Common use of Development Milestone Payments Clause in Contracts

Development Milestone Payments. Facet shall make milestone payments (each a “Milestone Payment”) to Trubion based on the first achievement of each milestone event in the Field, in the Territory for each Product as set forth in this Section 9.3. No Milestone Payment shall be made twice with respect to the same Product. For the purposes of this Section 9.3, two Products are deemed the “same Product” if one Product contains, as its active pharmaceutical ingredient, [ * ]. Facet shall pay to Trubion the amounts set forth below, within [ * ] after the first achievement of the corresponding milestone event with respect to the Product. Each Milestone Payment is non-refundable and non-creditable against any other payments due hereunder, provided that if the Development of a Product is abandoned, any Milestone Payments made with respect to such abandoned Product may be credited against the corresponding Milestone Payments payable on a Product which achieves such milestones after the abandonment of the other Product. For the purposes of this Section 9.3, the “[ * ]” of a Clinical Trial shall occur upon [ * ], “[ * ]” and “[ * ]” shall be [ * ] or, [ * ]. Notwithstanding anything to the contrary in this Agreement, if Trubion is deemed pursuant to Section 14.2(b) to have exercised its Opt-Out Option with respect to all Products on account of an uncured material breach by Trubion, the amount of the milestone payments due pursuant to this Section 9.3 with respect to milestone events achieved by all Products after Facet has provided Trubion with written notice of continuation in accordance with Section 14.2(b) shall be reduced by [ * ]. [ * ] = 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. [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ]

Development Milestone Payments. Facet Takeda shall make milestone payments (each a “Milestone Payment”) to Trubion Affymax based on the first achievement of each milestone event in the Field, in the Licensed Territory for each the Product as set forth in this Section 9.38.2. No Milestone Payment shall be made twice with respect to the same Product. For the purposes of this Section 9.3, two Products are deemed the “same Product” if one Product contains, as its active pharmaceutical ingredient, [ * ]. Facet Takeda shall pay to Trubion Affymax the amounts set forth below, below within [ * ] thirty (30) days after the first achievement of the corresponding milestone event with respect to the Product. Each Milestone Payment such payment shall be made by wire transfer of immediately available funds into an account designated by Affymax. Each milestone payment by Takeda to Affymax hereunder shall be payable only once, regardless of the number of times achieved by one or more Products. Each such payment is non-refundable and non-creditable against any other payments due hereunder, provided that if the Development of a Product is abandoned, any Milestone Payments made with respect to such abandoned Product may be credited against the corresponding Milestone Payments payable on a Product which achieves such milestones after the abandonment of the other Product. For the purposes of this Section 9.3, the “[ * ]” of a Clinical Trial shall occur upon [ * ], “[ * ]” and “[ * ]” shall be [ * ] or, [ * ]. Notwithstanding anything to the contrary in this Agreement, if Trubion is deemed pursuant to Section 14.2(b) to have exercised its Opt-Out Option with respect to all Products on account of an uncured material breach by Trubion, the amount of the milestone payments due pursuant to this Section 9.3 with respect to milestone events achieved by all Products after Facet has provided Trubion with written notice of continuation in accordance with Section 14.2(b) shall be reduced by [ * ]. [ * ] = 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-2 406 of the Securities Exchange Act of 19341933, as amended. [ * ] $ [ * ] [ * ] $ [ * ] Completion(2) of the first pivotal Phase III Clinical Trial for the Product for the Regulatory Approval in the U.S. by either Party anywhere in the Licensed Territory for treatment of: [ * ] $ [ * ] [ * ] $ [ * ] Pre-Dialysis CKD Anemia $ 15,000,000 Dialysis CKD Anemia $ 15,000,000 Acceptance by FDA of the first NDA submission in the United States for the Product for treatment of: [ * ] $ [ * ] [ * ] $ [ * ] Pre-Dialysis CKD Anemia $ 10,000,000 Dialysis CKD Anemia $ 10,000,000 [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] Receipt of Regulatory Approval of the Product in either Renal Indication (i.e., Pre-Dialysis CKD Anemia or Dialysis CKD Anemia) whichever is earlier in the following territories: United