Sharing of SUBLICENSE INCOME. COMPANY shall pay M.I.T. a total of fifty percent (50%) of all SUBLICENSE INCOME received by COMPANY or AFFILIATES. Such amount shall be payable for each REPORTING PERIOD and shall be due to M.I.T. within sixty (60) days of the end of each REPORTING PERIOD.
Sharing of SUBLICENSE INCOME. COMPANY shall pay THE PARTIES a total of **** of all SUBLICENSE INCOME received by COMPANY or AFFILIATES, excluding running royalties on NET SALES of SUBLICENSEES. Such amount shall be payable for each REPORTING PERIOD and shall be due to THE PARTIES within sixty (60) days of the end of each REPORTING PERIOD.
Sharing of SUBLICENSE INCOME. The Company shall pay PureTech [ *** ] all Sublicense Income received by the Company or its Affiliates, excluding running royalties on Net Sales of Sublicensees. Such amount shall he payable for each Reporting Period and shall be due to PureTech within [ *** ] of the end of each Reporting Period.
Sharing of SUBLICENSE INCOME. COMPANY shall pay XXXXXXXXX the following percentage of all SUBLICENSE INCOME received by COMPANY or AFFILIATES. Such amount will be payable for each REPORTING PERIOD and will be due to XXXXXXXXX within [***] days of the end of each REPORTING PERIOD. · [***], for SUBLICENSES effective before [***]. · [***], for SUBLICENSES effective after [***], but prior to [***]. · [***], for SUBLICENSES effective thereafter. To the extent that other patent rights, other intellectual property rights or other rights or obligations are granted to a SUBLICENSEE, other than PATENT RIGHTS which are sublicensed hereunder, by COMPANY or AFFILIATES, the consideration received by COMPANY will, subject to this Section 4.1(f), be equitably apportioned between the PATENT RIGHTS and those other rights and obligations, and such apportionment will be reasonable and in accordance with customary standards in the industry, such that only the portion of consideration received from the third party that is reasonably attributable to the SUBLICENSE of rights under the PATENT RIGHTS shall be considered SUBLICENSE INCOME. Deductions taken under SUBLICENSE INCOME (e.g., future bona fide research, development and commercialization costs) also will be apportioned, as applicable. COMPANY shall deliver to XXXXXXXXX promptly a written report setting forth such apportionment. In the event XXXXXXXXX disagrees with the determination made by COMPANY, XXXXXXXXX will so notify COMPANY within [***] days of receipt of COMPANY’S report and the parties shall meet to discuss and resolve such disagreement in good faith. If the parties are unable to agree in good faith as to such fair-market values within [***] days, then the matter will be submitted in accordance with the dispute resolution process set forth in Article 14. If COMPANY owes additional monies to XXXXXXXXX after the conclusion of such process, COMPANY will have [***] days after the completion of such process to make such payment to XXXXXXXXX.
Sharing of SUBLICENSE INCOME. COMPANY shall pay M.I.T. a percentage of all SUBLICENSE INCOME received by COMPANY or AFFILIATES from all SUBLICENSEES according to the schedule below. For sublicenses executed:
(i) Prior to [***] of EFFECTIVE DATE: [***];
(ii) After [***] of EFFECTIVE DATE and before first [***];
(iii) After [***];
(iv) After [***]. Such amounts shall be payable for each REPORTING PERIOD and shall be due to M.I.T. within [***] days of the end of each REPORTING PERIOD.
Sharing of SUBLICENSE INCOME. COMPANY shall pay M.I.T. a total of [***] of all SUBLICENSE INCOME received by COMPANY or AFFILIATES. Such amount shall be payable for each REPORTING PERIOD and shall be due to M.I.T. within [***] of the end of each REPORTING PERIOD.
Sharing of SUBLICENSE INCOME. In further consideration of the grant of the license by Ramot hereunder, and subject to the other terms of this Agreement (including the remainder of this Article 4), Predix agrees to pay to Ramot, within [***********] of receipt of PORTIONS OF THIS EXHIBIT WERE OMITTED AND HAVE BEEN FILED SEPARATELY WITH THE SECRETARY OF THE COMMISSION PURSUANT TO THE COMPANY'S APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT; [*] DENOTES OMISSIONS. any Sublicense Income, an amount equal to: (a) [***********] of such Sublicense Income if such Sublicense Income is attributable to a Sublicense with respect to Discovered Products or Software Products and (b) [***********] of any and all other Sublicense Income.
