights granted to Codexis in this Amendment No. 3, for all Energy Products and/or any grant of rights with regard to the use of any Enabling Technology for the development and commercialization of any Energy Product, Codexis will pay MUS: 5.2.1 [****] of all consideration received by Codexis from any Sublicensee or Third Party for: a. option and/or license fees for rights to use any Enabling Technology to develop and/or make any Energy Product; and b. development payments (e.g., milestone payments) in respect of any Energy Product, and/or any product made with the use of any Energy Product; and c. royalties and/or other payments for the commercialization of any Energy Product, and/or any product made with the use of any such Energy Product; and d. the purchase of any equity securities of Codexis; provided, that the consideration received by Codexis from such Sublicensee or Third Party in connection with such purchase shall be deemed to be the amount obtained by multiplying [****]; provided that at the time of such purchase such Sublicensee or Third Party has a contractual relationship with Codexis (or proposes to have a contractual relationship with Codexis in connection with such purchase and the contractual relationship thereafter becomes effective), and the primary business purpose of the relationship is the development and/or commercialization of (i) any Energy Product, or (ii) any product made with the use of any Energy Product; and 5.2.2 Notwithstanding anything to the contrary in Section 5.2.1 above, Codexis shall not be required to pay to MUS any share of research and/or development funding received (and not subject to any further performance criteria) by Codexis from a Third Party for the support of Codexis personnel (i.e., payments on an FTE basis to support Codexis employees for activities conducted by Codexis); provided that (i) such payments are actually used by Codexis for FTE funding, and (ii) the applicable rate per * 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. FTE does not exceed the Base FTE Rate. The Base FTE Rate for 2006 shall be [****] per FTE per year, and shall be revised annually at the beginning of each subsequent calendar year to reflect annual changes in the Consumer Price Index, using September 2006 as the baseline comparison. Codexis shall pay to MUS [****] of any research funding received from a Third Party for the development of any Energy Product, and/or any product made with the use of any Energy Product, in each case only to the extent such funding does not satisfy the criteria listed in subsections (i) and (ii) above. 5.2.3 If Codexis directly commercializes any Energy Product, Codexis will pay to MUS a royalty of [****] of (a) Net Sales of such Energy Products sold by Codexis or its Affiliates, and/or (b) amounts received by Codexis or its Affiliates from any Sublicensee or other Third Party for the use of Energy Products, to the extent Codexis or its Affiliates utilize such Product(s) to provide services to such Sublicensee or Third Party, as the case may be.

Energy Products. In consideration for the rights granted to Codexis in this Amendment No. 3, for all Energy Products and/or any grant of rights with regard to the use of any Enabling Technology for the development and commercialization of any Energy Product, Codexis will pay MUS: 5.2.1 [*] Twenty percent (20%) of all consideration received by Codexis from any Sublicensee or Third Party for: a. option and/or license fees for rights to use any Enabling Technology to develop and/or make any Energy Product; and b. development payments (e.g., milestone payments) in respect of any Energy Product, and/or any product made with the use of any Energy Product; and c. royalties and/or other payments for the commercialization of any Energy Product, and/or any product made with the use of any such Energy Product; and d. the purchase of any equity securities of Codexis; provided, that the consideration received by Codexis from such Sublicensee or Third Party in connection with such purchase shall be deemed to be the amount obtained by multiplying [*](A) the aggregate number of shares of any equity securities of Codexis purchased by such Sublicensee or Third Party by (B) the amount, if any, by which the price per share of such equity securities exceeds the Original Issue Price (as defined in Codexis’ Fifth Amended and Restated Certificate of Incorporation, as amended from time to time) per share of the Series D Preferred Stock (as may be adjusted from time to time); provided that at the time of such purchase such Sublicensee or Third Party has a contractual relationship with Codexis (or proposes to have a contractual relationship with Codexis in connection with such purchase and the contractual relationship thereafter becomes effective), and the primary business purpose of the relationship is the development and/or commercialization of (i) any Energy Product, or (ii) any product made with the use of any Energy Product; and 5.2.2 Notwithstanding anything to the contrary in Section 5.2.1 above, Codexis shall not be required to pay to MUS any share of research and/or development funding received (and not subject to any further performance criteria) by Codexis from a Third Party for the support of Codexis personnel (i.e., payments on an FTE basis to support Codexis employees for activities conducted by Codexis); provided that (i) such payments are actually used by Codexis for FTE funding, and (ii) the applicable rate per FTE does not exceed the Base FTE Rate. The Base FTE Rate for 2006 shall be [*] three hundred fifty thousand dollars ($350,000) per FTE per year, and shall be revised annually at the beginning of each subsequent calendar year to reflect annual changes in the Consumer Price Index, using September 2006 as the baseline comparison. Codexis shall pay to MUS [*] twenty percent (20%) of any research funding received from a Third Party for the development of any Energy Product, and/or any product made with the use of any Energy Product, in each case only to the extent such funding does not satisfy the criteria listed in subsections (i) and (ii) above. 5.2.3 If Codexis directly commercializes any Energy Product, Codexis will pay to MUS a royalty of [*] two percent (2%) of (a) Net Sales of such Energy Products sold by Codexis or its Affiliates, and/or (b) amounts received by Codexis or its Affiliates from any Sublicensee or other Third Party for the use of Energy Products, to the extent Codexis or its Affiliates utilize such Product(s) to provide services to such Sublicensee or Third Party, as the case may be.