Payments to ROCHE Sample Clauses

Payments to ROCHE. 1. of the Agreement shall be amended and read as follows:
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Payments to ROCHE. 6.1 ENS shall pay to ROCHE for a Product, the following amounts in accordance with and at the times set out the following milestones Phase III Initiation US$ **** NDA Filing of first indication in US US$ **** NDA Filing of first indication in EU US$ **** First Commercial Sale in US US$ **** First Commercial Sale in EU US$ **** First time Net Sales exceed US$ **** US$ **** First time Net Sales exceed US$ **** US$ **** All milestone payments under Section 6.1. shall be payable within thirty (30) days as from achievement of the respective milestone by ENS but only once, irrespective if how many times such milestone is achieved.
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Payments to ROCHE. 7.1. Subject to ROCHE’s option rights under this Agreement, the parties hereto agree that in consideration for the rights and licenses acquired by ENS under this Agreement, ENS shall pay to ROCHE for a Product the following amounts in accordance with and at the times set out as follows: *Portions of this document marked with **** have been omitted pursuant to a request for confidential treatment submitted with the SEC. 7.2. Milestones Phase II Initiation US **** Phase III Initiation US **** NDA Filing of first indication in US US **** NDA Filing of first indication in EU US **** NDA Filing of first indication in Japan US **** First Commercial Sale in US US **** First Commercial Sale in EU US **** First Commercial Sale in Japan US **** First time annual Net Sales exceed US$**** US **** First time annual Net Sales exceed US$**** US **** 7.2.1. All milestone payments under Section 7.1.1. shall be payable within thirty (30) days as from achievement of the respective milestone by ENS but only once, irrespective if how many times such milestone is achieved. The Phase II Initiation, Phase III Initiation and NDA Filing milestones in US, EU and Japan are only payable for first Product under this Agreement, regardless of how many times the milestone may be achieved with another Product.
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Payments to ROCHE. 7.1. EVOTEC shall pay to ROCHE for a Compound developed for Alzheimer’s Disease the following amounts as success fees in accordance with and at the times set out as follows: Milestones for Alzheimer’s Disease Phase III Initiation US$ * *** NDA Filing of first indication in US US$ * *** NDA Filing of first indication in EU US$ * *** NDA Filing of first indication in Japan US$ * *** First Commercial Sale in US US$ * *** First Commercial Sale in EU US$ * *** First Commercial Sale in Japan US$ * *** First time annual Net Sales exceed US$ **** US$ * *** First time annual Net Sales exceed US$ **** US$ * *** First time annual Net Sales exceed US$ **** US$ * *** 7.2. EVOTEC shall pay to ROCHE for a Compound developed only for an Other Indication the following amounts as success fees in accordance with and at the times set out as follows: * Portions of this document marked with **** have been omitted pursuant to a request for confidential treatment submitted with the SEC. Milestones for Other Indications Phase II Initiation US$ * *** Phase III Initiation US$ * *** NDA Filing of first indication in US US$ * *** NDA Filing of first indication in EU US$ * *** NDA Filing of first indication in Japan US$ * *** First Commercial Sale in US US$ * *** First Commercial Sale in EU US$ * *** First Commercial Sale in Japan US$ * *** First time annual Net Sales exceed US$ **** US$ * *** First time annual Net Sales exceed US$ **** US$ * *** First time annual Net Sales exceed US$ **** US$ * *** 7.3. All milestone payments under Section 7.1 and 7.2. shall be payable within thirty (30) days as from achievement of the respective milestone by EVOTEC but only once with regard to a Compound irrespective of how many times such milestone is achieved. If development of a Compound for an Other Indication is ceased and the Compound is then developed for Alzheimer’s Disease, Section 7.1. shall apply for the applicable milestones. If the first Compound developed for Alzheimer’s Disease is ceased, and the second Compound is then developed for Alzheimer’s Disease, the Phase II Initiation and the Phase III Initiation milestone payments shall not be payable, should the milestone (s) in question have already been paid for the first Compound.
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Payments to ROCHE a) The following shall be added to Section 6.1
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Payments to ROCHE. If Dicerna exercises its Cost Share Option, then Dicerna will be responsible for [* * *] as follows: (a) Dicerna will pay Roche [* * *] of Roche’s actual global Development Costs up to and including the last Calendar Quarter prior to Dicerna’s exercise of the Cost Share Option (the “Initial Cost Share Payment”). Within [* * *] of Dicerna’s receipt of an invoice from Roche, Dicerna may notify Roche in writing of its election to set off the Initial Cost Share Payment against the payment from Roche to Dicerna for the Initiation of a Pivotal Study under Section 11.2.1, up to the full amount of the Initial Cost Share Payment. To the extent the Initial Cost Share Payment will not be set off against the Initiation of a Pivotal Study payment under Section 11.2.1, Dicerna will pay Roche such amount within [* * *] of Dicerna’s receipt of an invoice from Roche. (b) For such time as there are forecasted Development Costs, Roche shall in accordance with its regular internal forecasting processes and annual forecast cycle, provide Dicerna its forecast of all then planned project Development Costs for Shared Product(s), including the forecasted budget for a given Calendar Year (“Annual Budget”) in final form within [* * *]. For such time as there are Shared Product(s), Roche shall (a) within [* * *], give Dicerna preliminary actual Development Costs for such Shared Product(s) for such Calendar Quarter and in the event of material changes, an updated Annual Budget for the remainder of the Calendar Year and (b) within [* * *], give Dicerna the final actual Development Costs for such Shared Product(s) for such Calendar Quarter. (c) For each Calendar Quarter (including the Calendar Quarter in which Dicerna exercised its Cost Share Option), within [* * *] after Dicerna’s receipt of an invoice from Roche, Dicerna will make a payment to Roche for (i) with respect to Lead Products, [* * *] of Roche’s actual Development Costs for the applicable previous [* * *] or (ii) with respect to Hybrid Products, [* * *] of Roche’s actual Development Costs for the applicable previous [* * *]. (d) In the event that actual Development Costs for a Calendar Year exceed the Annual Budget, including due to Extraordinary Events, by more than [* * *], Dicerna’s portion of any such excess Development Costs be deferred and payable to Roche in subsequent Calendar Years, with a maximum amount of such excess payable by Dicerna in a [* * *] not to exceed US dollars [* * *]. For the avoidance of doubt, the...
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Payments to ROCHE. For Enabled Products, 4DMT shall pay Roche a royalty on all net sales of such Product(s) by 4DMT, its Affiliates or licensees, with the royalty rate based on the stage of the Product effective date of such termination as follows: [***] [***] % [***] [***] % [***] [***] % [***] [***] % subject to the following: (i) net sales for this purpose shall have the same meaning given such term in this Agreement for Licensed Products applied mutatis mutandis to sales by 4DMT and its Affiliates and Sublicensees for Enabled Products; (ii) the life of the royalty obligation shall be the later of (x) [***] years from the First Commercial Sale (either by the Roche Group or First Commercial Sale applied for mutatis mutandis for sales by 4DMT and its Affiliates and Sublicensees) and (y) the life of the Valid Claims of the any Project Product Patent Right, each determined country-by-country and Enabled Product-by-Enabled Product; and (iii) such royalty shall be subject to adjustments equivalent to those in Sections 12.6.3, 12.6.4 (other than Excluded Variant Competition under 12.6.4(c)), 12.6.5 and 12.6.6 in this Agreement. For clarity, the royalties in this Article 17 apply only to Products that do not require Initiation of a new Phase I/IIa Study. Payments shall be made in a timely fashion as applicable to Roche. Article 16 for Licensed Products shall be applied for mutatis mutandis to Roche’s right to audit 4DMT for Enabled Products.
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Payments to ROCHE 
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Related to Payments to ROCHE

