Licensed Service. COMPANY does not anticipate that COMPANY, AFFILIATE, or SUBLICENSEE will perform LICENSED SERVICES. In the event that COMPANY, AFFILIATE, or SUBLICENSEE will be performing LICENSED SERVICES, COMPANY and ▇▇▇▇▇▇▇▇▇ shall negotiate in good faith a commercially reasonable Running Royalty of SERVICE INCOME prior to the earliest provision of such LICENSED SERVICE by COMPANY, AFFILIATE, or SUBLICENSEE. Running royalties will be payable for each REPORTING PERIOD and will be due to ▇▇▇▇▇▇▇▇▇ within [**] days of the end of each REPORTING PERIOD. Running royalties for each IDENTIFIED PRODUCT under this Section 4.1(d)(ii) will be due for a period extending until the ten (10) year anniversary of the date of the first sale for consumption by an end-user patient of each said IDENTIFIED PRODUCT on a country-by-country basis. The Parties expressly agree that such a payment period is not an extension of the PATENT RIGHTS beyond their term, but rather is a period determined for the convenience of the Parties in recognition of the value of the PATENT RIGHTS and TANGIBLE PROPERTY in identifying IDENTIFIED PRODUCTS and as appropriate compensation for the rights granted herein. The Parties agree that neither royalty-stacking nor combination-product provisions will apply to these Running Royalties.
Appears in 2 contracts
Sources: Exclusive Patent License and Tangible Property Agreement (Verastem, Inc.), Exclusive Patent License and Tangible Property Agreement (Verastem, Inc.)