Sublicensing Receipts means consideration, whether monetary or otherwise, received (for the removal of doubt, whether received before or after the First Commercial Sale in any country) by the Company for or from the grant of Sublicences and/or pursuant thereto, or in connection with the grant of an option for a Sublicence, except for: (i) amounts received by the Company which constitute royalties based on sales of the Products by Sublicensees in respect of which the Company has paid royalties to Yeda, or owes such royalties, under the terms of this Agreement; (ii) gross receipts for commercial sales of Products in respect of which the Company has paid royalties to Yeda; (iii) amounts received from a Sublicensee and actually expended by the Company in respect of future research and development activities to be performed at the Company for or on behalf of such Sublicensee with regard to the Product or Products being the subject-matter of the Sublicence, provided that; (a) such research and development activities are performed pursuant to a defined research and development program and budget agreed between the Company and such Sublicensee, a copy of which is furnished to Yeda; and (b) the Company submits to Yeda a written report, audited by the Company’s independent auditor, setting out the time and materials utilised, and overhead costs and other expenses actually incurred by the Company in the conduct of the said research and development activities, which demonstrates that reasonable amounts have actually been expended by the Company in the conduct of such research and development activities, it being agreed, for the removal of doubt, that any amounts received by the Company as aforesaid, but not expended as set out above, shall be deemed to be Sublicensing Receipts; and (iv) equity investments in the Company at current market rates;

Sublicensing Receipts means consideration of any kind whether monetary or otherwise, received by Teva or its Affiliates for or in connection with the grant of Sublicenses and/or options for Sublicenses, including, one time, lump sum or other payments, except for: (i) gross receipts for commercial sales of Licensed Product that are subject to royalty payments to Cell Cure; (ii) amounts received from a Sublicensee solely to finance research and development activities to be performed by or on behalf of Teva in connection with such Sublicense (as evidenced by itemized invoices, receipts or other supporting documentation); or (iii) payments received in reimbursement for patent expenses incurred at any time after the date of the grant of the sublicense.

Sublicensing Receipts means consideration of any kind, whether monetary or otherwise, received by the Company for or in connection with the grant of Sublicenses and/or options for Sublicenses and further sublicenses, including one-time, lump sum or other payments except for: (i) amounts received by the Company which constitute royalties based on Sales of Licensed Products by Sublicensees in respect of which the Company has paid royalties to Hadasit based on Net Sales of such Sublicensee; (ii) amounts received in reimbursement of expenses incurred by the Company in filing, prosecuting, maintaining or defending Licensed Patents provided that such amounts are incurred after the grant of the Sublicense as evidenced by appropriate documentation; (iii) amounts received by the Company from a Sublicensee, and actually expended by the Company in respect of Licensed Product-related research and/or development activities to be performed by the Company for such Sublicensee, plus [ * ], provided that [ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. - 8 -

Examples of Sublicensing Receipts in a sentence

Upon a payment to the Company by a Sublicensee being triggered in respect of a Milestone Event set forth in Exhibit G (the “Milestone Sublicense Receipt”), Company shall pay the Licensors through the Leading Licensor the higher of (a) the amount set forth in Exhibit G in respect of the same Milestone Event or; (b) if a corresponding payment is made by a Sublicensee to the Company, an amount equal to the amount of the Sublicensing Receipts that would otherwise be due pursuant to Section 6.4.
For the removal of doubt, in calculating amounts received by the Company, whether by way of Net Sales or Sublicensing Receipts, any amount deducted or withheld in connection with any such payment on account of taxes on net income (including income taxes, capital gains tax, taxes on profits or taxes of a similar nature) payable by the Company in any jurisdiction, shall be deemed, ****CERTAIN INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION.
For the removal of doubt, in calculating amounts received by the Company, whether by way of Net Sales, Sublicensing Receipts or Royalties, any amount deducted or withheld in connection with any such payment on account of taxes on net income (including income taxes, capital gains tax, taxes on profits or taxes of a similar nature) payable by the Company in any jurisdiction, shall be deemed, notwithstanding such deduction or withholding, to have been received by the Company.
On a quarterly basis, on the same schedule as provided in Subparagraph (B)(1), Licensee shall pay to LSU the Applicable Percentage (defined in Subparagraphs (3) and (4) below) of Gross Sublicensing Receipts.
The Company may not assign or encumber all or any of its rights or obligations under this Agreement or arising therefrom, without the prior written consent of Yeda, which consent may be conditioned by Yeda that any consideration, received by the Company, in respect of assignment as aforesaid shall be deemed to be Sublicensing Receipts and the provisions of clause 9 above shall apply with respect thereto, mutatis mutandis).

