Event Payments. Should an Event (as defined below) occur then, upon each monthly anniversary of the occurrence of such Event (an “Event Payment Date”) until the applicable Event is cured, as relief for the damages suffered therefrom by the Designated Holder (the parties hereto agreeing that the liquidated damages provided for in this Section 3.3 constitute a reasonable estimate of the damages that may be incurred by the Designated Holder by reason of such Event and that such liquidated damages represent the exclusive monetary remedy for the Designated Holders for damages suffered due to such Event; provided, however, that this shall in no manner limit the Designated Holders’ entitlement to specific performance as provided for in Section 10.3), the Company shall pay to the Designated Holder an amount in cash, as liquidated damages and not as a penalty, equal to one-twentieth of a percent (0.05%) of (i) the number of SEC Approved Registrable Securities then held by the Designated Holder as of the date of such Event, multiplied by (ii) the purchase price paid by the Designated Holder for such SEC Approved Registrable Securities then held, for each day that such Event continues, excluding the day on which such Event has been cured. The payments to which the Designated Holder shall be entitled pursuant to this Section 3.3 are referred to herein as “Event Payments.” In the event the Company fails to make Event Payments to the Designated Holder within five (5) Business Days after an Event Payment Date, such Event Payments owed to the Designated Holder shall bear interest at the rate of one half percent (0.5%) per month (prorated for partial months) until paid in full. All pro rated calculations made pursuant to this paragraph shall be based upon the actual number of days in such pro rated month. Notwithstanding the foregoing provisions, in no event shall the Company be obligated to pay such liquidated damages in an aggregate amount that exceeds five percent (5.0%) of the purchase price paid by the Designated Holder for its Registrable Securities pursuant to the Purchase Agreement. For such purposes, each of the following shall constitute an “Event”:
Event Payments. Provention will notify MacroGenics within thirty (30) days following the achievement by any member of the Provention Group of each Development Event and Sales Event (individually or collectively, the “Event(s)”). In the case of Sales Events, such thirty (30) day period shall run from the end of the Calendar Quarter during which the relevant Sales Event was achieved. Provention shall pay MacroGenics the corresponding Development Event Payment within ninety (90) days after achievement of each Development Event. Provention shall pay MacroGenics the corresponding Sales Event Payment within ninety (90) days after the end of the Calendar Year in which such Sales Event is achieved.
Event Payments. Should an Event (as defined below) occur, then upon the occurrence of such Event, and on every monthly anniversary thereof until the applicable Event is cured, the Company shall pay to each Investor an amount in cash, as liquidated damages and not as a penalty, equal to one percent (1.0%) of (i) the number of Registrable Securities held by such Investor as of the date of such Event, multiplied by (ii) the purchase price paid by such Investor for such Registrable Securities then held; provided, however, that the total amount of payments pursuant to this paragraph 2(c) shall not exceed, when aggregated with all such payments paid to all Investors, ten percent (10%) of the aggregate purchase price. The payments to which an Investor shall be entitled pursuant to this Section 2(c) are referred to herein as “Event Payments.” Any Event Payments payable pursuant to the terms hereof shall apply on a pro rated basis for any portion of a month prior to the cure of an Event. In the event the Company fails to make Event Payments in a timely manner, such Event Payments shall bear interest at the rate of one percent (1.0%) per month (prorated for partial months) until paid in full. All pro rated calculations made pursuant to this paragraph shall be based upon the actual number of days in such pro rated month. Each of the following shall constitute an “Event”:
(i) the Registration Statement is not filed on or prior to the Filing Date or is not declared effective on or prior to the Required Effectiveness Date; or
(ii) except as provided in paragraph 3(g), after the Effective Date, an Investor is not permitted to sell Registrable Securities under the Registration Statement for any reason (other than the fault of such Investor) for ten (10) or more Trading Days (whether or not consecutive) in any 365-day period.
