BUKWANG Clause Samples

BUKWANG agrees that any sublicense agreement shall contain a provision for the payment of a royalty of no less than *** of the Net Selling Price of all Licensed Products by the sublicensee. 2.11 BUKWANG, UGARF and YALE agree to share income from sublicensing in the following manner: UGARF/YALE BUKWANG Income from royalties from sublicensee(s) *** *** Income from sublicense issue fees, *** *** milestone payments, or fees other than royalties Except as otherwise modified herein, the LICENSE remains in full force and effect. *** Portions of this page have been omitted pursuant to a request for Confidential Treatment and filed separately with the Commission.

BUKWANG. For the purposes of this Agreement, the following activities shall not be deemed as Sale: (a) the provision of Licensed Products, prior to the approval of Licensed Products in a country and pursuant to a requirement issued by the appropriate governmental agency in that country, for consumption by or administration to persons for humanitarian purposes or compassionate use, (b) the provision of Licensed Products for use in clinical trials, or (c) the provision of samples of Licensed Products without charge by BUKWANG for promotional purposes. Sales of Licensed Products shall be deemed consummated upon the first to occur of: (a) receipt of payment from the purchaser; (b) delivery of Licensed Products to the purchaser or a common carrier; (c) release of Licensed Products from consignment; (d) if deemed Sold by use, when first put to such use; or (e) if otherwise transferred, exchanged, or disposed of whether by gift or otherwise when such transfer, exchange, gift, or other disposition occurs.