Payments and Royalties Sample Clauses

Payments and Royalties. 3.1 As consideration for the sublicenses granted to NOVARTIS by TITAN under this Sublicense Agreement, NOVARTIS shall make the following payments to TITAN: (a) An upfront license fee of Twenty Million Dollars (U.S. $20,000,000) shall be paid by NOVARTIS to TITAN in cash within ten (10) business days of both parties' execution of this Sublicense Agreement. TITAN acknowledges that, as of the effective date of this Sublicense Agreement, NOVARTIS has already paid to TITAN Five Million Dollars (U.S. $5,000,000) of such Twenty Million Dollar (U.S. $20,000,0000) amount; therefore, as of the effective date of this Sublicense Agreement, NOVARTIS is obligated to pay to TITAN the THE INFORMATION BELOW, MARKED BY * AND [ ], HAS BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED PORTION HAS BEEN SEPARATELY FILED WITH THE COMMISSION. remaining Fifteen Million Dollars (U.S. $15,000,000) of such Twenty Million Dollar (U.S. $20,000,000) upfront license fee. Up to Five Million Dollars (U.S. $5,000,000) of such Twenty Million Dollar amount may, at NOVARTIS' option, be paid in the form of an equity investment made by NOVARTIS in TITAN convertible preferred stock at a price per share as provided for in the Convertible Preferred Stock Agreement between TITAN and NOVARTIS of even date herewith and attached hereto as Appendix C and incorporated herein by reference. NOTE: the immediately preceding sentence will be deleted from this Sublicense Agreement if the parties do not enter into the Convertible Preferred Stock Agreement referred to above simultaneously with the execution of this Sublicense Agreement. The Twenty Million Dollar payment provided for herein shall, unless otherwise expressly provided for herein, be non-refundable. (b) A first development milestone payment of [ * ] shall be payable by NOVARTIS to TITAN upon submission by TITAN to NOVARTIS of an invoice therefor substantially in the form of the sample invoice attached hereto as Appendix D (the "Invoice"), one time only upon the first NDA Filing (based on a full and complete regulatory package and for these purposes not to include an ANDA or "Paper" NDA) for PRODUCT in the FIELD in the United States (New Drug Application) or the Initial Filing in Europe (Marketing Authorization Application via the Central Procedure, or the mutual recognition procedure) by NOVARTIS, its AFFILIATE or SUBLICENSEE. As used in this Section, "NDA Filing" or "Initial Filing in Europe" (as the case may be) shall mean...

Payments and Royalties. 3.1 As an initial non-refundable payment for the licenses and rights herein granted to SHENZHEN HIGH POWER under this Agreement, SHENZHEN HIGH POWER shall pay to OBC the up-front fees, without subtraction or deduction of Chinese withholding taxes, if any, pursuant to the schedule set forth in Appendix II attached hereto. 3.2 In addition to the lump sum payment under Article 3.1 above, SHENZHEN HIGH POWER shall pay to OBC non-refundable running royalties, also pursuant to the schedule set forth in Appendix II hereto, of the Net Selling Price of the Licensed Consumer Hydride Batteries sold or Otherwise Disposed Of by SHENZHEN HIGH POWER and its Affiliates (either directly or through sales representatives or agents) in any country of the world during the period commencing on the Effective Date of this Agreement and ending upon the expiration of the last to expire of the Licensed Patents. 3.3 Notwithstanding that a Licensed Consumer Hydride Battery may be covered by (i) the claims of one or more of the Licensed Patents or (ii) the claims of one or more of the Licensed Patents in one or more countries throughout the world, SHENZHEN HIGH POWER, in connection with the manufacture or sale of the Licensed Consumer Hydride Batteries by SHENZHEN HIGH POWER, its successors or assigns shall be obliged to pay a single royalty hereunder and only on the first sale of such Licensed Consumer Hydride Batteries and not on any subsequent sale or resale thereof and all end-users, distributors, customers, dealers, or suppliers of SHENZHEN HIGH POWER, its successors or assigns of such Licensed Consumer Hydride Batteries shall be licensed to use and/or sell the same. 3.4 All statements submitted and all payments made pursuant to Article 3.1 and Article 3.2 herein shall be stated and made in U.S. legal tender at the selling rate of authorized foreign exchange bankers in various individual countries under the license for transfers to New York in U.S. dollars on the date on which payments are made as required hereunder.

