Royalties and Sublicense Income. (a) On a Licensed Product-by-Licensed Product and on a country by country basis, beginning with the First Commercial Sale of any Licensed Product in any country in the Licensed Territory and ending on the expiration of the last to expire Claim of Patent Rights that claims such Licensed Product in such country (the “Royalty Term”). Company shall pay Hospital a royalty of [*] of the Net Sales of such Licensed Products in such country.
(b) In the event that Company obtains a license(s) from a third party or additional license(s) from Hospital in order to develop, manufacture, use, or sell a Licensed Product, and the total royalty payment (i.e., royalty payment due for Licensed Product under such license(s) plus the royalty payment due to Hospital under Section 4.5(a) of this Agreement) exceeds [*] of the Net Sales of such Licensed Product, then the royalty payment due to Hospital under this Agreement shall be reduced by [*] of the total royalty payment that exceeds such [*] threshold, provided that in no event shall the royalties paid by Company to Hospital under this Agreement be reduced to less than [*]. By way of example, if Company obtains such a license that has a [*] royalty rate, then the total royalty is [*] (i.e., [*]), which is [*] above the [*] threshold, so the royalty due to Hospital under this Agreement will be reduced by [*] (i.e., [*] of such [*] excess) to [*]. To further clarify, notwithstanding anything to the contrary in this Agreement, in no event shall the royalties paid by Company to Hospital under this Agreement when aggregated with any other credits or offsets allowed under this Agreement be reduced to less than [*].
(c) Company shall pay Hospital [*] of any and all Sublicense Income.
(d) All payments due to Hospital under this Section 4.5 shall be due and payable by Company within: [*] days after the end of each Reporting Period except for, Sublicense Income; which is due within [*] days of Company receipt of such Sublicense Income; and shall be accompanied by a report as set forth in Sections 5.3 and 5.4.
Royalties and Sublicense Income. (a) Beginning with the First Commercial Sale in any country in the License Territory, Company shall pay Hospital, during the term of any license granted under Section 2.1(a)(i), a royalty of [***] of the Net Sales of all Products and Processes. If Company is legally required to make royalty payments to one or more third parties in order to produce and sell Products or Processes, Company may offset a total of [***] of such third party payments against any royalty due to BWH in the same reporting period, provided that in no event shall the royalty payments when aggregated with any offsets and credits allowed under the license agreement be reduced by more than [***] in any reporting period; and
(b) Company shall pay Hospital [***] of any and all Sublicense Income, received by Company prior to initiation of a Phase I clinical trial, and [***] of any and all Sublicense Income received by Company after initiation of a Phase I clinical trial. Where Company pays a royalty to Hospital hereunder for any Sublicensee payment based upon a milestone listed in Section 4.4, Company shall receive a credit in the amount of that royalty against payments due to Hospital under Section 4.4 for the same milestone.
(c) All payments due to Hospital under this Section 4.5 shall be due and payable by Company within thirty (30) days after the end of each Reporting Period, and shall be accompanied by a report as set forth in Sections 5.3 and 5.4.
Royalties and Sublicense Income. (a) Beginning with the First Commercial Sale in any country in the License Territory, Company shall pay Hospital:
(i) during the term of any license granted under Section 2.1(a)(i), a royalty of [* * *] percent ([* * *]%) of the Net Sales of all Products and Processes;
Royalties and Sublicense Income. (a) Beginning with the First Commercial Sale in any country in the License Territory, Company shall pay Hospital during the term of any license granted under Section 2.1(a)(i), a royalty of [*******] percent ([*******]%) of the Net Sales of all Products and Processes.
(b) Company shall pay Hospital [*******]percent ([*******]%) of any and all Sublicense Income.
(c) All payments due to Hospital under this Section 4.5 shall be due and payable by Company within Thirty (30) days after the end of each Reporting Period, and shall be accompanied by a report as set forth in Sections 5.3 and 5.4.
Royalties and Sublicense Income. (a) Beginning with the First Commercial Sale in any country in the License Territory, Company shall pay Hospital during the term of any license granted under Section 2.1(a)(i), a royalty of [**] of the Net Sales of all Products and Processes. The royalty rates contained in this Section 4.5(a) shall be reduced by fifty percent (50%) on a country-by-country basis for any Product or Process, the manufacture, use, sale, importation or performance of which in or into a specific country is not covered by Patent Rights in such country.
