Common use of Arm’s Length Transactions Clause in Contracts

Arm’s Length Transactions. On sales of Licensed Products which are made in other than an arm’s-length transaction, the value of the Net Sales attributed under this Section 3 to such a transaction shall be that which would have been received in an arm’s-length transaction, based on sales of like quality and quantity products on or about the time of such transaction.

Appears in 6 contracts

Samples: License Agreement (Immunomedics Inc), License Agreement (Corvus Pharmaceuticals, Inc.), License Agreement (Corvus Pharmaceuticals, Inc.)

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Arm’s Length Transactions. On sales of Licensed Products or Licensed Processes which are made in other than an arm’s-length transaction, the value of the Net Sales attributed under this Section 3 to such a transaction shall be that which would have been received in an arm’s-length transaction, based on sales of like quality and quantity products products, services or processes on or about the time of such transaction.

Appears in 6 contracts

Samples: License Agreement (Fate Therapeutics Inc), License Agreement (Fate Therapeutics Inc), License Agreement (Fate Therapeutics Inc)

Arm’s Length Transactions. On sales of Licensed Products which are made in other than an arm’s-length arms’-length transaction, the value of the Net Sales attributed under this Section 3 4.2 to such a transaction shall be that which would have been received in an arm’s-length arms’-length transaction, based on sales of like quality and quantity products on or about the time of such transaction.

Appears in 5 contracts

Samples: Exclusive License Agreement (Kairos Pharma, LTD.), Exclusive License Agreement (Kairos Pharma, LTD.), Exclusive License Agreement (Kairos Pharma, LTD.)

Arm’s Length Transactions. On sales of Licensed Products which are made in other than an arm’s-length arms’-length transaction, the value of the Net Sales attributed under this Section 3 4.3 to such a transaction shall be that which would have been received in an arm’s-length arms’-length transaction, based on sales of like quality and quantity products on or about the time of such transaction.

Appears in 4 contracts

Samples: Exclusive Option Agreement (Kairos Pharma, LTD.), Exclusive License Agreement (Kairos Pharma, LTD.), Exclusive License Agreement (Kairos Pharma, LTD.)

Arm’s Length Transactions. On sales of Licensed Products which are made in other than an arm’s-length transaction, the value of the Net Sales attributed under this Section 3 to such a transaction shall be that which would have been received in an arm’s-length transaction, based on sales of like quality and quantity products products, services or processes on or about the time of such transaction.

Appears in 3 contracts

Samples: License Agreement (Receptos, Inc.), License Agreement (Receptos, Inc.), License Agreement (Receptos, Inc.)

Arm’s Length Transactions. On sales of Licensed Products which are made in other than an arm’sarms-length transaction, the value of the Net Sales attributed under this Section 3 to such a transaction shall be that which would have been received in an arm’sarms-length transaction, based on sales of like quality and quantity products on or about the time of such transaction.

Appears in 3 contracts

Samples: Exclusive License Agreement (NantKwest, Inc.), Exclusive License Agreement (NantKwest, Inc.), License Agreement (Sorrento Therapeutics, Inc.)

Arm’s Length Transactions. On sales of Licensed Company Products which are made in other than an arm’s-length transaction, the value of the Net Sales attributed under this Section 3 to such a transaction shall be that which would have been received in an arm’s-length transaction, based on sales of like quality and quantity products products, services or processes on or about the time of such transaction.

Appears in 3 contracts

Samples: License Agreement (Receptos, Inc.), License Agreement (Receptos, Inc.), License Agreement (Receptos, Inc.)

Arm’s Length Transactions. On sales of Licensed Products which are made in other than an arm’s-length arms’-length transaction, the value of the Net Sales attributed under this Section 3 4.4 to such a transaction shall be that which would have been received in an arm’s-length arms’-length transaction, based on sales of like quality and quantity products on or about the time of such transaction.

Appears in 2 contracts

Samples: Exclusive License Agreement (Kairos Pharma, LTD.), Exclusive License Agreement (Kairos Pharma, LTD.)

Arm’s Length Transactions. On sales of Licensed Products which are made in other than an arm’s-length transaction, the value of the Net Sales attributed under this Section 3 to such a transaction shall be that which would have been received in an arm’s-length transaction[…***…], based on sales of like quality and quantity products on or about the time of such transaction.

Appears in 2 contracts

Samples: License Agreement (Synthorx, Inc.), License Agreement (Synthorx, Inc.)