More Definitions of Sublicensing Receipts

Sublicensing Receipts means consideration, whether monetary or otherwise, actually received (for the removal of doubt, whether actually received before or after the First Commercial Sale in any country) by the Company for or from the grant of Sublicences and/or pursuant thereto, or in connection with the grant of an option for a Sublicence, except for amounts received by the Company which constitute royalties based on sales of the Products by Sublicensees; the terms: "YEDA", "THE - shall bear the definitions assigned to COMPANY","THE INSTITUTE", them respectively in the heading or the "THE SCIENTIST", "THE preamble hereto, as the case may be. INVENTION","THE EXISTING PATENT APPLICATION,"THE RESEARCH PROGRAM", "THE RESEARCH", "THE RESEARCH BUDGET" and "PRODUCTS"

Sublicensing Receipts. - shall mean consideration, whether monetary or otherwise, including fees and lump sum payments, received (for the avoidance of doubt, whether received before or after the First Commercial Sale in any country) by the Company for or from the grant of Sublicences and/or pursuant thereto, or in connection with the grant of an option for a Sublicence (where such option is in return for consideration) (for the further avoidance of doubt, including amounts received by the Company which constitute royalties based on sales of Company Products by Sublicensees), except for:

Sublicensing Receipts means consideration received (for the avoidance of doubt, whether received before or after the First Commercial Sale in any country) by the Company as consideration for the grant of Sublicenses, or as consideration for the grant of an option for a Sublicense, except for: (i) amounts received by the Company which constitute royalties based on sales of the Products by or on behalf of Sublicensees in respect of which the Company has paid royalties to Yeda; (ii) amounts received from a Sublicensee to cover reasonable, bona fide costs (including reasonable overhead) to be incurred by the Company after the date of signature of the relevant Sublicence in the performance of research or development activities under a Sublicence in connection with a Product or a product expected to become a Product, to the extent that: (a) such research and/or development activities are performed pursuant to a detailed research and development program and research and development budget agreed with the relevant Sublicensee, a summary of which is provided to Yeda; and (b) at the end of each calendar year of the research and development program, the Company submits to Yeda a written expense report, audited by an independent accountant or certified by the Company’s Chief Financial Officer or other senior financial officer of the Company (or the relevant business division of the Company (if there is more than one business division)), setting out the research and development actual costs and reasonable overhead costs and other expenses actually incurred by the Company in the conduct of the said research and development activities, which report demonstrates that such amounts have actually been expended by the Company during such calendar year in the conduct of such research and/or development activities in accordance with such detailed research and development program and budget, it being agreed that any amounts received by the Company as aforesaid, but not expended as set out above, shall be deemed Sublicensing Receipts, unless such amounts are carried over for the performance of work under such research and development program in the subsequent calendar year only; and (iii) equity investments in the Company made at arm’s length to the extent such investments represent fair market value taking into consideration reasonable premiums, if applicable, due to a strategic relationship (amounts above such fair market value will be deemed Sublicensing Receipts);

Sublicensing Receipts. - shall mean consideration, whether monetary or otherwise, received (for the removal of doubt, whether

Sublicensing Receipts definition

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