Common use of Regulatory Milestone Payments Clause in Contracts

Regulatory Milestone Payments. Pfizer shall pay to OPKO the amounts set forth below within *** days following the first occurrence of each event described below (each event, a “Regulatory Milestone” and each payment, a “Regulatory Milestone Payment”), which amounts shall be non-refundable and non-creditable against any other payments due under this Agreement. Regulatory Milestone Regulatory Milestone Payment First achievement of *** of a Licensed Product for an Approved Indication in *** *** First achievement of *** of a Licensed Product for an Approved Indication in *** *** First achievement of *** of a Licensed Product for an Approved Indication in *** *** First achievement of *** of a Licensed Product for an Approved Indication in *** *** First achievement of *** of a Licensed Product for an Approved Indication in *** *** First achievement of *** of a Licensed Product for an Approved Indication in *** *** First achievement of *** of a Licensed Product for an Approved Indication in *** *** *** = Portions of this exhibit have been omitted pursuant to a request for confidential treatment. An unredacted version of this exhibit has been filed separately with the Commission. Execution Version For the avoidance of doubt: (a) each Regulatory Milestone Payment shall be payable only once upon first achievement of the applicable Regulatory Milestone and only on the first occurrence of the corresponding Regulatory Milestone, regardless of the number of Licensed Products achieving such Regulatory Milestone; (b) a Regulatory Milestone satisfied by a sublicensee or Affiliate of OPKO shall be deemed to have been achieved by OPKO for the purposes of this Section 5.2; and (c) to the extent any ***, which trigger a Regulatory Milestone, *** shall be payable in respect of each such *** as provided above. In addition, and for greater clarity, milestones shall not be paid on ***.

Regulatory Milestone Payments. Pfizer Subject to the terms and conditions of this Agreement (including Section 9.6 (Additional Milestone Payment Terms)), Gilead shall pay to OPKO CGEN the amounts one-time, non-creditable, non-refundable milestone payments set forth in the table below within *** days following in this Section 9.4 (Regulatory Milestone Payments) after the first occurrence achievement of each event described below the applicable milestone events by the COM503 Financial Product and the Second Financial Product, as applicable, whether such achievement is by or on behalf of Gilead, its Affiliate or any Sublicensee of Gilead (each event, a “Regulatory MilestoneMilestone Event” and each payment, a “Regulatory Milestone Payment”); provided, which amounts shall be non-refundable and non-creditable against any other payments due under this Agreement. that if the Financial Product that achieves such Regulatory Milestone Regulatory Milestone Payment First achievement of Event is [*** of a Licensed Product for an Approved Indication in *** *** First achievement of *** of a Licensed Product for an Approved Indication in *** *** First achievement of *** of a Licensed Product for an Approved Indication in *** *** First achievement of *** of a Licensed Product for an Approved Indication in *** *** First achievement of *** of a Licensed Product for an Approved Indication in *** *** First achievement of *** of a Licensed Product for an Approved Indication in *** *** First achievement of *** of a Licensed Product for an Approved Indication in *** *** *** = Portions of this exhibit have been omitted pursuant to a request for confidential treatment. An unredacted version of this exhibit has been filed separately with ], then the Commission. Execution Version For the avoidance of doubt: (a) each corresponding Regulatory Milestone Payment shall be reduced by [**]. Each of the Regulatory Milestone Payments shall be payable only once upon first with respect to each applicable Financial Product for each applicable Indication. Gilead will notify CGEN within [**] after the achievement by Gilead, its Affiliates, or its or their Sublicensees of the applicable each Regulatory Milestone Event and only on the first occurrence of will pay the corresponding Regulatory Milestone, regardless Milestone Payment within [**] following receipt of an invoice from CGEN for such Regulatory Milestone Payment. If Gilead or its Affiliates or Sublicensees achieve all of the number of Licensed Products achieving such Regulatory Milestone; (b) a Regulatory Milestone satisfied Events with respect to all applicable Financial Products and all applicable Indications, then the Regulatory Milestone Payments payable by a sublicensee or Affiliate of OPKO shall be deemed to have been achieved by OPKO for the purposes of Gilead under this Section 5.2; 9.4 (Regulatory Milestone Payments) will not exceed (i) [**] with respect to the COM503 Financial Product, and (cii) [**] with respect to the extent any Second Financial Product. Regulatory Milestones Number Regulatory Milestone Events Regulatory Milestone Payments 1 [***, which trigger a Regulatory Milestone, ] [*** shall be payable in respect of each such ] 2 [*** as provided above. In addition, and for greater clarity, milestones shall not be paid on ] [**] 3 [*.*] [**] 4 [**] [**] 5 [**] [**] 6 [**] [**] 7 [**] [**] 8 [**] [**] 9 [**] [**] 10 [**] [**] 11 [**] [**] 12 [**] [**]

