Success Payments. The following payments shall be made in cash (unless otherwise specified below) by Licensee to TSRI within [***] days of the occurrence of any of the following events: [***] [***] [***] [***] [***] [***]
Success Payments. (a) The Company will notify MSKCC within twenty (20) calendar days of the occurrence of any Valuation Date during the Success Payment Period. On each Valuation Date during the Success Payment Period, the Fair Market Value with respect to each share of Series A Preferred Stock shall be determined as of such Valuation Date. If the Multiple of Initial Equity as determined with respect to such Valuation Date is equal to or exceeds any of the values of the Multiple of Initial Equity set forth in Exhibit G attached hereto (the “Trigger Values”), the Company shall be obligated to pay to MSKCC a Success Payment. Such Success Payment shall be due and payable on the Success Payment Date with respect to such Success Payment, in cash or cash equivalents or, in the Company’s (or any successor entity’s) sole discretion, in publicly tradable shares of the Company’s (or such successor entity’s) common stock. The Company recognizes and agrees that MSKCC’s right to the Success Payments hereunder, and the Company’s obligation to pay them, is not dependent upon (i) MSKCC’s ownership of any shares of stock in the Company, whether common or preferred, or (ii) the Collaboration Agreements being in full force in effect, except as set forth in Section 6.
(b) Any acquirer or exclusive licensee of all or substantially all of the Company’s assets, or any successor entity to the Company (an “Acquirer”), shall be obligated to assume the Company’s obligations pursuant to this Section 3 and Exhibits A and G.
(c) If the definition of the term “Fair Market Value” is amended in that certain side letter, dated October 16, 2013, between the Company and the Xxxx Xxxxxxxxxx Cancer Research Center (the “Center”), MSKCC shall have the right, in its sole discretion, to amend Exhibit A to this letter agreement in an identical manner.
Success Payments. The Commonwealth will pay Success Payments to the SFMA Deposit Account. Upon receipt SFMA will distribute Success Payments to the Funding Partners and SFI in accordance with the Private Funding Agreements. The estimated timing of such Success Payments are detailed in Schedule B (Project Timeline). The maximum Success Payments are $15,000,000.
Success Payments. (a) If Anadys satisfies the Success Criteria for a Daiichi Target in accordance with Section 1(d), then Daiichi will pay to Anadys a Success Payment of [...***...] United States Dollars (US $[...***...]) for each such Daiichi Target, payable within twenty one (21) days from the date of achieving the Success Criteria. If Daiichi pays one or both Success Payments provided for in this Section 4.2, such Success Payment(s) shall be creditable against ***CONFIDENTIAL TREATMENT REQUESTED
Success Payments. For each Screening Target, Tularik shall pay NeoGenesis a success payment of [*] if at least one Designated Screening Compound is identified by Tularik that shows activity against such Screening Target such that Tularik initiates a Medicinal Chemistry Effort with respect to such Designated Screening Compound. Such payment shall be made within [*] after the initiation of a Medicinal Chemistry Effort by Tularik; PROVIDED, that Tularik has [*] after the date Tularik identifies the Designated Screening Compound for such Screening Target to determine whether or not to initiate a Medicinal Chemistry Effort for such Designated Screening Compound. No payment shall be due NeoGenesis under this Section 4.3 with respect to Shared Targets.
Success Payments. (a) The Company will notify FHCRC within twenty (20) calendar days of the occurrence of any Valuation Date during the Success Payment Period. On each Valuation Date during the Success Payment Period, the Fair Market Value with respect to each share of Series A Preferred Stock shall be determined as of such Valuation Date. If the Multiple of Initial Equity as determined with respect to such Valuation Date is equal to or exceeds any of the values of the Multiple of Initial Equity set forth in Exhibit C attached hereto (the “Trigger Values”), the Company shall be obligated to pay to FHCRC a Success Payment. Such Success Payment shall be due and payable on the Success Payment Date with respect to such Success Payment, in cash or cash equivalents or, in the Company’s (or any successor entity’s) sole discretion, in publicly tradable shares of the Company’s (or such successor entity’s) common stock.
