Shared Products Sample Clauses

Shared Products. Roche shall, on a Shared Product-by-Shared Product basis pay SQZ royalties on Calendar Year Net Sales in the Roche Territory of Shared Products as follows: [********] [********] [********] [********] [********] [********] [********] [********] SQZ shall, on a Shared Product-by-Shared Product basis pay Roche royalties on Calendar Year Net Sales in the SQZ Territory of Shared Products as follows: [********] [********] [********] [********] [********] [********] [********] [********] For example, if Net Sales of Shared Products in the Roche Territory, for a given Calendar Year, are [********] then royalties owed to SQZ on such Net Sales of Shared Products for that Calendar Year shall equal [********] calculated as follows: [********]
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Shared Products. The Parties anticipate that clinical development for Shared Products will occur through global Clinical Studies with one Party running a global Clinical Study. At least [********] prior to the anticipated start of a first Clinical Study after exercise of the SQZ Option for a Shared Product or Roche Antigen Option for a Shared Product, as applicable, the Parties, through the JSC, shall discuss whether Roche, SQZ or both Parties jointly shall have responsibility for the conduct of all clinical development for such Shared Product. Roche shall have final say on which Party would run each global Clinical Study. Such global Clinical Study shall be conducted in accordance with the applicable Collaboration Plan and subject to both Parties sharing Development Costs. The Parties shall strive to establish a global Collaboration Plan that benefits both Parties in their respective regions for commercialization. After first Regulatory Approval for a given Shared Product, to the extent that one Party wishes to conduct Clinical Studies in an Indication that the other Party does not wish to co-fund for such Shared Product, the Party wishing to conduct such Clinical Study may do so at its own expense. The other Party shall have the right (but not the obligation) to access the Clinical Study data of such studies that it did not co-fund for purposes of filing for Regulatory Approval in their commercialization region by paying [********] of the Development Costs incurred by the Party owning such clinical study data. For clarity, conduct of Clinical Studies in non-oncology indications shall require mutual agreement of the Parties. [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed.
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Shared Products. All royalty, milestone and other payments to a Third Party made by either Party under Third Party agreements (including Listed Alnylam Third Party Agreements or Pre-Existing Alliance Agreements) with respect to Shared Products in the United States shall be deemed expenses of such Party and deducted in calculating Net Profits/Losses pursuant to Schedule D.
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Related to Shared Products

  • Third Party Products 12.1 Third-party products provided to you by NCR Voyix for use with your subscription to the Service are subject to any terms provided by their supplier, including but not limited to those terms and conditions set forth in the exhibits attached hereto. Third-party terms and conditions are subject to change at any time by the supplier, and you agree that your use of such third-party products and services is governed by such supplier’s terms and conditions. You hereby release NCR Voyix from any and all liability associated with any damages or claims arising out of or related to third-party products. UNLESS NCR ▇▇▇▇▇ SPECIFICALLY AGREES OTHERWISE IN WRITING, YOU ACKNOWLEDGE AND AGREE THAT SUCH THIRD-PARTY PRODUCTS ARE PROVIDED “AS-IS” WITHOUT A WARRANTY FROM NCR Voyix. ACCORDINGLY, NCR Voyix EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY NATURE WITH RESPECT TO ANY SUCH THIRD-PARTY PRODUCTS, WHETHER ORAL OR WRITTEN, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF ANY THIRD-PARTY RIGHTS. 12.2 Third-party products and services may be advertised or made available to you for purchase directly from their supplier by email or other electronic communications, including notifications made through the Service or the Account Portal. Any representations or warranties that may be provided in connection with any such third-party products or services are provided solely by their supplier. NCR Voyix will not be responsible for any of your dealings or interactions with any of those third-party suppliers.

  • Recycled Products The Contractor agrees to comply with all the requirements of Section 6002 of the Resource Conservation and Recovery Act (RCRA), as amended (42 U.S.C. 6962), including but not limited to the regulatory provisions of 40 CFR Part 247, and Executive Order 12873, as they apply to the procurement of the items designated in Subpart B of 40 CFR Part 247. References: 42 U.S.C. 6962, 40 CFR Part 247, Executive Order 12873 (More than $10,000)

  • New Products You agree to comply with NASD Notice to Members 5-26 recommending best practices for reviewing new products.

  • Combination Products If a LICENSED PRODUCT is sold to any third party in combination with other products, devices, components or materials that are capable of being sold separately and are not subject to royalties hereunder (“OTHER PRODUCTS,” with the combination of products being referred to as “COMBINATION PRODUCTS” and the Other Product and Licensed Product in such Combination Product being referred to as the “COMPONENTS”), the NET SALES of such LICENSED PRODUCT included in such COMBINATION PRODUCT shall be calculated by multiplying the NET SALES of the COMBINATION PRODUCT by the fraction A/(A+B), where A is the average NET SALES price of such LICENSED PRODUCT in the relevant country, as sold separately, and B is the total average NET SALES price of all OTHER PRODUCTS in the COMBINATION PRODUCT in the relevant country, as sold separately. If, in any country, any COMPONENT is not sold separately, NET SALES for royalty determination shall be determined by the formula [C / (C+D)], where C is the aggregate average fully absorbed cost of the Licensed Product components during the prior Royalty Period and D is the aggregate average fully absorbed cost of the other essential functional components during the prior Royalty Period, with such costs being determined in accordance with generally accepted accounting principles. To the extent that any SUBLICENSE INCOME relates to a COMBINATION PRODUCT or is otherwise calculated based on the value of one or more licenses or intellectual property rights held by the COMPANY, an AFFILIATE or SUBLICENSEE, COMPANY shall determine in good faith and report to THE PARTIES the share of such payments reasonably attributable to COMPANY’s or such AFFILIATE’s sublicense of the rights granted hereunder, based upon their relative importance and proprietary protection, which portion shall be the SUBLICENSE INCOME. THE PARTIES shall have the right to dispute such sharing determination in accordance with the dispute provisions of the AGREEMENT.

  • Licensed Products Lessee will obtain no title to Licensed Products which will at all times remain the property of the owner of the Licensed Products. A license from the owner may be required and it is Lessee's responsibility to obtain any required license before the use of the Licensed Products. Lessee agrees to treat the Licensed Products as confidential information of the owner, to observe all copyright restrictions, and not to reproduce or sell the Licensed Products.