Sublicensing Income. Within **** of receipt of the following payments by AveXis, AveXis shall pay AskBio, **** of any and all non-Royalty, non-Milestone Payments and non-Sales-Based Milestone Payment consideration attributable to each Licensed Product, including without limitation, any payment due to AveXis in consideration for sublicensing any license granted hereunder or distribution of any Licensed Product, including **** (but excluding ****). In the event AveXis receives any non-cash consideration in accordance with this Section 4.7, AveXis shall pay AskBio **** of the fair market value of such non-cash consideration within **** following receipt by AveXis of such non-cash consideration. For avoidance of doubt, the fees payable to AskBio pursuant to this Section 4.7 shall not apply to ****. In the event AveXis receives **** from a Sublicensee as a result of such Sublicensee achieving one or more of the Milestone or Sales-Based Milestones, then the amount of the payment due to AskBio with respect to such sublicense fee payments shall be calculated by applying the **** sublicensing fee rate to the sublicense fees received by AveXis from such Sublicensee for achievement of the applicable Milestone or Sales Based Milestones after deducting ****. For clarity and avoidance of doubt, the **** sublicense fee rate shall be applied to the total amount of all sublicense fee payments received by AveXis corresponding to Milestone and SalesBased Milestone after deducting ****. By way of example, but not limitation, if a Sublicensee achieves the Milestone set forth in Section 4.3, and the terms of the sublicense agreement between AveXis and such Sublicensee requires such Sublicensee to pay to AveXis **** for the achievement of such milestone, then AveXis would be required to pay to AskBio (a) **** (the amount the Milestone due to AskBio), plus (b) **** of the difference between **** and **** (i.e., an additional ****). ****CERTAIN INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS.
Sublicensing Income. Upon any sublicense by Genocea of the rights granted to it under Section 3.1 herein, Genocea shall be obligated to pay Isconova [* * *] of the amount equal to (i) any initial, signing or upfront fees received by Genocea from such Sublicensee as consideration for the grant of rights under the sublicense less (ii) the amount included in any such initial, signing or upfront fee for reimbursement of actual patent prosecution expenses or funded research and development and less (iii) any payments owed, based on the receipt of such initial, signing or upfront payment, by Genocea to Third Parties under the terms of any agreement in effect as of the Effective Date, For example, if Genocea receives a sublicense fee of an upfront $500,000, including a reimbursement of patent prosecution expenses of $13,000, and Genocea is bound to pay [* * *] of any such sublicense fee to a Third Party, then Isconova will be entitled to sublicensing income of: [* * *] X [* * *]. For clarity, the Parties agree that payments that are due as a direct result of Genocea sublicensing its rights hereunder and that are not dependable on the success or development of products or services based on such sublicensed rights, shall be deemed as “upfront fees” regardless of when payment actually is made (e.g. if Genocea receives a signing fee payable in three installments). As an illustration, the payments pursuant to Sections 6.1 and 6.2 above, if received by Genocea from a Sublicensee, would qualify as upfront payments for the purposes of this Section 6.6.
Sublicensing Income. Licensee will pay to The Regents the following shares of all Sublicensing Income:
(i) [***] of all Sublicensing Income received with respect to any Sublicenses executed prior to the first human patient being dosed with a Licensed Product in a phase 1 clinical trial;
(ii) [***] of all Sublicensing Income received with respect to any Sublicenses executed concurrently with or after the first human patient is dosed in a phase 1 clinical trial but before the first patient is dosed with a Licensed Product in a phase 2 clinical trial; and
(iii) [***] of all Sublicensing Income received with respect to any Sublicenses executed concurrently with or after the first human patient is dosed with a Licensed Product in a phase 2 clinical trial. Sublicensing Income may not be prorated when the Patent Rights are bundled with other intellectual property, without The Regents’ prior written consent. For the avoidance of doubt, all payments and consideration that Licensee or a Sublicensee receives as a result of its exercise of its rights to the Patent Rights will be accounted for by Licensee either in the form of an Earned Royalty under Section 4.3 or as Sublicensing Income under this Section
Sublicensing Income. On a Product-by-Product basis, if Coya enters into a Sublicense for a Mono Product, then Coya will pay to ARScience Bio [***] of the Sublicensing Income for such Product under such Sublicense. On a Product-by-Product basis if Coya enters into a Sublicense for a Combination Product, then Coya will pay to ARScience Bio [***] of the Sublicensing Income for such Product under such Sublicense.
Sublicensing Income. In the event that Licensee has granted any sublicense under this Agreement, Licensee shall share with and pay to Teikoku [ * ] of all Sublicensing Income received by Licensee in consideration for such sublicense; provided, however, that such percentage shall be reduced by [ * ] for any period during which the manufacture, sale or importation of a Licensed Product in the Territory is not covered by any Valid Claim within the Teikoku Patent Rights. Licensee shall pay Teikoku within sixty (60) days after payment is received from the relevant sublicensee.
Sublicensing Income. Ziopharm shall pay to Precigen twenty percent (20%) of all Sublicensing Income received by Ziopharm from each Sublicensee in accordance with Section 6.5(g).
Sublicensing Income. GSK shall pay to TELETHON-HSR a share of any sublicensing income that it receives from a Third Party beyond the amounts that are owed to TELETHON-HSR hereunder at the rate of [***], including any up-front payment and [***] under article 6.2.
Sublicensing Income. (i) Licensee shall pay MSK (A) [*] of income received from Sublicensees that is not based on Net Sales, e.g., up-front licensing fees, and other income not calculated as a running royalty on Net Sales, but, for clarity, excluding payments received by Licensee from Sublicensee for (1) reimbursement of costs actually incurred by Licensee for research services or development activities for a Licensed Product and (2) reimbursement of patent prosecution and maintenance costs actually incurred by Licensee (such income collectively, “Sublicensing Income”), if such sublicense is entered into prior to [*], (B) [*] of Sublicensing Income if such sublicense is entered into after [*], but before [*], and (C) [*] of Sublicensing Income if such sublicense is entered into after [*];
(ii) If Licensee receives from any Sublicensee anything of value in lieu of cash payments in fulfillment of payment obligations of any sublicense agreement, Licensee shall pay MSK its share as required above based on the fair market value of such payment, or if elected by MSK shall divide the consideration if it is reasonably capable of being divided (as for example in the case of equity).
Sublicensing Income. During the Term, Arcutis shall pay Hengrui a portion of any and all non-royalty sublicense income received by Arcutis in consideration for a Sublicense under the license set forth in Section 3.1, including upfront and milestone payments (“Sublicensing Income”) (each such payment to be made within sixty (60) days of Arcutis’s receipt of the applicable Sublicensing Income), according to the following schedule: Stage of development of License Product reached by Licensee, Sublicensee or Affiliate in Territory Percent of Sublicensing Income due to Hengrui [***] [***] [***] [***] [***] [***] [***] [***] [***]
Sublicensing Income. (a) [ * ].
(b) [ * ].
(c) [ * ].
(d) [ * ].
(e) [ * ].
(f) [ * ].
(g) [ * ].
(h) [ * ].
(i) [ * ].
