Option Exercise Payments. 12.2.1. If Genzyme exercises an Option (other than the Co-Co Option) with respect to a Collaboration Program, in consideration of Voyager’s Development activities with respect to the applicable Collaboration Program prior to the applicable Option Exercise Date, Genzyme shall pay Voyager the associated option exercise payment set forth below in this Section 12.2 within [***] after receipt of an invoice from Voyager for such option exercise payment after the Option Exercise Date for such Collaboration Program. (i) SMA Collaboration Program $ [***] (ii) FA Collaboration Program $ [***] (iii) HD Collaboration Program $ [***]
Option Exercise Payments. BSP shall make the applicable BSP Option exercise payment set forth in the table in Exhibit 6.3.2 to OncoMed within [***] after receipt of an invoice for such payment, which invoice shall issue no earlier than the date on which BSP exercises a BSP Option for the relevant Class, as further described in Section 3.1.2.
Option Exercise Payments. BSP shall make the applicable BSP Option exercise payment set forth in the table in Exhibit 6.3.2 to OncoMed within [***] after receipt of an invoice for such payment, which invoice shall issue no earlier than the date on which BSP exercises the BSP Option for the relevant Class, as further described in Section 3.1.2 and except as provided in Section 3.1.2(b); provided, however, that if BSP exercises the BSP Option for [***] pursuant to Section 3.1.2(b), and [***], then the relevant [***] shall become due with respect to [***] as provided in Section 3.1.2(b) upon the [***], in which case such invoice shall issue no earlier than the date of the option exercise (if subsection (i) of the definition of [***] applies) or the date upon which the BSP Option Period for the [***] Class expires (if subsection (ii) of the definition of [***] applies). [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.
14. Exhibit 6.3.1 to the Agreement shall be replaced in its entirety with the updated Exhibit 6.3.1 attached to this Amendment as Exhibit A. Exhibit 6.
3.1 reflects the [***] payment due to OncoMed upon achievement of the milestone entitled [***].
15. Exhibit 6.3.2 to the Agreement shall be replaced in its entirety with the updated Exhibit 6.3.2 attached to this Amendment as Exhibit B.
16. This Agreement may be executed in counter-parts with the same effect as if both Parties had signed the same document. All such counterparts shall be deemed an original, shall be construed together and shall constitute one and the same instrument. Signatures to this Agreement transmitted by facsimile, by email in “portable document format” (“.pdf”), or by any other electronic means intended to preserve the original graphic and pictorial appearance of this Agreement shall have the same effect as physical delivery of the paper document bearing original signature.
17. This Amendment, together with all Exhibits hereto and the Agreement and all Exhibits thereto, constitutes the entire agreement between the Parties as to the subject matter of this Amendment, and supersedes and merges all prior and contemporaneous negotiations, representations, agreements and understandings regarding the same.
Option Exercise Payments. If Spark elects to exercise an Option with respect to an Additional Target, Spark shall pay [***] for each Option exercised (each an “Option Exercise [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions Payment”); provided, however, that the Option Exercise Payment shall be reduced to [***] for Additional Targets related to Rare Indications and the Option Exercise Payment shall be [***] for Additional Targets related to Very Rare Indications. The Option Exercise Payment shall be payable by Spark within [***] after Spark’s notice that it is exercising such Option or within [***] after HSR Clearance, if an HSR Filing is needed.
Option Exercise Payments. If Spark elects to exercise an Option with respect to an Additional Target, Spark shall pay [**] for each Option exercised (each an “Option Exercise Payment”); provided, however, that the Option Exercise Payment shall be reduced to [**] for Additional Targets related to Rare Indications and the Option Exercise Payment shall be [**] for Additional Targets related to Very Rare Indications. The Option Exercise Payment shall be payable by Spark within [**] after Spark’s notice that it is exercising such Option or within [**] after HSR Clearance, if an HSR Filing is needed.
Option Exercise Payments. (a) If Spark exercises the Option during the Option Period #1 Exercise Period, Spark shall pay Clearside an option exercise payment of Two Million Dollars ($2,000,000), which payment is payable by Spark thirty (30) days after Spark’s notice that it is so exercising the Option. For clarity, if Spark exercises the Option during the Option Period #1 Exercise Period, Spark shall not be obligated to pay Clearside the additional option payment under Section 7.1(b).
(b) If Spark exercises the Option during the Option Period #2 Exercise Period, Spark shall pay Clearside an option exercise payment of Three Million Dollars ($3,000,000), which payment is payable by Spark thirty (30) days after Spark’s notice that it is so exercising the Option.
(c) For clarity, if Spark exercises the Option, only one of the two option exercise payments set forth in Sections 7.3(a) and 7.3(b) above shall become payable.
Option Exercise Payments. 9 2.5 Option Period Earn-Out Payments.................................. 10 2.6 Acknowledgement.................................................. 10 2.7 Additional Consideration......................................... 10 SECTION 3
Option Exercise Payments. [REDACTED PURSUANT TO A REQUEST FOR ------------------------ CONFIDENTIAL TREATMENT UNDER RULE 24b-2 of THE GENERAL RULES AND REGULATIONS UNDER THE SECURITIES EXCHANGE ACT. OMITTED INFORMATION HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION TOGETHER WITH SUCH REQUEST FOR CONFIDENTIAL TREATMENT.]
Option Exercise Payments. [***] 3 4 5 6
Option Exercise Payments. Within [***] after providing a written notice identifying an Affini-T Clinical Target(s) with respect to which Affini-T wishes to exercise its Option for either an Exclusive License, a Non-Exclusive License or both, Metagenomi shall submit an invoice to Affini-T pursuant to Section 8.4.5(c) and Affini-T shall, within [***] of receipt of such invoice, make the following up to two-times (once for each Field), on an Affini-T Clinical Target-by-Affini-T Clinical Target basis (and corresponding to whether an Exclusive License, a Non-Exclusive License or both is/are taken with respect to such Affini-T Clinical Target), payments to Metagenomi (“Option Exercise Fee”): Exercise of First Option in a Field [ ***] [ ***] Exercise of Second Option in a Field [ ***] [ ***] Exercise of Third Option in a Field [ ***] [ ***] Exercise of Fourth Option in a Field [ ***] [ ***] Exercise of Fifth Option in a Field [ ***] [ ***] Exercise of Sixth Option in a Field [ ***] [ ***]
