Common use of Patent Royalties Clause in Contracts

Patent Royalties. Patent Royalties shall begin to accrue in accordance with the charts set forth below, on a Jurisdiction-by-Jurisdiction basis, on Net Sales within the Territory during the period commencing on the date of the First Commercial Sale of the Product in such Jurisdiction and shall be payable until, the later of the expiration of (i) all Patents containing one or more Valid Claims that would be infringed by the development, manufacture, sale, offer for sale, use, importation or exportation of the Product, or (ii) Marketing Exclusivity Rights in such Jurisdiction (such period the “Patent Royalty Term”). Notwithstanding the foregoing however, if, during a given calendar quarter during the Patent Royalty Term, there is a Generic Product commercially sold by a Third Party in a Jurisdiction, then so long as such Generic Product is being sold by such Third Party, the Royalties due with respect to Net Sales in such Jurisdiction for such quarter during the Patent Royalty Term shall be reduced by [**] percent ([**]%) of the rates set forth in the charts below in this Section 6.2(a). Up to $[**] annual sales: [**] % >$[**] annual sales: [**] % >$[**] annual sales: [**] % >$[**] annual sales: [**] % >$[**] annual sales: [**] % Up to $[**] annual sales: [**] % >$[**] annual sales: [**] % >$[**] annual sales: [**] % >$[**] annual sales: [**] % The Royalty rates set forth above shall apply only to that portion of Net Sales within the applicable tier of Net Sales. The periods by which annual Net Sales are measured for purposes of this Section 6.2 shall be a calendar year (each, an “Annual Net Sales Period”) except that the first Annual Net Sales Period shall begin on the first day of the calendar quarter preceding the First Commercial Sale and continue to the end of the calendar quarter ending on December 31st of that calendar year. For purposes of illustration, see Example 1 in Schedule 6.2.

Patent Royalties. Patent Royalties shall begin to accrue in accordance with the charts chart set forth below, on a Jurisdiction-by-Jurisdiction basis, on Net Sales within the * * * Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. Territory during the period commencing on the date of the First Commercial Sale of the Product in such Jurisdiction and shall be payable until, the later of until the expiration of (i) all Patents containing one or more Valid Claims that would be infringed by the development, manufacture, sale, offer for sale, use, importation or exportation of the Product, or (ii) Marketing Exclusivity Rights Product as Commercialized in such Jurisdiction the Territory (such period the “Patent Royalty Term”). Notwithstanding the foregoing however, if, during a given calendar quarter during the Patent Royalty Term, there is a Generic Product commercially sold by a Third Party in a Jurisdiction, then so long as such Generic Product is being sold by such Third Party, the Royalties due with respect Up to Net Sales in such Jurisdiction for such quarter during the Patent Royalty Term shall be reduced by €[** * *] percent (annual sales: 15% >€[**]%) of the rates set forth in the charts below in this Section 6.2(a). Up to $[** * *] annual sales: [** * *] % >$€[** * *] annual sales: [** * *] % >$€[** * *] annual sales: [** * *] % >$€[** * *] annual sales: [** * *] % >$€[** * *] annual sales: [** * *] % Up to $>€[** * *] annual sales: [** * *] % >$€[* * *] annual sales [* * *] % >€ [* * *] annual sales: [**] % >$[**] annual sales: [**] % >$[**] annual sales: [**] 40% The Royalty rates set forth above shall apply only to that portion of Net Sales within the applicable tier of Net Sales. The periods by which annual Net Sales are measured for purposes of this Section 6.2 shall be a calendar year (each, an “Annual Net Sales Period”) except that the first Annual Net Sales Period shall begin on the first day of the calendar quarter preceding the First Commercial Sale and continue to the end of the calendar quarter ending on December 31st of that calendar year. Patent Royalty payments for the first Annual Net Sales Period shall be calculated in the manner provided above. For purposes of illustration, see Example 1 in Schedule 6.2.