Payments and Royalties. 6.1 Company agrees to pay to MSU a non-refundable initial fee of One Thousand United States Dollars ($1,000.00) upon the execution of this License Agreement. (a) Company shall pay to MSU a running royalty of Two and One Half percent (2.5%) of Adjusted Gross Sales. Where a Product or Process is not sold, but is otherwise disposed of, Adjusted Gross Sales for the purpose of computing royalties shall be the Adjusted Gross Sales price at which products or processes of similar kind and quality, sold in similar quantities, are currently being offered for sale by Company. Where such products and processes are not currently being separately offered for sale by Company, Adjusted Gross Sales shall be Company's cost of manufacture, determined by Company's customary accounting procedures, increased by 100 %. (b) Company shall pay to MSU a running royalty of Two and One Half percent (2.5%) of sublicensee’s Adjusted Gross Sales. 6.3 Beginning in calendar year 2010, Company agrees to pay MSU an annual minimum payment as shown in the table below. Should the actual running royalties paid under Paragraph 6.2 fall short of this minimum amount, Company shall pay MSU the difference when the royalty payment for the last calendar quarter of such calendar year is due in accordance with Paragraph 6.4. Year Minimum Payment 2010-2014 $10,000.00 2015-termination $20,000.00 6.4 Company shall deliver to MSU within thirty (30) days after achieving developmental steps one through four of Article 3.3 the milestone payments as shown in the table below. Development Step Milestone Payment 1 $1,000.00 2 $2,000.00 3 $2,000.00 4 $10,000.00 6.5 Company shall deliver to MSU within thirty (30) days after the end of each calendar quarter: (a) A written report showing all figures necessary to compute Adjusted Gross Sales and Company’s computation of all remuneration to MSU due under this Agreement for such calendar quarter, accompanied by a check in full payment of the remuneration due. Adjusted Gross Sales shall be segmented in each such report on a country-by-country basis, including the rates of exchange used for conversion to USA Dollars from the currency in which such sales were made. (b) For any Adjusted Gross Sales which are made in a currency other than U.S. dollars, the amount of such sales shall be converted to U.S. Dollars using the currency exchange rates set forth in The Wall Street Journal on the last day of the calendar quarter. (c) All payments due shall be made in U.S. dollars witho...

Payments and Royalties. 6.1 RIGEL shall upon the Effective Date: (a) pay to STANFORD a noncreditable, nonrefundable license issue royalty of __________; and (b) issue to STANFORD ___________________ Stock pursuant to a stock purchase agreement to be separately executed by the parties. 6.2 Subject to Section 6.6, RIGEL also agrees to pay the following minimum annual royalties to STANFORD within thirty (30) days after the occurrence of each date below: Anniversary of Effective Date Minimum Annual Royalty Due ----------------------------- -------------------------- First and Second _________ Third through Fifth _________ Sixth and Thereafter _________ These minimum annual royalty payments are nonrefundable, but they are creditable against earned royalties due to Stanford pursuant to Section 6.4. In addition, the minimum annual royalties set forth in this Section 6.2 shall be reduced by fifty percent (50%) if STANFORD abandons all patent applications from which Licensed Patents could issue prior to the time that any Licensed Patents issue. [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. 6.3 RIGEL also agrees to pay to STANFORD upon the occurrence of the following events, the following amounts: Event Milestones ----- ---------- Earlier of the execution of the first sublicense ____________ by Rigel under the Licensed Technology or 18 months after the Effective Date Earlier of the execution of the second sublicense ____________ by Rigel under the Licensed Technology or 48 months after the Effective Date Earlier of the execution of the third sublicense ____________ by Rigel under the Licensed Technology or 78 months after the Effective Date Execution of any additional sublicenses by Rigel ____________ after payment of all of the foregoing milestones 6.4 RIGEL shall pay to STANFORD earned royalties of ___________ of Net Sales during the Exclusivity Term. Should total earned royalties due on Licensed Products to STANFORD under this Agreement and any other agreement between STANFORD and RIGEL (the "Other Agreements") equal or exceed __________ of Net Sales, STANFORD shall, upon request by RIGEL, meet with RIGEL to discuss an appropriate mechanism, if RIGEL's royalty obligations under this Agreement and the Other Agreements render further development and commercialization of License Products uneconomic. The ...

Payments and Royalties. 4.1 On the Effective Date, VGI will issue to VICAL shares of VGI's Series B Preferred Stock in such amount, and subject to the terms, as described in the Investment Agreement. 4.2 Subject to Section 4.3, for each LICENSED PRODUCT, VGI shall pay to VICAL a royalty of *** of NET SALES of the LICENSED PRODUCT sold by VGI, its (sub)licensees and their respective AFFILIATES. 4.3 VGI acknowledges that the LICENSED INTELLECTUAL PROPERTY hereunder is a mix of various types of intellectual property, including patent rights and know-how. Accordingly, even in the event one or more VICAL PATENTS or other LICENSED INTELLECTUAL PROPERTY is declared void or not enforceable, or otherwise expires ____________ *** Confidential material redacted and separately filed with the Commission. VGI shall continue to have royalty obligations under the terms of this Agreement; provided, however, in such case, and except as otherwise set forth below in this Section 4.3, such royalty obligations will cease in the event all information transferred hereunder is finally determined by a court of competent jurisdiction after exhaustion of all appeals to be dedicated to the public domain. Notwithstanding the foregoing provisions, however, all royalty obligations under Section 4.2, with respect to a LICENSED PRODUCT, shall terminate on a country-by-country basis and on a LICENSED PRODUCT by LICENSED PRODUCT basis on the later of (i) *** after first country-wide launch of such LICENSED PRODUCT in such country or (ii) expiration of the last to expire VICAL PATENT licensed to VGI under this Agreement which covers the making, having made, importing, exporting, offering to sell or using or selling of such LICENSED PRODUCT in such country. 4.4 The manner in which statements and remittances of royalty and other payments are handled is as set forth in Article 9 hereof. 4.5 All payments to be made hereunder shall be by wire transfer of immediately available funds to an account designated by VICAL.