States $ 50,000,000 [ * ] $ [ * ] Receipt of Regulatory Approval of the Product, in the following territories, in the other Renal Indication (the indication other than that for which the preceding milestone was paid): United States $ 45,000,000 [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] Total Milestone Payments $ 280,000,000 [ * ] $ = 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 406 of the Securities Act of 1933, as amended. (1) For clarity, [ * *] (2) For purposes of this section, “completion” means locking of the database for analysis of the study. (3) For clarity, the [ *] milestone for [ * *] $ shall be payable upon the [ * *] (4) For clarity, the milestones for [ *] shall be payable upon [ * *] (5) For clarity, if [ *] $ milestones will be payable [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * *]

Development Milestone Payments. Facet shall make milestone payments (each a “Milestone Payment”i) to Trubion based on the first achievement of each milestone event in the Field, in the Territory for each Product as set forth in this Section 9.3. No Milestone Payment shall be made twice with respect In addition to the same Product. For Closing Date Merger Consideration (less the purposes of this Section 9.3Remaining Option Consideration and Rights Proceeds Amount, two Products are deemed if any) and any Net TNF Sales Payments (as defined below), upon the “same Product” if one Product contains, as its active pharmaceutical ingredient, [ * ]. Facet shall pay to Trubion the amounts set forth below, within [ * ] after the first achievement attainment of the corresponding milestone event with respect to the Product. Each Milestone Payment is non-refundable and non-creditable against any other payments due hereunder, provided that if the Development of a Product is abandoned, any Milestone Payments made with respect to such abandoned Product may be credited against the corresponding Milestone Payments payable on a Product which achieves such milestones after the abandonment development ** Portions of the other Product. For the purposes of this Section 9.3, the “[ * ]” of a Clinical Trial shall occur upon [ * ], “[ * ]” and “[ * ]” shall be [ * ] or, [ * ]. Notwithstanding anything to the contrary in this Agreement, if Trubion is deemed pursuant to Section 14.2(b) to Exhibit have exercised its Opt-Out Option with respect to all Products on account of an uncured material breach by Trubion, the amount of the milestone payments due pursuant to this Section 9.3 with respect to milestone events achieved by all Products after Facet has provided Trubion with written notice of continuation in accordance with Section 14.2(b) shall be reduced by [ * ]. [ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and have been filed separately pursuant to an application for confidential treatment filed with the Securities and Exchange Commission pursuant to Rule 24b-2 of under the Securities Exchange Act of 1934, as amended. [ * milestones set forth below (each, a “Development Milestone”), Parent shall, or shall cause the Surviving Corporation to, [**] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * after the occurrence of each Development Milestone, deliver to the Paying Agent (for further payment to the holders of Stock Certificates and Stock Agreements outstanding immediately prior to the Effective Time), via wire transfer of immediately available funds, the respective amounts set forth below minus, in each case, the applicable Contingent Consideration Distribution Fee associated therewith and any amount designated by the Stockholders’ Representatives to be placed in the Administrative Expense Account (each, a “Development Milestone Payment” and collectively, the “Development Milestone Payments”): (A) Upon FDA approval of Reslizumab for the treatment of eosinophilic esophagitis, a cash payment of [**]; (B) Upon marketing authorization of Reslizumab for the treatment of eosinophilic esophagitis being granted by the European Commission in accordance with Regulation (EC) No. 726/2004, a cash payment of [**]; (C) If Res 5-0010 Asthma Study Completion has not occurred on or prior to the Closing Date, then upon the occurrence of the Res 5-0010 Asthma Study Completion, a cash payment of $50,000,000 (fifty million dollars) (the “Res 5-0010 Asthma Payment”); (D) Upon FDA approval of Reslizumab for any asthma indication, a cash payment of [**]; (E) Upon marketing authorization of Reslizumab for the treatment of any asthma indication being granted by the European Commission in accordance with Regulation (EC) No. 726/2004, a cash payment of [**]; and (F) Upon FDA approval of an Oral Anti-TNF Product, a cash payment of [**].

