Royalty and Milestone Payments. Unless otherwise agreed by Orphan Medical in writing, all milestone payments set forth in Section 4.1 shall be payable within thirty (30) days after achievement of the relevant milestone, except for the initial $2.5 million payment due on the Effective Date under Section 4.1(a), which shall be due and payable by Celltech no later than five (5) days after the Effective Date. Royalty payments shall be paid within forty-five (45) days from the end of each calendar quarter after the date of First Commercial Sale and any additional royalty amounts payable as stated in Section 4.3 shall be paid within forty-five (45) days of the end of each Contract Year. All payments shall be made in United States Dollars by wire transfer to a USA bank designated by Orphan Medical. Any overdue payment from Celltech to Orphan Medical under this Agreement shall accrue interest at the rate of 3/4% per month or the highest rate allowed by law, whichever is less. Orphan Medical shall have the right to recover its reasonable collection costs and expenses (including attorneys’ fees) for late payments.
Royalty and Milestone Payments. As of the date of this Agreement, except as set forth on Schedule 4 hereto, no Loan Party is obligated to make Royalty and Milestone Payments in excess of Two Hundred Two Hundred Fifty Thousand Dollars ($250,000.00) in the aggregate per fiscal year.
Royalty and Milestone Payments. As of the Closing Date, except as set forth on Schedule 5 hereto, no Loan Party is obligated to make Royalty and Milestone Payments in excess of $250,000 in the aggregate per fiscal year.
Royalty and Milestone Payments. 7.1 In consideration of the rights granted under this Agreement, the Licensee shall pay Shire (or its nominee) the non-creditable and non-refundable sum of US$3 million within 3 Business Days from the Effective Date and the non-creditable and non-refundable sum of US$1 million within 5 Business Days of the first anniversary of the Effective Date, in accordance with the Milestone Payment Terms.
7.2 Upon the occurrence of each Milestone Event, the corresponding non-refundable Milestone Payment shall be made by the Licensee to Shire in accordance with the Milestone Payment Terms. For the avoidance of doubt, each Milestone Payment shall be made no more than once with respect to the achievement of a Milestone Event, but shall be payable the first time the Milestone Event is achieved. [...***...]% of any development Milestone Payments (but not sales Milestone Payments) shall be creditable against royalties due to Shire under sub-clauses 7.3(a), 7.3(b), 7.3(c), 7.3(d) (but not royalties under sub-clause 7.3(e)), and if applicable, sub-clauses 7.4(a), 7.4(b), 7.4(c), 7.4(d) (but not royalties under sub-clause 7.4(e)), provided that, in no event will the credit for such development Milestone Payments reduce the royalties payable to Shire in any Quarter by more than [...***...]%. Any amount that has not been so credited 15 ***CONFIDENTIAL TREATMENT REQUESTED may be credited against royalties due in subsequent Quarters, subject to the limitation described in the previous sentence. For the avoidance of doubt, upon expiry or termination of this Agreement, Shire shall not be liable to the Licensee for any credit amount accrued and not credited.
7.3 Subject to clauses 7.4, 7.7(b) and 8.2, during the term of this Agreement, the Licensee shall pay Shire:
(a) a royalty of [...***...]% of the first US$[...***...] of Net Sales of the Licensed Product in the Territory in any calendar year;
(b) a royalty of [...***...]% of any Net Sales in excess of US$[...***...] and up to US$[...***...] in the Territory in any calendar year;
(c) a royalty of [...***...]% of any Net Sales in excess of US$[...***...] and up to US$[...***...] in the Territory in any calendar year;
(d) a royalty of [...***...]% of any Net Sales in excess of US$[...***...] in the Territory in any calendar year; and
(e) any royalties or other payments to be made by Shire or its Affiliates under the License Agreement or the Consultancy Agreement, incurred after the Effective Date, other than payments under Articles ...
Royalty and Milestone Payments. Together with each Compliance Certificate, an updated schedule of reasonably expected Royalty and Milestone Payments, in substantially the same form as Schedule 4 hereto, to the extent any material change thereto.
Royalty and Milestone Payments. 20 Section 4.01. Royalty Payments......................................................20 Section 4.02. Technology Access and Trademark Usage Fee.............................21 Section 4.03. Milestone Payments....................................................21 Section 4.04. Sales Milestone Payments..............................................22 Section 4.05. Reports...............................................................22 ii
Royalty and Milestone Payments. Unless otherwise agreed by Jazz Pharmaceuticals in writing, all milestone payments set forth in Sections 4.1 and 4.2 shall be payable within thirty (30) days after achievement of the relevant milestone, except for the milestone payments due on the Effective Date and the Execution Date under Sections 4.1(a) and 4.1(b), which shall be due and payable by UCB no later than ten (10) days after the Effective Date or Execution Date, as applicable. Royalty payments shall be paid within forty-five (45) days from the end of each calendar quarter and any additional royalty amounts payable as stated in Section 4.4 shall be paid within forty-five (45) days of the end of each Contract Year. All payments shall be made in United States Dollars by wire transfer to a USA bank designated by Jazz Pharmaceuticals. Any overdue payment from UCB to Jazz Pharmaceuticals under this Agreement shall accrue interest at [ * ].
Royalty and Milestone Payments. (a) The Milestone Payments provisions of Section 1.6 of the APA are amended as follows:
(i) The provisions apply to Products (A) then covered by a Valid Claim of the Assigned Patent Rights or the MediSpheres™ Assigned Patent Rights, or (B) which embody or incorporate PulmoSphere® Technology or MediSpheres™ Technology and use, incorporate, or are based on the Purchased Assets or the MediSpheres™ Purchased Assets.
Royalty and Milestone Payments. Together with each Compliance Certificate, an updated schedule of reasonably expected Royalty and Milestone Payments, in substantially the same form as Schedule 4 hereto, to the extent any material change thereto has occurred since the date on which a Compliance Certificate was last delivered. Information required to be delivered pursuant to Section 6.2 may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date on which Borrower Representative posts such information, posted on its website or at xxxxx://xxx.xxx.xxx (or any successor website thereto), subject to notification thereof in the next Compliance Certificate delivered.
Royalty and Milestone Payments. 11 Section 4.01. Research and Development Expenses................................................................11 Section 4.02. Royalty Payments.................................................................................11 Section 4.03.