  • Payments to Owner Section 4.01 Remittances...................................................29 Section 4.02 Statements to Owner...........................................29 Section 4.03 Monthly Advances by Servicer..................................30 Section 4.04 Due Dates Other Than the First of the Month...................30 ARTICLE V

  • Payments to Recipients The Distributor is authorized under the Plan to pay Recipients (1) distribution assistance fees for rendering distribution assistance in connection with the sale of Shares and/or (2) service fees for rendering administrative support services with respect to Accounts. However, no such payments shall be made to any Recipient for any period in which its Qualified Holdings do not equal or exceed, at the end of such period, the minimum amount (“Minimum Qualified Holdings”), if any, that may be set from time to time by a majority of the Independent Trustees. All fee payments made by the Distributor hereunder are subject to reduction or chargeback so that the aggregate service fee payments and Advance Service Fee Payments do not exceed the limits on payments to Recipients that are, or may be, imposed by the FINRA Rules. The Distributor may make Plan payments to any “affiliated person” (as defined in the 0000 Xxx) of the Distributor if such affiliated person qualifies as a Recipient or retain such payments if the Distributor qualifies as a Recipient.

  • Payments to Company Except as provided in Section 3 hereof, after the Trust has become irrevocable, Company shall have no right or power to direct Trustee to return to Company or to divert to others any of the Trust assets before all payment of benefits have been made to Plan participants and their beneficiaries pursuant to the terms of the Plan.

