Sublicense Revenues Sample Clauses

Sublicense Revenues. 4.7.1 With respect to Sublicense Revenues associated with a Sublicensee’s Licensed Products comprising [***], Licensee shall pay to COH a percentage of all such Sublicense Revenues within [***] days after payment is received from the relevant Sublicensee, determined as follows: (a) if the sublicense is granted [***], [***] percent ([***]%) of Sublicense Revenues received up to and including the date on which cumulative Sublicense Revenues reach at least $[***], [***] percent ([***]%) of Sublicense Revenues received when cumulative Sublicense Revenues are greater than $[***] and up to and including $[***], and twenty percent ([***]%) of Sublicense Revenues received on and after the date that cumulative Sublicense Revenues exceed $[***], EXECUTION COPY Confidential Portions of this Exhibit marked as [***] have been omitted pursuant to a request for confidential treatment and have been filed separately with the Securities and Exchange Commission. (b) if the sublicense is granted [***], [***] percent ([***]%) of Sublicense Revenues; and (c) if the sublicense is granted [***], [***] percent ([***]%) of Sublicense Revenues. 4.7.2 With respect to Sublicense Revenues associated with a Sublicensee’s Licensed Products comprising [***], or [***], Licensee shall pay to COH a percentage of all such Sublicense Revenues within [***] ([***]) days after payment is received from the relevant Sublicensee, determined as follows: (a) if the sublicense is granted [***], [***] percent ([***]%) of Sublicense Revenues received up to and including the date on which cumulative Sublicense Revenues reach at least $[***], [***] percent ([***]%) of Sublicense Revenues received when cumulative Sublicense Revenues are greater than $[***] and up to and including $[***], and [***] percent ([***]%) of Sublicense Revenues received on and after the date that cumulative Sublicense Revenues exceed $[***], (b) if the sublicense is granted [***], [***] percent ([***]%) of Sublicense Revenues; and (c) if the sublicense is granted [***], [***] percent ([***]%). 4.7.3 In the event that Sublicensee Revenue is received by Licensee and [***] ([***]), Licensee shall pay to COH the percentage of all Sublicense Revenues in accordance with Section 4.7.2, provided, however, that beginning at such time that [***], Licensee shall pay to COH the additional percentage of the related Sublicense Revenues required by Section 4.7.1. 4.7.4 In the event that a Sublicensee [***], and [***], Licensee shall pay to COH [*...

Sublicense Revenues. 4.9.1 Licensee shall pay to COH the applicable percentage of all Sublicense Revenues under Section 4.9.2 within thirty (30) days after the Sublicense Revenue is received from the relevant Sublicensee. If Sublicense Revenues are not in cash or cash equivalents, the percentage share payable to COH pursuant to this Section 4.9 shall be due, in COH’s sole discretion, either in kind or in its cash equivalent. 4.9.2 If the sublicense grant to the Sublicensee occurs prior to dosing of the first patient in a Phase 1 Clinical Trial related to the applicable Licensed Product or Licensed Service, then Licensee shall pay to COH of all Sublicense Revenues. If the sublicense grant to the Sublicensee occurs after the dosing of the first patient in a Phase 1 Clinical Trial related to the applicable Licensed Product or Licensed Service and prior to dosing of the first patient in a Phase 3 Clinical Trial related to the applicable Licensed Product or Licensed Service, then Licensee shall pay to COH of all Sublicense Revenues. If the sublicense grant to the Sublicensee occurs after dosing of the first patient in a Phase 3 Clinical Trial for the applicable Licensed Product or Licensed Service, then Licensee shall pay to COH of all Sublicense Revenues. 4.9.3 The timing of the sublicense grant under Section 4.9.2 shall be determined on a Licensed Product-by-Licensed Product basis or Licensed Service-by-Licensed Service basis based on the development status of the Licensed Product or Licensed Service in the sublicense on the date that the sublicense is granted. In a sublicense with multiple candidates, the development status of the most advanced candidate or product in the sublicense determines the applicable timing of the sublicense grant under Section 4.9.2.

Sublicense Revenues. Within thirty (30) days of the date upon which any upfront license fees and other lump sum or one-time fees in consideration of a sublicense to the Licensed Patent Rights and Technical Information are paid to Amgen (including without limitation any other fee or payment for a sublicense to the Licensed Patent Rights and Technical Information which is paid to Amgen solely on the basis of the passage of time), Amgen shall pay to Rockefeller [*] percent ([*]%) of such amounts in accordance with Paragraph 9. To the extent that upfront license fees and other lump sum or one-time fees in consideration of a sublicense to the licensed Patent Rights and Technical Information are paid to Amgen in the form of equity securities, Amgen shall transfer, or cause to be issued to Rockefeller, [*] percent ([*]%) of the equity securities received by (or that would otherwise be issued to) Amgen, subject to applicable securities laws and other laws. As a condition to receiving such equity securities, Rockefeller acknowledges that it may be required to execute certain typical and customary agreements relating to the purchase and sale of such securities, which agreements may require certain representations by Rockefeller and impose certain obligations on Rockefeller related to, among other things, registration, lock-ups, co-sale, first refusal, first offer and voting rights, if any, relating to such equity securities. The parties acknowledge and agree that Amgen, its affiliates, subsidiaries and agents shall have no liability whatsoever with respect to the equity securities transferred or issued to Rockefeller, including without limitation, any liability related to the value, liquidity, volatility, rights, preferences or any other aspect of such securities. For the avoidance of doubt, any milestone or other payments tied to future clinical, regulatory, operational or commercial outcomes or sales shall not be considered sublicense revenues for purpose of this Subparagraph 6.9, and shall be excluded from such amounts.

