Common use of Development Milestone Payments Clause in Contracts

Development Milestone Payments. MPI shall make the following milestone payments to SGI within [***] after the achievement of each of the following milestone events by MPI or, with respect to the [***], SGI, or, as applicable, their respective Affiliates or sublicensees. Each such milestone payment shall be made by wire transfer of immediately available funds into an account designated by SGI. Each such milestone payment shall be [***]. (a) [***]. The milestone payments listed in the table below shall be payable to SGI for the [***] to achieve the designated milestone event with respect to [***]. [***] [***] [***] [***] [***] [***] [***] [***] [***] Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. (b) [***]. The milestone payments listed in the table below shall be payable to SGI for the [***] to achieve the designated milestone event with respect to [***]. [***] [***] [***] [***] [***] [***] (c) [***]. The milestone payments listed in the table below shall be payable to SGI for the first Licensed Product to achieve the designated milestone event with respect to [***]. [***] [***] [***] [***] [***] [***] (d) [***]. The milestone payments listed in the table below shall be payable to SGI for the [***] to achieve the designated milestone event with respect to [***]. Notwithstanding the foregoing, with respect to each such milestone payment, in the event that MPI reasonably determines in good faith, and shares its determination with SGI at least [***] before the reasonably anticipated achievement of the relevant milestone event, [***]. If SGI disputes such [***]. If SGI does not provide such notice and [***]. [***] Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. [***] [***] [***] [***] [***] [***] [***] [***] (e) [***]. The milestone payments listed in the table below shall be payable to SGI for the [***] to achieve the designated milestone event with respect to the [***]. Notwithstanding the foregoing, with respect to each such milestone payment, in the event that [***]. If SGI disputes such [***]. If SGI does not provide such notice and [***]. [***] [***] [***] [***] [***] [***] [***] [***] [***] [***]

Development Milestone Payments. MPI Within the Royalty Term and upon the terms and subject to the conditions of this Agreement, Purchaser shall make (or cause to be made) as consideration for any asset relating to CVAC, i.e. (aa) the CVAC Sub-License; (bb) the Know-How License (except for the Further Know-How); and (cc) the Purchased Assets relating to CVAC (i.e. in particular, but without limitation, the Neopharm Agreement and the Transferred Books and Records relating to CVAC as described in Section 2.03(a)(iii)(aa)) each of the one-time, non-refundable, non-creditable payments set forth below (each, a “Development Milestone Payment”) to Seller no later than thirty (30) days following the first occurrence of the corresponding milestone event set forth below (each a “Development Milestone Event”). For the sake of clarity, (i) each Development Milestone Payment shall become due and payable upon the first occurrence of the corresponding Development Milestone Event, regardless of whether such Development Milestone Event is achieved by Purchaser or by a Purchaser Related Party,(ii) the following milestones apply individually- with the exception of milestone payments 6 – to SGI within two indications (eg second remission ovarian cancer and pancreatic cancer). Example: based on the assumption that second remission ovarian canceer will start directly with Phase III, the aggregate amount of the Development Milestone Payments payable pursuant to this Section 2.07(a) shall not exceed $[***] after the achievement of each of the following milestone events by MPI or, with respect to the [***], SGI, or, as applicable, their respective Affiliates or sublicensees. Each such milestone payment shall be made by wire transfer of immediately available funds into an account designated by SGI. Each such milestone payment shall be [***]. (a) [***]. The milestone payments listed in the table below shall be payable to SGI for the ovarian cancer and $[***] to achieve for the designated second cancer indication. A one off milestone event with respect to of $[***]] will be payable on first commercial sale in a third indication. [***] $ [***] [***] $ [***] [***] $ [***] [***] $ [***] [***] [***] Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. (b) [***]. The milestone payments listed in the table below shall be payable to SGI for the [***] to achieve the designated milestone event with respect to [***]. $ [***] [***] $ [***] [***] [***] [***] (c) [***]. The milestone payments listed in the table below shall be payable to SGI for the first Licensed Product to achieve the designated milestone event with respect to [***]. $ [***] [***] [***] [***] [***] $ [***] (d) [***]. The milestone payments listed in the table below shall be payable to SGI for the [***] to achieve the designated milestone event with respect to [***]. Notwithstanding the foregoing, with respect to each such milestone payment, in the event that MPI reasonably determines in good faith, and shares its determination with SGI at least [***] before the reasonably anticipated achievement of the relevant milestone event, [***]. If SGI disputes such [***]. If SGI does not provide such notice and [***]. [***] Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. [***] [***] [***] [***] [***] [***] [***] [***] (e) [***]. The milestone payments listed in the table below shall be payable to SGI for the [***] to achieve the designated milestone event with respect to the [***]. Notwithstanding the foregoing, with respect to each such milestone payment, in the event that [***]. If SGI disputes such [***]. If SGI does not provide such notice and [***]. [***] [***] [***] [***] [***] [***] [***] [***] [***] [***]