Development Milestone Payments. Facet Subject to the terms and conditions of this Agreement, MERCK shall make milestone pay to DOV the following payments (each a “Milestone Payment”) to Trubion based on the first achievement of each milestone event in the Field, in following milestones ("Development Milestones"): (a) MERCK shall make the Territory following payments for each Product as set forth in this Section 9.3. No Milestone Payment shall be made twice with respect to the same Product. For the purposes of this Section 9.3, two Products are deemed the “same Product” if one Product contains, as its active pharmaceutical ingredient, [ * ]. Facet shall pay to Trubion the amounts set forth below, within [ * ] after the first achievement of the corresponding milestone event with respect to following Development Milestones by MERCK or any Related Party for any Product: (i) [***] $US [***] (ii) [***] $US [***] (iii) [***] $US [***] [LOGO] Restricted Confidential Limited Access *** CONFIDENTIAL TREATMENT HAS BEEN REQUESTED AS TO THIS MATERIAL. (iv) [***] $US [***] (v) [***] $US [***] (vi) [***] $US [***] (vii) [***] $US [***] (viii) [***] $US [***] (b) MERCK shall make the following payments for the achievement by MERCK or any Related Party of the following Development Milestones for a second Indication for the first Product. Each Milestone Payment is non-: (i) [***] $US [***] (ii) [***] $US [***] (c) The above Development Milestones are not refundable and non-or creditable against any other payments or obligations of MERCK coming due hereunderand do not create any future performance obligations on the part of DOV, provided that if the Development of a Product is abandoned, any Milestone Payments made with respect to such abandoned Product may be credited against the corresponding Milestone Payments payable on a Product which achieves such milestones after the abandonment of the other Product. For the purposes of this Section 9.3, the “[ * ]” of a Clinical Trial shall occur upon [ * ], “[ * ]” and “[ * ]” shall be [ * ] or, [ * ]. Notwithstanding anything to the contrary except as expressly set forth in this Agreement, . These payments shall not be triggered by any clinical development work performed by DOV (i) prior to the Closing Date or (ii) after the Closing Date if Trubion such work is deemed not in the performance of activities as a CRO pursuant to Section 14.2(bthe Drug Development Plan. MERCK shall notify DOV in writing within thirty (30) to have exercised its Opt-Out Option with respect to all Products on account days following the achievement of an uncured material breach by Trubioneach Development Milestone, and shall make the amount appropriate payment within thirty (30) days after the achievement of such Development Milestone. The milestone payment shall be payable only upon the initial achievement of such Development Milestone and no amounts shall be due hereunder for subsequent or repeated achievement of such Development Milestone. (d) (i) If during the Term of the milestone payments due pursuant Agreement, MERCK has not Initiated the first Phase II Clinical Trial for DOV 21,947 by [***], MERCK shall make a payment to this Section 9.3 with respect to milestone events achieved by all Products after Facet has provided Trubion with written notice DOV of continuation in accordance with Section 14.2(b) shall be reduced by [ * [***] dollars ($US $[***]. [ * ] = 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. [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ]).

Development Milestone Payments. Facet In consideration of the licenses and rights granted to Licensee hereunder, Licensee shall make milestone payments pay to Pfizer the amounts set forth below following the first occurrence of each event described in the first column below by, as applicable, Licensee, any Affiliate of Licensee, any sublicensee of Licensee or any Third Party Acquirer (each such event, a “Development Milestone” and each payment, a “Development Milestone Payment”). DEVELOPMENT MILESTONE (IN EACH CASE APPLICABLE ONLY TO THE FIRST PRODUCT TO ACHIEVE SUCH EVENT IN THE FIRST INDICATION IN THE FIELD) to Trubion based on DEVELOPMENT MILESTONE PAYMENT IF THE RELEVANT DEVELOPMENT MILESTONE IS ACHIEVED BY LICENSEE’S PARENT, LICENSEE, OR ANY AFFILIATE OF LICENSEE DEVELOPMENT MILESTONE PAYMENT IF THE RELEVANT DEVELOPMENT MILESTONE IS ACHIEVED BY A THIRD PARTY SUBLICENSEE OR BY A THIRD PARTY ACQUIRER (OTHER THAN SPRINGWORKS) (1) [***] US$[***] US$[***]* (2) First Commercial Sale of a Product in [***]** US$[***] (3) First Commercial Sale of a Product in [***]** US$[***] (4) First Commercial Sale of a Product in [***]** US$[***] (5) First Commercial Sale of a Product in [***]** US$[***] For the first achievement avoidance of doubt, each milestone event in the Field, in the Territory for each Product as set forth in this Section 9.3. No Development Milestone Payment shall be made twice with respect to the same Product. For the purposes of this Section 9.3, two Products are deemed the “same Product” if one Product contains, as its active pharmaceutical ingredient, [ * ]. Facet shall pay to Trubion the amounts set forth below, within [ * ] after payable only once upon the first achievement of the corresponding milestone event applicable Development Milestone, regardless of the number of Products that achieve such Development Milestone or the number of indications for which such Development Milestone is achieved. The total amount payable with respect to these Development Milestones shall not exceed US$13,750,000, or US$17,750,000 if the Development Milestone in clause (1) above is achieved by a Third Party sublicensee or a Third Party Acquirer. [***] Certain information in this document has been omitted from this exhibit because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. * Such Development Milestone Payment shall only be payable if, prior to achieving this Development Milestone, a Third