Sublicense Revenues. 5.5.1 For any licenses or sublicenses granted by Genable during the term of this Agreement, Genable shall pay to Spark the milestones and royalties according to this Agreement on milestone achievements and Net Sales of the Licensed Products by Affiliates, licensee(s) and sublicensee(s) as if such milestone achievements and sales were milestone achievements and Net Sales from Licensed Products by Genable. 5.5.2 For the avoidance of doubt, any payments received by Genable from a licensee or sublicensee such as for the funding of research and/or development, or for the granting of any commercialization rights including any milestone or other upfront payments, shall not be considered to be part of Net Sales.

Sublicense Revenues. The term “Sublicense Revenues” shall mean the consideration actually received by Licensee from a Sublicensee arising from the grant of a sublicense of the Licensed Patent Rights or the grant of distribution or marketing rights with respect to Licensed Products (but excluding warehousing arrangements). Sublicense Revenues shall include up-front or license fees, milestone payments, premiums above the fair market value on sales of debt or equity securities of Licensee, annual maintenance fees, and any other payments in respect of a sublicense of the Licensed Patent Rights; provided, however, that Sublicense Revenues shall exclude: (a) royalties on any Sublicensee’s sales of Licensed Products; (b) funding or reimbursement for specific research and development (including manufacturing development and pre-commercial manufacturing or production costs) activities itemized in such sublicense directly attributable to the Licensed Patent Rights; (c) payments for debt or equity securities of Licensee (other than premiums above the fair market value of such securities as of the date of such payments); and (d) payments and reimbursements by any Sublicensee of patent costs actually incurred by Licensee.

Sublicense Revenues. If Anthera sublicenses any of its rights under the Licensed Technology to a Third Party within [***] of the Effective Date, within [***] of the date upon which payment of any of the following is made: (i) any upfront license fees and other lump sum or one-time fees in consideration of such sublicense to the Licensed Technology (including any other fee or payment for a sublicense to the Licensed Technology which is paid to Anthera solely on the basis of the passage of time); and (ii) any milestones or payments tied to [***], then in each such case Anthera shall pay to Amgen [***], and [***], respectively. The foregoing shall not apply to the grant of a sublicense by Anthera in connection with a merger, acquisition, reorganization, spin-out of Anthera’s rights and obligations under this Agreement, or sale of all or substantially all of the assets of Anthera. The obligations set forth in this Section 4.5 are in addition to any other payment obligations under this Agreement.

Sublicense Revenues. Licensee shall pay the University [*****] of all Sublicense Revenues in accordance with the payment schedule set forth below. Within sixty (60) days after January 10 and July 10, each year during the Term and Post termination Period, the Licensee shall deliver to the University a written report recounting the Sublicense Revenues (expressed in U.S. dollars). The Licensee shall deliver along with such sales reports its payment owed on all Sublicense Revenues by the Licensee during such period.

Sublicense Revenues. Licensee shall pay to COH a percentage of all Sublicense Revenues within sixty (60) days after payment is received from the relevant Sublicensee, determined as follows: 4.7.1 of Sublicense Revenues from those Proprietary Sublicenses granted prior to the dosing of the first patient in a Phase 2 Clinical Trial, 4.7.2 of all Sublicense Revenues from those Proprietary Sublicenses granted after dosing of the first patient in a Phase 2 Clinical Trial but prior to dosing of the first patient in a Phase 3 Clinical Trial, 4.7.3 of all Sublicense Revenues from those Proprietary Sublicenses granted after dosing of the first patient in a Phase 3 Clinical Trial. 4.7.4 of all Sublicense Revenues received in connection with Non-Proprietary Sublicenses. If Sublicense Revenues are not in cash or cash equivalents, the percentage share payable to COH pursuant to this Section 4.7 shall be due, in COH’s sole discretion, either in kind or in its cash equivalent. For clarity, with respect to a particular item of consideration, in the event COH receives the applicable percentage of Sublicense Revenues from a Sublicensee with respect to such item of consideration, Licensee shall not be obligated to also pay COH a percentage of Sublicense Revenue received with respect to the same item of consideration.

Sublicense Revenues. 7.1 Licensee shall pay to The Regents royalties based on Net Sales of its sublicensees, as described above in Article 6. In addition, Licensee shall pay to The Regents a percentage (the “Sublicense Percentage”) of all nonroyalty compensation received by Licensee or its Affiliates (except as otherwise provided below) for the grant of a sublicense under the Regents’ Patent Rights (“Sublicense Revenues”), which percentage depends on the time of development of the applicable Licensed Product and/or Licensed Method at the time of grant of the sublicense as set forth in the following table: [*] However, the above obligation to pay The Regents a share of amounts received from sublicensees shall not apply to any amounts received as support for research and development activities, as a loan, for the purchase of an equity interest in Licensee, as reimbursement for patent costs, as royalty payments, or as consideration for the grant of rights to intellectual property and/or materials that are not claimed by the Regents’ Patent Rights. 7.2 Licensee shall pay to The Regents the applicable share of Sublicensee Revenues within thirty (30) days of receipt of the particular Sublicensee Revenues.

Sublicense Revenues. 6.2.1 For any licenses or sublicenses granted by Genable during the term of this Agreement, Genable shall pay to Spark the royalties according to this Agreement on Net Sales of the Licensed Products by Affiliates, licensee(s) and sublicensee(s) as if such sales were Net Sales from Licensed Products by Genable. 6.2.2 For the avoidance of doubt, any payments received by Genable from a licensee or sublicensee such as for the funding of research and/or development, or for the granting of any commercialization rights including any milestone or other upfront payments, shall not be considered to be part of Net Sales.