Licensing Proceeds definition

Licensing Proceeds means all cash received by the Company and its Affiliates from third party licensees or partners with respect to licensing or partnering arrangements with respect to a Product, including, without limitation, (i) royalties based on sales of Products by third party licensees or their sublicensees; (ii) any licensing fees (including, without limitation, upfront fees) for rights to develop or commercialize Products, or other payments in connection with the licensing of rights with respect to Products; (iii) milestone payments (including without limitation, those based on development, regulatory or commercialization milestones for Products); and (iv) research and development funding.

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Licensing Proceeds means (A) any gross licensing, royalty or similar revenue recovered by or on behalf of the Corporation or its Subsidiaries received from any third party other than an Adverse Party after the Date of Issuance, whether pursuant to an agreement or arrangement entered into before, on or after the Date of Issuance; and (B) any distributions received by the Corporation or its Subsidiaries from JVP VII Cyber Strategic Partners, L.P. (“JVP”) related to the Corporation’s investment in JVP.

Licensing Proceeds means all cash and marketable securities received by ▇▇▇▇▇▇ and its Affiliates from third party licensees with respect to licensing or partnering arrangements pursuant to the development or commercialization of Products, including (i) royalties based on sales of Products by third party licensees or their sublicensees; (ii) any licensing fees for rights to develop or commercialize Products, or other payments in connection with the licensing of rights with respect to Products; (iii) milestone payments based on development, regulatory or commercialization milestones for Products; (iv) equity purchases of ▇▇▇▇▇▇ securities pursuant to such licensing or partnering arrangement to the extent not exceeding the fair market value of such securities; and (v) research and development funding.

Examples of Licensing Proceeds in a sentence

• Introgen shall keep full, complete and proper records and accounts of Annual Net Sales and Net Licensing Proceeds.

• Each such payment shall be accompanied by a statement, in sufficient detail describing the Annual Net Sales invoiced, Net Licensing Proceeds received, the Licensed Products sold, the amount of Licensed Product sold and the basis for calculating the accrued royalties.

• Annual Net Sales or Net Licensing Proceeds paid in any foreign currency shall be converted into and paid on the basis of an average rate of exchange, which shall be computed as the rate of exchange quoted under Foreign Exchange in The Wall Street Journal (U.S. West Coast edition) for the last business day of the calendar quarter to which such payment pertains.

• The calculation of the payments required hereunder shall be based on Annual Net Sales and Net Licensing Proceeds in U.S. Dollars.

• Similarly, in the event that a Combination Product is sublicensed without a separate license fee, then, for purposes of determining Net Licensing Proceeds, the license fees paid for the Combination Product shall be reasonably allocated between the Licensed Product and such other subject matter; provided, however, that in no event shall less than [***] ([***]%) of the Net Licensing Proceeds of a Combination Product be allocated to the Licensed Product.

• Similarly, in the event that a Combination Product is sublicensed without a separate license fee, then, for purposes of determining Net Licensing Proceeds, the license fees paid for the Combination Product shall be reasonably allocated between the Licensed Product and such other subject matter; provided, however, that in no event shall less than [*] of the Net Licensing Proceeds of a Combination Product be allocated to the Licensed Product.

• Without limiting the foregoing, no proceeds of any Term Priority Collateral (other than (x) if no Event of Default exists, IP Licensing Proceeds and Other Collateral Proceeds (each as defined in the Intercreditor Agreement) and (y) proceeds of Term Loan Priority Collateral not required to be used to pay the Term Loans pursuant to Section 2.13) may be deposited in any Blocked Account.

• ASLAN and Array will share the Net Licensing Proceeds received by either ASLAN or Array from licenses and sublicenses granted under the Licensing Program as follows: ASLAN will receive [ * ] of such Net Licensing Proceeds and Array will receive [ * ] of such Net Licensing Proceeds.

• Royalties will be payable during the Royalty Term on a calendar quarter basis, within sixty (60) days after the end of each calendar quarter, based upon the Net Sales and Licensing Proceeds during such calendar quarter.

• Theraclone shall provide to Zenyaku, at the time of each such payment, a report reasonably detailing the nature and calculation of the Licensing Proceeds being paid.

More Definitions of Licensing Proceeds

Licensing Proceeds means (i) all upfront payments received by Theraclone from a Third Party pursuant to a License Agreement, (ii) all milestone payments received by Theraclone pursuant to such a License Agreement and (iii) all other payments received by Theraclone pursuant to a License Agreement except excluding only: payments for supply of Licensed Product and including in this exception up to a [***] markup on the fully burdened costs of supply for bulk or vialed product (as more fully described in Section 8.1 below) (and any amounts in excess of such [***] markup are specifically included in Licensing Proceeds), royalty payments calculated as a percentage of product sales, payments for equity in Theraclone at then-current fair market value of such equity (specifically excluding the amount of any premiums; the amount of any such premium shall be included in Licensing Proceeds), loans (except to the extent forgiven; all forgiven amounts are included in Licensing Proceeds), bona fide research and development funding at reasonable and customary rates, funding for then-future research and development expenses (including fully loaded costs of personnel), and reimbursement of past or future patent prosecution and maintenance expenses, and reimbursement of other, future (after execution of the applicable License Agreement) costs and expenses.