Common use of Notice; Payment; Skipped Milestones Clause in Contracts

Notice; Payment; Skipped Milestones. Vertex will provide Company with written notice upon the achievement of each of the milestone events set forth in Section 6.2.1 and Section 6.2.2, such written notice to be provided (a) with respect to any milestone event under Section 6.2.1, within [***] after such achievement and (b) with respect to any milestone event under Section 6.2.2, on or prior to the date of delivery of the royalty report under Section 6.3.7 for the [***] in which such milestone event is first achieved. Following receipt of such written notice, Company will promptly invoice Vertex for the applicable milestone and Vertex will make the appropriate milestone payment within [***] after receipt of such invoice. Each milestone payment corresponding with the milestones numbered [***] as set forth in Section 6.2.1 are intended to be successive; if a Product is not required to undergo the event associated with any such milestone event, such skipped milestone will be deemed to have been achieved upon the achievement by such Product of the next successive milestone event. Payment for any such skipped milestone that is owed in accordance with the provisions of the foregoing sentence with respect to a given Product will be due concurrently with the payment for the next successive milestone event by such Product, it being agreed that if a Product is not required to undergo the milestone numbered [***] the corresponding payment will be made upon the first to occur of the milestones numbered [***]. For the avoidance of doubt, the occurrence of milestone number [***] will not trigger payment of milestone number [***]. For clarity, each milestone payment corresponding with the milestones numbered [***] as set forth in Section 6.2.2 are intended to be additive such that if both milestones numbered [***] are achieved in the same Calendar Year, Vertex will pay to Company a payment of $[***] (which, unless this Agreement is assigned to XXXX, will be included in the amounts payable by Vertex to Company under the Collaboration Agreement).

Notice; Payment; Skipped Milestones. Company will provide Vertex with written notice upon the achievement of each of the milestone events 1-3 set forth in Section 5.2.1, and Vertex will provide Company with written notice upon the achievement of each of the milestone event 4 set forth in Section 5.2.1 and the milestone events set forth in Section 6.2.1 5.2.2 and Section 6.2.25.2.3, such written notice notice, by each of Company and Vertex, to be provided (a) with respect to any milestone event under Section 6.2.15.2.1 or Section 5.2.2, within [***] after such achievement and (b) with respect to any milestone event under Section 6.2.25.2.3, on or prior [***] to the date of delivery of the royalty report under Section 6.3.7 5.3.6 for the [***] Calendar Quarter in which such milestone event is first achieved. Following delivery of such written notice by Company with respect to milestone events 1-3 set forth in Section 5.2.1, or receipt of such written noticenotice by Company with respect to the milestone event 4 set forth in Section 5.2.1 or the milestone events set forth in Section 5.2.2 and Section 5.2.3, Company will promptly invoice Vertex for the applicable milestone and Vertex will make the appropriate milestone payment within [***] after receipt of such invoice. Each milestone payment Milestone payments corresponding with the milestones numbered events [***] as set forth in Section 6.2.1 5.2.2 are intended to be successive; if a Product is not required to undergo the an applicable event associated with any such milestone event, such skipped milestone will be deemed to have been achieved upon [***]; provided that, the first achievement by such Product of any of milestone events [***] shall be deemed to trigger payment for milestones [***] that have not, as of the next successive milestone eventdate of such achievement with respect [***], been paid. Payment for any such skipped milestone that is owed in accordance with the provisions of the foregoing sentence with respect to a given Product will be due concurrently with the payment for the next successive milestone event by such Product, it being agreed that if a Product is not required to undergo the milestone numbered [***] the corresponding payment will be made upon the first to occur of the milestones numbered due [***]. For the avoidance of doubt, the occurrence of milestone number [***] will not trigger payment of milestone number [***]. For clarity= CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, each milestone payment corresponding with the milestones numbered [***] as set forth in Section 6.2.2 are intended to be additive such that if both milestones numbered [***] are achieved in the same Calendar YearMARKED BY BRACKETS, Vertex will pay to Company a payment of $[***] HAS BEEN OMITTED BECAUSE IT IS BOTH (which, unless this Agreement is assigned to XXXX, will be included in the amounts payable by Vertex to Company under the Collaboration Agreement)I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.