Development Milestone Payments. MPI shall make the following milestone payments to SGI within [***] after the achievement of each of the following milestone events by MPI or, with respect to the [***], SGI, or, as applicable, their respective Affiliates or sublicensees. Each such milestone payment shall be made by wire transfer of immediately available funds into an account designated by SGI. Each such milestone payment shall be [***]. (a) [***]. The milestone payments listed in the table below shall be payable to SGI for the [***] to achieve the designated milestone event with respect to [relapsed/refractory Hodgkin lymphoma. Receipt of notice of acceptance of submission of first MAA with EMEA $5 million Approval for marketing in the third (3rd) Key Country in the Licensed Territory [ ***]. [* ] Approval of MAA by EMEA [ **** ] [Approval of MAA by and receipt of Pricing Approval from MHLW [ ***] [***] [***] [***] [***] [***] [***] [***] Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.* ] (b) [***]. The milestone payments listed in the table below shall be payable to SGI for the [***] to achieve the designated milestone event with respect to [***], including anaplastic large cell lymphoma. [Approval for marketing in the third (3rd) Key Country in the Licensed Territory $1 million Approval of MAA by EMEA [ **** ] [Approval of MAA by and receipt of Pricing Approval from MHLW [ ***] [***] [***] [***] [**** ] (c) [***]. The milestone payments listed in the table below shall be payable to SGI for the first Licensed Product to achieve the designated milestone event with respect to [***]frontline Hodgkin lymphoma. [***] [***] [***] [***] [***] [***] Approval of MAA by EMEA $30 million Approval of MAA by and receipt of Pricing Approval from MHLW $10 million (d) [***]. The milestone payments listed in the table below shall be payable to SGI for the [***] to achieve the designated milestone event with respect to [***]. Notwithstanding the foregoing, with respect to each such milestone payment, in the event that MPI reasonably determines in good faith, and shares its determination with SGI at least [***] before the reasonably anticipated achievement of the relevant milestone event, [***]. If SGI disputes such [***]. If SGI does not provide such notice and [***]. [***] Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. [***] [***] [***] [***] [***] [***] [***] [***] (e) [***]. The milestone payments listed in the table below shall be payable to SGI for the [***] to achieve the designated milestone event with respect to the [***]. Notwithstanding the foregoing, with respect to each such milestone payment, in the event that [***]. If SGI disputes such [***]. If SGI does not provide such notice and [***]. [***] [***] [***] [***] [***] [***] [***] [***] [***] [***]