Regulatory Milestone Payments. Pfizer shall pay to OPKO the amounts set forth below within *** days following the first occurrence of each event described below (each event, a “Regulatory Milestone” and each payment, a “Regulatory Milestone Payment”), which amounts shall be non-refundable and non-non- creditable against any other payments due under this Agreement. Regulatory Milestone Regulatory Milestone Payment First achievement of *** of a Licensed Product for an Approved Indication in *** *** First achievement of *** of a Licensed Product for an Approved Indication in *** *** First achievement of *** of a Licensed Product for an Approved Indication in *** *** First achievement of *** of a Licensed Product for an Approved Indication in *** *** First achievement of *** of a Licensed Product for an Approved Indication in *** *** First achievement of *** of a Licensed Product for an *** Approved Indication in *** *** First achievement of *** of a Licensed Product for an Approved Indication in *** *** *** = Portions of this exhibit have been omitted pursuant to a request for confidential treatment. An unredacted version of this exhibit has been filed separately with the Commission. Execution Version For the avoidance of doubt: (a) each Regulatory Milestone Payment shall be payable only once upon first achievement of the applicable Regulatory Milestone and only on the first occurrence of the corresponding Regulatory Milestone, regardless of the number of Licensed Products achieving such Regulatory Milestone; (b) a Regulatory Milestone satisfied by a sublicensee or Affiliate of OPKO shall be deemed to have been achieved by OPKO for the purposes of this Section 5.2; and (c) to the extent any ***, which trigger a Regulatory Milestone, *** shall be payable in respect of each such *** as provided above. In addition, and for greater clarity, milestones shall not be paid on ***.

Regulatory Milestone Payments. Pfizer shall pay to OPKO the amounts set forth below within *** days following the first occurrence of each event described below (each event, a “Regulatory Milestone” and each payment, a “Regulatory Milestone Payment”), which amounts shall be non-refundable and non-creditable against any other payments due under this Agreement. Regulatory Milestone Regulatory Milestone Payment First achievement of *** of a Licensed Product for an Approved Indication in *** *** First achievement of *** of a Licensed Product for an Approved Indication in *** *** First achievement of *** of a Licensed Product for an Approved Indication in *** *** First achievement of *** of a Licensed Product for an Approved Indication in *** *** First achievement of *** of a Licensed Product for an Approved Indication in *** *** First achievement of *** of a Licensed Product for an Approved Indication in *** *** First achievement of *** of a Licensed Product for an Approved Indication in *** *** *** = Portions of this exhibit have been omitted pursuant to a request for confidential treatment. An unredacted version of this exhibit has been filed separately with the Commission. Execution Version For the avoidance of doubt: (a) each Regulatory Milestone Payment shall be payable only once upon first achievement of the applicable Regulatory Milestone and only on the first occurrence of the corresponding Regulatory Milestone, regardless of the number of Licensed Products achieving such Regulatory Milestone; (b) a Regulatory Milestone satisfied by a sublicensee or Affiliate of OPKO shall be deemed to have been achieved by OPKO for the purposes of this Section 5.2; and (c) to the extent any ***, which trigger a Regulatory Milestone, *** Regulatory Milestone Payments shall be payable in respect of each such *** as provided above. In addition, and for greater clarity, milestones shall not be paid on ***.