Milestone Payment. The first time Net Sales in the Territory in a Royalty Period exceed US$[***] ([***] dollars) US$[***] ([***] dollars)
Milestone Payment. Within thirty (30) days following the first Patent Issuance, Eton shall give written notice to Imprimis and shall pay to Imprimis a non-refundable and noncreditable payment of fifty thousand dollars ($50,000).
Milestone Payment. Dosing of any Product to the twentieth (20th) subject in a Phase III Trial Fifteen million dollars ($15,000,000) [*] [*] million dollars ($[*]) [*] [*] million dollars ($[*]) [*] [*] million dollars ($[*]) [*] [*] million dollars ($[*]) [*] [*] million dollars ($[*]) [*] [*] million [*] hundred thousand dollars ($[*])
Milestone Payment. Within fifty (50) days after the Sales Milestone Date (subject to Section 7.1(c)), NPS shall make a one-time payment to Takeda equal to thirty million dollars (US$30,000,000) (such payment, the “Milestone Payment”). NPS’s obligation to make the Milestone Payment shall accelerate and be due within fifty (50) days after the occurrence of a Qualifying Change of Control. The Milestone Payment shall be in the form of either or a combination of (x) a wire transfer of immediately available funds to an account designated by Takeda, and/or (y) if the NPS Common Stock is publicly traded on a Trading Market, at NPS’s sole discretion (but subject to the limitations set forth in Section 7.3), the issuance and sale to Takeda GmbH and Takeda Pharma of such number of shares of NPS Common Stock (or shares of common stock of NPS’ successor or such successor’s parent in the event of an acceleration of the Milestone Payment obligation due to a Qualifying Change of Control if the common stock of such successor or such successor’s parent is publicly traded on a Trading Market), equal to the quotient of (A) thirty million dollars (US$30,000,000) divided by (B) the VWAP of the NPS Common Stock (or common stock of NPS’ successor or such successor’s parent in the event of an acceleration of the Milestone Payment obligation due to a Qualifying Change of Control, as applicable) over the thirty trading (30) days immediately prior to (but not including) the Sales Milestone Date or the date of the Qualifying Change of Control, as applicable (such shares, the “Milestone Shares”, and together with the Initial Consideration Shares, the “Shares”). The total number of Milestone Shares shall be allocated between Takeda GmbH and Takeda Pharma in such amounts as shall be notified by Takeda to NPS. If NPS elects to pay the Milestone Payment in the form of Milestone Shares, NPS shall give Takeda written notice of such election at least thirty (30) days before the date NPS wishes to effect the closing of the issuance and sale of the Milestone Shares as contemplated by this Section 7.2 (such closing, the “Milestone Shares Closing”). The Milestone Shares Closing shall take place on or before the date mutually agreed by NPS and Takeda, which date shall be not later than the end of the fifty (50) day period referenced in the first or second sentence of this Section, as applicable (or in the last sentence of Section 7.1(c), if applicable) (the date of the Milestone Shares Closing is referred to herein ...
Milestone Payment. Purchaser shall pay Aradigm $4,000,000 within 30 days of the first U.S. commercial sale of the Sumatriptan Product.
Milestone Payment. (a) Subject to the terms and conditions of this Agreement and in further consideration of the sale, conveyance, delivery, transfer and assignment of the Purchased Assets to Buyer and Seller’s other convents and obligations hereunder, Buyer shall make a one-time, non-refundable, non-creditable milestone payment of $20,000,000 to Seller upon the filing and acceptance of an NDA for, or other equivalent application to sell, a Product in the United States (the “Milestone Payment”).
(b) Buyer shall notify Seller in writing within 10 Business Days after the achievement of the milestone described in Section 2.5(a) above by Buyer or any of its Affiliates, and Buyer shall pay Seller the Milestone Payment on the date the first milestone payment described under “Milestone Event” in Section 7.02(a) of the License Agreement is due, and in any event not later than 60 days after such notification to Seller. Payment of the Milestone Payment to Seller shall be made by wire transfer of immediately available funds to the account set forth on Schedule 2.1(b)(i) or otherwise specified in writing by Seller.
(c) Notwithstanding anything to the contrary set forth in this Section 2.5, it is the intention of the Parties that the Exploitation of the Compound shall be exercised by Buyer and its Affiliates in accordance with their own business judgment and in their sole and absolute discretion. Accordingly, the following shall apply (and Seller hereby acknowledges, understands and agrees as follows):
(i) Buyer and its Affiliates shall have complete control and sole discretion with respect to decisions concerning the Exploitation of the Compound and such control and discretion by Buyer and its Affiliates could result in Seller receiving no Milestone Payment whatsoever;
(ii) neither Buyer nor any of its Affiliates has any duty to Exploit the Compound, to exert any level of efforts in Exploiting the Compound or to achieve the milestone described in Section 2.5(a) above;
(iii) whether or not Buyer or any of its Affiliates Exploit the Compound, neither Buyer nor any of its Affiliates is prohibited from Exploiting any other compounds or products that may compete with the Compound, or prioritizing other compounds or products over the Compound;
(iv) personnel of Buyer and its Affiliates are only required to take actions in connection with the Exploitation of the Compound that such personnel believe to be in the best interests of Buyer and its Affiliates and they are not required to take into a...