(b) If Company is required to obtain one or more licenses under patents owned by a third party to avoid infringement by any Product or Process of such third party patent, Company may deduct fifty percent (50%) of the amounts owing to such third party from the royalty and other payments owing to Hospital under Section 4.5(a) for such Product. However, the amount to be paid to Hospital under Section 4.5(a) shall not be reduced to less than fifty percent (50%) of the amount that would otherwise be due to Hospital.
(c) Company shall pay Hospital a percentage of all Sublicense Income as follows:
(i) [**] of any Sublicense Income received by Company within five (5) years of the Effective Date; and
(ii) [**] of any Sublicense Income received by Company after five (5) years following the Effective Date.
(c) All payments due to Hospital under this Section 4.5 shall be due and payable by Company within thirty (30) days after the end of each Reporting Period, and shall be accompanied by a report as set forth in Sections 5.3 and 5.4.
Royalties and Sublicense Income. (A) Beginning with the First Commercial Sale by Company, its Affiliates and Sublicensees in the applicable country in the License Territory, Company shall pay Hospital:
(i) During the term of any license granted under Section 2.1(a)(i), a royalty on the Net Sales of all Products and Processes the manufacture, use or sale of which is claimed or covered by a Valid Claim within the Patent Rights licensed to Company under Section 2.1(a)(i) for as long as such Valid Claim exists at the time of sale and in the applicable country of sale, as per the scale below: Sales of up to [***] Sales above [***] Sales above [***] And
(ii) On a product-by-product and country-by-country basis, in the absence of a Valid Claim existing within the licensed Patent Rights under Section 2.1(a)(i) which claims or covers the manufacture, use or sale of the Product or Process at the relevant time and in the applicable country of manufacture, use or sale as described in subpart A(i) above, then, in lieu of the royalty described in subpart A(i) above, and in accordance with Section 2.1(a)(iii) and Section 10.1, running for a period not to exceed ten (10) years from the date of the First Commercial Sale in the applicable country, a royalty of [***] of the Net Sales of all such Products and Processes which employ Technological Information; provided, however that such royalty on Technological Information will only be payable if such Technological Information is directed specifically to the composition of matter or the applicable method of synthesis or use of a lead compound for which an IND was filed by Company.
(B) Royalties on annual Net Sales by Company, its Affiliates, and Sublicensees of Derived Products and/or Derived Processes will be payable at [***] of the rate payable for Products and Processes as applicable under subpart (A)(i) above. For clarity, the royalty rate shall range from [***] to [***] based on sales volume as in Section 4.5(A)(i).
(C) On a product-by product and country-by-country basis, Company shall be entitled to reduce the royalty rates otherwise applicable under subpart A or B above on account of generic competition from which Company can demonstrate is of comparable quality and performance and have [***], provided that the applicable royalty rate for generic competition will not be reduced by more than [***] of the royalty due, in any reporting period.
(D) The royalty rate may be reduced by up to 50% for any royalty paid by Company to third parties for their pate...
Royalties and Sublicense Income. (a) Beginning with the First Commercial Sale in any country in the License Territory, Company shall pay Hospital a royalty of two percent (2%) of the Net Sales of all Products and Processes.
(b) Company shall pay Hospital [***] of any and all Sublicense Income received on or before the completion of a Phase I/II trial of the first Product, and thereafter [***] of all Sublicense Income received with respect to such first Product.
(c) All payments due to Hospital under this Section 4.5 shall be due and payable by Company within forty-five (45) days after the end of each Reporting Period, and shall be accompanied by a report as set forth in Sections 5.3 and 5.4.
