Sublicensee Income means all […***…]; provided, that, Sublicensee Income shall not include: […***…].
Sublicensee Income means compensation or consideration of any kind received by Licensees from a Sublicensee, including without limitation cash, marketable securities, stock or shares, and any tangible or intangible assets.
Sublicensee Income. Sublicensee Income means amounts received by Otsuka and its Affiliates from Sublicensees directly or indirectly in respect of rights granted to such Sublicensees pursuant to Section 2.1(b) of this Agreement, whether paid in cash, debt securities or otherwise including, without limitation: upfront payments, licensing fees, milestone payments, license maintenance fees, minimum annual royalties, commercialization payments, technology access fees, technology transfer fees, reimbursement for past expenditures incurred prior to the grant of the sublicense (including, without limitation, costs and expenses of patent prosecution but excluding legal costs to consummate a sublicense transaction), profit sharing payments, co-promotion fees, equity investments as consideration or inducement to enter into a sublicense and like payments. Notwithstanding the foregoing, Sublicensee Income shall exclude royalties paid by such Sublicensee to Otsuka or its Affiliates with respect to Net Sales of Licensed Products.
Examples of Sublicensee Income in a sentence
The report of such accounting firm shall be limited to a certificate stating whether any report made or payment submitted by Otsuka during such period is accurate or inaccurate and the actual amounts of Net Sales and Sublicensee Income and royalties and other payments due for such period.
In addition to the milestones and royalties set forth above, Otsuka shall pay MethylGene […***…] of all Sublicensee Income received by Otsuka and its Affiliates.
In each year the amount of royalty due and share of Sublicensee Income shall be calculated on a cash received basis on the Licensee and Affiliates and Sublicensees books as of the end of each Accounting Period as defined in Section 1.1 of this Agreement and shall be paid within the next sixty (60) day period following such date, every such payment to be supported by the accounting prescribed in Section 6.3.
Licensee shall be relieved of the obligation to pay royalties on any Net Sales or Sublicensee Income that are no longer covered by the Patent Rights as a result of such abandonment and assignment by Licensor, provided that Licensee shall continue to be obligated to pay royalties on any Net Sales or Sublicensee Income that are still subject to the Patent Rights that remain in effect.
Licensor shall provide Licensee with written notice of its election to inspect and audit the records related to the royalties and Sublicensee Income due hereunder not less than thirty (30) days prior to the proposed date of review of Licensee’s records by Licensor’s auditors.
More Definitions of Sublicensee Income
Sublicensee Income means any payments that COMPANY receives from a SUBLICENSEE in consideration of the sublicense of the rights granted COMPANY, including without limitation license fees, milestone payments, license maintenance fees, and other payments, but specifically excluding royalties on NET SALES
Sublicensee Income means all cash consideration actually received by OMT or its Affiliates from licensees in connection with
Sublicensee Income means all cash consideration actually received by OMT or its Affiliates from licensees in connection with (a) the grant or maintenance of a license or other right to commercially research or develop, manufacture or sell OMT Products, or (b) the sale or other disposition of OMT Products, including without limitation upfront license fees, annual license payments, milestone payments, royalties received from the licensee and other similar license-related payments; provided, however, that amounts received with respect of the following items are expressly excluded: (i) the purchase of OMT’s or its Affiliate’s stock (but
Sublicensee Income means all cash consideration actually received by OMT or its Affiliates from licensees in connection with (a) the grant or maintenance of a license or other right to commercially research or develop, manufacture or sell OMT Products, or (b) the sale or other disposition of OMT Products, including without limitation upfront license fees, annual license payments, milestone payments, royalties received from the licensee and other similar license-related payments; provided, however, that amounts received with respect of the following items are expressly excluded: (i) the purchase of OMT’s or its Affiliate’s stock (but *** CONFIDENTIAL PORTIONS OMITTED AND FILED SEPARATELY WITH THE COMMISSION
Sublicensee Income means all consideration (e.g., upfront fees, milestone payments, and other similar license fees) received by LICENSEE from a Sublicensee based on the grant to such Sublicensee of a sublicense under the Licensed Rights granted to LICENSEE under this Agreement, but excluding : (a) royalty payments or similar payments based on sales of Licensed Products; (b) payments made for actual costs incurred, or reimbursement of actual costs incurred, as evidenced by written documentation provided to MSK by LICENSEE or its Affiliates in the research and/or development of Licensed Products (including in connection with equipment purchases, manufacturing costs, personnel expenses and patent prosecution, defense, enforcement, maintenance and other intellectual property-related expenses); (c) bona fide loans; (d) payments to purchase capital stock of LICENSEE at fair market value (provided, however, that any premium consideration in excess of fair-market value will not be excluded); and (e) payments at fully-burdened cost for Licensed Products supplied by LICENSEE (or its Affiliate). It is understood that consideration received by LICENSEE pursuant to manufacturing and/or commercial agreements or arrangements with Sublicensees that is not based on the grant of a sublicense under the Licensed Rights shall not be “Sublicensee Income” for purposes of this Agreement. Notwithstanding the foregoing, in the event that rights or obligations in addition to the Licensed Rights are licensed or sublicensed by LICENSEE, LICENSEE will equitably apportion any consideration received by LICENSEE in consideration of the sublicense under the Licensed Rights, which shall be included in Sublicensee Income as
Sublicensee Income means all consideration (e.g., upfront fees, milestone payments, and other similar license fees) received by LICENSEE from a Sublicensee based on the grant to such Sublicensee of a sublicense under the Licensed Rights granted to LICENSEE under this Agreement, but excluding : (a) royalty payments or similar payments based on sales of Licensed Products; (b) payments made for actual costs incurred, or reimbursement of actual costs incurred, as evidenced by written documentation provided to MSK by LICENSEE or its Affiliates in the research and/or development of Licensed Products (including in connection with equipment purchases, manufacturing costs, personnel expenses and patent prosecution, defense, enforcement, maintenance and other intellectual property-related expenses); (c) bona fide loans; (d) payments to purchase capital stock of LICENSEE at fair market value (provided, however, that any premium consideration in excess of fair-market value will not be excluded); and (e) payments at fully-burdened cost for Licensed Products supplied by LICENSEE (or its Affiliate). It is understood that consideration received by LICENSEE pursuant to manufacturing and/or commercial agreements or arrangements with Sublicensees that is not based on the grant of a sublicense under the Licensed Rights shall not be “Sublicensee Income” for purposes of this Agreement. Notwithstanding the foregoing, in the event that rights or obligations in addition to the Licensed Rights are licensed or sublicensed by LICENSEE, LICENSEE will equitably apportion any consideration received by LICENSEE in consideration of the sublicense under the Licensed Rights, which shall be included in Sublicensee Income as applicable, and any consideration received by LICENSEE in consideration of other rights and obligations, which shall not be included in Sublicensee Income, and LICENSEE shall provide reasonable documentation to MSK in support of such apportionment.
Sublicensee Income means all upfront cash and/or equity consideration received by LICENSEE from a Sublicensee, but excluding [***]. [***]