Sales-Based Milestones Sample Clauses
A Sales-Based Milestones clause establishes specific sales targets or thresholds that must be met for certain contractual obligations or benefits to be triggered. Typically, this clause outlines the required sales figures, the timeframes in which they must be achieved, and the consequences of meeting or failing to meet these milestones, such as payment of bonuses, release of additional funding, or continuation of the agreement. Its core practical function is to align the interests of the parties by tying performance or compensation to measurable sales outcomes, thereby incentivizing achievement and providing a clear framework for evaluating progress.
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Sales-Based Milestones. PPD shall pay to ▇▇▇▇▇▇▇ milestone payments in accordance with the schedule set forth below, based on total worldwide Net Sales of all Licensed Products for the first [*] consecutive Calendar Quarter-period during which such sales milestone event is achieved, such payment to be made within forty-five (45) days of receipt of an invoice from PPD after the achievement of such milestone event. Each of the milestone payments shall be payable only once, regardless of the number of times Licensed Products achieve such sales milestone event. PPD shall give ▇▇▇▇▇▇▇ written notice of the occurrence of a sales milestone event within ten (10) business days of the occurrence of such milestone event. Combined worldwide Net Sales of Licensed Products in [*] consecutive Calendar Quarters equals or exceeds [*] dollars ($[*]) [*] dollars ($[*]) Combined worldwide Net Sales of Licensed Products in [*] consecutive Calendar Quarters equals or exceeds [*] dollars ($[*]) [*] dollars ($[*]) The total amount payable under this Section 5.2(e)(ii) shall not exceed seventy-five million dollars ($75,000,000) in any event.
Sales-Based Milestones. ▇▇▇▇▇▇▇ shall pay to PPD milestone payments in accordance with the schedule set forth below, based on total worldwide Net Sales of all Licensed Products for the first [*] consecutive Calendar Quarter-period during which such sales milestone event is achieved, such payment to be made within forty-five (45) days of receipt of an invoice from PPD after the achievement of such milestone event. Each of the milestone payments shall be payable only once regardless of the number of times Licensed Products achieve such sales milestone event. ▇▇▇▇▇▇▇ shall give PPD written notice of the occurrence of a sales milestone event described below within ten (10) business days thereof.
Sales-Based Milestones. 7.5.1 In partial consideration of the rights granted by BicycleTx to Bayer hereunder, and in addition to any Development Milestone Payment (where applicable and payable), Bayer shall also make the following one-time, [***] milestone payments (each a "Sales Milestone Payment") upon the first achievement of the corresponding events on the aggregated Net Sales of all Licensed Products within a Calendar Year on a Target-by-Target basis (each a "Sales Milestone Event") by Bayer, its Affiliates, or their Sublicensees:
1. [***] [***]
2. [***] [***]
3. [***] [***]
4. [***] [***] TOTAL = £194,494,000 per Target
7.5.2 For clarity, subject to Clause 7.5.4, the foregoing Sales Milestone Payments shall be payable [***] with respect to each Target, regardless of the number of Calendar Years in which the Licensed Products directed to the Target (as applicable) achieve such Sales Milestone Event. For further clarity, such payments shall be payable on a cumulative basis such that if, for example, Sales Milestone #2 is achieved in the same Calendar Year as Sales Milestone 289122840 v2 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. #1 in respect of a Target then Sales Milestone Payment #1 shall be payable at the same time as Sales Milestone #2.
7.5.3 Bayer shall notify BicycleTx together with the Royalty Report following the end of the last Calendar Quarter of the Calendar Year in which such Sales Milestone Event in the table above was achieved. Following such notice, BicycleTx shall issue an invoice for the corresponding Sales Milestone Payment and Bayer shall pay the Sales Milestone Payment within [***] after receipt of such invoice from BicycleTx.