Development Milestone Payments. MPI shall make (a) In consideration for the rights and licenses granted by Buck to Sponsor herein, Sponsor agrees to pay to Buck the following milestone payments to SGI within [***] after upon the achievement occurrence of each milestone specified below: 1. Commencement of the following milestone events by MPI or, with respect to the a Phase I Clinical Study for a Royalty Product $[***], SGI, or, as applicable, their respective Affiliates or sublicensees 2. Each such milestone payment shall be made by wire transfer Commencement of immediately available funds into an account designated by SGI. Each such milestone payment shall be a Phase II Clinical Study for a Royalty Product $[***]. (a) 3. Commencement of a Phase III Clinical Study for a Royalty Product $[***] 4. The milestone payments listed in Acceptance of filing of an MAA by the table below shall be payable to SGI FDA, EMA, or MHLW for the [***] to achieve the designated milestone event with respect to [***]. [***] [***] [***] [***] [***] [***] [***] [***] [***] Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. (b) [***]. The milestone payments listed in the table below shall be payable to SGI for the [***] to achieve the designated milestone event with respect to [***]. [***] [***] [***] [***] [***] a Royalty Product $[***] (cb) Development milestones 1-3 as set forth in Section 3.3(a) shall be payable once each for the first two (2) Royalty Products to achieve the applicable milestone event. Milestone 4 shall be payable up to three (3) times for each of the first two (2) Royalty Products (i.e., once per MAA filed and accepted for review by the Regulatory Authority in each of the first three distinct jurisdictions in which an MAA is filed), for an aggregate of up to six (6) payments total. For clarity, Sponsor’s total payment obligations under this Section 3.3 shall in no event exceed [***] U.S. Dollars ($[***]. The milestone payments listed in the table below shall be payable ) (i.e., up to SGI for the first Licensed Product to achieve the designated milestone event with respect to [***]. an aggregate total of $[***] under development milestones 1-3 and up to an aggregate total of $[***] [***] [***] [***] [***]under development milestone 4). (dc) [***]Sponsor agrees to promptly notify Buck in writing of the occurrence of each of the foregoing milestones and the payment for such milestone shall be due within thirty (30) days of occurrence thereof. The All development milestone payments listed in the table below shall be non‑refundable and non-creditable, and shall be payable in addition to SGI the sales milestones, royalties and other payments due under this Agreement. If, for whatever reason, a particular development milestone for which a milestone payment is due is not achieved then, in such case, the milestone payment that Buck would have received upon the occurrence of such milestone event for the [***] to achieve applicable Royalty Product had the designated particular development milestone event with respect to [***]. Notwithstanding been achieved shall be paid on the foregoingoccurrence of the next development milestone event for which a milestone payment is due for such Royalty Product, with respect to each such milestone payment, which payment shall be paid in the event that MPI reasonably determines in good faithaddition to, and shares its determination with SGI at least [***] before not instead of, the reasonably anticipated achievement milestone payment that is to be paid to Buck upon the occurrence of the relevant next development milestone event, [***]. If SGI disputes such [***]. If SGI does not provide such notice and [***]. [***] Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. [***] [***] [***] [***] [***] [***] [***] [***] (e) [***]. The milestone payments listed in the table below shall be payable to SGI for the [***] to achieve the designated milestone event with respect to the [***]. Notwithstanding the foregoing, with respect to each such milestone payment, in the event that [***]. If SGI disputes such [***]. If SGI does not provide such notice and [***]. [***] [***] [***] [***] [***] [***] [***] [***] [***] [***].

Development Milestone Payments. MPI shall make the following milestone payments to SGI within [***] after the achievement of each of the following milestone events by MPI or, with respect to the [***], SGI, or, as applicable, their respective Affiliates or sublicensees. Each such milestone payment shall be made by wire transfer of immediately available funds into an account designated by SGI. Each such milestone payment shall be [***]. (a) [***]. The milestone payments listed in the table below shall be payable to SGI for the [***] to achieve the designated milestone event with respect to [relapsed/refractory Hodgkin lymphoma. Receipt of notice of acceptance of submission of first MAA with EME $5 million Approval for marketing in the third (3rd) Key Country in the Licensed ▇▇▇▇▇▇▇ [ ***]. [* ] Approval of MAA by EMEA [ **** ] [Approval of MAA by and receipt of Pricing Approval from MH [ ***] [***] [***] [***] [***] [***] [***] [***] Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.* ] (b) [***]. The milestone payments listed in the table below shall be payable to SGI for the [***] to achieve the designated milestone event with respect to [***], including anaplastic large cell lymphoma. [Approval for marketing in the third (3rd) Key Country in the Licensed ▇▇▇▇▇▇▇ $1 million Approval of MAA by EMEA [ **** ] [Approval of MAA by and receipt of Pricing Approval from MH [ ***] [***] [***] [***] [**** ] (c) [***]. The milestone payments listed in the table below shall be payable to SGI for the first Licensed Product to achieve the designated milestone event with respect to [***]frontline Hodgkin lymphoma. [***] [***] [***] [***] [***] [***]Approval of MAA by EMEA $30 million Approval of MAA by and receipt of Pricing Approval from MH $10 million (d) [***]. The milestone payments listed in the table below shall be payable to SGI for the [***] to achieve the designated milestone event with respect to [***]. Notwithstanding the foregoing, ,with respect to each such milestone payment, in the event that MPI reasonably determines in good faith, and shares its determination with SGI at least [***] before the reasonably anticipated achievement of the relevant milestone event, [***]. If SGI disputes such [***]. If SGI does not provide such notice and [***]. [***] Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. [***] [***] [***] [***] [***] [***] [***] [***] (e) [***]. The milestone payments listed in the table below shall be payable to SGI for the [***] to achieve the designated milestone event with respect to the [***]. Notwithstanding the foregoing, with respect to each such milestone payment, in the event that [***]. If SGI disputes such [***]. If SGI does not provide such notice and [***]. [***] [***] [***] [***] [***] [***] [***] [***] [***] [***]