Common use of Royalty Offset Clause in Contracts

Royalty Offset. If Licensee [ * ], that it is necessary to obtain a license under patents or patent applications Controlled by a Third Party (a “Third Party License”) in order to develop, make, have made, use, Sell, offer for Sale or import any Licensed Product, and pursuant to such Third Party License is required to pay royalties to such Third Party (“Third Party Royalty Payments”), then Licensee may deduct [ * ] of all royalties paid to such Third Party against the Earned Royalty owed to Institute, up to a limit of [ * ] of the applicable Earned Royalty in any given calendar year. Any Third Party [ * ] Payments in excess of such [ * ] limit for a given calendar year [ * ].

Royalty Offset. If Licensee [ * [***], that it is necessary to obtain a license under patents or patent applications Controlled by a Third Party (a “Third Party License”) in order to develop, make, have made, use, Sell, offer for Sale or import any Licensed Product, and pursuant to such Third Party License is required to pay royalties to such Third Party (“Third Party Royalty Payments”), then Licensee may deduct [ * [***] of all royalties paid to such Third Party against the Earned Royalty owed to Institute, up to a limit of [ * [***] of the applicable Earned Royalty in any given calendar year. Any Third Party [ * [***] Payments in excess of such [ * [***] limit for a given calendar year [ * [***].

Royalty Offset. If Licensee [ * [***], that it is necessary to obtain a license under patents or patent applications Controlled by a Third Party (a “Third Party License”) in order to develop, make, have made, use, Sell, offer for Sale or import any Licensed Product, and pursuant to such Third Party License is required to pay royalties to such Third Party (“Third Party Royalty Payments”), then Licensee may deduct [ * [***] of all royalties paid to such Third Party against the Earned Royalty owed to Institute, up to a limit of [ * [***] of the applicable Earned Royalty in any given calendar year. Any Third Party [ * ] Royalty Payments in excess of such [ * [***] limit for a given calendar year [ * [***].

Royalty Offset. If Licensee [ * ], that it is necessary to obtain a license under patents or patent applications Controlled by a Third Party (a “Third Party License”) in order to develop, make, have made, use, Sell, offer for Sale or import any Licensed Product, and pursuant to such Third Party License is required to pay royalties to such Third Party (“Third Party Royalty Payments”), then Licensee may deduct [ * ] of all royalties paid to such Third Party against the Earned Royalty owed to Institute, up to a limit of [ * ] of the applicable Earned Royalty in any given calendar year. Any Third Party [ * ] Payments in excess of such [ * ] limit for a given calendar year [ * ].