Cumulative Net Sales definition

Cumulative Net Sales means the three-year total of the net sales of the Company as reported in the Company’s 10-K for the applicable fiscal years, adjusted in the Committee’s reasonable discretion to exclude the effects of: extraordinary items, discontinued operations, restructurings, acquisitions or divestitures of any division, business segment, subsidiary or affiliate, acquisition or divestiture of assets that are significant otherwise than in the ordinary course of business, legislative, regulatory or administrative rule changes, other unusual or non-recurring items, and the cumulative effect of accounting changes, as determined in the Committee’s reasonable discretion.

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Cumulative Net Sales means the cumulative amount of Combined Net Sales during the period from the Closing through the applicable date when the Annual Combined Net Sales is measured.

Cumulative Net Sales means gross revenues received by ULURU and its Affiliates on the worldwide sale of the Products, less (i) trade discounts actually allowed; and (ii) when borne by ULURU or its Affiliates in connection with the sale, transportation and handling charges; sales, use and excise taxes; import duties, tariffs or other governmental charges; and credits for claim or allowances, retroactive price reductions, refunds, returns, and recalls. There shall not be any imputed gross revenue for samples, free goods or other marketing programs whereby the Products are given away to induce sales thereof. For purposes of determining Cumulative Net Sales, a sale shall be deemed to have occurred when the sale is invoiced or when the applicable Product is delivered, whichever occurs first. In the case of the transfer or sale of the Products by ULURU to an Affiliate, or by ULURU or its Affiliate to their respective distributor, or subdistributor for sale by such Affiliate, distributor or subdistributor, Cumulative Net Sales shall be based upon the greater of the total invoice price charged by ULURU to such Affiliate, distributor, subdistributor or the total invoice price charged by such Affiliate, distributor or subdistributor to its customers. Cumulative Net Sales for countries outside the U.S. shall be calculated by converting to U.S. currency using the exchange rate in effect on the last business day of each quarter as published in the Wall Street Journal. Cumulative Net Sales shall also include Licensee Net Sales.

Examples of Cumulative Net Sales in a sentence

For example, if Net Sales by Licensee, its Affiliates and Sublicensees for all Licensed Products was $[***] in a calendar quarter, and Cumulative Net Sales had been $[***] as of the end of the previous calendar quarter, the royalties payable with respect to such Net Sales for such calendar quarter would be ($[***] x [***]) + ($[***] x [***]) = $[***].
At such time as the cumulative Net Sales by Company and its Affiliates and Sublicensees over the term of this Agreement first reach the Net Sales sums set forth below, Company will pay to Licensor the following milestone payments: Cumulative Net Sales Milestone Payment US $[*] US $[*] US $[*] US $[*] US $[*] US $[*] Said payment shall be made within [*] ([*]) months after the end of the fiscal quarter of Company in which the cumulative Net Sales milestone was achieved.
No later than sixty (60) days after the end of the Performance Period (the “Confirmation Date”), the Committee shall determine and certify (i) the Company’s Cumulative Net Sales and Cumulative EBITDA for the Performance Period and (ii) the resulting Performance Multiplier.
The Performance Multiplier to be applied to the Target Award is calculated by adding together the “Performance Multiplier” under the performance matrix for each of Cumulative Net Sales and Cumulative EBITDA, as set forth above.
For the avoidance of doubt, in the Contract Year in which [***] in cumulative Net Sales on any and all Products is achieved, the Royalty Rate tier(s) in Section 8.3(a) shall be determined based on total Annual Net Sales in that Contract Year (including any portion of Net Sales that is part of the [***] in cumulative Net Sales), but Royalties shall be due only on Net Sales in that Contract Year over [***] in Cumulative Net Sales.

More Definitions of Cumulative Net Sales

Cumulative Net Sales means the cumulative Net Sales of Products sold by Parent, its Affiliates and/or its Product Transferees.

Cumulative Net Sales means the total cumulative amount of Net Sales calculated separately for each of the Alicaforsen Products and each of the Second Generation ICAM-1 Products, from the first date that each respective Product was approved for commercialization by a Regulatory Authority. For purposes of clarity, the Net Sales for any Second Generation ICAM-1 Products will not be taken into consideration when calculating Cumulative Net Sales for Alicaforsen Products, and vice versa.

Cumulative Net Sales means the cumulative total Net Sales of the respective Approved Product in the Territory by Taiho, its Affiliates and Sublicensees over the entire Royalty Term.

Cumulative Net Sales means the Company’s cumulative net sales as reported in the Company’s public filings with the Securities and Exchange Commission for the Vesting Period.

Cumulative Net Sales means the total, cumulative Net Sales from the Effective Date and continuing until the expiration of the last surviving Licensed Patents.

Cumulative Net Sales means total Net Sales of a Licensed Product in the Territory since the First Commercial Sale of such Licensed Product in the Territory (excluding Net Sales of each Licensed Product in any country in the Territory for which the Royalty Term for any Licensed Product and country has expired). For purposes of clarity, Net Sales of any Sublicensee of X4 shall be included as part of Net Sales solely for purposes of determining Cumulative Net Sales.

Cumulative Net Sales means all sales (world-wide) of Product whether by MACROCHEM, sublicensees of MACROCHEM, or MACROCHEM’s distributors or agents.