Patent Royalties. Patent Royalties shall begin to accrue in accordance with the charts set forth below, on Net Sales on a Jurisdiction-by-Jurisdiction basis, on Net Sales within the Territory during the period commencing basis on the date of the First Commercial Sale of the Product in such Jurisdiction and shall be payable until, until the later of of: (i) the expiration of (i) all Durect Technology Patents and/or Joint Patent Rights containing one or more Valid Claims that would be infringed by the development, manufacture, sale, offer for sale, use, use or importation or exportation of the Product, or Product in such Jurisdiction; (ii) Marketing Exclusivity Rights in such Jurisdiction; or (iii) fifteen (15) years from the First Commercial Sale of the Product in such Jurisdiction (such period the “Patent Royalty Term”). Notwithstanding the foregoing however, if, during a given calendar quarter during the Patent Royalty Term, there is a Generic Product commercially sold by a Third Party in a Jurisdiction, then so long as such Generic Product is being sold by such Third Party, the Royalties due with respect to Net Sales in such Jurisdiction for such quarter during If the Patent Royalty Term is in effect, Zogenix shall be reduced by pay Durect, subject to Section 6.3, Patent Royalties equal to the following percentages of the aggregate annual Net Sales in the applicable Jurisdiction in the Territory: Annual Net Sales in the Territory ($Million Dollars) Patent Royalty Rate [** * *] percent ([**]%) of the rates set forth in the charts below in this Section 6.2(a). Up to $[** * *] annual sales: [** * *] % >$[** * *] annual sales: [** * *] % >$[** * *] annual sales: [** * *] % >$[** * *] annual sales: [**] % >$[**] annual sales: [**] % Up to $[**] annual sales: [**] % >$[**] annual sales: [**] % >$[**] annual sales: [**] % >$[**] annual sales: [**] % The Royalty rates set forth above shall apply only to that portion of Net Sales within the applicable tier of Net Sales. For purposes of illustration, Patent Royalties owed on [* * *] in annual Net Sales would be calculated as the sum of [* * *]. The periods by which annual Net Sales are measured for purposes of this Section 6.2 6.2(a) shall be a calendar year (each, an “Annual Net Sales Period”) except that the first Annual Net Sales Period in a Jurisdiction shall begin on the first day of the calendar quarter preceding the First Commercial Sale Launch and continue to the end of the calendar quarter ending on December 31st of that calendar year. For purposes of illustration, see Example 1 in Schedule 6.2.

Patent Royalties. Patent Royalties shall begin Subject to accrue in accordance with the charts set forth Section 6.2 (d) below, on a Jurisdiction-by-Jurisdiction basis, on Net Sales within the Territory during the period commencing on from the date of the First Commercial Sale in a Jurisdiction of the a Licensed Product in such Jurisdiction and shall be payable until, until the later of the expiration of of: (i) all Patents containing one or more expiration of the last Valid Claims Claim that would be infringed by the development, manufacture, sale, offer for sale, use, use or importation or exportation of the Product, or such Licensed Product in such Jurisdiction; and (ii) expiration of Marketing Exclusivity Rights in such Jurisdiction (such period the “Patent Royalty Term”). Notwithstanding , Hospira shall pay Durect a royalty equal to the foregoing however, if, during a given calendar quarter during following percentages of the Patent Royalty Term, there is a Generic Product commercially sold by a Third Party in a Jurisdiction, then so long as such Generic Product is being sold by such Third Party, the Royalties due with respect to aggregate annual Net Sales of such Licensed Product in such the applicable Jurisdiction for such quarter during the (“Patent Royalty Term shall be reduced by Royalties”): [** * *] percent ([**]%) of the rates set forth in the charts below in this Section 6.2(a). Up to $[** * *] annual sales: [** * *] % >$[** * *] annual sales: [** * *] % >$[** * *] annual sales: [** * *] % >$[** * *] annual sales: [** * *] % >$[** * *] annual sales: [**] % Up to $[**] annual sales: [**] % >$[**] annual sales: [**] % >$[**] annual sales: [**] % >$[**] annual sales: [**] % The Royalty royalty rates set forth above shall apply only to that portion of Net Sales of such Licensed Product within the applicable tier of Net Sales. For purposes of illustration, Patent Royalties owed on $[* * *] million in annual Net Sales of a Licensed Product would be calculated as the sum of (a) [* * *] and (b) [* * *]. The periods by which annual Net Sales net sales are measured for purposes of this Section 6.2 6.2(a) shall be a calendar year (each, an “Annual Net Sales Period”) except that the first Annual Net Sales Period shall begin on the first day of the calendar quarter preceding the First Commercial Sale of such Licensed Product and continue to the end of the calendar quarter ending on December 31st of that calendar year. For purposes Confidential treatment has been sought for portions of illustration, see Example 1 in Schedule 6.2this Agreement. The copy filed herewith omits the information subject to the confidential treatment request. Omissions are designated as * * *. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission.