CDK4 Program Expenses definition
Examples of CDK4 Program Expenses in a sentence
In any Calendar Quarter in which Allorion is conducting CDK4 Preclinical Development Work, Allorion shall provide to Avenzo, within [***] days following the end of such Calendar Quarter, a written report detailing, and an invoice for, the CDK4 Program Expenses incurred by or on behalf of Allorion during such Calendar Quarter, including supporting documentation for such expenses.
In the event that any Indirect Tax is imposed under Applicable Law with respect to the transactions, payments or the related transfer of rights or other property pursuant to the terms of this Agreement, Allorion shall pay such Indirect Taxes (except for Indirect Taxes with respect to Section 12.3 (Funding for Certain CDK4 Program Expenses), which shall be paid by Avenzo).
Notwithstanding any provision in this Section 12.3 (Funding for Certain CDK4 Program Expenses) to the contrary, Avenzo shall not be responsible for any portion of the CDK4 Program Expenses that exceed $[***].
In the event that Avenzo exercises the CDK4 License Option, then within [***] days following IND Clearance for the CDK4 Development Candidate or CDK4 Backup Candidate, as applicable, Avenzo shall pay to Allorion the amount equal to the CDK4 Reimbursement Cap minus the amounts actually reimbursed by Avenzo to Allorion for the CDK4 Program Expenses in accordance with this Section 12.3 (Funding for Certain CDK4 Program Expenses).
Avenzo shall fund a portion of the CDK4 Preclinical Development Work in accordance with this Section 12.3 (Funding for Certain CDK4 Program Expenses).
Avenzo shall have the right to request a report summarizing all CDK4 Program Expenses and such report shall be subject to inspection as provided in this Section 12.9 (Audits).
The inspecting Party will bear the full cost of such audit unless such inspection concludes an overpayment of CDK4 Program Expenses was made by Avenzo or an underpayment by Avenzo of payments due by Avenzo to Allorion, in either case of more than [***]% of the amount otherwise payable for that inspected period, in which case the inspected Party will pay the actual fees and expenses charged by the accounting firm for such inspection.
Avenzo shall be responsible for any portion of the CDK4 Program Expenses (including FTE Costs and Out-of-Pocket Costs incurred by Allorion in accordance with the Research Plan for the conduct of Optimization Activities) up to and including $[***] (the “CDK4 Reimbursement Cap”).
Allorion shall perform and be responsible for the conduct of the CDK4 Preclinical Development Work, at ▇▇▇▇▇▇▇▇’s own cost, subject to reimbursement of certain amounts as set forth in Section 12.3 (Funding for Certain CDK4 Program Expenses).