Royalty Stream definition
Examples of Royalty Stream in a sentence
In no event will PPD have an obligation to refund any Royalty Stream payments to Accentia or to pay any additional amounts to Accentia, which are in excess of the Purchase Price.
Accentia shall exercise fully all of its rights, and comply fully with all of its obligations, under the Enabling Agreements and shall not, without PPD’s prior written approval (not to be unreasonably withheld), permit any amendment or take any other action (or omit to take any action) with respect thereto, which could reasonably be expected to impair the Royalty Stream.
Accentia has not granted any licenses or other rights and has no obligations to grant licenses or other rights with respect to the Products, and, except for the Enabling Agreements, there are no other contracts, arrangements, or understandings relating to the Royalty Stream.
Except as required by law or the rules and regulations of the Securities and Exchange Commission or any securities exchange or trading system, the parties agree to consult with each other before issuing any press release or making any public statement with respect to PPD’s acquisition of the Royalty Stream.
Upon the terms and subject to the conditions of this Agreement: (a) PPD agrees to purchase from Accentia, and Accentia agrees to sell and pay to PPD, upon execution of this Agreement the Royalty Stream for a one-time payment of $2,500,000 in cash (the “Purchase Price”).
Each such report will be accompanied by the Royalty Stream payment due for such License Quarter either by check or wire transfer pursuant to instructions received from PPD.
There is no action, suit, investigation or proceeding (or any basis therefor), of which Accentia has received notice, pending or, to the knowledge of Accentia, threatened, before any governmental authority or arbitrator, which has or could materially affect the Royalty Stream or the business of Accentia.
Notwithstanding any provision in this Agreement or any other writing to the contrary, PPD is acquiring only the Royalty Stream and is not assuming any liability or obligation of Accentia of whatever nature, whether presently in existence or arising or asserted hereafter, whether under any of the Enabling Agreements or otherwise.
The Royalty Stream is not subject to any claim of off-set for any other liability or obligation of PPD.
For purposes of this Paragraph 5(a), it shall be reasonable for PPD to withhold its approval with respect to any amendment, action or omission if, in the reasonable opinion of PPD, such amendment, action or omission could, in the sole discretion of PPD, have the effect of reducing the Royalty Stream.