Generic Competition Percentage definition

Generic Competition Percentage means, with respect to any Product in a given country in the Territory or Takeda Territory (as applicable), all units of the Generic Product(s) for such Product, sold in the aggregate in such country divided by the sum of: (a) all units of the Product sold in such country, and (b) all units of the Generic Product(s) sold in the aggregate in such country, where, in each case, the number of units of a Product and each Generic Product sold shall be based on the average of the monthly IMS data (or IMS-equivalent data if IMS data are not available).

Generic Competition Percentage means, on a Licensed Product-by-Licensed Product and country-by-country basis, total aggregate sales of the applicable Generic Licensed Products in a Calendar Quarter in such country divided by the sum of: (a) total aggregate sales of a Licensed Product sold in such Calendar Quarter in such country and (b) total aggregate sales of the Generic Licensed Product in such Calendar Quarter in such country, where, in each case ((a) and (b)), the total aggregate sales of a Licensed Product and each Generic Licensed Product will be based on the average of the monthly data provided by IMS Health Incorporated, Fairfield, Connecticut (or IMS-equivalent data if IMS data is not available).

Generic Competition Percentage means, on a Licensed Product-by-Licensed Product and Calendar- Quarter-by-Calendar Quarter basis in the Territory, the total aggregate units of the applicable Generic Products sold in a Calendar Quarter in the Territory divided by the sum of: (a) total aggregate units of a Licensed Product sold in such Calendar Quarter in the Territory, and (b) total aggregate units of each Generic Product sold in such Calendar Quarter in the Territory, where, in each case ((a) and (b)), the total aggregate units of a Licensed Product and each Generic Product will be based on the monthly data provided by IMS or another independent source mutually agreed upon by the Parties.

Examples of Generic Competition Percentage in a sentence

• On a Licensed Product- by-Licensed Product basis, the royalty rates set forth in Sections 11.3 and 11.5 for Net Sales of a Product in a country shall be reduced by [***] in each Calendar Quarter during which the Generic Competition Percentage with respect to such Licensed Product in such country in such Calendar Quarter is greater than or equal to [***].

• Subject to the limitation set forth in Section 8.8, the royalty rates set forth in Section 8.3 for Net Sales in such country (after any previous reduction(s), if any, made pursuant to Section 8.6) shall be reduced, on a country-by-country basis by [***] percent ([***]%)] at the end of the first to occur Calendar Quarter during which the Generic Competition Percentage in such country of the Territory during such time period is greater than or equal to [***] percent ([***]%)].

• Subject to the limitation set forth in Section 8.8, the royalty rates set forth in Section 8.3 for Net Sales in such country (after any previous reduction(s), if any, made pursuant to Section 8.6) shall be reduced, on a country-by-country basis by [***] at the end of the first to occur Calendar Quarter during which the Generic Competition Percentage in such country during such time period is greater than or equal to [***].

• If, with respect to a particular Product in a particular country in the Territory during a particular Calendar Quarter, the Generic Competition Percentage in such country is at least [***], then the royalty rates set forth in Section 5.3 for Net Sales of such Product in such country for such Calendar Quarter shall be reduced by [***].

• Subject to Section 5.5.3(e) (Cumulative Reductions Floor), if in any Calendar Year during the Royalty Term for a given Licensed Product in a country the Generic Competition Percentage in such country is greater than or equal to [*]%, then commencing in the next Calendar Year, and thereafter during each Calendar Quarter, the aggregate Net Sales of such Licensed Product in such country during each Calendar Quarter will be reduced by [*]%.

More Definitions of Generic Competition Percentage

Generic Competition Percentage means, with respect to a particular Product in a particular country in the Territory, [ ]*.

Generic Competition Percentage means, with respect to a particular Product in a particular country, all units of the Biosimilar Product(s) for such Product sold in such country divided by the sum of: (a) all units of such Product sold in such country, plus (b) all units of all Biosimilar Product(s) sold in such country, where, in each case, the number of units of a Product and each Biosimilar Product sold shall be based on the [***].

Generic Competition Percentage means, with respect to a particular Product in a particular country in the Territory, all units of the Generic Product(s) for such Product sold in such country in the Territory divided by the sum of: (a) all units of such Product sold in such country in the Territory, plus (b) all units of all Generic Product(s) sold in such country in the Territory, where, in each case, the number of units of a Product and each Generic Product sold shall be based on the average of the monthly IMS data (or IMS-equivalent data if IMS data are not available).

Generic Competition Percentage means, on a Licensed Product-by-Licensed Product and Calendar-Quarter-by-Calendar Quarter basis in the Territory, the total aggregate units of the applicable Generic Products sold in a Calendar Quarter in the Territory divided by the sum of: (a) total aggregate units of a Licensed Product sold in such Calendar Quarter in the Territory, and (b) total aggregate units of each Generic Product sold in such Calendar Quarter in the Territory, where, in each case ((a) and (b)), the total aggregate units of a Licensed Product and each Generic Product will be based on the monthly data provided by IMS or another independent source mutually agreed upon by the Parties.

Generic Competition Percentage means, with respect to any Licensed Product in a Region in the Licensed Territory, the percentage calculated by [***]. [***] Certain information in this document has been omitted from this exhibit because AN2 Therapeutics, Inc. has determined that it is both (i) not material and (ii) is of the type that would customarily and actually be treated as private or confidential. 5 CONFIDENTIAL EXECUTION VERSION

Generic Competition Percentage means, with respect to a particular Licensed Product and as assessed on a Kaken Fiscal Quarter-by-Kaken Fiscal Quarter basis, a fraction (expressed as a percentage), the numerator of which is the aggregate number of units of specific Generic Products (for such Licensed Product) sold in the Kaken Territory during the applicable Kaken Fiscal Quarter, and the denominator of which is the aggregate number of units of such specific Generic Products (for such Licensed Product) sold in the Kaken Territory during such Kaken Fiscal Quarter plus the aggregate number of units of such Licensed Product sold in the Kaken Territory during such Kaken Fiscal Quarter, based on [***] obtained by Kaken for such Generic Product, or if such data is not available, such other reliable data source as is reasonably determined by Kaken.

Generic Competition Percentage means, with respect to each Product in a given country in the Territory in a given Calendar Quarter, the total number of units of all Generic Products sold divided by the sum of: (a) the total number of units of the applicable Product sold, and (b) the total number of units of all Generic Products sold, in each case to end users in such country in such Calendar Quarter.