Examples of Royalty Reductions in a sentence
In no event will the aggregate Royalty amount due to a Party in any given Calendar Quarter during the Royalty Term for any Licensed Product be reduced by more than [***] of the amount that otherwise would have been due and payable to such Party in such Calendar Quarter for such Licensed Product but for the reductions set forth in Section 9.2.3(a) through Section 9.2.3(c) (Royalty Reductions).
Subject to 11.7.3 (Cumulative Effect of Royalty Reductions), on a Product-by-Product and country-by-country basis, if an event of a Loss of Market Exclusivity for a Product in any country has occurred, then the Royalties due to HMI pursuant to Section 11.7.1 (Royalty Rates) with respect to such Product in such country will be reduced by [***]%.
To the Knowledge of the Seller, other than with respect to any Royalty Reductions under Section 11.5.3 of the License Agreement, no event or condition exists that, upon notice or passage of time or both, would reasonably be expected to permit Licensee to claim, or have the right to claim, a Royalty Reduction.
The Seller agrees to notify the Buyer in writing as promptly as possible (and in any event within [**]) of becoming aware of any actual or potential Royalty Reductions, including Permitted Royalty Reductions.
Notwithstanding anything to the contrary, the reductions with respect to any Product in any Calendar Quarter during the applicable Royalty Term in any country pursuant to Section 3.2.2 (Royalty Reductions) and Section 3.2.3 (Third Party Royalties) shall not reduce the royalty rate provided in Section 3.2.1 by more than [***] in the aggregate (i.e., the royalty rate shall be no lower than [***]).
Notwithstanding anything to the contrary, the maximum aggregate reduction with respect to royalties payable on any Product in any calendar quarter during the applicable Royalty Term in any country pursuant to Section 3.3.2 (Royalty Reductions) and Section 3.3.3 (Third Party Royalties) shall be [***].
The sole recourse of the Buyer against the Seller in respect of the Assigned Royalty Payments will be (a) for Royalty Reductions, only to the extent permitted under Section 5.3 hereof, and (b) claims by the Buyer for breach of the representations, warranties, and covenants of the Seller set forth herein.
Notwithstanding anything to the contrary, the reductions with respect to any Product in any Calendar Quarter during the applicable Royalty Term in any country pursuant to Section 3.2.2 (Royalty Reductions) and Section 3.2.3 (Third Party Royalties) shall not reduce the royalty rate provided in Section 3.2.1 by more than [***] in the aggregate (i.e., the royalty rate shall be no lower than [***], depending on royalty tier).
ContentsIntroduction and Overview 1 OCS Leasing System 3 Current Policy Issues 5 Offshore Moratoria 5 OCS Lease Buybacks 6 Offshore California 6 Lease Sale 181 7 Royalty-in-Kind 8 Environmental and Coastal Concerns 9 Conservation and Reinvestment Act 9 Federal Distribution of OCS Revenues 10Deepwater Royalty Reductions 11Offshore Reserves and Resources 14Offshore Oil and Gas Production 16Deepwater 17Offshore Technology 19Appendix: World Deepwater Potential 20List of FiguresFigure 1.
Roche may carry forward any such reductions permitted under this Section 9.5.3 (Royalty Reduction) that are incurred or accrued in a Calendar Quarter but that are not creditable in such Calendar Quarter as a result of the foregoing floor and apply such amounts in any subsequent Calendar Quarter (subject to the minimum floor set forth in this Section 9.5.3(e) (Royalty Reductions Floor; Carry Forward)) until the amount of such reductions have been fully applied.