Development Event Payments. GBT shall pay to Roche up to a total of fifty nine million, seven hundred fifty thousand US Dollars (US$59,750,000) in relation to the achievements of (i) the development events as described in the following schedule for any Product that achieves such event in Lead Indication first and (ii) the development events as described in the following schedule for any Product that achieves such event in Other Indication(s) first. For clarity, GBT shall pay to Roche up to forty million, five hundred thousand US Dollars (US$40,500,000) for achievement of the events in the Lead Indication and nineteen million, two hundred fifty thousand US Dollars (US$19,250,000) for achievement of the events in the Other Indication(s)). GBT shall pay Roche (i) the development event payment number 1 set forth below one time irrespective of the indication, (ii) the development event payments listed in the column entitled “Lead Indication” for the events described in number 2, 3, 4, 5 and 6 set forth below once upon achieving the respective event in the Lead Indication, and (iii) the development event payments listed in the column entitled “Other Indication(s)” for the events described in number 2, 3, 4, 5 and 6 set forth below once for any Product that first achieves such event in Other Indication(s). The development event payments shall be non-refundable. * Confidential Information, indicated by [***], has been omitted from this filing and filed separately with the Securities and Exchange Commission
Development Event Payments. Roche shall make payments in relation to the achievement of events with respect to Products directed towards a given Target. The development event payments under this Section 12.10 shall be paid as follows: For [***], Roche shall pay C4T up to a total of [***] the following set of one-time milestone event payments for the first achievement of each of the corresponding milestone events by the first Licensed Product covered by Valid Composition of Matter Claim (since Phase I Study Initiation, Phase II Study Initiation and Phase III Study Initiation are not specific to a given country or region, the presence or absence of a Valid Composition of Matter Claim is to be based on the US Patent Rights): Development Event First Licensed Product, first Indication (US$ million) First Licensed Product, second Indication (US$ million) First Licensed Product, third Indication (US$ million) [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] Total [***] [***] [***] [***] For [***] as well as any other Target for which the corresponding Roche Product has been designated a Phase I Completed Original Product, Roche shall pay C4T up to a total of [***] in relation to the following one-time milestone event payments for the first achievement of each of the corresponding milestone events by the first Licensed Product covered by a Valid Composition of Matter Claim: Development Event First Licensed Product, first Indication (US$ million) First Licensed Product, second Indication (US$ million) First Licensed Product, third Indication (US$ million) [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] Total [***] [***] [***] [***] For any other Target for which the corresponding Roche Product had not been designated a Phase I Completed Original Product (and thus the start of the Roche Option Period was upon receipt of the GLP Data Package), Roche shall pay C4T up to a total of [***] in relation to the following one-time milestone event payments for the first achievement of each of the corresponding milestone events by the first Licensed Product covered by a Valid Composition of Matter Claim: Development Event First Licensed Product, first Indication (US$ million) First Licensed Product,...
Development Event Payments. For each of Program 1, Program 3, and Program 5, Roche shall pay BPM the following one-time milestone event payments for the first achievement of each of the corresponding milestone events (each, a “Development Event”) by the first Licensed Product for such Program to achieve such event: Development Event for First Licensed Product US Dollars (in millions) […***…] […***…] […***…] […***…] […***…] […***…] […***…] […***…] […***…] […***…] […***…] […***…] […***…] […***…] […***…] […***…] […***…] […***…] Total […***…] Notwithstanding the foregoing, for the purposes of construing the payments specified in the above table, if a Development Event is skipped (i.e., a later Development Event payment is payable before an earlier Development Event payment), or if Regulatory Approval is achieved in any jurisdiction with respect to a Licensed Product for a Collaboration Target without all of the preceding Development Event payments applicable to a Licensed Product having been achieved, then the skipped Development Event(s) will be deemed to have been achieved upon the achievement of the subsequent Development Event(s) or upon Regulatory Approval as applicable. Upon the achievement of a Development Event, Roche shall timely notify BPM and Development Event payments shall be paid by Roche to BPM […***…] from occurrence of the applicable event and receipt of an invoice from BPM. Subject to Section 7.3 and Section 12.9.6, each Development Event Payment will be non-refundable, non-creditable and not subject to set-off with respect to undisputed amounts.
