Sublicensing Royalties. At such times from time to time as Company may receive Sublicensing Royalties, Company will pay some or all thereof to Licensor, as follows:
(a) If the Sublicensing Royalties are paid pursuant to a sublicense agreement which was signed and legally binding on both Company and the Sublicensee prior to the date when there was an accepted NDA in the United States (or its equivalent in a Major Market) for the Product for which the Sublicensing Royalties are received by Company, then Company shall pay to Licensor the lesser of (i) [*] of said Sublicensing Royalties or (ii) [*]% of the Sublicensee’s net sales of such Product; payable within [*] ([*]) days after Company’s receipt thereof, but in any event within [*] ([*]) days of the end of the calendar quarter in which the Sublicensee’s net sales occurred.
(b) If the Sublicensing Royalties are paid pursuant to a sublicense agreement which was signed and legally binding on both Company and the Sublicensee after the date when there was an accepted NDA in the United States (or its equivalent in a Major Market) for the Product for which the Sublicensing Royalties are received by Company, then Company shall pay to Licensor the greater of [*]% of said Sublicensing Royalties or (ii) [*]% of the Sublicensee’s net sales of such Products; payable within [*] ([*]) days after Company’s receipt thereof, but in any event within [*] ([*]) days of the end of the calendar quarter in which the Sublicensee’s net sales occurred.
Sublicensing Royalties. As appropriate, sublicensing royalty payments due Alliance from Licensee for Net Sales by Sublicensees will be at the same rate and schedule as set forth in Section C above. In addition, Licensee shall pay to Alliance an amount equal to [PERCENT SHARE] (XX%) of Sublicensing Revenues received by Licensee. Licensee will be responsible for overseeing, collecting, reporting, and submitting royalties and Sublicensing Revenues from Sublicensees to Alliance.
Sublicensing Royalties. Except as otherwise provided in Section 5.6 below, Licensee shall pay Caltech fifteen percent (15%) of the Net Revenues (including payments for technical assistance and the like) that Licensee receives from sublicensing with respect to Exclusively Licensed Patent Rights. For non-monetary consideration, Licensee, may, in its sole discretion, and when feasible, provide Caltech with fifteen percent (15%) of such non-monetary consideration. Such Net Revenues specifically shall not include payments made by a sublicensee solely in consideration of: (a) equity or debt securities of Licensee; (b) to support research or development activities to be undertaken by Licensee; (c) upon the achievement by Licensee of specified milestones or benchmarks relating to the development of Licensed Products; (d) pilot studies; (e) performance-based milestones (excluding milestones tied to sales or marketing performance, which shall be subject to the percentage-based payments to Caltech); (f) the license or sublicense of any intellectual property other than Caltech Technology; (g) products other than Licensed Products; or (h) reimbursement for patent or other expenses.
Sublicensing Royalties. Notwithstanding the provisions of Sections 6.3 – 6.5 of the Agreement, the Parties agree that Odyssey shall pay Sublicensing Royalties to Indevus, (a) covering the period from December 1, 2004 to March 31, 2005, on May 2, 2005, and (b) covering each calendar month commencing on April 1, 2005, on the twentieth (20th) day of the calendar month immediately following such calendar month, calculated based upon gross sales of Product as recognized by Odyssey less deductions aggregating [*]% of gross sales of Product recognized, for the applicable period as recognized by Odyssey, multiplied by [*] percent ([*]%), until Odyssey has paid Indevus an aggregate amount equal to $[*] (the “Reversion Threshold”). The Parties acknowledge and agree that the Reversion Threshold is based on gross sales of Product $[*], less deductions from such gross sales of $[*]. Until Odyssey has paid Indevus an amount equal to the Reversion Threshold, no further deductions, whether or not taken, allowed or granted by Odyssey prior to or after the date of this Amendment, shall be taken against gross sales of Product recognized by Odyssey. Notwithstanding the foregoing, in the event of any assignment by Odyssey of the Agreement or any of its rights under the Agreement, or in the event of any transfer or sale of Odyssey’s business or all or substantially all of its assets relating to Product or in the event of a merger, consolidation, change in control or similar corporate transaction relating to Odyssey or Parent (each, a “Transaction”), any unpaid Sublicensing Royalties pursuant to this Paragraph 3 shall become immediately due and payable upon the effectiveness of such assignment or Transaction and Odyssey shall simultaneously pay Indevus an amount equal to the difference between the Reversion Threshold and the aggregate Sublicensing Royalties previously paid by Odyssey to Indevus pursuant to this Paragraph 3. Gross sales of Product is agreed to be gross sales as recognized by Odyssey using Odyssey’s method of recognizing gross sales until GAAP permits Odyssey to recognize gross sales based upon shipments, at which time Odyssey will use the method as stated in Section 1.63 of the Agreement to compute Net Sales, except that in any event, deductions from gross sales will be [*]% until gross sales of Product of $[*], as specified in Paragraph 3 of this Amendment, has been recognized by Odyssey.
Sublicensing Royalties. (i) In consideration of the rights granted by Indevus hereunder, during the Agreement Term, Esprit shall pay Indevus sublicensing royalties equal to twelve and one-half percent (12.5%) of aggregate Net Sales in the Field in the Territory in each Calendar Year (“Sublicensing Royalties”), subject to Section 6.2(a)(ii).
Sublicensing Royalties. Licensee shall pay University Sublicensing Royalties for all sublicense consideration received for the sublicense of the Patent Rights (excluding Bucindolol, and other than the sublicense of the Patent Rights to any Affiliates of Licensee) according to the following schedule: (a) [ * ], (b) [ * ] and (c) [ * ]. For purposes of this Agreement, an “Affiliate” shall mean every corporation, or entity, which, directly or indirectly, or through one or more intermediaries, controls, is controlled by, or is under common control with Licensee, as well as every officer, director, agent and representative of any such corporation or entity. For the purposes of the definition of Affiliate, the word “control” (including, with correlative meaning, the terms “controlled by” or “under common control with”) means the actual power, either directly or [*] Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities and Exchange Act of 1934, as amended. indirectly through one or more intermediaries, to direct or cause the direction of the management and policies of such entity, whether by ownership of at least fifty percent (50%) of the voting stock of such entity, or by contract or otherwise. Notwithstanding the foregoing, the exclusion of Royalties on Bucindolol shall apply to the Patent Rights but shall not apply to Improvements or other new Inventions involving Bucindolol that are created with the use of University facilities.
Sublicensing Royalties. With respect to sales by Sublicensees, Licensee shall pay MEEI an amount equivalent to the sum MEEI would otherwise have received in royalties if Licensed Products were sold directly by Licensee. Recording and payment of these royalties by Licensee must be made according to the provisions of Article 4.
Sublicensing Royalties. With respect to sublicenses granted by Licensee under Section 2(A), Licensee shall be obligated to pay the applicable Royalty to Licensor on sales of Royalty-Bearing Products by such sublicensee in each country calculated as if the Selling Price received by such sublicensee during the relevant calendar quarter for which payment of Royalty is due under Section 4(E) had been received by Licensee itself during the quarter in which such sales are reported to Licensee.
Sublicensing Royalties. SensiVida shall pay Infotonics fifty percent (50%) of all Sublicensing Revenues in accordance with section 4.5.
Sublicensing Royalties. With respect to sublicenses granted by Licensee under Section 2A, Licensee shall pay the applicable Royalty to Licensor ########*.