7.5.4 The Parties agree that the Sales Milestone Payments listed in Clause 7.5.1 7.5.1are in respect of Licensed Products that are for therapeutic purposes only. Bayer shall also pay Sales Milestone Payments to BicycleTx in respect of Licensed Products that are for diagnostic but not therapeutic purposes in accordance with Clause 7.5.17.5.1 except that: (i) the applicable Sales Milestone Payment will be an amount equivalent to [***] of the Sales Milestone Payment amount; and (ii) for the purposes of calculating the Net Sales for the applicable Sales Milestone Event in respect of diagnostic Licensed Products, only Net Sales in respect of the diagnostic Licensed Product shal...
Sales-Based Milestones. The following sales based milestone payments shall be payable by Company to BMS when the annual worldwide Net Sales in a calendar year of Licensed Product by Company, its Affiliates and Sublicensees first reach or exceed the specified thresholds: $[***] $ [***] $[***] $ [***] $[***] $ [***] $[***] $ [***] Such milestone payments shall be payable one-time for a particular Licensed Product within [***] following the end of the calendar year after the Licensed Product first reaches the net sales threshold. Each milestone payment shall not be refundable or returnable in any event, nor shall it be creditable against royalties or other payments.
Sales-Based Milestones. Each of the following milestone payments shall be paid by Eiger to BMS for total annual sales of Licensed Product within [ * ] after the Net Sales of all Licensed Products in a given Calendar Year first reach the threshold amounts set forth in the table below: [ * ] [ * ] [ * ] [ * ] [ * ] [ * ] Total Sales-Based Milestones $ 128.0 million Each milestone payment shall not be refundable or returnable in any event, nor shall it be creditable against royalties or other payments.
Sales-Based Milestones. In partial consideration of the rights and licenses granted by Caribou to AbbVie hereunder, and subject to Section 6.5.4, in the event that the annual Net Sales of a particular Licensed Product by AbbVie or any of its Affiliates or Sublicensees in a given Calendar Year exceeds a threshold (each, an “Annual Net Sales-Based Milestone Threshold”) set forth in the left-hand column of the table in this Section 6.4.2 (the “Annual Net Sales-Based Milestone Table”), AbbVie shall pay to Caribou a milestone payment (each, an “Annual Net Sales-Based Milestone Payment”) in the corresponding amount set forth in the right-hand column, as applicable, of the Annual Net Sales-Based Milestone Table. In the event that in a given Calendar Year more than one (1) Annual Net Sales-Based Milestone Threshold is exceeded, AbbVie shall pay to Caribou a separate Annual Net Sales-Based Milestone Payment with respect to each Annual Net Sales-Based Milestone Threshold that is exceeded in such Calendar Year. Each such milestone payment shall be due within [***] days of the end of the Calendar Year in which such milestone was achieved (each, an “Annual Net Sales-Based Milestone Payment Date”). Each Annual Net Sales-Based Milestone Payment shall be payable on a Program Slot-by-Program Slot basis only upon the first achievement of such milestone with respect to such Program Slot, and no amounts shall be due for subsequent or repeated achievements of such milestone, whether by the same or a different Licensed Product, with respect to such Program Slot. Annual Net Sales-Based Milestone Threshold Annual Net Sales-Based Milestone Payment Annual Net Sales greater than [***] [*** ] Annual Net Sales greater than [***] [*** ] Annual Net Sales greater than [***] [*** ]
Sales-Based Milestones. 6.4.1 In partial consideration of the license rights granted by Galapagos to ▇▇▇▇▇▇ hereunder, subject to Section 6.4.2, if the Net Sales of a particular Licensed Product made by ▇▇▇▇▇▇ or any of its Affiliates or Sublicensees in a given Calendar Year exceeds a threshold (each, an “Annual Net Sales Milestone Threshold”) set forth in the left-hand column of the table immediately below (the “Annual Net Sales-Based Milestone Table”), ▇▇▇▇▇▇ shall pay to Galapagos a milestone payment (each, an “Annual Net Sales-Based Milestone Payment”) in the corresponding amount set forth in the right-hand column of the Annual Net Sales-Based Milestone Table. If in a given Calendar Year more than one (1) Annual Net Sales Milestone Threshold is exceeded, ▇▇▇▇▇▇ shall pay to Galapagos a separate Annual Net Sales-Based Milestone Payment with respect to each Annual Net Sales Milestone Threshold that is exceeded in such Calendar Year. Each such milestone payment shall be due within […***…] ([…***…]) days of the end of the Calendar Year in which such milestone was achieved (each, a “Annual Net Sales-Based Milestone Payment Date”). Greater than […***…] Dollars ($[…***…]) $ […***…] Greater than […***…] Dollars ($[…***…]) $ […***…] Greater than […***…] Dollars ($[…***…]) $ […***…]
6.4.2 Notwithstanding anything contained in Section 6.4.1, each milestone payment in this Section 6.4 shall be payable only upon the first achievement of such milestone, and no amounts shall be due for subsequent or repeated achievements of such milestone in subsequent Calendar Years.