Notice; Payment; Skipped Milestones. Vertex will provide Company with written notice upon the achievement of each of the milestone events set forth in Section 6.2.1 5.3.1 and Section 6.2.25.3.2, such written notice to be provided (a) with respect to any milestone event under Section 6.2.15.3.1, within [***] after such achievement and (b) with respect to any milestone event under Section 6.2.25.3.2, on or prior to the date of delivery of the royalty report under Section 6.3.7 5.4.7 for the [***] in which such milestone event is first achieved. Following receipt of such written notice, Company will promptly invoice Vertex for the applicable milestone and Vertex will make the appropriate milestone payment within [***] after receipt of such invoice. Each milestone payment corresponding with the milestones numbered [***] as set forth in Section 6.2.1 5.3.1 are intended to be successive; if a Product is not required to undergo the event associated with any such milestone event, such skipped milestone will be deemed to have been achieved upon the achievement by such Product of the next successive milestone event. Payment for any such skipped milestone that is owed in accordance with the provisions of the foregoing sentence with respect to a given Product will be due concurrently with the payment for the next successive milestone event by such Product, it being agreed that if a Product is not required to undergo the milestone numbered [***] the corresponding payment will be made upon the first to occur of the milestones numbered [***]. For the avoidance of doubt, the occurrence of milestone number [***] will not trigger payment of milestone number [***]. For clarity, each milestone payment corresponding with the milestones numbered [***] as set forth in Section 6.2.2 5.3.2 are intended to be additive such that if both milestones numbered [***] are achieved in the same Calendar Year, Vertex will pay to Company a payment of $[***] (whichsubject to any applicable credits for payments owed to Company or, unless this if the Sublicense Agreement is assigned to XXXX, will be included in the amounts payable by Vertex to Company XXXX under the Collaboration Sublicense Agreement).

Notice; Payment; Skipped Milestones. Vertex will provide Company with written notice upon the achievement of each of the milestone events set forth in Section 6.2.1 5.4.1 and Section 6.2.25.4.2, such written notice to be provided (a) with respect to any milestone event under Section 6.2.15.4.1, within [***] after such achievement and (b) with respect to any milestone event under Section 6.2.25.4.2, on or prior to the date of delivery of the royalty report Royalty Report under Section 6.3.7 5.5.7 for the [***] in which such milestone event is first achieved. Following receipt of such written notice, Company will promptly invoice Vertex for the applicable milestone payment and Vertex will make the appropriate milestone payment within [***] after receipt of such invoice. Each milestone payment corresponding with the milestones numbered [***] as set forth in Section 6.2.1 5.4.1 are intended to be successive; if a Royalty Product is not required to undergo the event associated with any such milestone event, such skipped milestone will be deemed to have been achieved upon the achievement by such Royalty Product of the next successive milestone event. Payment for any such skipped milestone that is owed in accordance with the provisions of the foregoing sentence with respect to a given Royalty Product will be due concurrently with the payment for the achievement of the next successive milestone event by such Royalty Product, it being agreed that if a Royalty Product is not required to undergo the milestone numbered [***] the corresponding payment will be made upon the first to occur of the milestones numbered [***]. For the avoidance of doubt, the occurrence of The commercial milestone number [***] will not trigger payment of milestone number [***]. For clarity, each milestone payment corresponding with the milestones numbered [***] as set forth payments in Section 6.2.2 5.4.2 are intended to be additive additive, such that if both milestones numbered [***] are more than one milestone event specified in Section 5.4.2 above is achieved in the same Calendar Year, Vertex will pay to Company a then each corresponding commercial milestone payment of $[***] (which, unless this Agreement is assigned to XXXX, for such events will be included in the amounts payable by Vertex to Company under the Collaboration Agreement)payable.

Notice; Payment; Skipped Milestones. Vertex will provide Company with written notice upon the achievement of each of the milestone events set forth in Section 6.2.1 and Section 6.2.2, such written notice to be provided (a) with respect to any milestone event under Section 6.2.1, within [***] after such achievement and (b) with respect to any milestone event under Section 6.2.2, on or prior to the date of delivery of the royalty report under Section 6.3.7 for the [***] in which such milestone event is first achieved. Following receipt of such written notice, Company will promptly invoice Vertex for the applicable milestone and Vertex will make the appropriate milestone payment within [***] after receipt of such invoice. Each milestone payment corresponding with the milestones numbered [***] as set forth in Section 6.2.1 are intended to be successive; if a Product is not required to undergo the event associated with any such milestone event, such skipped milestone will be deemed to have been achieved upon the achievement by such Product of the next successive milestone event. Payment for any such skipped milestone that is owed in accordance with the provisions of the foregoing sentence with respect to a given Product will be due concurrently with the payment for the next successive milestone event by such Product, it being agreed that if a Product is not required to undergo the milestone numbered [***] the corresponding payment will be made upon the first to occur of the milestones numbered [***]. For the avoidance of doubt, the occurrence of milestone number [***] will not trigger payment of milestone number [***]. For clarity, each milestone payment corresponding with the milestones numbered [***] as set forth in Section 6.2.2 are intended to be additive such that if both milestones numbered [***] are achieved in the same Calendar Year, Vertex will pay to Company a payment of $[***] (which, unless this Agreement is assigned to XXXXOSIF, will be included in the amounts payable by payablx xx Vertex to Company under the Collaboration Agreement).