Milestone Payment. InterMune shall pay to Connetics a milestone payment of one million five hundred thousand dollars ($1,500,000), as follows (the "Milestone Payment"), payable in a lump sum or in installments based on the level of InterMune Net Sales as follows:
(a) If annualized InterMune Net Sales in the United States for 2001, based on InterMune Net Sales in the United States for the third and fourth calendar quarters of 2001, ("2001 Net Sales") are equal to or greater than [ * ], then on March 31, 2002, InterMune shall, at its election, either (i) pay the full Milestone Payment to Connetics, or (ii) pay to Connetics [ * ] of the Milestone Payment and furnish to Connetics a promissory note for the balance of the Milestone Payment, which promissory note shall provide for three (3) principal payments to Connetics of [ * ] each due upon June 30, 2002, September 30, 2002 and December 31, 2002, respectively.
(b) If 2001 Net Sales are equal to or greater than [ * ] but less than [ * ], then on March 31, 2002, InterMune shall pay to Connetics [ * ] of the Milestone Payment, and furnish to Connetics a promissory note for the balance of the Milestone Payment (the "Remaining Payment"), which promissory note shall provide for full payment of the balance of such note to Connetics on the earlier to occur of (i) March 31, 2004, or (ii) the last day of the month following the consecutive twelve (12) month period that InterMune Net Sales in the United States are equal to or greater than [ * ], subject to subsection (d) below.
(c) If 2001 Net Sales are less than [ * ], then on March 31, 2002, InterMune shall pay to Connetics a portion of the Milestone Payment equal to [ * ] multiplied by a fraction, the numerator of which is 2001 Net Sales and the denominator of which is [ * ]. InterMune shall furnish to Connetics a promissory note for the balance of the Milestone Payment (the "Remaining Payment"), which promissory note shall provide for full payment of the balance of such note to Connetics on the earlier to occur of (i) March 31, 2004, or (ii) the last day of the month following the consecutive twelve (12) month period that InterMune Net Sales in the United States are equal to or greater than [ * ], subject to subsection (d) below.
(d) With respect to the promissory note for the Remaining Payment described in subsection (b) or (c) above, if InterMune is to pay the balance of such note on March 31, 2004, and [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY B...
Milestone Payment. 3.1.1 XXXXX shall pay to ONYX certain milestone payments (“Milestone Payments”) following the first occurrence of certain milestone events, as set forth in Section 3.1.2 (the “Milestone Events”). XXXXX shall pay to ONYX the applicable Milestone Payment within *** days after the first occurrence of an applicable Milestone Event. For clarity, (a) each Milestone Payment is payable only once, (b) no Milestone Payment shall be payable for subsequent or repeated achievements of such Milestone Event with respect to one or more of the same or different Royalty-Bearing Products, and (c) no more than $172,500,000 shall be payable to ONYX under this Section 3.1. Each of the Milestone Payments shall be non-refundable and non-creditable. In the event that a Milestone Event relating to clinical development is achieved and payment with respect to the previous Milestone Event(s) has not been made by XXXXX, then XXXXX shall pay ONYX all such unpaid payments with respect to such previous Milestone Event(s) at the same time that the Milestone Payment for the later Milestone Event is paid.
3.1.2 The Milestone Events and Milestone Payments to be made pursuant to Section 3.1.1 shall be as follows: *** *** *** *** *** *** *** *** *** *** *** *** *** *** *** *** *** *** *** *** *** = INDICATES MATERIAL THAT WAS OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT WAS REQUESTED. ALL SUCH OMITTED MATERIAL WAS FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED.
Milestone Payment. If at any time the Licensee’s gross sales of Products under the Brands exceeds Twenty-Five Million Dollars ($25,000,000), then Licensee shall pay to Licensor a one-time cash milestone payment equal to One Million Dollars ($1,000,000), payable within thirty days of the end of the first fiscal year in which such gross sales are achieved.
Milestone Payment. Filing of first IND for the Candidate Compound directed against a designated target expressed by an Accepted Cell Line $[*] Initiation of first Phase II clinical study for the Candidate Compound $[*] Initiation of first Phase III clinical study for the Candidate Compound $[*] Approval of a Product containing the Candidate Compound by Food and Drug Administration as drug $[*] As used in this Exhibit B, the phrase “Initiation of first Phase III clinical study” shall be deemed to include, if a party conducts a Phase II/III study on a Candidate Compound, the point during such Phase II/III clinical trial when the party conducting the trial has the regulatory approval to proceed with such trial as a pivotal trial. BMS shall promptly notify Athersys of the first occurrence of any milestone with respect to each Candidate Compound. Milestone payments shall be made only once with respect to any given Candidate Compound, regardless of the number of indications sought (or approvals obtained) with respect to such Candidate Compound, whether alone or in combination with other compounds or products, and regardless of any new dosage strengths, preparations or forms of administration for such Candidate Compound. If BMS develops as a back-up Candidate Compound that inhibits or otherwise modulates the activity of a particular molecular target of a Candidate Compound on which BMS is already making milestone payments, then BMS may conduct clinical development on such back-up or follow-on Candidate Compounds and shall not be obligated to make any milestone payments with respect to any such back-up or follow-on Candidate Compound, except as otherwise provided below. In the event that a particular Candidate Compound is dropped from active clinical development work or marketing for safety or efficacy reasons and is specifically replaced with a different Candidate Compound targeting the same molecular target as such dropped Candidate Compound, such new Candidate Compound shall be deemed a “Replacement Compound.” BMS shall not be obligated to make milestone payments that were earlier made with respect to a dropped Candidate Compound and replaced by a Replacement Compound, but, subject to the preceding paragraph, BMS shall pay all milestone payments for milestone events achieved by such Replacement Compound that had not been achieved by such dropped Candidate Compound.
