Contingent Payment Term definition

Contingent Payment Term shall have the meaning set forth in Section 7.2.
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Contingent Payment Term the period starting on the Closing and ending on the fourth (4th) anniversary of the Closing.
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Contingent Payment Term means on a Product-by-Product and country-by-country basis, the term during which Contingent Payment Consideration is due and payable for a Product, which term shall commence on the first Commercial Sale of a Product in a country, and shall end on the later of expiration or abandonment of the last Valid Claim within the Company Patents that cover the manufacture, use or sale of such Product in such country, or the expiration of regulatory exclusivity in such country, or 10 years after first Commercial Sale of such Product in the applicable country.
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Examples of Contingent Payment Term in a sentence

  • After the termination or expiration of the Contingent Payment Term for any Program Asset Product in any country, or in the event that at the time of the First Commercial Sale of such Program Asset Product in such country neither a Valid Claim of a corresponding Program Asset Patent Right nor Regulatory Exclusivity exist in such country for such Program Asset Product, no payments under Section 7.1 shall be payable with respect to sales of such Program Asset Product in such country.

  • Such royalties will be payable on a country-by- country basis during the Contingent Payment Term that otherwise would have applied if such Program Asset Product had not been reassigned.

  • Subject to the terms and conditions of this Agreement, Buyer shall pay to the Stockholder Representative on behalf of the Company Securityholders, during the applicable Contingent Payment Term and on a country-by-country and Program Asset Product-by-Program Asset Product basis, contingent payments equal to five percent (5%) of Net Sales of any Program Asset Products.

  • Subject to Section 2.7(c)(iii) or Section 2.7(b), the contingent payment rate applicable to the Product in the United States shall be reduced on a Product-by-Product basis to [***] of the applicable rate otherwise payable pursuant to Section 2.7(a) and Section 2.7(b), as applicable, during any portion of the applicable Sales Contingent Payment Term [***].

  • Access will be made available: (a) during normal business hours; (b) in a manner reasonably designed to facilitate review or audit without unreasonable disruption to Parent’s business; and (c) no more than once each calendar year during the Contingent Payment Term ( and for a period of two (2) years thereafter.

  • Within ninety (90) days after the end of each calendar quarter during the Contingent Payment Term following the first Outlicense Transaction and/or First Sale of a Company Product, Parent will deliver to the Company Securityholders Representative a report detailing the calculation of all Sublicense Consideration Pass-Through Payments and all Royalty Payments due to the Company Securityholders Representative for such quarter.

  • After the Effective Time and for the duration of the Contingent Payment Term, the Parent shall make the Contingent Payment Consideration payments, at the stated rates to the Company Securityholders Representative, to the account designated in the Allocation Schedule (for distribution in accordance with the proportions, and to the accounts, set forth in the Allocation Schedule).

  • Except with Buyer’s consent (not to be unreasonably withheld), from the date hereof and continuing for the duration of the Contingent Payment Term, Seller will do or cause to be done all things reasonably necessary to preserve, renew and keep in full force and effect Seller’s legal existence and good standing in its jurisdiction of formation.


More Definitions of Contingent Payment Term

Contingent Payment Term means the period including the First Contingent Payment Year and the Second Contingent Payment Year.
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Related to Contingent Payment Term

  • Contingent Payment has the meaning set forth in Section 4.2 (Contingent Payments).

  • Contingent Payments has the meaning set forth in Section 2.3(d).

  • Payment Term means the length of time for payment of a Deferred Annual Award under Section 4.2.

  • lump sum payment period means the period measured in weeks of salary, for which payment has been made to facilitate the transition to retirement or to other employment as a result of the implementation of various programs to reduce the size of the Public Service. The lump sum payment period does not include the period of severance pay, which is measured in a like manner.

