Common use of Royalties and Fees Clause in Contracts

Royalties and Fees. 3.1 LICENSEE shall pay to LICENSORS jointly and severally, during the term of the license of paragraph 2.1, a total royalty of four percent (4%) of the Net Sales of all Licensed Products sold by LICENSEE and its Affiliates. LICENSEE shall pay to LICENSORS jointly and severally, during the term of the license of paragraph 2.1, a total royalty of twenty percent (20%) of the royalties which LICENSEE and its Affiliates receive from Sublicensees for sublicenses of the Licensed Products or Licensed Processes. No multiple royalties shall be due because the sale or sublicense of any Licensed Product or Licensed Process is described in more than one sentence of this section 3.1. In the event of any such overlap, the sentence which most accurately describes the relevant transaction at issue shall prevail. On Net Sales or sublicenses between LICENSEE and its Affiliates, royalties shall be payable only on the resale or resublicense by such Affiliate. 3.2 As further consideration for the license and other rights granted to LICENSEE hereunder, (a) LICENSEE shall pay to LICENSORS jointly and severally a one-time patent issue fee of One Hundred Thousand Dollars ($100,000) payable in cash or registered stock of the Licensee, (b) LICENSEE shall pay to LICENSORS jointly and severally a one-time milestone payment of Two Hundred and Fifty Thousand Dollars ($250,000) payable in cash or registered stock of the LICENSEE upon successful completion of a Phase III clinical trial for a licensed Products or Licensed Processes, and (c) LICENSEE shall pay to LICENSORS jointly and severally a one-time milestone payment of One Million Dollars ($1,000,000) payable in cash or registered stock of the Licensee upon receiving new drug approval for Licensed Products or Licensed Processes.

Royalties and Fees. 3.1 LICENSEE shall pay to LICENSORS jointly and severallyLICENSOR, during the term of the license of paragraph 2.1, a total royalty of four three percent (43%) of the Net Sales of all Licensed Products sold by LICENSEE and its Affiliates. LICENSEE shall pay to LICENSORS jointly and severallyLICENSOR, during the term of the license of paragraph 2.1, a total royalty of twenty eight percent (208%) of the royalties which LICENSEE and its Affiliates receive from Sublicensees for sublicenses of the Licensed Products or Licensed Processes. No multiple royalties shall be due because the sale or sublicense of any Licensed Product or Licensed Process is described in more than one sentence of this section Section 3.1. In the event of any such overlap, the sentence which most accurately describes the relevant transaction at issue shall prevail. On Net Sales or sublicenses between LICENSEE and its Affiliates, royalties shall be payable only on the resale or resublicense by such Affiliate. 3.2 As further consideration for the license and other rights granted to LICENSEE hereunder, (a) upon the execution of this Agreement LICENSEE shall issue to LICENSOR the Shares and (b) LICENSEE shall pay to LICENSORS jointly and severally LICENSOR a license issue fee of Twenty-Four Thousand Dollars ($24,000), one-time patent issue half of which shall be paid by LICENSEE to LICENSOR on the date of the execution of this Agreement, and the other half of which shall be paid by LICENSEE to LICENSOR upon the earlier of (i) a closing or closings of a private placement of debt or equity in Atlantic Pharmaceuticals, Inc., a Delaware corporation ("Atlantic") , in which aggregate gross proceeds to Atlantic exceed Eight Million Dollars and (ii) the six month after the date hereof. 3.3 LICENSEE will also pay to LICENSOR a fee of One Hundred Thousand Dollars ($100,000) payable in cash or registered stock upon the expiration of the Licenseelast to expire of the patents included in the Patent Rights if (i) Licensed Products shall have received a new drug approval during the term of the patents included in the Patent Rights, (bii) LICENSEE Licensed Products shall pay to LICENSORS jointly and severally a one-time milestone payment have generated sales for LICENSOR during the term of Two this Agreement in excess of One Hundred and Fifty Thousand Dollars ($250,000100,000) payable in cash or registered stock of the LICENSEE upon successful completion of a Phase III clinical trial for a licensed Products or Licensed Processes, and (ciii) LICENSEE at least one U.S. patent shall pay have been granted with respect to LICENSORS jointly and severally a one-time milestone payment of One Million Dollars ($1,000,000) payable in cash or registered stock of the Licensee upon receiving new drug approval for Licensed Products or Licensed ProcessesPatent Rights.

Royalties and Fees. 3.1 LICENSEE shall pay to LICENSORS jointly and severally, during the term of the license of paragraph 2.1, a total royalty of four percent (4%) of the Net Gross Sales of all Licensed Products sold by LICENSEE and its Affiliates. LICENSEE shall pay to LICENSORS jointly and severally, during the term of the license of paragraph 2.1, a total royalty of twenty percent (20%) of the royalties Sublicense Payments which LICENSEE and its Affiliates receive from Sublicensees for sublicenses of the Licensed Products or Licensed Processes. No multiple royalties payments shall be due because the sale or sublicense of any Licensed Product or Licensed Process is described in more than one sentence of this section 3.1. In the event of any such overlap, the sentence which most accurately describes the relevant transaction at issue shall prevail. On Net Gross Sales or sublicenses between LICENSEE and its Affiliates, royalties shall be payable only on the resale or resublicense by such Affiliate. In the event of a use or sale of Licensed Products or Licensed Processes solely for clinical testing or research and development purposes for which LICENSEE receives no revenue, the no royalty shall be due or payable to LICENSORS. 3.2 As further consideration for the license and other rights granted to LICENSEE hereunder, (a) LICENSEE shall pay to LICENSORS jointly and severally a one-time patent issue fee of One Hundred Thousand Dollars ($100,000) payable in cash or registered stock of the LicenseeLicensee upon the first-time issuance of the first patent of each patent family for a licensed Product or Licensed Process, [a patent family comprises all patents concerning the same invention and originating from the sake priority application] (b) LICENSEE shall pay to LICENSORS jointly and severally a one-time milestone payment of Two Hundred and Fifty Thousand Dollars ($250,000) payable in cash or registered stock of the LICENSEE upon successful completion of a Phase III clinical trial for a each licensed Products Product or Licensed ProcessesProcess, and (c) LICENSEE shall pay to LICENSORS jointly and severally a one-time milestone payment of One Million Dollars ($1,000,000) payable in cash or registered stock of the Licensee upon receiving new drug approval for each Licensed Products Product or Licensed ProcessesProcess. In the event LICENSEE enters into a sublicense with a Third Party or Third Parties under Section 2.1 of this Agreement and ceases the manufacture and sale of the Licensed Product, then as of the effective date of the sublicense LICENSEE’s obligation to pay LICENSORS any royalty or milestone payments under Article 3 herein shall terminate and, in lieu thereof, LICENSORS shall be entitled jointly and severally to twenty percent (20%) of Sublicense Payments received by LICENSEE.