Common use of Regulatory Milestone Payments Clause in Contracts

Regulatory Milestone Payments. From and after the Closing, following the first achievement of each regulatory milestone event set forth in the table below (each such event, a “Regulatory Milestone Event”), Buyer shall pay, or cause to be paid, to Seller a one-time, non-refundable and non-creditable corresponding milestone payment (each, a “Regulatory Milestone Payment”) within [***] Business Days after receipt of an invoice from Seller issued no earlier than the first achievement of such Regulatory Milestone Event. Buyer shall notify Seller as soon as reasonably practicable (but no more than [***] Business Days) after each Regulatory Milestone Event is first achieved. For the avoidance of doubt, each Regulatory Milestone Payment shall be payable one time only for each Ento Product, Lanra Product and Other Product upon the first achievement of the corresponding Regulatory Milestone Event for such Ento Product, Lanra Product and Other Product (as applicable), regardless of the number of times such Regulatory Milestone Event may be achieved. As used in the table below, “Indication” means an individual, separate and distinct disease or medical condition for which (a) [***] or (b) a [***]. For clarity, subpopulations of patients with a [***] or [***] shall be deemed to be separate “Indications”, including [***] by [***] or [***]. In addition, [***] with a Product [***]. Regulatory Milestone Event Ento Compound: 1st Indication Ento Compound: 2nd Indication Lanra Compound: 1st Indication Lanra Compound: 2nd Indication Other Compound: 1st Indication Other Compound: 2nd Indication [***] $[***] $[***] $[***] $[***] $[***] $[***] [***] $[***] $[***] $[***] $[***] $[***] $[***]

Regulatory Milestone Payments. From Subject to the terms and after conditions of this Agreement (including Section 9.6 (Additional Milestone Payment Terms)), Gilead shall pay to CGEN the Closingone-time, following the first achievement of each regulatory non-creditable, non-refundable milestone event payments set forth in the table below in this Section 9.4 (Regulatory Milestone Payments) after the first achievement of the applicable milestone events by the COM503 Financial Product and the Second Financial Product, as applicable, whether such achievement is by or on behalf of Gilead, its Affiliate or any Sublicensee of Gilead (each such event, a “Regulatory Milestone Event”), Buyer shall pay, or cause to be paid, to Seller a one-time, non-refundable ” and non-creditable corresponding milestone payment (eacheach payment, a “Regulatory Milestone Payment”) ); provided, that if the Financial Product that achieves such Regulatory Milestone Event is [**], then the corresponding Regulatory Milestone Payment shall be reduced by [**]. Each of the Regulatory Milestone Payments shall be payable only once with respect to each applicable Financial Product for each applicable Indication. Gilead will notify CGEN within [**] after the achievement by Gilead, its Affiliates, or its or their Sublicensees of each Regulatory Milestone Event and will pay the corresponding Regulatory Milestone Payment within [**] Business Days after following receipt of an invoice from Seller issued no earlier than the first achievement of CGEN for such Regulatory Milestone EventPayment. Buyer shall notify Seller as soon as reasonably practicable (but no more than [***] Business Days) after each If Gilead or its Affiliates or Sublicensees achieve all of the Regulatory Milestone Event is first achieved. For Events with respect to all applicable Financial Products and all applicable Indications, then the avoidance of doubt, each Regulatory Milestone Payment shall be Payments payable one time only for each Ento Product, Lanra Product and Other Product upon the first achievement of the corresponding by Gilead under this Section 9.4 (Regulatory Milestone Event for such Ento Product, Lanra Product and Other Product Payments) will not exceed (as applicable), regardless of the number of times such Regulatory Milestone Event may be achieved. As used in the table below, “Indication” means an individual, separate and distinct disease or medical condition for which (ai) [***] or with respect to the COM503 Financial Product, and (bii) a [***]. For clarity, subpopulations of patients with a [***] or [***] shall be deemed to be separate “Indications”, including [***] by [***] or [***]. In addition, [***] with a Product respect to the Second Financial Product. 1 [***]. Regulatory Milestone Event Ento Compound: 1st Indication Ento Compound: 2nd Indication Lanra Compound: 1st Indication Lanra Compound: 2nd Indication Other Compound: 1st Indication Other Compound: 2nd Indication [***] $[***] $[***] $[***] $[***] $[***] $[***] [***] $2 [***] $[***] $3 [***] $[***] $4 [***] $[**] 5 [**] [**] 6 [**] [**] 7 [**] [**] 8 [**] [**] 9 [**] [**] 10 [**] [**] 11 [**] [**] 12 [**] [**]