Common use of Payment of Milestone Fees Clause in Contracts

Payment of Milestone Fees. NN will be obligated to pay ------------------------- to ZGI each of the milestone fees set forth in the table below (the "Milestone Fees"). The execution fee for the CPC License shall be paid by NN to ZGI only once for each ZSS. All other Milestone Fees shall be paid by NN to ZGI for each Zid Embodiment within each ZSS that proceeds through clinical development. If multiple members of a single Zid Embodiment proceed through development, NN shall pay Milestone Fees only for the first such member to pass each milestone; however, upon commercialization of a second and subsequent member of the same Zid Embodiment by NN, or a Commercialization Partner or Sublicensee, then NN shall pay to ZGI full sets of Milestone Fees for such second and subsequent members of that Zid Embodiment. Each Milestone Fee shall be non-refundable and non-creditable against any other amounts payable by NN under this Agreement, such BC CPC Pre-Negotiated License agreement or any other agreement. Each Milestone Fee shall be payable by NN to ZGI within ten (10) business days after achievement of the corresponding milestone. Upon actual payment of each Milestone Fee, NN shall be considered as having fulfilled its diligence obligations under SECTION 7.8.1 above, and the date of the payment shall be deemed the date of occurrence of the diligence event for the purposes of calculating the timing of the next occurring diligence obligation. ------------------------------------------------------------------------------------------------------------- Upon Upon the earlier of Upon the earlier of Upon the earlier of execution of [*] from [*] from [*] from the license achievement of CPC achievement of CPC achievement of CPC and PLA Filing in and PLA Filing in and PLA Filing in Europe for Product Japan for Product US for Product based on each Zid based on each Zid based on each Zid Embodiment Embodiment Embodiment ------------------------------------------------------------------------------------------------------------- Each Zid [*] [*] [*] [*] Embodiment in ZSS -------------------------------------------------------------------------------------------------------------

Payment of Milestone Fees. NN will be obligated to pay ------------------------- to ZGI each of the milestone fees set forth in the table below (the "Milestone Fees"). The execution fee for the CPC PLPC License shall be paid by NN to ZGI only once for each ZSS. All other Milestone Fees shall be paid by NN to ZGI for each Zid Embodiment within each ZSS that proceeds through clinical development. If multiple members of a single Zid Embodiment proceed through development, NN shall pay Milestone Fees only for the first such member to pass each milestone; however, upon commercialization of a second and subsequent member of the same Zid Embodiment by NN, or a Commercialization Partner or Sublicensee, then NN shall pay to ZGI full sets of Milestone Fees for such second and subsequent members of that Zid Embodiment. Each Milestone Fee shall be non-refundable and non-creditable against any other amounts payable by NN under this Agreement, such BC CPC PLPC Pre-Negotiated License agreement or any other agreement. Each Milestone Fee shall be payable by NN to ZGI within ten (10) business days after achievement of the corresponding milestone. Upon actual payment of each Milestone Fee, NN shall be considered as having fulfilled its diligence obligations under SECTION 7.8.1 6.8.1 above, and the date of the payment shall be deemed the date of occurrence of the diligence event for the purposes of calculating the timing of the next occurring diligence obligation. ------------------------------------------------------------------------------------------------------------- ------------------------------------------------------------------------------------------------------------------------------------ Upon Upon the earlier of Upon the earlier of Upon the earlier of Upon the earlier Upon the earlier execution of [*] from after PLPC [*] after IND Filing [*] from achievement of [*] from of [*] from the license achievement of CPC achievement of CPC achievement approval and IND (first human dose) of CPC and PLA Filing achievement of achievement of CPC Filing (first human and achievement of in Europe for Product CPC and PLA Filing and PLA Filing in and PLA Filing in Europe does) for Product CPC and Clinical based on each Zid in Japan for Product US for Product based on each Zid Proof of Concept for Embodiment Product based on each Zid based on each Zid Embodiment Product based on each each Zid Embodiment Zid Embodiment Embodiment ------------------------------------------------------------------------------------------------------------- ------------------------------------------------------------------------------------------------------------------------------------ Each Zid [*] [*] [*] [*] [*] [*] Embodiment in ZSS -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Payment of