Sales-Based Milestones. ZAI shall pay to TESARO the following one time milestone payments upon reaching the following specific Net Sales milestones for the Licensed Product(s) within [***] following the end of the Calendar Year during which the Net Sales milestone set forth below is first reached: Equal or exceed $[***] $[***] Equal or exceed $[***] $[***] Equal or exceed $[***] $[***]
Sales-Based Milestones. Catalyst shall pay to Santhera the non-refundable, non-creditable amounts set forth in the table below if the applicable amount of Net Sales of all Products in the Territory in a single Calendar Year reach one or more of the Net Sales threshold levels set forth below. Catalyst shall notify Santhera no later than [***] after the end of a Calendar Year during which any sales-based milestone event below was achieved. Each such sales-based milestone payment shall only be payable upon first achievement of such milestone and no amounts shall be due for subsequent or repeated achievement of sales-based milestones. In the event that in a given Calendar Year more than one Net Sales threshold level below is achieved, Catalyst shall pay to Santhera a separate, additional milestone payment with respect to each such threshold level that is achieved in such Calendar Year. Following notice by Catalyst of the achievement of a milestone event set forth in this Section 3.3 (Sales-Based Milestones), Santhera will invoice Catalyst for the applicable milestone payment(s). Each such milestone payment shall be due within [***] after receipt by Catalyst of the corresponding invoice for such milestone payment issued by Santhera.
(1) Net Sales of Product in the Territory in the Field in a single Calendar Year amounting to one hundred million Dollars ($ 100,000,000) or more [***]
(2) Net Sales of Product in the Territory in the Field in a single Calendar Year amounting to one hundred seventy-five million Dollars ($ 175,000,000) or more [***]
(3) Net Sales of Product in the Territory in the Field in a single Calendar Year amounting to two-hundred million Dollars ($ 200,000,000) or more [***]
(4) Net Sales of Product in the Territory in the Field in a single Calendar Year amounting to four hundred fifty million Dollars ($ 450,000,000) or more [***]
(5) Net Sales of Product in the Territory in the Field in a single Calendar Year amounting to six hundred million Dollars ($ 600,000,000) or more [***] [***]
Sales-Based Milestones. In partial consideration of the license rights granted by ▇▇▇▇▇▇▇ to Forest hereunder and subject to the terms and conditions set forth in this Agreement (including Section 6.3), the first time that the aggregate of all Net Sales of all Licensed Products made by Forest or any of its Affiliates, or its or their Sublicensees in the Territory in four consecutive Calendar Quarters equals or exceeds a threshold (each, a “Net Sales Milestone Threshold”) set forth in the left-hand column of the table immediately below, Forest shall pay to ▇▇▇▇▇▇▇ a milestone payment in the corresponding amount set forth in the right-hand column below (each, a “Sales-Based Milestone Payment”). Each Sales-Based Milestone Payment shall be due within [*] days after the end of the four-consecutive Calendar Quarter period in which the corresponding Net Sales Milestone Threshold was achieved. $ [* ] $ [* ] $ [* ] $ [* ] $ [* ] $ [* ] In the event that in any given four-consecutive Calendar Quarter period more than one of the Net Sales Milestone Thresholds is exceeded, Forest shall pay to ▇▇▇▇▇▇▇ a separate Sales-Based Milestone Payment with respect to each such Net Sales Milestone Threshold that is exceeded in such four-consecutive Calendar Quarter period, in each case, in accordance with this Section 6.1.2.