Licensing Revenue Sample Clauses

Licensing Revenue. 5.1 UMB shall use reasonable efforts to collect all material amounts due under the Tokai MLA with respect to the Joint Invention. UMB shall calculate: (a) the amount of Gross Income; (b) the amount of each party’s unreimbursed Patent Expenses, (c) the Administrative Fee, and (d) Net Revenues. UMB shall provide a written report of its calculations to TJU and UMES periodically, but no less often than annually. TJU and UMES shall review those calculations and shall notify UMB of any discrepancies within fifteen (15) days after receipt of that report. 5.2 After the parties approve the calculations in accordance with Section 5.1. UMB shall disburse as follows: 5.2.1 First, to each party in an amount necessary to reimburse any outstanding Patent Expenses; 5.2.2 Second, to UMB the Administrative Fee, if applicable; and 5.2.3 Then, remaining Net Revenues shall be disbursed as follows: (a) If the Net Revenues are specifically allocable to the Joint Invention, remaining Net Revenues shall be disbursed [REDACTED]; or (b) If the Net Revenues are not specifically allocable to the Joint Invention, remaining Net Revenues shall be disbursed [REDACTED]; or provided, however, if the Tokai MLA is further amended such that there are a different total number of licensed technologies, then the parties will negotiate reasonably and in good faith a different sharing of Net Revenues than that set forth in this Section 5.2.3. 5.3 UMB shall pay to TJU and UMES its share of Net Revenues concurrently with the distributions it makes to its own Inventors, but in any case no later than June 30 for the preceding calendar year. 5.4 Each party shall be responsible for distributing a portion of its respective share of Net Revenues to its Inventor(s), as required. 5.5 During the term of this Agreement and for [**] years after its expiration or termination, UMB shall keep (and shall require Tokai to keep) complete, true, and accurate records containing all the particulars that may be necessary to determine Net Revenues, the Administrative Fee, Patent Expenses, or other amounts payable under this Agreement. The records shall be subject to inspection at any time during regular business hours upon reasonable notice by an independent auditor appointed by TJU or UMES for this purpose and reasonably acceptable to UMB. The auditor shall report only the amount of Net Revenues, Administrative Fees, Patent Expenses, or other amounts payable under this Agreement. This audit shall be at TJU’s or UMES’ exp...

Licensing Revenue. Artist shall receive no revenue generated from Publisher's licensing activities, except as part of the payments set forth above.

Licensing Revenue. Section 1.72 (“Sublicensing Revenue”) is hereby made reciprocal and shall apply to consideration received by Kirin or its Affiliates. In the event that Kirin or its Affiliate grants a Third Party a license or sublicense in the Aveo Territory to a Licensed Product outside the Field as newly redefined in Section 1.30 of the Agreement, Kirin shall pay to Aveo [**]% of the Sublicensing Revenue received by Kirin or its Affiliate from such Third-Party. Such payment shall be payable quarterly, within [**] after the end of the calendar quarter in which Kirin or its Affiliate receives the underlying such payment.

Licensing Revenue. (a) During the Royalty Term, Purchaser will pay to Fresh Cut or its designee [*]% of all Licensing Revenue (or the allocable portion of Licensing Revenue determined in accordance with Section 3.3(b)) actually received by Purchaser or its Affiliates. Such amounts shall be paid on a Calendar Quarterly basis concurrent with the payment of the Royalties. (b) To the extent any amounts of Licensing Revenues are received by or payable to Purchaser or any of its Affiliates from any Third Party in consideration for a license of Purchaser’s rights in, to or under the Seller IP, Background IP or Purchased Assets in connection with (i) the Exploitation of Products outside of the United States in connection with a grant of rights that applies to the United States and countries outside of the United States or (ii) a grant of rights to Seller IP, Background IP or Purchased Assets as well as other IP Rights controlled by Purchaser that are related to the Products and to products other than the Products, then with respect to the foregoing clause (i), such amounts shall be reasonably allocated by agreement of the Parties such that Licensing Revenues does not include the portion attributable to the Exploitation of Products in the United States, and with respect to the foregoing clause (ii), such amounts shall be reasonably allocated by agreement of the Parties such that Licensing Revenues does not include the portion attributable to such other IP Rights controlled by Purchaser that are related to the Products and to products other than the Products. If the Parties do not agree on the allocation of Licensing Revenue in a particular case, then, upon written notice by either Party to the other, such dispute may be submitted for resolution pursuant, mutatis mutandis, to Section 3.7. Neither Party shall be deemed in breach of this Agreement by reason of a failure to agree on such allocation (or with respect to Purchaser, to pay any portion of the disputed allocation); provided that, in the case of Purchaser, it has paid the undisputed portion of such allocation and, following resolution pursuant, mutatis mutandis, to Section 3.7 promptly pays any amount determined to be due thereunder.

Licensing Revenue. (a) Following Closing, in addition to any Milestone Payments and Earn-Out Payments, Buyer shall pay, or cause to be paid, to the Paying Agent or the Surviving Company in accordance with Section 3.05 an amount equal to (i) fifteen percent (15%) of any Licensing Revenue, and (ii) (A) thirty percent (30%) of any Ex-U.S. Specified Licensing Revenue received for a Product or twenty percent (20%) of any Ex-U.S. Specified Licensing Revenue received for a Follow-on Product (each such payment, a “Licensing Revenue Payment”). (b) Within 60 days following the end of each Calendar Quarter in which Licensing Revenue is received by Buyer or its Affiliates, Buyer shall pay, or cause to be paid, the applicable Licensing Revenue Payment to the Paying Agent or the Surviving Company in accordance with Section 3.05, in immediately available funds, in accordance with Section 3.05; provided that to the extent that any Licensing Revenue consists of non-cash consideration that is not readily convertible into cash (including equity securities of a privately held entity, restricted securities, equity-linked instruments, warrants, options, debt instruments, or other investment property that is not traded on a nationally recognized securities exchange), Buyer or its Affiliates shall have one hundred and twenty (120) days following the end of such Calendar Quarter to pay the applicable Licensing Revenue Payment to the Paying Agent or the Surviving Company in accordance with Section 3.05. (c) To the extent any Licensing Revenue consists of non-cash consideration, such non-cash consideration shall be valued at its fair market value as of the date received (or, if earlier, the date such consideration becomes receivable), as agreed upon by Buyer and Representative (or Permitted Transferee) in good faith and shall be deemed Licensing Revenue in the amount of such fair market value.

Licensing Revenue. Subject to the provisions of Section 10.6 below, in the event Buyer enters into an agreement licensing to a Third Party some or all of the Patent Rights granted to it pursuant to Section 2.1 hereof, Buyer shall pay to Seller 10% of all up-front fees, milestones, running royalties and other economic consideration received by Buyer from such Third Party.

Licensing Revenue. SB or Incyte, as the case may be, shall pay DiaDexus ****** percent of Licensing Revenue for DiaDexus Patents licensed to Third Parties in the field of Rx/Other, only where such license is in the absence of the grant of rights to an Rx Product and payment of royalties and other payments to DiaDexus pursuant to subparagraphs (a)-(e).