Examples of Third Party Licensed Product in a sentence
Where Licensee acquires rights to a Third Party Licensed Product but doesn't pay a royalty based on net sales, units sold, etc., royalties "deemed paid or payable" shall be the imputed royalty paid by Licensee in connection with the payment of the purchase price or other consideration to acquire those rights needed to use the applicable proprietary product, compound, method, or process in such Third Party Licensed Product.
The allocated portion of the purchase price or other consideration shall then be converted into an imputed royalty, taking into account all relevant factors, including, without limitation, the length of time over which Licensee may exercise the rights involved, the likely sales of such Third Party Licensed Product over such period of time, and/or other factors considered relevant at the time.
Third Party Licensed Product" means any Licensed Product, except a B&L Licensed Product, whose therapeutic effect is derived in part from any proprietary product, compound, method, or process inlicensed or acquired by Licensee from an unAffiliated third party on an arm's- length basis.
In no event shall the deemed royalty so derived exceed the royalty that would have been paid for the rights involved in an arms-length transaction with such third party had Licensee licensed such rights for use in connection with such Third Party Licensed Product on a purely royalty- bearing basis.
As modified from time to time by the Steering Committee, the applicable Market Projection Plan(s) shall reflect the impact of any contemplated introduction of any B&L Licensed Product or any Third Party Licensed Product which is expected to compete with any other Licensed Product.
Promptly following the granting of such consent or license to a Third Party Licensed Product, if Herbalife or any Affiliate has not received the Formulas for any such product from the third party licensee thereof, Supplier shall provide Herbalife or any Affiliate with those Formulas pursuant and subject to the terms and conditions hereof and of any third party license to enable Herbalife or any Affiliate to exercise the rights and licenses so granted.
Subject to Section 3.3, on all Net Sales of any Third Party Licensed Product Licensee shall pay to Licensor a running royalty equal to the Base Royalty reduced by [*] of the amount of any running royalty payable or "deemed paid or payable" by Licensee with respect to such Net Sales to any third party licensor of proprietary technology or other proprietary property included in such Third [*]-INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED.
In no event shall the deemed royalty so derived exceed the royalty that would have been paid for the rights involved in an arms-length transaction with such third party had Licensee licensed such rights for use in connection with such Third Party Licensed Product on a purely royalty-bearing basis.
Third Party Licensed Product" means a First Generation Exclusive Licensed Product or a Non-Exclusive Licensed Product, the therapeutic effect of which is derived in part from any proprietary product, compound, method or process in-licensed or acquired by Licensee from an unaffiliated third party on an arm's length basis; provided that such First Generation Exclusive Licensed Product or Non-Exclusive Licensed Product is subject to a running royalty equal to the Base Royalty.
Licensees further shall use their best efforts, as reasonably required by Cytomedix, to cause any supplier or Distributor of Platelet Products (whether PPAI Branded Platelet Product or Third Party Licensed Product) to provide Cytomedix with copies of records reasonably necessary to verify the Platelet Products sold to Licensees for any period covered by this Agreement.