Common use of Royalty Offset Clause in Contracts

Royalty Offset. If COMPANY, or an AFFILIATE is obligated to pay royalties to one or more third parties in order to obtain a license or similar right necessary to make, have made, use, sell, have sold, offer to sell, lease, or import a LICENSED PRODUCT, and COMPANY or an AFFILIATE actually pays said third-party royalties, COMPANY will be entitled to credit up to [***] of the amounts actually paid to such third parties against the royalties due to XXXXXXXXX under this Agreement in the same REPORTING PERIOD, provided, however, that in no event shall the royalty payments under Section 4.1 (d) be reduced to less than [***] of NET SALES of such LICENSED PRODUCT in such REPORTING PERIOD; provided, further, that such offset shall only be available in connection with such payments to third party(ies) pursuant to agreements that permit a similar right of offset against royalties payable thereunder as a result of royalties payable to XXXXXXXXX for the PATENT RIGHTS under this Section. For clarification, COMPANY may only offset royalties paid to third parties from the sales in the same country as the royalties due to XXXXXXXXX. For example, if COMPANY owes royalties to third parties for NET SALES in country Y and country Z, and COMPANY owes royalties to XXXXXXXXX for NET SALES in country Y, COMPANY may only offset third-party royalties on NET SALES from country Y against royalties due to XXXXXXXXX for NET SALES in country Y.

Royalty Offset. If COMPANY, or an AFFILIATE is obligated to pay royalties to one or more third parties in order to obtain a license or similar right necessary to make, have made, use, sell, have sold, offer to sell, lease, or import a LICENSED PRODUCT, and COMPANY or an AFFILIATE actually pays said third-party royalties, COMPANY will be entitled to credit up to [***] of the amounts actually paid to such third parties against the royalties due to XXXXXXXXX under this Agreement in the same REPORTING PERIOD, provided, however, that in no event shall the royalty payments under Section 4.1 (d) be reduced to less than [***] of NET SALES of such LICENSED PRODUCT in such REPORTING PERIOD; provided, further, that such offset shall only be available in connection with such payments to third party(ies) pursuant to agreements that permit a similar right of offset against royalties payable thereunder as a result of royalties payable to XXXXXXXXX for the PATENT RIGHTS under this Section. For clarification, COMPANY may only offset royalties paid to third parties from the sales in the same country as the royalties due to XXXXXXXXX. For example, if COMPANY owes royalties to third parties for NET SALES in country Y ***Confidential Treatment Requested*** ***Text Omitted and country Z, Filed Separately with the Securities and COMPANY owes royalties to XXXXXXXXX for NET SALES in country Y, COMPANY may only offset third-party royalties on NET SALES from country Y against royalties due to XXXXXXXXX for NET SALES in country Y.Exchange Commission Confidential Treatment Requested Under