Sharing of SUBLICENSE INCOME. COMPANY shall pay XXXXXXXXX a percentage of all SUBLICENSE INCOME received by COMPANY or AFFILIATES or SUBLICENSEES according to the following schedule:
(i) For SUBLICENSE INCOME received from a CORPORATE PARTNER or SUBLICENSEE in consideration for rights granted under Section 2.3: [**]% For sublicense and corporate partner agreements entered [**] of a LICENSED PRODUCT or IDENTIFIED PRODUCT by COMPANY or AFFILIATE. [**]% For sublicense and corporate partner agreements entered [**] of a LICENSED PRODUCT or IDENTIFIED PRODUCT by COMPANY or AFFILIATE. [**]% For sublicense and corporate partner agreements entered [**] of a LICENSED PRODUCT or IDENTIFIED PRODUCT by COMPANY or AFFILIATE. [**]% For sublicense and corporate partner agreements entered [**] of a LICENSED PRODUCT or IDENTIFIED PRODUCT by COMPANY or AFFILIATE.
(ii) For SUBLICENSE INCOME received from a CORPORATE PARTNER or SUBLICENSEE in consideration for rights to an IDENTIFIED PRODUCT: [**]% For sublicense and corporate partner agreements entered [**] of a LICENSED PRODUCT or IDENTIFIED PRODUCT by COMPANY or AFFILIATE. [**]% For sublicense and corporate partner agreements entered [**] of a LICENSED PRODUCT or IDENTIFIED PRODUCT by COMPANY or AFFILIATE. [**]% For sublicense and corporate partner agreements entered [**] of a LICENSED PRODUCT or IDENTIFIED PRODUCT by COMPANY or AFFILIATE. [**]% For sublicense and corporate partner agreements entered [**] of a LICENSED PRODUCT or IDENTIFIED PRODUCT by COMPANY or AFFILIATE. Such amounts will be payable for each REPORTING PERIOD and will be due to XXXXXXXXX within [**] days of the end of each REPORTING PERIOD.
Sharing of SUBLICENSE INCOME. (a) LICENSEE will pay to NOVARTIS a percentage of Sublicense Income received in any Calendar Quarter during the Term as set forth below.
(i) [***] of Sublicense Income if the Sublicense is executed prior to the achievement of the Progress Milestone; or
(ii) [***] of Sublicense Income if the Sublicense is executed after the Progress Milestone is met.
Sharing of SUBLICENSE INCOME. Company shall pay to MIT the percentages of Sublicense Income received by Company or an Affiliated Sublicensee, as applicable, in connection with any Sublicense regardless of tier, as set forth below in Sections 4.1(g)(i)-(ii). If, in any Sublicense of the Patent Rights, Company or an Affiliated Sublicensee also grants rights to other [***] (hereinafter a “Bundled Sublicense”), Company or an Affiliated Sublicensee, as applicable, [***]. For clarity, [***]. Any allocation of value ascribed to the Patent Rights shall be determined by Company or its Affiliated Sublicensee, as applicable, in good faith, without discrimination among and between Company or its Affiliated Sublicensee, as applicable, Sublicensee, MIT and/or any other third parties that claim rights to such technology and/or patent rights, and shall: (1) appropriately reflect the value of the Patent Rights Sublicensed by Company or an Affiliated Sublicensee, as applicable, in the context of the entire transaction or series of related transactions of which the Sublicense is a part; and (2) be supported by a detailed written analysis and justification delivered to MIT containing information reasonably sufficient to demonstrate the appropriateness of such valuation. Company shall provide MIT with any additional information reasonably requested by MIT to demonstrate the appropriateness of such valuation. In the event that MIT disputes the appropriateness of such allocation, MIT shall have the right to request that an independent third party, mutually agreed to by the Parties, conduct and certify an allocation of the value ascribed to the Patent Rights at Company’s expense (the “Independent Valuation”). The Independent Valuation, or such other allocation to which the Parties may mutually agree, shall then be used as the basis for calculating Sublicense Income sharing, in accordance with this Section 4.1(g)(ii)(A)-(C), for any such Bundled Sublicense. In the event that the Independent Valuation results in an allocation of value that differs from the allocation of value proposed by Company or its Affiliate Sublicensee, as applicable, directly prior to MIT’s request for the Independent Valuation by less than [***].
