Common use of PAYABLE BY GI TO METAMORPHIX Clause in Contracts

PAYABLE BY GI TO METAMORPHIX. GI shall pay to MetaMorphix a royalty on the sales made by GI, its Affiliates or sublicensees of Other TGF-(beta) Products, which royalty shall be calculated using the formula: royalty =(A+B+C+D)-E where A equals one-half percent (1/2%) of the Net Sales obtained from sales made in North America of any Other TGF-(beta) Product based on a Factor known to GI as BMPs 2, 4, 5, 6, 7, 9 or 12, multiplied by the number (if any) of GDFs or Collaborative Factors of JHU and MetaMorphix (not to exceed three (3) for each TGF-beta Class), the manufacture, use or sale of which is covered by a Valid Claim under the applicable Factor Patent Rights, which belong to a TGF-(beta) Class containing the Factor on which the Other TGF-(beta) Product being sold is based; B equals one-quarter percent (1/4%) of the Net Sales obtained from sales made in North America of any Other TGF-(beta) Product based on a Factor KNOWN to GI as BMPs 2, 4, 5, 6, 7, 9 and 12, multiplied by the number (if any) of Collaborative Factors of GI and JHU, or GI and MetaMorphix (not to exceed three (3) for each TGF-(beta) Class), the manufacture. use or sale of which is covered by a Valid Claim under the applicable Factor Patent Rights, which belong to a TGF-(beta) Class containing the Other TGF-(beta) Factor on which the Other TGF-(beta) Product being sold is based: C equals one percent (1 %) of the Net Sales obtained from the sale of any Other TGF-(beta) Product (excluding Other TGF-P Products based on the Factors known to GI as BMPs 2, 4, 5, 6, 7, 9 and 12), multiplied by the number (if any) of GDFs and Collaborative Factors of JHU and MetaMorphix (not to exceed three (3) for each TGF-beta Class), the manufacture, use or sale of which is covered by a Valid Claim under the applicable Factor Patent Rights, which belong to a TGF-(beta) Class .containing the Other TGF-(beta) Factor on which the Other TGF-(beta) Product being sold is based; D equals one-half percent (1/2%) of the Net Sales obtained from the sale of any Other TGF-(beta) Product (excluding Other TGF-(beta) Products based on the Factors known to GI as BMPs 2, 4, 5, 6, 7, 9 and 12), multiplied by the number (if any) of Collaborative Factors of GI and JHU, or GI and MetaMorphix (not to exceed three (3) for each TGF-(beta) Class), the manufacture, use or sale of which is covered by a Valid Claim under the applicable Factor Patent Rights, which belong to a TGF-(beta) Class containing the Other TGF-(beta) Factor on which the Other TGF-(beta) Product being sold is based; and E equals the royalty payable by GI to JHU under Section 7.3.5.3 above.

PAYABLE BY GI TO METAMORPHIX. GI shall pay to MetaMorphix a royalty on the sales made by GI, its Affiliates or sublicensees of Other TGF-(beta) Products, which royalty shall be calculated using the formula: royalty =(A+B+C+D)-E where each GI Type A equals one-half percent (1/2%) of the Net Sales obtained from sales made in North America of any Other TGF-(beta) Product based on a Factor known to GI as BMPs 2, 4, 5, 6, 7, 9 or 12, multiplied by the number (if any) of GDFs or Collaborative Factors of JHU and MetaMorphix (not to exceed three (3) for each TGF-beta Class)Product, the manufacture, use USE or sale of which is covered by a Valid Claim under the applicable Factor Patent Rights, which belong to a TGF-(betaroyalty shall be calculated using the following formula: (A+B+C+D+E)-F where A equals either (i) Class containing the Factor on which the Other TGF-(beta) Product being sold is based; B equals one-quarter four percent (1/44%) of the Net Sales obtained from such sales made in North America of any Other such GI Type A Product. if the First Member of such GI Type A Product's TGF-(beta) Product based on Class is a GDF or a Collaborative Factor KNOWN to of JHU and MetaMorphix. or (ii) two percent (2%) of Net Sales of such GI as BMPs 2, 4, 5, 6, 7, 9 Type A Product. if the First Member of such GI Type A Product's TGF-(beta) Class is a Collaborative Factor of GI and 12JHU or GI and MetaMorphix; B equals one percent (1%) of Net Sales obtained from such sales of such GI Type A Product, multiplied by the number (if any) of Collaborative Factors of Subsequent Members in that GI and JHU, or GI and MetaMorphix Type A Product's TGF-(beta) Class (not to exceed three (3) for each TGF-(beta) Class), the manufacture. use which are GDFs or sale Collaborative Factors of which is covered by a Valid Claim under the applicable Factor Patent Rights, which belong to a TGF-(beta) Class containing the Other TGF-(beta) Factor on which the Other TGF-(beta) Product being sold is based: JHU and-MetaMorphix; C equals one one-half percent (1 1/2%) of the Net Sales obtained from the sale such sales of any Other TGF-(beta) Product (excluding Other TGF-P Products based on the Factors known to such GI as BMPs 2, 4, 5, 6, 7, 9 and 12)Type A Product, multiplied by the number (if any) of GDFs and Collaborative Factors of JHU and MetaMorphix Subsequent Members in that Product's TGF-(beta) Class (not to exceed three (3) which are Collaborative Factors of GI and JHU or GI and MetaMorphix; D equals one percent (1 %) of Net Sales obtained from such sales of such GI Type A Product, if that GI Type A Product is labeled for each TGF-beta Class), the manufacture, use or sale of an indication which is covered by a Valid Claim under of a Use Patent within the applicable Factor MetaMorphix Patent Rights, which belong to a TGF-(beta) Class .containing the Other TGF-(beta) Factor on which JHU Patent Rights or the Other TGF-(beta) Product being sold is basedJoint Patent Rights of JHU and MetaMorphix; D E equals one-half percent (1/2%) of the Net Sales obtained from the sale such sales of any Other TGF-(beta) such GI Type A Product, if that Product (excluding Other TGF-(beta) Products based on the Factors known to GI as BMPs 2, 4, 5, 6, 7, 9 and 12), multiplied by the number (if any) of Collaborative Factors of GI and JHU, or GI and MetaMorphix (not to exceed three (3) is labeled for each TGF-(beta) Class), the manufacture, use or sale of an indication which is covered by a Valid Claim under of a Use Patent within the applicable Factor Joint Patent Rights, which belong to a TGF-(beta) Class containing the Other TGF-(beta) Factor on which the Other TGF-(beta) Product being sold is based; Rights of GI and E JHU or GI and MetaMorphix: and F equals the royalty payable by GI to JHU under Section 7.3.5.3 above7.3.2.2 below, PROVIDED. HOWEVER, that In no event shall the sum of A. B and C exceed seven percent (7%).