Royalty Obligations definition

Royalty Obligations means payment obligations, whether as up-front payments, royalties, license maintenance fees, milestone payments or any other consideration, for any royalty-bearing license granted in this Agreement that has been reasonably negotiated by the Parties through arm’s-length good faith negotiation and agreement through the Steering Committee as provided in Section 7.4. In a scenario where the Parties have agreed to jointly pursue a commercial opportunity and the licensor Party has decided, in its sole discretion, that its participation in the joint opportunity will provide it with sufficient value, the licensor Party may decide, in its sole discretion, that a reasonable royalty is one dollar or other nominal amount. The Royalty Obligations may be agreed upon as part of a Development Program Form, an amendment to this Agreement or any other writing executed between the Parties.

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Royalty Obligations means all obligations, liabilities and indebtedness of every nature of Debtor from time to time owed to the Royalty Secured Parties under the Royalty Purchase Agreement, including, without limitation, Covered Product Revenue Payments (as defined in the Royalty Purchase Agreement), fees, costs, expenses, other payments, indemnification obligations, whether primary or secondary, direct or indirect, contingent or fixed, joint or several, matured or unmatured or otherwise, heretofore, now and from time to time hereafter owing, due or payable, whether before or after the commencement of an Insolvency Event (including, without limitation, interest or other charges accruing thereon after an Insolvency Event, without regard to whether or not such interest or other charges are allowed claims).

Royalty Obligations means obligations in respect of royalty or similar payments, whether or not incurred as deferred purchase price for assets or otherwise denominated as indebtedness.

Examples of Royalty Obligations in a sentence

• Each Party acknowledges and agrees that the agreement on the Royalty Obligations is a condition precedent to the effectiveness of the commercial licenses granted under Sections 7.5 through 7.8 and the licensee Party will pay the Royalty Obligations during the term of such licenses.

• One such consideration is the Royalty Obligations that would be associated with the commercial licenses granted under Sections 7.5 through 7.8, which will be negotiated and agreed to by the respective representatives of the Parties through the Steering Committe in arm’s-length good faith negotiations.

• Until such time as the Royalty Obligations are paid in full and the Royalty Purchase Agreement is terminated, if Note Agent or any Note Secured Party receives Royalty Priority Collateral proceeds, Note Agent agrees to segregate and hold such payment in trust for the benefit of Royalty Agent and agrees to immediately deliver the payment to Royalty Agent in precisely the same form received (but with the endorsement of Note Agent where necessary) for application on account of the Royalty Obligations.

• Subject to the penultimate paragraph of this Section 3, until the Royalty Obligations are paid in full and the Royalty Purchase Agreement is terminated, no Note Secured Party will take any Collateral Actions, regardless of whether such Collateral Actions relate to the Note Obligations or any other indebtedness that is outside the definition of Note Obligations, with respect to the Royalty Priority Collateral.

• In the event of the liquidation or sale of the assets of the Debtor, by reason of dissolution or bankruptcy, or by appointment of a receiver, or by other legal proceeding, all amounts received by any person from the liquidation of the Royalty Priority Collateral shall be paid first to Royalty Agent to be applied to the Royalty Obligations in accordance with Section 5.

More Definitions of Royalty Obligations

Royalty Obligations means all “Obligations” or similar term as defined in the Royalty Financing.

Royalty Obligations means the contractual obligations to pay royalties in respect of the Tenements arising under the agreements set out in Schedule 5.

Royalty Obligations means (a) all mechanical, artist, producer and other royalties (including net profits and revenue shares and override royalties) in respect of any Company Work arising out of any Contract to which the Company was or is a party whether or not the Person entitled to receive such payment is recouped under the applicable Contract and (b) any union obligations in respect of any Company Work.

Royalty Obligations means BPI’s obligations under the license and royalty agreement dated July 17, 2002, as amended on May 9, 2005 between Royalties LP and BPI, including the obligation to pay the Royalty.

Royalty Obligations means the obligations, if any, of Takeda Pharma to report and pay royalties pursuant to and in accordance with the Preotact License Agreement with respect sales of Preotact made by Takeda Pharma and its Affiliates on or after January 1, 2013, including, if applicable, sales pursuant to Section 3.6(b).

Royalty Obligations means, in connection with the Project:

Royalty Obligations means the royalties set out in Schedule 1.1(nnn) hereto.