  • Payments to Agent A payment by the Borrower to the Agent hereunder or any of the other Loan Documents for the account of any Bank shall constitute a payment to such Bank. The Agent agrees promptly to distribute to each Bank such Bank's pro rata share of payments received by the Agent for the account of the Banks except as otherwise expressly provided herein or in any of the other Loan Documents.

  • Payments to the Company Except as provided in Section 3 hereof, after the Trust has become irrevocable, the Company shall have no right or power to direct the Trustee to return to the Company or to divert to others any of the Trust assets before all payments of benefits have been made to Plan participants and their beneficiaries pursuant to the terms of the Plans.

  • PAYMENTS TO PURCHASER 52 ARTICLE VI....................................................................54

  • Payments to the Distributor In consideration of the payments made by the Fund to the Distributor under this Plan, the Distributor shall provide administrative support services and distribution assistance services to the Fund. Such services include distribution assistance and administrative support services rendered in connection with Shares (1) sold in purchase transactions, (2) issued in exchange for shares of another investment company for which the Distributor serves as distributor or sub-distributor, or (3) issued pursuant to a plan of reorganization to which the Fund is a party. If the Board believes that the Distributor may not be rendering appropriate distribution assistance or administrative support services in connection with the sale of Shares, then the Distributor, at the request of the Board, shall provide the Board with a written report or other information to verify that the Distributor is providing appropriate services in this regard. For such services, the Fund will make the following payments to the Distributor:

  • Payments to Finance Parties If a Finance Party (a “Recovering Finance Party”) receives or recovers any amount from an Obligor other than in accordance with Clause 28 (Payment mechanics) (a “Recovered Amount”) and applies that amount to a payment due under the Finance Documents then: (a) the Recovering Finance Party shall, within three (3) Business Days, notify details of the receipt or recovery to the Agent; (b) the Agent shall determine whether the receipt or recovery is in excess of the amount the Recovering Finance Party would have been paid had the receipt or recovery been received or made by the Agent and distributed in accordance with Clause 28 (Payment mechanics), without taking account of any Tax which would be imposed on the Agent in relation to the receipt, recovery or distribution; and (c) the Recovering Finance Party shall, within three (3) Business Days of demand by the Agent, pay to the Agent an amount (the “Sharing Payment”) equal to such receipt or recovery less any amount which the Agent determines may be retained by the Recovering Finance Party as its share of any payment to be made, in accordance with Clause 28.6 (Partial payments).

  • Payments to Holders Notwithstanding any provisions of this Indenture and the Senior Notes to the contrary: (a) Except for any payments to be made on a Redemption Date or the Maturity Date, payments with respect to any of the Senior Notes may be made by the Paying Agent upon receipt from the Company of immediately available funds, by check mailed to the Holder, at the address shown in the registrar of the Senior Notes maintained by the Registrar pursuant to Section 2.3 hereof; or (b) At the request of a Holder of at least $5 million in aggregate principal amount of Senior Notes outstanding, all payments with respect to any of the Senior Notes may be made by the Paying Agent upon receipt from the Company of immediately available funds prior to 10:00 a.m., New York City time, directly to the Holder of such Senior Note (whether by federal funds, wire transfer or otherwise); provided, however, that no such federal funds, wire transfer or other such direct payment shall be made to any Holder under this Section 2.14(b) unless such Holder has delivered written instructions to the Trustee prior to the relevant record date for such payment requesting that such payment will be so made and designating the bank account to which such payments shall be so made and, in the case of payments of principal, surrenders the Senior Note to the Trustee in exchange for a Senior Note or Senior Notes aggregating the same principal amount as the unredeemed principal amount of the Senior Notes surrendered. The Trustee shall be entitled to rely on the last instruction delivered by the Holder pursuant to this Section 2.14(b) unless a new instruction is delivered prior to the relevant record date for a payment date. The Company will indemnify and hold the Trustee harmless against any loss, liability or expense (including attorneys' fees and expenses) resulting from any act or omission to act on the part of the Company or any such Holder in connection with any such agreement or which the Paying Agent may incur as a result of making any payment in accordance with any such agreement. All payments made on a Redemption Date are subject to Section 2.8 and Article 3 hereof. No later than fifteen (15) days prior to the Maturity Date, the Trustee shall notify the Holder, at the address shown in the registrar of the Senior Notes maintained by the Registrar pursuant to Section 2.3 hereof, that the Company expects that the final installment of principal of and interest on the Senior Notes will be paid on the Maturity Date. Such notice shall specify that such final installment will be payable only upon presentation and surrender of such Senior Note and shall specify the place where such Senior Notes may be presented and surrendered for payment of such installment. Additionally, in accordance with Section 2.8, such Senior Notes shall cease to be outstanding.

  • Payments to Subcontractors Develop and implement a procedure for the review, processing and payment of applications by subcontractors for progress and final payments.

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