Common use of Performance Milestone Payments Clause in Contracts

Performance Milestone Payments. AbbVie shall make the payments set forth below in this Section 6.2 as additional consideration for the rights and licenses granted by Kadmon to AbbVie hereunder: 6.2.1. On the Effective Date, AbbVie shall file an intent to use trademark application for the Product Trademark with the USPTO, and Kadmon shall withdraw its Product Trademark application not later than one Business Day following the filing of the intent to use trademark application for the Product Trademark by AbbVie. Kadmon shall also execute a trademark consent agreement in the form of the agreement attached hereto as Exhibit A (the “Trademark Consent Agreement”) in anticipation of the event that Kadmon’s RibaSphere, RibaPak, or other trademark applications are cited against AbbVie’s application for the Product Trademark. AbbVie shall make a one-time payment to Kadmon in the amount of one million dollars (US$1,000,000) not later than ten (10) Business Days after both of the following have occurred: (a) Kadmon has filed a request for express abandonment (withdrawal) of its application for the Product Trademark with the USPTO, and (b) Kadmon has delivered an executed Trademark Consent Agreement, consenting to AbbVie’s trademark application for the Product Trademark. 6.2.2. AbbVie shall make a one-time payment to Kadmon in the amount of *** not later than ten (10) Business Days after Kadmon has provided AbbVie with a copy of a final study report (in a form appropriate for submission to the FDA) demonstrating (a) the Bioequivalence of the QD Product with its reference product for each dosage strength of the QD Product and (b) meeting any other end points of such study. 6.2.3. AbbVie shall make a one-time payment to Kadmon in the amount of *** not later than ten (10) Business Days after the first commercial sale to a Third Party in the Territory of QD Product by or on behalf of Kadmon (after all required Regulatory Approvals in the Territory for the QD Product have been obtained).

Performance Milestone Payments. AbbVie shall make the payments set forth below in this Section 6.2 as additional consideration for the rights and licenses granted by Kadmon to AbbVie hereunder: 6.2.1. On the Effective Date, AbbVie shall file an intent to use trademark application for the Product Trademark with the USPTO, and Kadmon shall withdraw its Product Trademark application not later than one Business Day following the filing of the intent to use trademark application for the Product Trademark by AbbVie. Kadmon shall also execute a trademark consent agreement in the form of the agreement attached hereto as Exhibit A (the “Trademark Consent Agreement”) in anticipation of the event that Kadmon’s RibaSphere, RibaPak, or other trademark applications are cited against AbbVie’s application for the Product Trademark. AbbVie shall make a one-time payment to Kadmon in the amount of one million dollars (US$1,000,000) *** not later than ten (10) Business Days after both of the following have occurred: (a) Kadmon has filed a request for express abandonment (withdrawal) of its application for the Product Trademark with the USPTO, and (b) Kadmon has delivered an executed Trademark Consent Agreement, consenting to AbbVie’s trademark application for the Product Trademark. 6.2.2. AbbVie shall make a one-time payment to Kadmon in the amount of *** not later than ten (10) Business Days after Kadmon has provided AbbVie with a copy of a final study report (in a form appropriate for submission to the FDA) demonstrating (a) the Bioequivalence of the QD Product with its reference product for each dosage strength of the QD Product and (b) meeting any other end points of such study. 6.2.3. AbbVie shall make a one-time payment to Kadmon in the amount of *** not later than ten (10) Business Days after the first commercial sale to a Third Party in the Territory of QD Product by or on behalf of Kadmon (after all required Regulatory Approvals in the Territory for the QD Product have been obtained).

Performance Milestone Payments. AbbVie shall make the payments set forth below in this Section 6.2 as additional consideration for the rights and licenses granted by Kadmon to AbbVie hereunder: 6.2.1. On the Effective Date, AbbVie shall file an intent to use trademark application for the Product Trademark with the USPTO, and Kadmon shall withdraw its Product Trademark application not later than one Business Day following the filing of the intent to use trademark application for the Product Trademark by AbbVie. Kadmon shall also execute a trademark consent agreement in the form of the agreement attached hereto as Exhibit A (the “Trademark Consent Agreement”) in CONFIDENTIAL TREATMENT HAS BEEN REQUESTED AS TO CERTAIN PORTIONS OF THIS DOCUMENT. EACH SUCH PORTION, WHICH HAS BEEN OMITTED HEREIN AND REPLACED WITH AN ASTERISK ***, HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION anticipation of the event that Kadmon’s RibaSphere, RibaPak, or other trademark applications are cited against AbbVie’s application for the Product Trademark. AbbVie shall make a one-time payment to Kadmon in the amount of one million dollars (US$1,000,000) *** not later than ten (10) Business Days after both of the following have occurred: (a) Kadmon has filed a request for express abandonment (withdrawal) of its application for the Product Trademark with the USPTO, and (b) Kadmon has delivered an executed Trademark Consent Agreement, consenting to AbbVie’s trademark application for the Product Trademark. 6.2.2. AbbVie shall make a one-time payment to Kadmon in the amount of *** not later than ten (10) Business Days after Kadmon has provided AbbVie with a copy of a final study report (in a form appropriate for submission to the FDA) demonstrating (a) the Bioequivalence of the QD Product with its reference product for each dosage strength of the QD Product and (b) meeting any other end points of such study. 6.2.3. AbbVie shall make a one-time payment to Kadmon in the amount of *** not later than ten (10) Business Days after the first commercial sale to a Third Party in the Territory of QD Product by or on behalf of Kadmon (after all required Regulatory Approvals in the Territory for the QD Product have been obtained).