Examples of Earnout Product in a sentence
Following the first commercial sale of an Earnout Product and during the Earnout Period, MSB shall provide to OTI a written report for each calendar year showing the Net Sales during such calendar year and the Earnout payable under this Section 3.2 in sufficient detail to allow OTI to verify the amount of Earnout paid by MSB with respect to such calendar year.
Additional Payments shall be reduced in any quarter by the amount of any Additional Payment previously credited or paid with respect to License Revenue or Qualifying Services Revenue from any Earnout Product or services engagement that is returned, canceled or adjusted by Buyer, or deemed uncollectible by Buyer in accordance with GAAP, in that quarter ("Canceled License Revenue") and Buyer may deduct and offset any Canceled License Revenue from payments otherwise due to Sellers under this Agreement.
The Additional Payment for the Company Shares with reference to each copy of an Earnout Product Licensed by Buyer (or an Affiliate of Buyer) as an individual product shall be an amount equal to the License Revenue invoiced by Buyer (or any of its Affiliates) for such Earnout Product, multiplied by the applicable Earnout Rate.
The Additional Ex-U.S. Consideration shall only be paid until, on a product-by-product and country-by-country basis, the expiration of the last to expire Valid Claim that Covers the applicable Earnout Product in the applicable country in the Ex-U.S. Territory.
Following first commercial sale of an Earnout Product and for so long as an Earnout is due to Seller, the Purchaser shall provide to the Seller a written report for each calendar quarter showing the Net Sales during such calendar quarter and the Earnout payable under this Section 3.2 in sufficient detail to allow the Seller to verify the amount of Earnout paid by the Purchaser with respect to such calendar quarter.
The Additional Payment for the Company Shares with reference to each copy of an Earnout Product Licensed by a Third Party Licensor as an individual product shall be an amount equal to the License Revenue invoiced by Buyer (or any of its Affiliates) to such Third Party Licensor in connection with such transaction, multiplied by the applicable Earnout Rate.
In addition to the amounts payable under Section 3.1, Purchaser shall pay to Seller two percent (2%) of Net Sales of each Earnout Product (the “Earnout”) until the later of: (a) expiration of the last to expire Valid Claim among the Patent Rights; and (b) ten (10) years after the first commercial sale of any Earnout Product (the “Royalty Term”).
If an Earnout Product is not covered by a Valid Claim in any country in which it is being sold, then the Earnout due Seller for such Earnout Product in such country shall be reduced by fifty percent (50%); provided, however, that in no case, shall the royalty due under Section 3.2 be reduced by more than 50% of the amount that would otherwise be due.
In the event that the Purchaser or any of its successors or Purchaser Assignees transfers any Earnout Product, the Purchaser shall ensure that proper provision is made so that the transferee shall pay the unpaid applicable Earnout Payment if and when such Earnout Payment becomes due and payable and assume all of the other obligations with respect to such Earnout Product set forth in this Section 3.2(c).
For purposes of this Agreement “Bundled Earnout Products” shall mean an Earnout Product sold during an Earnout Period, where products of the Parent and Earnout Products are sold in combination as a unique and single SKU.