Royalties and Sublicense Income. Licensee shall pay to Licensor a royalty of (i) fifteen percent (15%) on Net Sales (as defined below) of Licensed Products and (ii) fifteen percent (15%) of all Sublicense Income. “Net Sales” shall mean the gross amounts invoiced by Licensee or its affiliates or any sublicensee on sales or other transfers of Licensed Products less the following deductions, provided no deduction shall be duplicative of another deduction used to determine Net Sales, to the extent accrued, paid or allowed in accordance with U.S. generally accepted accounting principles:
Royalties and Sublicense Income. (a) Beginning with the First Commercial Sale in any country in the License Territory, Company shall pay Hospital the following:
i. during the term of any license granted under Section 2.1(a)(i), a royalty of [**] of the Net Sales of all Clinical Diagnostic Products and Clinical Diagnostic Processes that, absent the license granted hereunder, would infringe, or are covered by, one or more Claims in the country of Sale;
ii. during the term of any license granted under Section 2.1(a)(i), a royalty of [**] of the Net Sales of all Therapeutic Products and Therapeutic Processes that, absent the license granted hereunder, would infringe, or are covered by, one or more Claims in the country of Sale; and
iii. with respect to all Products and Processes that, absent the license granted hereunder, would not infringe, and are not covered by, any Claim in the country of sale, and, with respect to all Products and Processes after expiration or termination of the license granted under Section 2.1(a)(i), and in accordance with Section 10.1, a royalty [**] of the Net Sales of such Products and Processes. Company acknowledges that Products or Processes were, or will be, developed using, based upon, or derived from Technological Information and agrees to pay royalties pursuant to this Section 4.5(a)(ii), even after Patent Rights have expired or been abandoned.
(b) Company shall pay Hospital [**] of any and all Sublicense Income.
(c) All payments due to Hospital under this Section 4.5 shall be due and payable by Company within [**] after the end of each Reporting Period, and shall be accompanied by a report as set forth in Sections 5.3 and 5.4.
Royalties and Sublicense Income. (a) Beginning with the First Commercial Sale in any country in the License Territory, Company shall pay Hospital royalties on Net Sales of Products and Processes on a Product/Process-by-Product/Process and country-by-country basis as follows:
(i) a royalty of [**] percent ([**]%) of the Net Sales by Company, Company Affiliate, or Company Sublicensee of any Product and/or Process [**];
(ii) a royalty of [**] percent ([**]%) of the Net Sales by Company, Company Affiliate, or Company Sublicensee of any Product and/or Process [**];
(iii) a royalty of [**] percent ([**]%) of the Net Sales by Company, Company Affiliate, or Company Sublicensee of any Product and/or Process [**];
(iv) a royalty of [**] percent ([**]%) of the Net Sales by Company, Company Affiliate, or Company Sublicensee of any Product and/or Process [**];
(v) a royalty of [**] percent ([**]%) of Net Sales by Company, Company Affiliate, or Company Sublicensee of any Product and/or Process [**];
(vi) a royalty of [**] percent ([**]%) of Net Sales by Company, Company Affiliate, or Company Sublicensee of any Product and/or Process [**];
(vii) a royalty of [**] percent ([**]%) of Net Sales by Company, Company Affiliate, or Company Sublicensee of any Product and/or Process [**]; and
(viii) a royalty of [**] percent ([**]%) of Net Sales by Company, Company Affiliate, or Company Sublicensee of any Product and/or Process [**].
(b) Company shall pay Hospital the following:
(i) [**] percent ([**]%) of Sublicense Income (A) received by Company through the [**] anniversary of Effective Date and (B) is associated with [**];
(ii) [**] percent ([**]%) of Sublicense Income (A) received by Company after the [**] anniversary of Effective Date and (B) is associated with [**];
(iii) [**] percent ([**]%) of Sublicense Income (A) received by Company and (B) is associated only with [**];
(iv) [**] percent ([**]%) of Sublicense Income (A) received by Company and (B) is associated only with [**]; and
(v) for each [**], the amounts set forth in Section 4.5(b)(i) or (ii), as applicable, plus the lump sum of $[**].
(c) Company may deduct up to [**] percent ([**]%) of royalties Company, Company Affiliate, or Company Sublicensee pays to a third party for Product and/or Process covered under Sections 4.5(a)(iii)-(viii) from the respective royalty due to Hospital under Sections 4.5(a)(iii)-(viii), but total reduction of each royalty under Sections 4.5(a)(iii)-(viii) will not exceed [**] percent ([**]%).
(d) Only one royalty shal...
