Examples of Revenue Interests in a sentence
Without the prior written consent of the Required Purchasers, Dermavant shall not create, incur, assume or suffer to exist any Lien (or exercise any right of rescission, offset, counterclaim or defense) upon or with respect to the Revenue Interests (or the right to receive the Revenue Interests) or the Product Assets, except for Permitted Liens.
Without the prior written consent of the Required Purchasers, Dermavant shall not create, incur, sell, issue, assume, enforce or suffer to exist any additional revenue interests (or similar economic equivalents) with respect to Net Sales of the Product in the United States unless such additional revenue interests (or such economic equivalents) are subordinated to the Revenue Interests as to payment, security and enforcement.
For Swiss tax purposes, payments in respect of Revenue Interests shall be deemed to (a) reflect the interest component until the difference between the Maximum Amount and the Purchase Price has been paid and (b) to the extent in excess of such difference, as the deemed repayment of the Purchase Price.
Dermavant shall not, and shall cause each other Controlling Affiliate not to, enter into any Material Contract that would reasonably be expected to (a) conflict with the Transaction Documents or the rights granted to the Purchasers hereunder or thereunder, (b) impair Dermavant’s ability to perform its obligations under the Transaction Documents or (c) reduce or limit the Revenue Interests.
If any such audit results in a determination that any portion of the Revenue Interests was not properly paid to the Purchasers, unless Dermavant disputes the results of such audit in accordance with Section 5.5(c), then such portion of the Revenue Interests shall be paid, within thirty (30) days after the receipt of such audit results, by Dermavant to the Purchasers (in accordance with their Percentage Interests) in accordance with Section 5.2.