Net Sales Payments Sample Clauses

Net Sales Payments. During the Additional Payment Term and subject to Section 7.8, Buyer shall also make the following payments to Resistys in accordance with Section 4.4, as and only to the extent that they become due and payable hereunder (the “Net Sales Payments”): (a) 4.5% of annual Net Sales for annual Market Sales in that year between US$0 and US$100 million, and (b) 5.5% of annual Net Sales for annual Market Sales in that year above US$100 million.

Net Sales Payments. In respect of each calendar quarter following the date of this Agreement and during the Net Sales Payment Period or Extended Net Sales Payment Period, as applicable, with respect to each Product, commencing with the partial calendar quarter that includes the date of this Agreement, on the date each Net Sales Report is required to be delivered by Parent, Parent shall pay or cause to be paid to each Contingent Payment Holder, such Contingent Payment Holder’s Pro Rata Share of the Net Sales Payment in respect of such calendar quarter. If a Net Sales Payment is not paid by Parent as and when due and payable hereunder, such Net Sales Payment shall bear interest at the prime rate as published by Citibank, N.A. in effect on the latest date such payment was required to be made plus three and one half percent (3.5%) per annum; provided, however, in the event of a bona fide dispute about whether the Net Sales Payment Period has expired or whether the Extended Net Sales Payment Period has commenced or has expired, interest shall not accrue during such period in which the matter is being contested in good faith, and will instead accrue commencing upon resolution of the dispute until payment.

Net Sales Payments. As additional consideration for the Transactions, on a Kv7 Product-by-Kv7 Product and country-by-country basis, with respect to the Net Sales of a particular Kv7 Product in a country until the latest of: (a) [**] after the First Commercial Sale of such Kv7 Product in such country, (b) the expiration of the last to expire of a Valid Claim of a Transferred Patent (or any Related Patent thereof) or a Kv7 Discovery Platform Patent (or any -24- Related Patent thereof), in each case, that would be infringed by the manufacture, use, sale, importation or offer for sale in such country of such Kv7 Product and (c) [**] (the “Net Sales Term”), Buyer shall, subject to the terms of this Section 2.4, pay or cause to be paid to Seller in cash the amount based on the Net Sales of each Kv7 Product in such calendar quarter as follows (each such payment, a “Net Sales Payment” and together with the Regulatory Milestone Payments and the Sales Milestone Payments, the “Contingent Payments”): (i) with respect to [**], on a Kv7 Product-by-Kv7 Product basis, the sum of: (A) [**] of Net Sales of such Kv7 Product containing [**]; plus (B) [**] of Net Sales of such Kv7 Product containing [**] in excess of [**]; plus (C) [**] of Net Sales of such Kv7 Product containing [**] in excess of [**]; plus (D) [**] of Net Sales of such Kv7 Product containing [**] in excess of [**]; plus (E) [**] of Net Sales of such Kv7 Product containing [**] in excess of [**]; and (ii) with respect to each Other Kv7 Product, on an Other Kv7 Product-by-Other Kv7 Product basis, the sum of: (A) [**] of Net Sales of such Other Kv7 Product; plus (B) [**] of Net Sales of such Other Kv7 Product in excess of [**]; plus (C) [**] of Net Sales of such Other Kv7 Product in excess of [**]; plus (D) [**] of Net Sales of such Other Kv7 Product in excess of [**].

Net Sales Payments. Subject to the terms of Section 3.5 and Section 3.6 below, Buyer shall pay to Sellers up to twenty percent (20%) of the Net Sales of Product as set forth in Schedule 3.4 (each such payment, a “Net Sales Royalty Payment” and such payments, cumulatively, the “Net Sales Royalty”) until the Net Sales Royalty Payments cumulatively total One Hundred Million Dollars ($100,000,000), during the period commencing on the Closing Date and continuing thereafter (the “Net Sales Term”).

Net Sales Payments. (i) As further consideration under this Agreement, Purchaser shall pay to Seller contingent consideration based on Net Sales (as adjusted pursuant to Section 2.13(a)(ii), the “Earn-Out Payment”) equal to (A) five percent (5%) of the Net Sales of TIBSOVO during each Net Sales Measurement Period and (B) fifteen percent (15%) of Net Sales of Vorasidenib during each Net Sales Measurement Period. For clarity, the Earn-Out Payments shall be payable with respect to each Earn-Out Product solely during the applicable Net Sales Term. (ii) If at any time between the Closing Date and the end of the Net Sales Term, Purchaser makes Third Party License Payments with respect to an Earn-Out Product, Purchaser may credit the amount equal to fifty percent (50%) of such Third Party License Payments against the amounts payable to Seller pursuant to Section 2.13(a)(i) in relation to such Earn-Out Product. (iii) No later than forty-five (45) days after end of each Net Sales Measurement Period with respect to an Earn-Out Product, Purchaser shall (A) deliver to Seller a preliminary Net Sales Statement (a “Quarterly Net Sales Statement”) with respect to such Earn-Out Product for such Net Sales Measurement Period; and (B) pay or cause to be paid to Seller the Earn-Out Payment for such Net Sales Measurement Period by wire transfer of immediately available funds to an account or accounts designated in writing by Seller to Purchaser. (iv) With respect to each Fiscal Year during the Net Sales Term, no later than forty-five (45) days following completion of the Purchaser Audited Financial Statements for such Fiscal Year, Purchaser shall (A) prepare and deliver to Seller a final Net Sales Statement with respect to each Earn-Out Product for such Fiscal Year (an “Annual Net Sales Statement”), with each Annual Net Sales Statement consistent with the Purchaser Audited Financial Statements; and (B) if aggregate Net Sales, as set forth in the Annual Net Sales Statement, exceed aggregate Net Sales, as set forth in the Quarterly Net Sales Statements for the applicable Fiscal Year, then pay or cause to be paid to Seller an amount in cash equal to such difference by wire transfer of immediately available funds to an account or accounts designated in writing by Seller to Purchaser. If aggregate Net Sales, as set forth in the Annual Net Sales Statement, are less than aggregate Net Sales, as set forth in the Quarterly Net Sales Statements for the applicable Fiscal Year, then, at the option of Purchase...

