Royalty Offsets and Reductions Clause Samples

Royalty Offsets and Reductions. (i) Subject to the royalty offset set forth in (ii) and (iii) below, the Continuing Party shall be solely responsible for paying all amounts, including any license fees, milestones and royalties owed to Third Parties by either Genmab or Biontech on account of developing and commercializing a Unilateral Product, including any royalties owed due to use of the Biontech Technology or Genmab Technology, without reduction of, or offset against, the royalties payable to the Opt-Out Party hereunder. (ii) Notwithstanding Section (i) and only if Biontech has opted-out at Establishment of Clinical Proof of Concept, on a Calendar Quarter-by-Calendar Quarter and country-by-country basis, Genmab [***] for intellectual property rights that are necessary to ensure product compound improvements and overcome freedom to operate obstacles (excluding for the
Royalty Offsets and Reductions. (i) Subject to the royalty offset set forth in (ii) and (iii)) below, the Continuing Party shall be solely responsible for paying all amounts, including without limitation any license fees, milestones and royalties owed to Third Parties by either Genmab or Biontech on account of developing and commercializing a Unilateral Product, including without limitation any royalties owed due to use of the Biontech Technology or Genmab Technology, without reduction of, or offset against, the royalties payable to the Opt-Out Party hereunder.