PRORATED PAYMENT Clause Samples

PRORATED PAYMENT. Required provision: In the event of termination, the sums payable by Sponsor to Institution hereunder shall be prorated to account for actual work performed to the date of termination and Institution shall be reimbursed the cost of any non-cancellable expenses incurred by Institution/Investigator in connection with this Study.

PRORATED PAYMENT. Notwithstanding anything to the contrary stated herein, in the event that Purchaser sells the Company or the operations of the Company prior to December 31, 2001 (a "Sale"), then a prorated portion of the Contingent Payment(s) may be paid according to the terms hereof. In the event of a Sale, the gross margin targets shall be recalculated by Purchaser on a monthly basis, and the aggregate gross margin of the Company through the effective date of the Sale shall be compared to the monthly gross margin targets. If the gross margin of the Company for the period from the Effective Date (as defined in Section 6 of this Agreement) through the effective date of the Sale meets or exceeds the sum of the monthly gross margin targets for such period, then Seller shall be paid a prorated portion of the Contingent Payment(s) determined by multiplying the sum of $9,259.26 times the number of months elapsed from the Effective Date (as defined in Section 6 of this Agreement) through the effective date of the Sale. This provision shall not apply to any sale of Purchaser or its other assets, in whole or in part. For purposes of any calculation required by this Section 3.5, (i) the monthly gross margin target for the period beginning July 1, 1997 through December 31, 1999 shall be $50,166.67, and (ii) the monthly gross margin target for the period beginning January 1, 2000 through December 31, 2001 shall be $77,208.33.