Royalties definition
Examples of Royalties in a sentence
For clarity, the Greater Liability Cap will not be construed hereunder as a limitation on any payment obligation otherwise due and payable by Buyer pursuant to Section 2.6 (with respect to an achieved Milestone Event) or Section 2.7 (with respect to earned Royalties).
If the auditor finds an overpayment by ▇▇▇▇▇, then Buyer will have the right to deduct the overpayment from any future Milestone Consideration or Royalties due to Seller by Buyer or, if no such future Milestone Consideration or Royalties are payable, then Seller will refund the overpayment to Buyer within [**] after Seller receives the audit report.
Following the expiration of the Royalty Term for a Product in a given country, Annual Net Sales of such Product in such country will be excluded from Annual Net Sales for purposes of determining the Royalties due hereunder.
No vote or action of the stockholders of Buyer is required by applicable Law, the Buyer Charter or otherwise, in order for Buyer to consummate the Contemplated Transactions, including the payment or issuance of the Milestone Consideration or payment of Royalties, if and when payable or issuable in accordance with and subject to Section 2.6 and Section 2.7, respectively.
Seller will provide Buyer with written notice of its election to inspect and audit the records related to the Milestone Consideration and Royalties due hereunder not less than [**] prior to the proposed date of review of Buyer’s records by ▇▇▇▇▇▇’s auditors.