Exclusivity Fee. During the Term, Codexis (a) will act exclusively with Shell regarding the rights and research described herein; and (b) will not (i) conduct research, discover or develop Biocatalysts, and associated processes for the use of such Biocatalysts, in the Field of Use for any other party or (ii) enter into any other agreements to conduct research, discover or develop Biocatalysts, and associated processes for the use of such Biocatalysts, in the Field of Use (including without limitation any agreement to convert Biomass to fermentable sugars unless such other party has provided express assurance in a written agreement that such fermentable sugars shall be used only outside the Field of Use), as more fully described with respect to both (a) and (b) in this Amended and Restated Research Agreement and pursuant to the covenant in Section 9.3. In consideration of such research activities performed exclusively for Shell in the Field of Use, Shell shall pay to Codexis an exclusivity fee of Twenty Million United States Dollars ($20,000,000) on the Execution Date. Except as expressly provided in Section 11.4(a), such exclusivity fee shall be non-refundable and non-creditable. For purposes of clarification, Shell acknowledges and agrees that such covenant regarding such exclusivity shall expire upon termination or expiration of this Agreement; provided that in the event of any Renewal Term in accordance with Section 11.1, Shell shall not be required to pay any additional exclusivity fee beyond that set forth in this Section 3.2 in order to maintain the research exclusivity as described herein and in Section 9.3 for the duration of this Agreement, including during the Initial Term and any such Renewal Term.
Exclusivity Fee. 2.7.1 XXX shall pay TAI the exclusivity fees set forth in Schedule A (collectively, the “Exclusivity Fee”). Each installment of the exclusivity fee set forth in Schedule A shall be deemed non-refundable and fully earned as set forth in Schedule A.
2.7.2 Payment of the Exclusivity Fee made hereunder shall be in United States currency and shall be remitted by wire transfer from XXX’s account, including XXX’s name as the originator or “By order of” TAI and issued to TAI by wire transfer into the account identified below or other account as designated in writing by TAI. TAI reserves the right to reject any other form of payment. XXX shall have no right to set off any money owed to TAI by XXX against any money owed by XXX to TAI hereunder. TAI shall have the right to reject or accept payment- related transfers or requests without prejudice that do not comply with its then-existing finance and anti-money laundering policies. Please wire payment to: [*****]
Exclusivity Fee. Commencing with the first anniversary of the Effective Date, and continuing until the earlier of (a) the *** or (b) the *** of the *** for the *** (if as of the *** of *** has*** provided written notice to *** that *** will *** the *** or *** of any ***), on each anniversary of the Effective Date, ViroPharma shall pay to Halozyme the non-refundable and non-creditable exclusivity fee of one million dollars ($1,000,000).
Exclusivity Fee. Commencing with the first anniversary of the Effective Date, and continuing with each successive anniversary until the initiation of the first Phase III Clinical Trial for the Product, Intrexon shall pay to Halozyme the non-refundable and non-creditable exclusivity fee of one million dollars ($1,000,000).
Exclusivity Fee. During the period of supply exclusivity under Sections 4.1 to 4.4 above, B&D shall pay an additional [**] ($[**]) per cell as an Exclusivity Fee. For any 12-month period of bulk production described in Sections 4.1 to 4.4 above, the Exclusivity Fee shall be lowered to [**] ($[**]) per cell for the remainder of such 12-month period after B&D has purchased [**] percent ([**]%) of its committed volume for any such 12-month period (i.e., [**]% of the minimum total annual requirements for PACK PRODUCTS).
Exclusivity Fee. In consideration for the continuation of the Non-Competition Clause of Article XI as previously amended and restated, Rite Aid shall pay to GNC an exclusivity fee of $[*] annually beginning on May 1, 2004 (which shall be paid within 10 days following full execution hereof) and each May 1 hereafter through and including May 1, 2008.
3. Amendment of Article II. "
Exclusivity Fee. For EACH Fujisawa Activated Receptor and its corresponding Fujisawa Receptor Assay and Technical Information that Fujisawa has provided to Arena a Maintenance Fee in accordance with Section 4.3, and during the term of this Agreement, Fujisawa shall retain exclusive rights in and to such Fujisawa Activated Receptor and its corresponding Fujisawa Receptor Assay and Technical Information only to the extent that Fujisawa provides Arena with a yearly Exclusivity Fee of ************************************ for a period of four (4) years, with such Exclusivity Fee being paid by Fujisawa on or before the anniversary date of Transfer Anniversary Date. To the extent that such Exclusivity Fee is not paid by Fujisawa for a period of four (4) years after Transfer Anniversary Date, Fujisawa's exclusive rights in and to such Fujisawa Activated Receptor and its corresponding Fujisawa Receptor Assay shall automatically convert to a non-exclusive rights. In the event that Fujisawa unilaterally decides to convert its exclusive rights in and to any Fujisawa Activated Receptor, and if Arena is able to find an additional partner for such Fujisawa Activated Receptor desirous of obtaining a non-exclusive license to such Fujisawa Activated Receptor, the Parties agree to discuss, in good faith, the reduction of the milestones payments of Article V and the Marketing Fee and royalty of Article VI that pertains to such Fujisawa Activated Receptor. The entire portion of the Exclusivity Fee paid with respect to any Fujisawa Activated Receptor shall be credited by Fujisawa against any royalty due to Arena under Article VI of this Agreement with respect to any Drug Product developed using such Fujisawa Activated Receptor.
Exclusivity Fee. In consideration for the grant of exclusivity pursuant to Section 3 during the License Term, SLB shall pay to Energy Recovery a one-time, non-refundable fee consistent with the milestones set forth in Schedule 6 Section 1.
Exclusivity Fee. (a) Licensee shall pay Licensor an Exclusivity Fee of [***] which shall be fully earned and non-refundable upon receipt by Licensor upon the signing of this Amendment #1 and shall not be credited against royalties or Annual Guaranteed Minimum payments owed to the Licensor by the Licensee.
(b) Licensor shall have the rights provided in the Nonstatutory Stock Option, included as Exhibit A. These rights include but are not limited to the purchase of [***] shares of Licensee's stock at [***] per share.
Exclusivity Fee. Subject to each Party’s right to terminate the Exclusivity Period pursuant to Section 2.5 hereof, and in consideration for the Exclusivity Grant, Scotts shall pay MBI the following payments according to the following schedule and subject to the respective conditions (collectively, the “Exclusivity Fee”):
(a) A first and non-refundable payment in the amount of [*****], to be paid [*****].
(b) A second non-refundable payment in the amount of [*****], to be paid [*****] (the “Second Exclusivity Fee Payment”).
(c) A third non-refundable payment in the amount of [*****], to be paid [*****] (the “Third Exclusivity Fee Payment”).
(d) An additional non-refundable payment in the amount of [*****], to be paid upon the [*****] (the “Commercialization Fee Payment”). For purposes of clarity, no additional payment is due under this Section 2.4 for any subsequent commercialization(s) in the Consumer Market of any additional products or technologies within the MBI Technology Portfolio.