Milestone Fees. NN will be obligated to pay ------------------------- to ZGI each of the milestone fees set forth in the table below (the "Milestone Fees"). The execution fee for the CPC PLPC License shall be paid by NN to ZGI only once for each ZSS. All other Milestone Fees shall be paid by NN to ZGI for each Zid Embodiment within each ZSS that proceeds through clinical development. If multiple members of a single Zid Embodiment proceed through development, NN shall pay Milestone Fees only for the first such member to pass each milestone; however, upon commercialization of a second and subsequent member of the same Zid Embodiment by NN, or a Commercialization Partner or Sublicensee, then NN shall pay to ZGI full sets of Milestone Fees for such second and subsequent members of that Zid Embodiment. Each Milestone Fee shall be non-refundable and non-creditable against any other amounts payable by NN under this Agreement, such BC CPC RoW PLPC Pre-Negotiated License agreement or any other agreement. Each Milestone Fee shall be payable by NN to ZGI within ten (10) business days after achievement of the corresponding milestone. Upon actual payment of each Milestone Fee, NN shall be considered as having fulfilled its diligence obligations under SECTION 7.8.1 6.4.1 above, and the date of the payment shall be deemed the date of occurrence of the diligence event for the purposes of calculating the timing of the next occurring diligence obligation. ------------------------------------------------------------------------------------------------------------- ------------------------------------------------------------------------------------------------------------------------------------ Upon Upon the earlier of Upon the earlier of Upon the earlier of Upon the earlier of execution of [*] from after PLPC [*] after IND Filing [*] from [*] from achievement of the license approval and IND (first human dose) and achievement of CPC achievement of CPC achievement of CPC and PLA Filing in Filing (first human achievement of CPC and and PLA Filing in and PLA Filing in Japan for Product based dose) for Product Clinical Proof of Europe for Product Japan for Product US on each Zid Embodiment based on each Zid Concept for Product based on each Zid based on each Zid Embodiment based on each Zid Embodiment Embodiment Embodiment ------------------------------------------------------------------------------------------------------------- ------------------------------------------------------------------------------------------------------------------------------------ Each Zid [*] [*] [*] [*] [*] Embodiment in ZSS -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Payment of Milestone Fees. NN will be obligated to pay ------------------------- to ZGI each of the milestone fees set forth in the table below (the "Milestone Fees"). The execution fee for the CPC License shall be paid by NN to ZGI only once for each ZSS. All other Milestone Fees shall be paid by NN to ZGI for each Zid Embodiment within each ZSS that proceeds through clinical development. If multiple members of a single Zid Embodiment proceed through development, NN shall pay Milestone Fees only for the first such member to pass each milestone; however, upon commercialization of a second and subsequent member of the same Zid Embodiment by NN, or a Commercialization Partner or Sublicensee, then NN shall pay to ZGI full sets of Milestone Fees for such second and subsequent members of that Zid Embodiment. Each Milestone Fee shall be non-refundable and non-creditable against any other amounts payable by NN under this Agreement, such BC RoW CPC Pre-Negotiated License agreement or any other agreement. Each Milestone Fee shall be payable by NN to ZGI within ten (10) business days after achievement of the corresponding milestone. Upon actual payment of each Milestone Fee, NN shall be considered as having fulfilled its diligence obligations under SECTION 7.8.1 7.4.1 above, and the date of the payment shall be deemed the date of occurrence of the diligence event for the purposes of calculating the timing of the next occurring diligence obligation. ------------------------------------------------------------------------------------------------------------- ------------------------------------------------------------------------------------------------ Upon Upon the earlier of [*] Upon the earlier of Upon the earlier of execution of [*] execution of from [*] from [*] from the license achievement of CPC from achievement of CPC achievement of CPC and PLA Filing in the license and PLA Filing in and PLA Filing in Europe for Product Japan for Product US for Product based on each Zid based on each Zid based on each Zid Embodiment Embodiment Embodiment ------------------------------------------------------------------------------------------------------------- ------------------------------------------------------------------------------------------------ Each Zid [*] [*] [*] [*] Embodiment in ZSS -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------