  • Non-Payment Period means a period commencing on and including a Dividend Payment Date or redemption date for which the Trust shall fail to (i) declare, prior to the close of business on the second Business Day preceding such Dividend Payment Date, for payment on or (to the extent permitted by Section 11.2(c)(i) of these Bylaws) within three Business Days after such Dividend Payment Date to the Holders as of 12:00 noon, New York City time, on the Business Day preceding such Dividend Payment Date, the full amount of any dividend on APS payable on such Dividend Payment Date, provided, however, that if the Trust is not able to make such declaration in compliance with the foregoing because an unforeseen event or unforeseen events causes or cause a day that otherwise would have been a Business Day not to be a Business Day, then the Trust may make such declaration on the Business Day immediately preceding the Dividend Payment Date, if possible, or, if not possible, on the Dividend Payment Date, and in such case the Trust shall not be deemed to have failed to declare a dividend otherwise required to be declared, or (ii) deposit, irrevocably in trust, in same-day funds, with the Auction Agent by 12:00 noon, New York City time, (A) on such Dividend Payment Date the full amount of any cash dividend on such shares payable (if declared) on such Dividend Payment Date or (B) on any such redemption date for any shares of APS called for redemption, the Mandatory Redemption Price per share of such APS or, in the case of an optional redemption, the Optional Redemption Price per share, and ending on and including the Business Day on which, by 12:00 noon, New York City time, all unpaid cash dividends and unpaid redemption prices shall have been so deposited or shall have otherwise been made available to Holders in same-day funds; provided that, a Non-Payment Period shall not end unless the Trust shall have given at least five days’ but no more than 30 days’ written notice of such deposit or availability to the Auction Agent, all Existing Holders (at their addresses appearing in the Share Books) and the Securities Depository. Notwithstanding the foregoing, the failure by the Trust to deposit funds as provided for by clauses (ii)(A) or (ii)(B) above within three Business Days after any Dividend Payment Date or redemption date, as the case may be, in each case to the extent contemplated by Section 11.2(c)(i) of these Bylaws, shall not constitute a “Non-Payment Period.”

  • Contingent Compensation Payment means any payment (or benefit) in the nature of compensation that is made or made available (under this Agreement or otherwise) to a “disqualified individual” (as defined in Section 280G(c) of the Code) and that is contingent (within the meaning of Section 280G(b)(2)(A)(i) of the Code) on a Change in Ownership or Control of the Company.

  • Payment Period means the three months following each Collection Quarter.

  • Milestone Payment Date has the meaning set forth in Section 2.4(a).

  • Contingent fee as used in this clause, means any commission, percentage, brokerage, or other fee that is contingent upon the success that a person or concern has in securing a Government contract.

  • Basic Rent Payment Date means the Delivery Date, and the numerically corresponding day in each calendar month thereafter during the Term, and if such day is not a Business Day, then the immediately preceding calendar day which is a Business Day.

  • Expected Final Payment Date means, with respect to each Series or, if applicable, each Class of Securitization Bonds, the date when all interest and principal is scheduled to be paid with respect to that Series or Class in accordance with the Expected Amortization Schedule, as specified in the Series Supplement therefor.

  • Premium Payment Date in respect of any Option, means the date on which the Premium is due and payable, as agreed to at the time the Option is entered into, as evidenced in a Confirmation.

  • Termination Payment Date means the earlier of the first Distribution Date following the liquidation or sale of the Receivables as a result of an Insolvency Event and the occurrence of the Scheduled Series 1995-1 Termination Date.

  • Reimbursement Payment shall have the meaning given to that term in Subparagraph 2.02(c).

  • Quarterly Payment Date means the last Business Day of each March, June, September and December.

  • Deferred Payment Date for a Participant means the date after the Restricted Period which is the earlier of (i) the date which the Participant has elected to defer receipt of Restricted Shares in accordance with Section 4.4 of this Restricted Share Plan; and (ii) the Participant’s Separation Date.

  • Premium Termination Date With respect to the Series A Certificates, the scheduled maturity date of the Series A Certificates, with respect to the Series B Certificates, the scheduled maturity date of the Series B Certificates and with respect to the Series C Certificates, the scheduled maturity date of the Series C Certificates.

  • Parent Termination Fee has the meaning set forth in Section 7.3(b).

  • Tax Payment Date means, with respect to any applicable Taxes, the date occurring 30 days prior to the date the same are due and payable.

  • Minimum Payment means the amount of minimum payment as stated in the Fee Schedule;

  • Next Payment Date means each date on which the next scheduled payment under any Transaction is due to be paid.

  • Annual Payment The total amount payable to the Settlement Fund Administrator by the Settling Distributors on the Payment Date each year, as calculated by the Settlement Fund Administrator pursuant to Section IV.B.1.e. For the avoidance of doubt, this term does not include the Additional Restitution Amount or amounts paid pursuant to Section X.

  • Payment Determination Date means, with respect to any Payment Date, one (1) Business Day immediately preceding such Payment Date.

  • Deferred Sales Charge Payment Date means June 10, 2015 and the tenth day of each month thereafter through October 10, 2015.