Party Acquirer sublicenses rights to Develop and Commercialize the Compound worldwide in the Field or acquires all or substantially all of the assets of Licensee and (a) subsequently achieves this Development Milestone or (b) achieves the first to occur of a Development Milestone in row (2), (3), (4) or (5) above prior to (i) Licensee, any of its Affiliates, any of its sublicensees or any Third Party Acquirer dosing any patient in any Phase III Clinical Trial for a Product or (ii) Licensee filing the first NDA with respect to the first Product. Each ** The Development Milestone Payment is noncorresponding to this Development Milestone shall be due on the one hundred eighty-refundable and non-creditable against any other payments due hereunderfirst (181st) day after the First Commercial Sale of the applicable Product in the applicable jurisdiction. Except as set forth above, provided that if each Development Milestone Payment shall be payable by Licensee within sixty (60) days after the Development achievement of a Product is abandoned, any Milestone Payments made with respect to such abandoned Product may be credited against the corresponding Milestone Payments Development Milestone, and such payment shall be accompanied by a report identifying the amount payable on a Product which achieves such milestones after the abandonment of the other Product. For the purposes of to Pfizer under this Section 9.3, the “[ * ]” of a Clinical Trial shall occur upon [ * ], “[ * ]” and “[ * ]” shall be [ * ] or, [ * ]. Notwithstanding anything to the contrary in this Agreement, if Trubion is deemed pursuant to Section 14.2(b) to have exercised its Opt-Out Option with respect to all Products on account of an uncured material breach by Trubion, the amount of the milestone payments due pursuant to this Section 9.3 with respect to milestone events achieved by all Products after Facet has provided Trubion with written notice of continuation in accordance with Section 14.2(b) shall be reduced by [ * ]. [ * ] = 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. [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ]5.2.

Development Milestone Payments. Facet Sankyo shall make the following development milestone payments to MTI (a) for [***] in accordance with the table below, and (b) for [***] in accordance with the table below; in each case other than for Compounds which have properties, results and effects that are substantially similar to a Compound (a "Back-up Compound") for which Sankyo has previously *** Confidential Treatment Requested. made milestone payments. Sankyo shall not make milestone payments for any Back-up Compound [***] which has not gone to market, and in this instance, the only milestone payments due are [***] such Back-up Compound shall no longer be a Back-up Compound. Notwithstanding the above, if such Back-up Compound is subsequently developed in addition to the Compound it was meant to replace, all appropriate milestone payments (each for those milestones which such Back-up Compound already has achieved) shall be promptly paid [***]. Milestone Achieved Payment Selection of a “Milestone Payment”) Compound as a Candidate Compound pursuant to Trubion based on the first achievement Section 4.3 US$1.0 million First filing of each milestone event an IND for a Licensed Compound US$2.0 million Proof of efficacy in a clinical study for a Licensed Compound [***] First filing of an NDA for a Licensed Compound [***] First approval of an NDA (or receipt of marketing approval in the FieldU.S. or in a Primary Country) for a Licensed Compound [***] Notwithstanding the above, in the Territory for each Product as set forth in this Section 9.3. No Milestone Payment shall be made twice with respect to the same Product. For the purposes of this Section 9.3, two Products are deemed the “same Product” if one Product contains, as its active pharmaceutical ingredient, [ * ]. Facet Sankyo shall pay to Trubion the amounts set forth below, MTI US$2,000,000 within [ * ] thirty (30) days after the first achievement of the corresponding milestone event with respect to the Product. Each Milestone Payment is non-refundable and non-creditable against any other payments due hereunder, provided that if the Development of a Product is abandoned, any Milestone Payments made with respect to such abandoned Product may be credited against the corresponding Milestone Payments payable on a Product which achieves such milestones after the abandonment of the other Product. For the purposes execution of this Section 9.3, the “[ * ]” of a Clinical Trial shall occur upon [ * ], “[ * ]” and “[ * ]” Agreement. Such payment shall be [ * ] or, [ * ]. Notwithstanding anything to the contrary in this Agreement, if Trubion is deemed pursuant to Section 14.2(b) to have exercised its Opta pre-Out Option with respect to all Products on account payment of an uncured material breach by Trubion, the amount of the development milestone payments otherwise due to MTI pursuant to this Section 9.3 with respect 7.3, and, at Sankyo's sole discretion, shall be creditable against any development milestone payments due to milestone events achieved by all Products MTI, in whole or in part, after Facet has provided Trubion with written notice the execution of continuation this Agreement in accordance with Section 14.2(b) the table set forth herein above. Notwithstanding the foregoing, if, after the date hereof, the Steering Committee determines, in its sole discretion, to devote a portion of such $2,000,000 payment to supplement the research funding provided by Sankyo under this Agreement, the proceeds of such $2,000,000 payment shall be reduced by [ * ]. [ * ] = Certain confidential information contained applied, first, to such supplemental research funding, and, second, in this document, marked by brackets, has been omitted and filed separately accordance with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ]preceding sentence.