Net Sales Payments. JPI shall pay Arcturus each of the following one-time, non-refundable, non-creditable milestone payments upon the first achievement of the applicable milestone event. Each such milestone payment shall be payable only one time for HBV and if the Option is exercised pursuant to Section 4.2, one time for each of the Option Disease Areas (as applicable), regardless of how many times the relevant milestone event may be achieved. Milestone Event Payment First Calendar Year in which annual aggregate Net Sales of all Licensed Products, on a Research Program-by-Research Program basis, equal or exceed $[…***…] $[…***…]* First Calendar Year in which annual aggregate Net Sales of all Licensed Products, on a Research Program-by-Research Program basis, equal or exceed $[…***…] $[…***…]

Net Sales Payments. During the Additional Payment Term and subject to Section 7.8, Buyer shall also make the following payments to Resistys in accordance with Section 4.4, as and only to the extent that they become due and payable hereunder (the “Net Sales Payments”): (a) [****], and (b) [****]. Example: [****] **** Certain information on this page has been omitted and filed separately with the commission. Confidential treatment has been requested with respect to the omitted portions.

Net Sales Payments. In partial consideration for executing this Agreement, Zura Bio shall pay to Athanor an amount equal to two percent (2%) of Net Sales for the Product (by Zura Bio and all Related Parties) to the extent such Net Sales are the subject of a royalty payment under the Lilly Agreement (collectively, the “Net Sales Payments”). If applicable, the aggregate Net Sales in each jurisdiction shall be converted to Dollars in accordance with Section 3.6 for purposes of determining the aggregate Net Sales in all jurisdictions. The aggregate Net Sales of the Product shall be for all products that fall within the definition of the Product taken together (e.g., all formulations and dosages).

Net Sales Payments. (i) Subject to Sections 1.13(c)(ii) and 1.13(c)(iii) below, Parent shall pay, or cause to be paid, to the Participating Securityholders payments on the sum of (A) aggregate Net Sales of ONC-201 Products by the Selling Parties in the O▇▇-▇▇▇ ▇▇▇▇▇▇▇▇▇ and (B) aggregate Net Sales of ONC-206 Products by the Selling Parties in the ONC-206 Territory, in each case ((A) and (B)), in each Calendar Year (such sum, “Aggregate Annual Combined Net Sales”), at the applicable incremental rates set forth below (such payments, the “Net Sales Payments” and together with the Milestone Payments and the Voucher Payments, the “Contingent Payments”). (1) 15% of that portion of Aggregate Annual Combined Net Sales of Net Sales Products in each Calendar Year that is less than or equal to $750,000,000; and (2) 20% of that portion of Aggregate Annual Combined Net Sales of Net Sales Products in each Calendar Year that is greater than $750,000,000. (ii) Parent shall have no obligation to pay any Net Sales Payment under Section 1.13(c)(i) with respect to Net Sales of any Net Sales Product in any country in the Territory after the Payment Term for such Net Sales Product in such country has expired. (iii) In the event that Parent or any other Selling Party (A) in its good faith judgment reasonably believes that it is necessary to obtain a license from any Third Party (excluding any Selling Party) under any issued Patent in order to manufacture, use, sale, offer for sale or import a Net Sales Product in a country of the applicable Territory and (B) enters into an agreement with such Third Party in order to obtain one or more licenses under such issued Patents to manufacture, use, sale, offer for sale or import such Net Sales Product in such country (each, a “Third-Party License”), [***]% of the royalties actually paid by Parent or such Selling Party to such Third Party under such Third-Party License with respect to sales of such Net Sales Product in such country for a Calendar Quarter will be creditable against the Net Sales Payments payable by Parent with respect to Net Sales of such Net Sales Product in such country for such Calendar Quarter pursuant to Section 1.13(c)(i); provided, however, that in no event will the Net Sales Payments payable by Parent to the Participating Securityholders hereunder with respect to Net Sales of such Net Sales Product in the applicable Territory for such Calendar Quarter be reduced by more than [***]% of the amounts otherwise payable for such Calendar Qu...