Net Product Revenue means, as of a date of determination, product revenue (determined under GAAP) with respect to sale of ordinary course product and service offerings of Borrower and its Subsidiaries and related services directly sold with such product and service offerings, in each case determined in a manner consistent with the financial statements delivered to Collateral Agent on or prior to the Effective Date (including, for the avoidance of doubt, revenue from the discontinued operations of Vapo/Access and Respricare); provided that any revenue associated with any Acquisition shall only contribute to Net Product Revenue to the extent such revenue is actually received following the consummation of such Acquisition and otherwise qualifies as Net Product Revenue.
Net Product Revenue means, for any period, (a) the consolidated gross revenues of Borrowers and their Subsidiaries generated solely through the commercial sale of all Products by Borrowers and their Subsidiaries in the Ordinary Course of Business during such period, less (b) (i) sales of Products whose specifications are owned by the customer and are sold through a contract manufacturing services agreement, (ii) sales of sports medicine, cancellous bone and cervical spacer Products, (iii) trade, quantity and cash discounts allowed by Borrower or its Subsidiaries, (iv) discounts, refunds, rebates, charge backs, retroactive price adjustments and any other allowances which effectively reduce net selling price, (v) product returns and allowances, (vi) allowances for shipping or other distribution expenses, (vii) set-offs and counterclaims, and (viii) any other similar and customary deductions used by Borrower or its Subsidiaries in determining net revenues, all, in respect of (a) and (b), as determined in accordance with GAAP and in the Ordinary Course of Business.
Net Product Revenue means, with respect to Borrower and its Subsidiaries who are Guarantors (including Subsidiaries acquired by Borrower who become Guarantors in connection with a Permitted Investment), product revenue (determined under GAAP) of Borrower’s and such Subsidiaries’ sale (either directly or through a lease or distribution arrangement and solely to the extent reported as revenue on Borrower’s consolidated financial statements) to non-Affiliates in the ordinary course of business of its products and related services directly sold in connection with such products, including, for the avoidance of doubt revenue in connection with NeuroStar® Advanced Therapy Systems and upgrades thereto, NeuroStar Treatment Sessions (whether on a “per click” or capitated basis), TrakStar Cloud and service contracts, but excluding, in each case, revenue (a) in connection with any one time or extraordinary transactions, (b) attributable to licensing, collaboration or similar arrangements (including for the avoidance of doubt Permitted Licenses), (c) related to the sale of assets other than products in the ordinary course of business, (d) any revenue related to the leasing or distribution of products and services other than in each case the sale of inventory and related services through leasing or distribution arrangements that would otherwise constitute ordinary course of business sales of such products and services, (e) from any royalty, collaboration, commission or similar arrangement, and (f) without duplication, any other transaction (unless specifically specified in this proviso) that would not be an arms-length sales transaction entered into in the ordinary course of business. For the avoidance of doubts, Transfers of products and services to HCA under the HCA Agreement are deemed to be a sale to a Non-Affiliate in the ordinary course of business.
Examples of Net Product Revenue in a sentence
SCHEDULE 7.13(a) Month-EndMeasurement Period Ending Minimum Net Product Revenue August 2022For the Measurement Periods ending between the Merger Amendment No. 8 Effective Date through September 30, 2024 $25,488,089Permit Net Product Revenue, measured on a trailing twelve-month basis, to be lower than the value equal to 104% of actual Net Product Revenue, measured on a trailing twelve-month basis, as of the month ending twelve (12) months prior to such date of determination.
September 2022For the Measurement Periods ending between the October 31, 2024 through December 31, 2025 $26,080,351Permit Net Product Revenue, measured on a trailing twelve-month basis, to be lower than the value equal to 106% of actual Net Product Revenue, measured on a trailing twelve-month basis, as of the month ending twelve (12) months prior to such date of determination.
More Definitions of Net Product Revenue
Net Product Revenue means, as of any date of determination or applicable period, net product revenue (as determined in accordance with GAAP) from the sale of Tivozanib (which for the avoidance of doubt shall not include any royalty, profit sharing, or milestone revenue) in the United States. For the further avoidance of doubt, when calculating “Net Products Revenue” the tiered royalties Aveo would owe to KKC on annual net sales of Tivozanib, which are classified as “cost of goods sold” in accordance with GAAP, shall not be deducted.
Net Product Revenue means, for any period, the net product revenue of Borrowers and their Subsidiaries, as determined in accordance with GAAP and reported by Borrower pursuant to the requirements of the Securities Exchange Act of 1934.
Net Product Revenue means, with respect to Borrower and its Subsidiaries who are Guarantors (including Subsidiaries acquired by Borrower who become Guarantors in connection with a Permitted Investment), product revenue (determined under GAAP) of Borrower’s and such Subsidiaries’ sale (either directly or through a lease or distribution arrangement and solely to the extent reported as revenue on Borrower’s consolidated financial statements) to non-Affiliates in the ordinary course of business of its products and related services directly sold in connection with such products, including, for the avoidance of doubt revenue in connection with NeuroStar® Advanced Therapy Systems and upgrades thereto, NeuroStar Treatment Sessions (whether on a “per click” or capitated basis), TrakStar Cloud and service contracts, but excluding, in each case, revenue (a) in connection with any one time or extraordinary transactions, (b) attributable to licensing, collaboration or similar arrangements (including for the avoidance of doubt Permitted Licenses), (c) related to the sale of assets other than products in the ordinary course of business, (d) any revenue related to the leasing or distribution of products and services other than in each case the sale of inventory and related services through leasing or distribution arrangements that would otherwise constitute ordinary course of business sales of such products and services, (e) from any royalty, collaboration, commission or similar arrangement, and (f) without duplication, any other transaction (unless
Net Product Revenue means the revenue, determined in accordance with GAAP, from the sale of any products of Borrower or its Subsidiaries, inclusive of Borrower’s share of sales generated indirectly through the sales of Borrower’s products under any licensing or similar arrangement and which amounts are included in the net product revenue of Borrower in accordance with GAAP.
Net Product Revenue means net product revenue of the Borrower and its Subsidiaries, as determined in accordance with GAAP, that is generated solely from the sale of RP1 (which, for the avoidance of doubt, shall include sales, royalty, profit sharing, co-development, co-promotion and co-commercialization revenues recognized in accordance with GAAP, but which shall not include any revenue that is milestone-based or any other one-time or non-recurring revenue).
Net Product Revenue means net product revenue recognized by Borrower (as determined in accordance with GAAP) solely from the sale of ibrexafungerp (which shall not include any revenue under business development or licensing transactions). For the avoidance of doubt, without limiting the foregoing, Net Product Revenue shall not include any of the following to the extent not recognizable as revenue in accordance with GAAP (a) trade, quantity and cash discounts allowed by Borrower, (b) discounts, refunds, rebates, charge backs, retroactive price adjustment and any other allowances which effectively reduce net selling price, (c) product returns and allowances,(d) allowances for shipping or other distribution expenses, (e) set-offs and counterclaims, and (f) any other similar and customary deductions that are typically deducted from gross revenue and not included in net revenue in accordance with GAAP.
Net Product Revenue means, with respect to the Loan Parties, product revenue (determined under GAAP) with respect to the sale of surgical devices and products of the Borrower and its Subsidiaries. For the avoidance of doubt, Net Product Revenue excludes any Consulting Royalties and any other royalties.