FDA Milestone Payment definition

FDA Milestone Payment has the meaning set forth in Section 4.2(a).

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FDA Milestone Payment is defined in Section 2.3(a). “Final Order” means an order or judgment of the Bankruptcy Court (or any other court of competent jurisdiction) entered by the clerk of the Bankruptcy Court (or such other court) on the docket in the Chapter 11 Case (or the docket of such other court), which has not been modified, amended, reversed, vacated or stayed and as to which (i) the time to appeal, petition for certiorari, or move for a new trial, reargument or rehearing has expired and as to which no appeal, petition for certiorari or motion for new trial, reargument or rehearing shall then be pending or (ii) if an appeal, writ of certiorari new trial, reargument or rehearing thereof has been sought, such order or judgment of the Bankruptcy Court (or other court of competent jurisdiction) shall have been affirmed by the highest court to which such order was appealed, or certiorari shall have been denied, or a new trial, reargument or rehearing shall have been denied or resulted in no modification of such order, and the time to take any further appeal, petition for certiorari or move for a new trial, reargument or rehearing shall have expired, as a result of which such order shall have become final in accordance with Rule 8002 of the Federal Rules of Bankruptcy Procedure; provided, that the possibility that a motion under Rule 60 of the Federal Rules of Civil Procedure, or any analogous rule under the Bankruptcy Rules, may be filed relating to such order, shall not cause an order not to be a Final Order.

FDA Milestone Payment means a payment equal to seventy-five percent (75%) of the Funded Amount at the time of such determination, less any EMA Milestone Payment previously paid to the Buyer pursuant to Section 5.12(a). For clarity, if the Buyer has paid the Maximum Additional Investment Payment Amount to the Seller at the time of the FDA Milestone Event, and the FDA Milestone Event occurs prior to the EMA Milestone Event, the FDA Milestone Payment shall equal $150,000,000 and no EMA Milestone Payment shall be payable under this Agreement.

Examples of FDA Milestone Payment in a sentence

The parties hereto agree to issue separate individual press releases, each in a form approved by the other party, to announce the execution of this Agreement and the payment of the FDA Milestone Payment pursuant to Section 4.2(a).
On or prior to the thirtieth (30th) day following the achievement of the FDA Milestone, Buyer shall deliver to Seller the FDA Milestone Payment Amount; provided, however, that Buyer shall not be required to make, and Seller shall not be entitled to receive, the FDA Milestone Payment if the FDA Milestone is achieved after October 1, 2012.
Each of Buyer and Seller hereby acknowledge that the achievement of the FDA Milestone is uncertain and that Buyer and its Affiliates may not achieve the FDA Milestone prior to October 1, 2012 or at all, and it is therefore not assured that Buyer will be required to pay the FDA Milestone Payment at all.
Subject to the set-off rights of Buyer pursuant to Section 2.7(h) and Article 9 hereof, Buyer shall make a one-▇▇▇▇ ▇▇▇▇▇▇ Contingent Payment equal to the FDA Milestone Payment Amount if and only if the FDA Milestone is achieved on or before October 1, 2012 (the “FDA Milestone Payment”).
If the Buyer does not pay the Top-Up Payment by the Top-Up Deadline, the Seller shall, within [ * ] Business Days after the Top-Up Deadline, pay the FDA Milestone Payment to the Buyer.
For the avoidance of doubt, no FDA Milestone Payment shall be payable if the Additional Investment Opt-In Right is not exercised in accordance with Section 2.3.
Notwithstanding the foregoing, the consideration to be paid by Parent to the Participating Rights Holders at the time specified in Section 1.8 in connection with the FDA Milestone Payment shall be limited to that portion of the FDA Milestone Payment Amount allocated to such Participating Rights Holders pursuant to Section 2.1.
Subject only to the set-off rights of Parent and the Surviving Corporation pursuant to Section 1.8(j) and Article 9 hereof, and other rights of reduction specifically contemplated hereby, Parent and the Surviving Corporation shall, jointly and severally, make a Contingent Payment (the “FDA Milestone Payment”) equal to the FDA Milestone Payment Amount following achievement of the FDA Milestone.
On or prior to the thirtieth (30th) day following the achievement of the FDA Milestone, Parent shall deliver to each of the Participating Rights Holders that portion of the FDA Milestone Payment Amount allocated to such Participating Rights Holder pursuant to Section 2.1.
Each of Parent, the Company and the Stockholder Representative Committee hereby acknowledge that the achievement of the FDA Milestone is uncertain and that Parent and its Affiliates may not achieve the FDA Milestone, and it is therefore not assured that Parent will be required to pay the FDA Milestone Payment at all.

More Definitions of FDA Milestone Payment

FDA Milestone Payment has the meaning set forth in Section 3.9(c).

FDA Milestone Payment means $2.00 per FDA CVR less, in the case of Accredited Unaffiliated Holders, each such Holder’s pro rata share of the Indemnification Amount, if any.

FDA Milestone Payment has the meaning set forth in Section 4.2(a). --------------