Event Payments. Roche shall pay up to a total of Two Hundred Sixty-Two Million Five Hundred Thousand US Dollars (US$ 262,500,000) in relation to the achievements of events with respect to Licensed Products. The event payments under this Section 9.2 shall be paid by Roche according to the following schedule of development events. IND Clearance-Related Events (a) IND Clearance (if IND Clearance is achieved on or before September 15, 2016) $22.5*
Event Payments. EVOTEC shall pay up to a total of US$ [***] (US$ [***]) in relation to the development of the Compounds and Products in the Territory. The development event payments under this Section 12.3 shall be paid no more than once, for the first applicable Product reaching the applicable triggering event for an applicable indication, as follows:
Event Payments. Subject to Sections 4.3.2 through 4.3.5, Licensee shall pay to Lonza with respect to each GS Product the following one tune amounts following the first achievement of the following events for such GS Product. [####] [####] [####] [####] [####] [####] [####] [####] [####] [####]
Event Payments. Subject to Sections 4.4.2 through 4.4.6, Licensee shall pay to Lonza the following [####]: [####] [####] [####] [####] [####] [####] [####] [####] [####] [####]
Event Payments. Subject to Sections 4.5.2 through 4.5.5, Licensee shall pay to Lonza the following [####]. Clinical Event Payment for 1st Formulation Product [####] [####] [####] [####] [####] [####] [####] [####] [####] [####]
Event Payments. Subject to the terms and conditions of this Agreement, Roche shall pay to InterMune the non-refundable milestone event payments in the amounts specified below, on a Product-by-Product basis (or Licensed Compound-by-Licensed Compound basis, as applicable) (each an “Event Payment”) no later than [***] after Roche receives an invoice from InterMune and the following events have occurred: Upon release by InterMune in good faith of the [***] kilogram ([***] Kg) lot of cGMP material of ITMN-191(1) Ten Million U.S. Dollars ($U.S. 10,000,000) Upon Successful Completion of the first Combination Toxicology Study conducted by or on behalf of Roche for ITMN-191(1) [***] U.S. Dollars ($U.S. [***]) Upon Initiation by or on behalf of Roche of the first Chronic Toxicology Study For any Licensed Compound (other than ITMN-191)(2) [***] U.S. Dollars ($U.S. [***]) [*] Certain information on this page has been redacted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. Upon Successful Completion of the [***] or first Phase I Clinical Trial (which Phase I Clinical Trial was conducted by or on behalf of Roche) for each Collaboration Compound that is a Licensed Compound with multiple ascending dose proof of concept (POC) [***] U.S. Dollars ($U.S. [***]) Upon Initiation by or on behalf of Roche of the first Phase II Clinical Trial [***] U.S. Dollars ($US [***]) Upon Successful Completion of a Phase II Clinical Trial in the non-responder population conducted by or on behalf of Roche [***] U.S. Dollars ($US [***]) Upon Initiation by or on behalf of Roche of a Phase III Clinical Trial [***] U.S. Dollars ($U.S. [***]) Upon Filing by or on behalf of Roche of an NDA in the [***](3) [***] U.S. Dollars ($U.S. [***]) Upon Filing by or on behalf of Roche of an NDA equivalent in a [***] [***] U.S. Dollars ($U.S. [***]) Upon Filing by or on behalf of Roche of an NDA equivalent in [***] [***] U.S. Dollars ($U.S. [***]) Upon receipt by or on behalf of Roche of Marketing Authorization in the [***](3) [***] U.S. Dollars ($U.S. [***]) Upon receipt by or on behalf of Roche of Marketing Authorization in a [***] [***] U.S. Dollars ($U.S. [***]) Upon receipt by or on behalf of Roche of Marketing Authorization in [***] [***] U.S. Dollars ($U.S. [***])
(1) For purposes of clarification, these Event Payments shall only apply for ITMN-191.
(2) For purposes of clarification, these Event Payments shall only apply ...
Event Payments. In connection with the Development and Commercialization of Licensed Products directed against a given Target hereunder Takeda shall provide Alnylam written notice within [**] after the achievement by or on behalf of Takeda, its Affiliates or sublicensees of the events set forth below. If at such time that the milestone is achieved there is a Valid Claim included in the Alnylam Patent Rights that Covers the relevant Licensed Product, Takeda shall, concurrent with such written notice, pay, or cause to be paid, to Alnylam the following payments:
(i) For the first Licensed Product against each Target: Initiation of [**] $ [**] Initiation of the first Phase I Study $ [**] Initiation of the first Phase II Study $ [**] Initiation of the first Phase III Study for the first Indication $ [**] First acceptance of an NDA in the United States $ [**] First acceptance of an NDA in a Major European Country $ [**] First Commercial Sale in the United States $ [**] First Commercial Sale in a Major European Country $ [**]
(ii) For the second Licensed Product against the same Target for which payments were made pursuant to Section 7.2(a)(i) above: Initiation of [**] $ [**] Initiation of the first Phase I Study $ [**] Initiation of the first Phase II Study $ [**] Initiation of the first Phase III Study for the first Indication $ [**] First acceptance of an NDA in the United States $ [**] First acceptance of an NDA in a Major European Country $ [**] First Commercial Sale in the United States $ [**] First Commercial Sale in a Major European Country $ [**]