Notice; Payment; Skipped Milestones. Vertex will provide Company with written notice upon the achievement of each of the milestone events set forth in Section 6.2.1 5.3.1 and Section 6.2.25.3.2, such written notice to be provided (a) with respect to any milestone event under Section 6.2.15.3.1, within [***] after such achievement and (b) with respect to any milestone event under Section 6.2.25.3.2, on or prior to the date of delivery of the royalty report under Section 6.3.7 5.4.7 for the [***] in which such milestone event is first achieved. Following receipt of such written notice, Company will promptly invoice Vertex for the applicable milestone and Vertex will make the appropriate milestone payment within [***] after receipt of such invoice. Each milestone payment corresponding with the milestones numbered [***] as set forth in Section 6.2.1 5.3.1 are intended to be successive; if a Product is not required to undergo the event associated with any such milestone event, such skipped milestone will be deemed to have been achieved upon the achievement by such Product of the next successive milestone event. Payment for any such skipped milestone that is owed in accordance with the provisions of the foregoing sentence with respect to a given Product will be due concurrently with the payment for the next successive milestone event by such Product, it being agreed that if a Product is not required to undergo the milestone numbered [***] the corresponding payment will be made upon the first to occur of the milestones numbered [***]. For the avoidance of doubt, the occurrence of milestone number [***] will not trigger payment of milestone number [***]. For clarity, each milestone payment corresponding with the milestones numbered [***] as set forth in Section 6.2.2 5.3.2 are intended to be additive such that if both milestones numbered [***] are achieved in the same Calendar Year, Vertex will pay to Company a payment of $[***] (whichsubject to any applicable credits for payments owed to Company or, unless this if the Sublicense Agreement is assigned to XXXXOSIF, will be included in the amounts payable by Vertex to Company OSIF under the Collaboration Sublicense Agreement).

Notice; Payment; Skipped Milestones. Each Milestone Payment shall be deemed earned upon achievement of the corresponding Milestone Event, and Vertex will provide Company with written notice upon the achievement of each of the milestone events Milestone Events set forth in Section 6.2.1 7.5.1 and Section 6.2.27.5.2, such written notice to be provided (a) with respect to any milestone event Milestone Event under Section 6.2.17.5.1, within [***] after such achievement and (b) with respect to any milestone event Milestone Event under Section 6.2.27.5.2, on or prior to the date of delivery of the royalty report under Section 6.3.7 for the [***] in which such milestone event is first achieved]. Following receipt of such written notice, Company will promptly invoice Vertex for the applicable milestone and Vertex will make the appropriate milestone payment Milestone Payment within [***] after receipt of such invoice. Each milestone payment Milestone Payment corresponding with the milestones numbered [***] as set forth in Section 6.2.1 7.5.1 are intended to be successive[***]; if a Licensed Product is not required to undergo the event associated with any such milestone eventMilestone Event, such skipped milestone will be deemed to have been achieved upon the achievement by such Licensed Product of the next successive milestone eventMilestone Event. Payment for any such skipped milestone that is owed in accordance with the provisions of the foregoing sentence with respect to a given Licensed Product will be due concurrently with the payment for the next successive milestone event [***] by such a Licensed Product, it being agreed that if a Licensed Product is not required to undergo the milestone numbered [***] the corresponding payment will be made upon the first to occur of the milestones numbered [***]. For The Commercial Milestone Payments in Section 7.5.2 are additive, such that if more than one event specified in Section 7.5.2 above is achieved in the avoidance of doubt, the occurrence of milestone number [***] will not trigger payment of milestone number same [***]. For clarity, then each milestone payment corresponding with the milestones numbered [***] as set forth in Section 6.2.2 are intended to be additive Commercial Milestone Payment for such that if both milestones numbered [***] are achieved in the same Calendar Year, Vertex will pay to Company a payment of $[***] (which, unless this Agreement is assigned to XXXX, event will be included in the amounts payable by Vertex to Company under the Collaboration Agreement)payable.