Royalty Obligations. Part 2.9(e) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, and other amounts payable by the Company to any other Person (other than sales commissions paid to employees according to the Company’s standard commissions plan) upon or for the manufacture, sale, or distribution of any Company Product or the use of any Company IP.
Royalty Obligations. Part 3.10(d) of the Disclosure Schedule contains a complete and accurate list of Contracts containing provisions related to royalties, fees, commissions and other amounts payable by any Acquired Company to any other Person (other than sales commissions paid to employees according to the applicable Acquired Company’s standard commissions plan) upon or for the use of any Acquired Company IP or upon the sale, lease, license, distribution, provision, or other disposition of any product or service of an Acquired Company.
Royalty Obligations. (a) Subject to Section 4.4(b), commencing on the date on which the First Commercial Sale with respect to Product occurs and continuing so long as there are Net Sales, Hospira shall pay to Pfenex a royalty for each Quarterly Period in a given Annual Period in an amount equal to:
(i) the aggregate sum of:
(A) [***] of Annual Net Sales of Product during such Annual Period for Annual Net Sales less than or equal to [***]; plus
(B) [***] of Annual Net Sales of Product during such Annual Period for that portion of Annual Net Sales greater than [***] but less than or equal to [***]; plus [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.
(C) [***] of Annual Net Sales of Product during such Annual Period for that portion of Annual Net Sales greater than [***];
(ii) less, the aggregate amount of royalty payments paid under this Section 4.4 by Hospira to Pfenex for all preceding Quarterly Period(s) during such Annual Period. [***]
(b) Hospira may offset any (i) Excess CCS Cost, or (ii) Pfenex Share of Commitment Costs (in each case, not previously offset pursuant to this Section 4.4(b)) against royalties otherwise due under this Section 4.4. [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.
(c) Within sixty (60) days following the end of each Quarterly Period, Hospira shall pay to Pfenex all amounts payable pursuant to this Section 4.4 by wire transfer of immediately available funds to the account designated by Pfenex.
Royalty Obligations. Schedule 3.16(e) contains a complete and accurate list and summary of all royalties, fees, commissions, and other amounts payable by Seller to any other Person (other than sales commissions paid to employees according to Seller’s standard commissions plan) upon or for the manufacture, sale, or distribution of any Seller Product or the use of any Business Intellectual Property owned by Seller.
Royalty Obligations. 13 5.1 Royalties For Sales of Products or Other Products............................13 5.2 Foreign Exchange.............................................................13 5.3 Blocked Currency.............................................................13 5.4 Taxes........................................................................13 5.5 Payment......................................................................14 5.6 Duration.....................................................................14 5.7 Accounting...................................................................14 5.8 Sales by Sublicensees........................................................14
Royalty Obligations. The Company has provided to Parent a complete and accurate schedule of all royalties, fees, commissions, and other amounts paid within six (6) months prior to the date hereof by any of the Acquired Corporations to any other Person (other than sales commissions paid to employees according to the Acquired Corporations’ standard commissions plan) upon or for the manufacture, sale, or distribution of any Company Product or the use of any Company IP.
Royalty Obligations. Section 2.13(d) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, or other amounts payable by the Company to any other Person for the use or exploitation by Company of any Company IP.
Royalty Obligations. Except as otherwise provided in this Agreement both Parties acknowledge and agree that each is solely responsible for any and all royalty obligations that have accrued or may accrue in the future with respect to any agreements and/or arrangement that such Party may have agreed to prior to the Effective Date. Except as otherwise provided in this Agreement, any Third Party technology acquired by Isis that is applicable to Reagent ASO Products, Validation ASO Products or Drug Discovery ASO Products shall be made available to Lilly at the cost (including royalties, milestones and other payments) payable by Isis to such Third Party.
Royalty Obligations. Adeza shall pay to Matria a royalty equal to:
(a) [***] of (i) the Net Sales from all fFN ELISA Tests sold to an unaffiliated third party following the Effective Date and (ii) the Marketing Fees with respect to the grant of rights to the fFN ELISA Tests (which grant is independent from a grant of rights to the fFN Rapid Assay Tests) following the Effective Date;
(b) [***] of (i) the Net Sales from all fFN Rapid Assay Tests sold to an unaffiliated third party following the Effective Date and (ii) the Marketing Fees with respect to the grant of rights to the fFN Rapid Assay Tests (which grant is independent from a grant of rights to the fFN ELISA Tests) following the Effective Date; and THE SYMBOL [***] IS USED TO INDICATE THAT A PORTION OF THE EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTION. CONFIDENTIAL TREATMENT REQUESTED
(c) [***] of the Marketing Fees with respect to the grant, in a single transaction, of rights to both the fFN ELISA Tests and the fFN Rapid Assay Tests; provided, however, that in the event that Adeza's or an Adeza Affiliate's (or any Successor's) aggregate royalty obligations hereunder for sales of any fFN ELISA Test or fFN Rapid Assay Test, when combined with (i) [***] and (ii) [***], as the case may be, exceed [***] of the Net Sales from such test, the royalty payment obligations set forth in subsections 3.2(a) and (b) above shall be reduced pro rata with the [***] for the sale of such test shall not exceed [***] of the Net Sales for such test sale [***]; and, provided, further that in no event shall the aggregate royalties payable to Matria under this Section 3.2 exceed [***]. The foregoing example is presented for illustration purposes only and is not intended to imply that any royalties are actually owing to third parties or that the amount of any such royalty, if deemed to be owing, is or should be equal to the percentages set forth above.
Royalty Obligations. Company is not obligated to pay royalties, fees, commissions and other similar payments (other than (i) sales commissions paid to employees according to Company’s standard commission plan, (ii) license and maintenance fees for third-party products which are not distributed as part of the Company Products or Company Software) for the use or exploitation of any Technology or Intellectual Property Rights incorporated into or used in the development, testing, distribution, provision, maintenance or support of, any Company Product.