Payments and Royalties. 3.01. In consideration for the license under PATENTS and KNOW-HOW granted to SB in this AGREEMENT and subject to the provisions of this Agreement including but not limited to Paragraph 3.11, SB shall make the following milestone payments to ADOLOR, in the specified incremental amounts, within thirty (30) days after the occurrence of the following milestones: (a) EFFECTIVE DATE $ 500,000 (b) The first to occur of First Rx INDICATION or Direct OTC INDICATION (1) $ ** (2) ** $ ** (3) ** $ ** (4) ** $ ** (5) ** $ ** (6) ** $ ** (7) ** $ ** (8) ** $ ** (c) Second Rx INDICATION (1) $ ** (2) ** $ ** (3) ** $ ** (4) ** $ ** (5) ** $ ** (d) Each of Third and Fourth Rx INDICATIONs (1) $ ** (2) ** $ ** (3) ** $ ** (4) ** $ ** (5) ** $ ** (e) Each of Fifth and Sixth Rx INDICATIONs (1) $ ** (2) ** $ ** (3) ** $ ** (4) ** $ ** (5) ** $ ** (f) $ ** (g) $ ** (h) $ ** provided that: **=Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. (1) each such payment shall be made only one time based on the first time a milestone is achieved, regardless of how many times such milestone is achieved (except as otherwise provided by Paragraphs 3.01(f), and no payment shall be owed for a milestone which is not reached. For Paragraph 3.01(h), SB shall not be required to make more than ** (**) such payments totaling $ **; (2) each such payment shall be non-refundable; (3) the term "**" shall mean the earlier to occur of (i) SB's determination after the last patient has completed his/her last visit ** that such study was successful, or (ii) SB's decision to continue development of the PRODUCT **; (4) the term "**" shall mean, with respect to the relevant INDICATION which is the subject of the study, the earlier to occur of (i) the date on which SB determines that ** was successful, or (ii) SB's decision to **. (5) the term "**" shall mean with respect to the relevant INDICATION which is the subject of the study the earlier to occur of (i) the date on which SB determines that ** was successful, or (ii) SB's decision to **. (6) the term "**" as used in this Paragraph shall mean the **. (7) the term "**" as used in this Paragraph shall mean the ** required for the filing of a New Drug Application (hereinafter "NDA") with the U.S. Food and Drug Administration (hereinafter "FDA") or the corresponding regulatory agency in other countries for PRODUCT for the relevant INDICATION...

Payments and Royalties. 17 7.1 Research Reimbursement Payments to Gene Logic............... 17 7.2 Research Support............................................ 18 7.3

Payments and Royalties. In consideration of the license rights granted to CIO under Section 2, CIO shall make the following payments to CDS: 3.1 On the date of this Agreement, CIO shall pay CDS an initial license fee in the amount of one million, nine hundred thousand dollars ($1,900,000) as a one-time license fee; provided, however, that one-half of such payment shall automatically convert into an advance payment of royalties, which shall be fully creditable against any earned royalties that would otherwise become payable hereunder, if at (or before) the time CIO obtains regulatory approval to market its first Licensed Product in the United States, the United States Patent and Trademark Office has not issued a patent from U.S. Patent Application Serial Number 07/658,695, which patent shall contain claims substantially the same as those set forth in Exhibit 3.1. 3.2 CIO shall pay to CDS a royalty equal to a percentage, as set forth below, of the cumulative Net Sales of each licensed Product by CIO and .its Affiliates and sublicensees: [*] of Net Sales for the first [*] of Net Sales of the relevant Licensed Product; [*] of Net Sales of such Licensed Product for the next [*] in Net Sales of the relevant Licensed Product; and [*] of Net Sales of such Licensed Product on all Net Sales of such Licensed Product after [*] in Net Sales for such Licensed Product have been achieved. For purposes of determining the applicable royalty rate, Net Sales of CIO and its Affiliates and sublicensees shall be aggregated, and cumulated from the commencement of sales of each product, on a worldwide, product-by-product basis, and all product dosage forms, formulations, clinical indications and applications based on a particular principal active ingredient shall be considered a single Licensed Product for such purpose. Such royalty payment obligations shall be subject to credits and adjustments as set forth in this Agreement, and all credits shall be carried forward until fully utilized. 3.3 CIO shall also pay to CDS any royalty amounts owing from CDS to UKRF under the UKRF License with respect to sales of Licensed Products under this Agreement; provided, however, that such payments shall in no event exceed [*]=CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETED ASTERISKS HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. [*] of Net Sales. Notwithstanding the foregoing, if UKRF sha...

Payments and Royalties. In consideration of the license and rights granted in this Agreement, Licensee shall pay to PROVIDER the Royalties as provided in Schedule A.