Arm’s Length Transactions. On sales of Licensed Products Products, Licensed Services and Licensed Processes, which are made in other than an arm’s-length transaction, the value of the Net Sales attributed under this Section 3 3.1 to such a transaction shall be that which would have been received in an arm’s-length transaction, based on sales of like quality and quantity products on or about the time of such transaction.. * Confidential Information, indicated by [***], has been omitted from this filing and filed separately with the Securities and Exchange Commission

Appears in 2 contracts

Samples: Research Funding and Option Agreement (aTYR PHARMA INC), Research Funding and Option Agreement (aTYR PHARMA INC)

Arm’s Length Transactions. On sales of Licensed Products Products, Licensed Services or Licensed Processes which are made in other than an arm’s-length transaction, the value of the Net Sales attributed under this Section 3 to such a transaction shall be that which would have been received in an arm’s-length transaction, based on sales of like quality and quantity products products, services or processes on or about the time of such transaction.

Appears in 1 contract

Samples: Exclusive License Agreement (Neonc Technologies Holdings, Inc.)

Arm’s Length Transactions. On sales of Licensed Products Products, Licensed Processes or Licensed Services which are made in other than an arm’s-length transaction, the value of the Net Sales attributed under this Section 3 to such a transaction shall be that which would have been received in an arm’s-length transaction, based on sales of like quality and quantity products on or about the time of such transaction. “Arm’s-length transaction” means a sale between unaffiliated parties.

Appears in 1 contract

Samples: License Agreement (Repligen Corp)

Arm’s Length Transactions. On sales of Products, Licensed Products Services or Licensed Processes which are made in other than an arm’s-length transaction, the value of the Net Sales attributed under this Section 3 to such a transaction shall be that which would have been received in an arm’s-length transaction, based on sales of like quality and quantity products products, services or processes on or about the time of such transaction.

Appears in 1 contract

Samples: License Agreement (ChromaDex Corp.)

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Arm’s Length Transactions. On sales of Licensed Products which are made in other than an arm’s-length transaction, the value of the Net Sales attributed under this Section 3 to such a transaction shall be that which would have been received in an arm’s-length transaction, based on sales of like quality and quantity products of Licensed Products on or about the time of such transactiontransaction in the applicable country.

Appears in 1 contract

Samples: License Agreement (Senesco Technologies Inc)

Arm’s Length Transactions. On sales of Licensed Products which are made in other than an arm’s-arms' length transaction, the value of the Net Sales attributed under this Section 3 4.3 to such a transaction shall be that which would have been received in an arm’s-length arms'-length transaction, based on sales of like quality and quantity products on or about the time of such transaction.

Appears in 1 contract

Samples: Exclusive License Agreement (Innovest Global, Inc.)

Arm’s Length Transactions. On sales of Licensed Products Product which are made in other than an arm’sarms-length transaction, the value of the Net Sales attributed under this Section 3 4 to such a transaction shall be that which would have been received in an arm’sarms-length transaction, based on sales of like quality and quantity products on or about the time of such transaction.

Appears in 1 contract

Samples: Exclusive License Agreement (Cytrx Corp)

Arm’s Length Transactions. On sales of Licensed Products which are made in other than an arm’s-length arms' -length transaction, the value of the Net Sales attributed under this Section 3 4.3 to such a transaction shall be that which would have been received in an arm’s-length arms'-length transaction, based on sales of like quality and quantity products on or about the time of such transaction.

Appears in 1 contract

Samples: Exclusive License Agreement (Innovest Global, Inc.)

Arm’s Length Transactions. On sales of Licensed Products and Licensed Technology Products which are made in other than an arm’s-length arms’-length transaction, the value of the Net Sales attributed under this Section 3 4.6 to such a transaction shall be that which would have been received in an arm’s-length arms’-length transaction, based on sales of like quality and quantity products on or about the time of such transaction.

Appears in 1 contract

Samples: Exclusive License Agreement (Synthetic Biologics, Inc.)

Arm’s Length Transactions. On sales of Licensed Products which are made in other than an arm’s-length arms’-length transaction, the value of the Net Sales attributed under this Section 3 4.5 to such a transaction shall be that which would have been received in an arm’s-length arms’-length transaction, based on sales of like quality and quantity products on or about the time of such transaction.

Appears in 1 contract

Samples: Exclusive License Agreement (Kairos Pharma, LTD.)

Arm’s Length Transactions. On sales of the Licensed Products Product which are made in other than an arm’sarms-length transaction, the value of the Net Sales attributed under this Section 3 to such a transaction shall be that which would have been received in an arm’sarms-length transaction, based on sales of like quality and quantity products on or about the time of such transaction.

Appears in 1 contract

Samples: Exclusive License Agreement (NantKwest, Inc.)

Arm’s Length Transactions. On sales of Licensed Products which are made in other than an arm’s-length arms’-length transaction, the value of the Net Sales attributed under this Section 3 4.3 to such a transaction shall be that which would have been received in an arm’s-length transactionarms’-length transaction in the United States, based on sales of like quality and quantity products on or about the time of such transaction.

Appears in 1 contract

Samples: Exclusive License Agreement (9 Meters Biopharma, Inc.)

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