Development Milestone Payments. Facet (a) SHP625 Licensed Product. Mirum shall make the following non refundable and non-creditable development milestone payments (each a “Milestone Payment”) to Trubion based on the first achievement of each milestone event in the Field, in the Territory for each Product as set forth in this Section 9.3. No Milestone Payment shall be made twice with respect to the same Product. For the purposes of this Section 9.3, two Products are deemed the “same Product” if one Product contains, as its active pharmaceutical ingredient, [ * ]. Facet shall pay to Trubion the amounts set forth below, Shire within [ * […***…] after the first achievement of each applicable milestone for an Indication covered by each section of the corresponding milestone event table below for a Licensed Product containing the SHP625 Compound, either alone or in combination with respect to the other agents (a “SHP625 Licensed Product”), by Mirum or any of its Affiliates or any of their respective sublicensees. Each Milestone Payment is non-refundable and non-creditable against any other payments due hereundersuch milestone payment shall be paid only once for each such Indication for an SHP625 Licensed Product during the Term, provided that if the Development of a first time an SHP625 Licensed Product is abandonedreaches such milestone event, any Milestone Payments made with respect to such abandoned Product may be credited against the corresponding Milestone Payments payable on a Product which achieves such milestones after the abandonment regardless of the other Productnumber of times such milestone is reached by an SHP625 Licensed Product for the same Indication. For the purposes of this Section 9.3clarity, the “[ * ]” of a Clinical Trial shall occur upon [ * ], “[ * ]” and “[ * ]” shall be [ * ] or, [ * ]. Notwithstanding anything to the contrary in this Agreement, if Trubion is deemed pursuant to Section 14.2(b(i) to have exercised its Opt-Out Option with respect to all Products on account of an uncured material breach by Trubion, the amount of the milestone payments due pursuant to this Section 9.3 with respect to milestone events achieved by all Products after Facet has provided Trubion with written notice of continuation in accordance with Section 14.2(b) shall be reduced by [ * ]. [ * ] = 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 each section of the Securities Exchange Act table below are paid once for an Indication covered by such section of 1934the table but, in the case of section 4 of the table below only, may be paid multiple times if multiple Other Indications are covered by such section of the table, (ii) if the same SHP625 Licensed Product is Developed for more than one Indication, the applicable development milestones will apply for each such Indication and (iii) if a disease or condition listed under the header “INDICATIONS AND USAGE” covers more than one of the PFIC Indication, ALGS Indication, Biliary Atresia Indication or Other Indication based on clinical data in such disease, condition or Indication, then the applicable milestone payments in the table below shall apply for each such Indication when the applicable milestone event is reached (e.g., if achievement of a milestone event is based on Regulatory Approval for “treatment of pruritus in pediatric cholestatic liver disease” which is supported by studies of PFIC patients, ALGS patients, and Biliary Atresia patients (as amended. [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ] [ * ] $ [ * ]evidenced by Regulatory Materials), then the milestone payments for the PFIC Indication, ALGS Indication, and Biliary Atresia shall all apply when the applicable milestone event is reached).