Royalty Payment Reductions. The royalties payable under Section 7.2 will be subject to the following:
Royalty Payment Reductions. Each of the following royalty reduction mechanisms shall operate independently, and one or more may apply to a Lead Product.
Royalty Payment Reductions. If a license under a Valid Claim of any patent rights of one or more Third Parties is required in order for Curis to either (i) commercialize a Curis Product, which Valid Claim, but for such license, would be infringed by the practice of the Genentech Patents or Joint Patents, (ii) commercialize a Curis Product, which Valid Claim, but for such license, would be infringed by the identification of, or the identification of the utility of, such Curis Product or (iii) make, have made, use, sell, have sold, offer for sale or import a Curis Product, which Valid Claim, but for such license, would be infringed by such acts, then in each case (i), (ii) or (iii) above, Curis may deduct [**] percent ([**]%) of the amount of any royalty payments made to such Third Party(ies) for such license(s) from the royalties payable hereunder with respect to such Curis Product; provided, however, that in no event shall all deductions permitted by this Section 8.6(b) with respect to a Curis Product reduce the royalties that would otherwise be due under Section 8.6(a) with respect to such Curis Product by more than [**] percent ([**]%).
Royalty Payment Reductions. Each of the following royalty reduction mechanisms shall apply to each Genentech Product for which the applicable circumstances are met:
Royalty Payment Reductions. If Renovis or its Affiliates or sublicensees is required to pay a royalty to a Third Party as a result of the manufacture, use, sale, distribution, importation, or other exploitation of a Renovis Product for a license or other authorization under a Necessary Patent, Renovis may deduct fifty percent (50%) of the amount of any royalty payments made to such Third Party(ies) for such license(s) from the royalties payable hereunder with respect to such Renovis Product; provided that under no circumstances shall a royalty payable to Genentech under this Section 8.8 be reduced by more than fifty percent (50%) and provided further than no royalty payable to Genentech under this Section 8.8 shall be reduced to less than [*] percent ([*]%), regardless of the amount of royalties paid by Renovis to Third Parties with respect to the Renovis Products.
Royalty Payment Reductions. Notwithstanding Section 8.4, but subject to Section 8.7:
Royalty Payment Reductions. (1)[***]. Subject to Section 3.2(d)(iv)(4), Purchaser will be entitled to deduct from Royalty Payments otherwise payable to Seller on Net Sales of Payment Products by an amount equal to [***] of any [***] actually paid by Purchaser or any of its Affiliates or Licensees [***] applicable to such Payment Product in the Territory, up to a maximum reduction under this Section 3.2(d)(iv)(1) of [***] of the Royalty Payments otherwise owed to Seller hereunder for the applicable Calendar Quarter for such Payment [***].
Royalty Payment Reductions. (a) Notwithstanding the provisions of Section 5.6, in each country in which the manufacture, use, sale, offer for sale or importation of a Licensed Product *, the following shall apply:
Royalty Payment Reductions. Notwithstanding anything contained -------------------------- in this Agreement to the contrary, (a) in the event Licensee incurs and actually pays to the United States Customs Service ("Customs") duty fees and/or other amounts (collectively, the "Customs Duties") arising solely out of Customs Duties attributable to Periscope (but not paid by Periscope) and Licensee provides to Licensor supporting evidence therefor reasonably satisfactory to Licensor in the exercise of its good faith discretion (the "Licensee Customs Payments"), then Licensee shall be permitted to deduct from Royalty Payments then and thereafter owing by Licensee to Licensor an aggregate amount equal to fifty percent (50%) of all Licensee Customs Payments actually paid by Licensee to Customs together with reasonable attorneys' fees incurred by Licensee in connection with such Custom Duties; and (b) in the event Licensee incurs and actually pays to Xxxxxxx Xxxxxxxxx ("RM") any amounts arising out of any settlement negotitations relating to a threatened claim or any amounts arising out of any litigation instituted by RM against Licensee relating in any manner whatsoever to RK's employment agreement (as in effect on the date hereof) with Periscope and/or incurs and actually pays any reasonable attorneys fees in connection with the defense and/or settlement of any such litigation and Licensee provides to Licensor supporting evidence therefor reasonably satisfactory to Licensor in the exercise of its good faith discretion (the "Licensee Kuslansky Payments"), then Licensee shall be permitted to deduct from Royalty Payments then and thereafter owing by Licensee to Licensor an aggregate amount equal to all Licensee Kuslansky Payments actually paid by Licensee; provided, however, Licensee shall consult in good faith with Licensor and -------- ------- Giant Group, Ltd. ("Giant") in connection with such defense and/or settlement and shall not enter into any such settlement without Giant's and Licensor's prior written approval (which such approval shall not be unreasonably withheld or delayed).
