Net Trait Value definition

Net Trait Value means the net Incremental Value realized by Mahyco, a Mahyco Affiliate, or a Sublicensee for a Licensed Product, which net Incremental Value is attributable to the Arcadia Licensed Intellectual Property. “Incremental Value” shall mean the net value realized by a Licensed Product minus the value attributable to the germplasm, or, in the case of a Licensed Product with stacked Traits, the germplasm and any Trait other than an Arcadia Trait. For calculating the net value realized, all returns, customer rebates, dealer incentives, volume discounts, cash discounts, discounts that respond specifically to local competitive situations, channel and marketing program costs, cooperative program costs, freight and insurance, and seed service fees shall be deducted on a pro rata basis across (i) the Arcadia Trait and germplasm (in the case of a Licensed Product containing only an Arcadia Trait) or (ii) the Arcadia Trait, germplasm, and Trait(s) other than Arcadia Trait (in the case of a Licensed Product with stacked Traits). Amounts paid to Mahyco Affiliates shall be deductible only to the extent that such amounts do not exceed amounts that otherwise would have been paid to a non-Affiliate third party in an arm’s length transaction for the same or similar goods or services. For purposes of calculating amounts due to Arcadia pursuant to the Commercial Value Sharing provisions of this Agreement, the value of any subsidies, rebates, tax credits, and the like received for a Licensed Product containing an Arcadia Trait and received specifically owing to the presence of such trait, shall be considered part of the net value realized. Moreover, in the event that the Licensed Products are sold or otherwise transferred to an Affiliate for a price lower than if they had been sold to a third party in an arm’s length transaction, then the net value realized shall be calculated based upon the price that would have been charged if they had been sold to a third party in an arm’s length transaction. For the avoidance of doubt, the Parties agree that the calculation of Net Trait Value shall not result in a payment by Mahyco that exceeds the Commercial Value Share appropriate for the stage of development of material provided, as set forth in the Commercial Value Sharing provisions of Section 6.4.
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Examples of Net Trait Value in a sentence

  • Mahyco acknowledges and agrees that it must keep complete, true and accurate records of details on the calculation of Net Trait Value, including, but not limited to, details on the gross trait revenues for the Licensed Products sold, specific deductions from the revenues utilized to calculate the Net Trait Value.

  • Royalties under the Net Trait Value in the present Section 3.7 shall be subject to a minimum of [*****].

Related to Net Trait Value

  • Gross Calorific Value of “GCV” shall mean that quantity of heat expressed in Kilowatt- hour produced by the complete combustion of one (1) normal cubic metre of Natural Gas at twenty-five (25) degrees Celsius and an absolute pressure of one decimal zero one three two five (1.01325) bar with excess air at the same temperature and pressure as the Natural Gas when the products of combustion are cooled to twenty-five (25) degrees Celsius and when the water formed by combustion is condensed to the liquid state and the products of combustion contain the same total mass of water vapor as the Natural Gas and air before combustion.

  • Unit Value means, at any time, the value of each Stock Unit, which value shall be equal to the Fair Market Value (as defined in the Plan) of a Share on such date.

  • Net Sales Price means the total invoiced amount for each Licensed Product sold, minus, where separately itemized on the invoice, any applicable costs related to packaging, insurance, shipping, delivery, standard trade discounts, sales taxes [including Value Added Tax], freight, and duty charges. However, if the Licensed Products are: (i) sold or distributed in a transaction that is not conducted at arm’s length; or (ii) sold or distributed to a Licensee affiliate, then the Net Sales Price for such transactions shall be calculated based on the price that would have been charged under this Agreement in a comparable sale to an unrelated third-party buyer at arm’s length;

  • Worst Value means, in respect of a ST Valuation Date, the RI Value for the Reference Item(s) with the lowest or equal lowest RI Value for any Reference Item in the Basket in respect of such ST Valuation Date.

  • Gross Sales Price with respect to each sale of Shares sold pursuant to this Agreement shall be the gross sales price per share of such Shares.