(b) Any acquirer or exclusive licensee of all or substantially all of the Company’s assets, or any successor entity to the Company (an “Acquirer”), shall be obligated to assume the Company’s obligations pursuant to this Section 2 and Exhibits B and C hereto.
(c) For purposes of this letter agreement:
Success Payments. Amgen shall pay Infinity success payments for achievements attained by Amgen, its Affiliates or its Sublicensees, in the course of or in relation to a Drug Discovery Program, with respect to Library Compounds or Program Compounds, as follows:
Success Payments. Following receipt of the first Regulatory Approval of the Product (either alone or in combination with another drug) (the “Success Payment Trigger”), Opthea will pay Investors the amounts set forth in the “Fixed Success Payment Schedule” below (in the column entitled “Amount of Payment”) on the dates set forth in the column entitled “Date of Payment” in accordance with each Investor’s Pro Rata Share (the payments payable pursuant to this Section 6.1.1, the “Fixed Success Payments” and collectively with the Variable Success Payments, the “Success Payments”). [***] days after the Success Payment Trigger [***] 1-Year Anniversary of the Success Payment Trigger [***] 2-Year Anniversary of the Success Payment Trigger [***] 3-Year Anniversary of the Success Payment Trigger [***] 4-Year Anniversary of the Success Payment Trigger [***] 5-Year Anniversary of the Success Payment Trigger [***] 6-Year Anniversary of the Success Payment Trigger [***] Total $395,000,000
Success Payments. Endo will make each of the following non-creditable, one-time success payments to Penwest within sixty (60) days following the end of the calendar quarter in which the corresponding event first occurs during the term of this Agreement: Calendar year U.S. Product Net Sales exceed $400,000,000 $ 15,000,000 Calendar year U.S. Product Net Sales exceed $*** $ 25,000,000 Calendar year U.S. Product Net Sales exceed $*** $ 50,000,000 ”
4.5 The 2002 Agreement is hereby amended by inserting the following new Section 4.11 immediately following Section 4.10 of the 2002 Agreement, as amended by this 2007 Amendment:
Success Payments. Following the earlier of (a) the Parties reasonable determination through the JSC as of the xxxx XX PCT IA (as such event is defined in the ALN-AGT Development Plan) that the Phase 2 Success Criteria for the ALX-XXX Xxxxx 0 Xrial have been met, or (b) Alnylam’s (or its designee’s) commencement (i.e., first dosing of the first subject) of a Phase 3 Clinical Trial for ALN-AGT ((a) or (b), as applicable, the “ALX-XXX Xxxxx 0 Xuccess Payment Trigger”), Alnylam will pay to Blackstone (subject to adjustment pursuant to Section 6.2) a payment equal to [***] following the end of the Calendar Quarter in which the ALX-XXX Xxxxx 0 Xuccess Payment Trigger occurs, in accordance with Section 6.3.1; provided that, in the event that the ALX-XXX Xxxxx 0 Xuccess Payment Trigger is met on the basis of the foregoing (b), then, following the commencement of such ALN-AGT Phase 3 Trial, Alnylam shall pay the amounts set forth in this Section 6.1.2.1 as if the ALX-XXX Xxxxx 0 Xuccess Trigger had occurred on the date on which the results of the xxxx XX PCT IA (as such event is defined in the ALN-AGT Development Plan) for the ALX-XXX Xxxxx 0 Xrial were available (including, subject to Section 6.1.2.2(ii), the immediate payment to Blackstone of any amounts that would have already been due and payable had the ALX-XXX Xxxxx 0 Xuccess Trigger occurred upon such date). Thereafter, if and only if the conditions precedent set forth in Section 6.1.2.2(ii) below are met on the applicable payment date, Alnylam will make [***] (subject to Section 6.2.2.2 and subject to any catch-up payments required by the proviso in the immediately preceding sentence) additional [***] payments of [***] until the fourth (4th) anniversary of the ALX-XXX Xxxxx 0 Xuccess Payment Trigger for a total (including the initial payment above) of Eighty-Four Million, Five-Hundred Thousand U.S. Dollars ($84,500,000) (subject to adjustment pursuant to Section 6.2) in accordance with Section 6.3.1 (all payments under this Section 6.1.2.1, the “ALX-XXX Xxxxx 0 Xuccess Payments”).