Development Event Payments. For each Collaboration Target, Calico shall pay C4T the following set of one-time milestone event payments for the first achievement of each of the corresponding milestone events by the first Collaboration Product for such Collaboration Target. The development event payments (each, a “Development Event Payment”) under this Section 7.5 shall be paid as follows: Development Event First Collaboration Product, first Indication (US$ million) First Collaboration Product, second Indication (US$ million) [***] [ ***] [ ***] [***] [ ***] [ ***] [***] [ ***] [ ***] [***] [ ***] [ ***] [***] [ ***] [ ***] [***] [ ***] [ ***] Development Event First Collaboration Product, first Indication (US$ million) First Collaboration Product, second Indication (US$ million) [***] [ ***] [ ***] [***] [ ***] [ ***] [***] [ ***] [ ***] [***] [ ***] [ ***] [***] If development of the first Collaboration Product for a given Collaboration Target is terminated, then the next Collaboration Product shall become the first Collaboration Product for that same Collaboration Target with regard to development event payments that have yet to be achieved, and so on; provided that any milestone payments that were previously paid for such Collaboration Target (including for a Terminated Target) shall not be payable again for such Collaboration Target (or the substituted Collaboration Target). By way of example, if Calico has paid the milestone payment for achievement of Development Candidate Criteria for a Collaboration Product to Collaboration Target X, and then Collaboration Target Y is substituted for Collaboration Target X, then Calico would not owe another milestone payment for subsequent achievement of Development Candidate Criteria for a Collaboration Product to Collaboration Target Y. Upon reaching each development event, Calico shall timely notify C4T and each Development Event Payment shall be paid by Calico to C4T within [***] from receipt of an invoice from C4T for the occurrence of the applicable event.
Development Event Payments. Roche shall pay up to a total of one hundred forty-three million seven hundred thousand US dollars (US$143,700,000) in relation to the achievements of events with respect to Products for each respective Target. The development event payments under this Section 7.5 shall be paid by Roche according to the following schedule of development events. Development Event Amount (in millions of US$) [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] Each development event payment shall be paid only once as to all of the Products for a particular respective Target, the first time the first Product for such particular Target reaches the applicable triggering event, regardless the number of times such events are reached and by how many Products for such particular Target. On the date any one milestone set forth in items [***] of this Section 7.5 is achieved by a Product for a particular Target, all lower numbered unachieved milestones as to such particular Target shall be deemed to have been achieved and shall be paid (except to the extent they have been previously paid). Roche shall promptly notify lcagen upon the occurrence of each development event (and in any event within [***] following the occurrence of such event), and the applicable development event payment shall be paid by Roche to lcagen within [***] after occurrence of the applicable event and receipt of an invoice from lcagen.
Development Event Payments. ROCHE obligates itself to make further payments to EVOTEC subject to the achievement of certain steps in the process to develop the Compounds and Products. ROCHE shall pay up to EVOTEC a total of US$ one hundred twenty million (US$ 120 million) in relation to the development of the Compounds and Products in the Territory. For any indication, ROCHE shall pay to EVOTEC according to the following schedule of events, as applicable: Event Payment Phase II Study Initiation US$ [***] Phase III Study Initiation US$ [***] NDA Filing of first indication outside of Japan US$ [***] NDA Filing of first indication in Japan US$ [***] First Commercial Sale outside of Japan US$ [***] First Commercial Sale in Japan US$ [***] Total US$ 120.00 million Each development event payment shall only be paid no more than once, the first time the first Product reaches such events in any indication, regardless of the number of times such events are subsequently reached for a given Product in the same or any other indication or for a given indication for the same or any other Product. Upon reaching development events, ROCHE shall timely notify EVOTEC and development event payments shall be paid by ROCHE to EVOTEC within forty five (45) days from occurrence of the applicable event and receipt of an invoice from EVOTEC.
Development Event Payments. Roche shall pay up to a total of one hundred forty-three million seven hundred thousand US dollars (US$143,700,000) in relation to the achievements of events with respect to Products for each respective Target. The development event payments under this Section 7.5 shall be paid by Roche according to the following schedule of development events.
Development Event Payments. Each development milestone payment (“Development Event”) shall only be payable once for each Program/Indication combination regardless of the number of times a milestone is actually achieved by one or more Royalty Bearing Products. MedImmune shall promptly notify Inovio upon achieving any Development Event and Inovio shall invoice MedImmune in accordance with
Development Event Payments. PEGA1 shall pay to Roche up to a total of [####] in relation to the achievements of development events with respect to a Product achieving such events. The development event payments under this Section 10.2 shall be paid by PEGA1 according to the following schedule of development events and shall be non-refundable. Development Event Payment [####] [####] [####] [####] [####] [####] [####] [####] [####] [####] [####] [####] Each development event payment shall be paid only once the first time the first Product reaches the applicable triggering event, regardless of the number of times such events are reached by the same or another Product. If for a Product, a development event does not occur or is not required, then PEGA1 shall pay such development event payment with the next development event payment triggered by such Product. [####] Upon reaching development events, PEGA1 shall timely notify Roche and development event payments shall be paid by PEGA1 to Roche within [####] from occurrence of the applicable event.
Development Event Payments. Dermira shall pay to Roche up to a total of US$ 305,000,000 (US$ three hundred and five million) in relation to the achievements of events with respect to the Product as applicable in any indication outside of the Roche Retained Field. Upon reaching development events, Dermira shall timely notify Roche and development event payments shall be paid by Dermira to Roche within [*****] ([*****]) days from occurrence of the applicable event. Payments shall be made by Dermira according to the following schedule of development events for the Product: Development Event US$ (in millions) At the earlier of (i) achievement of 50% recruitment of patients in the Phase II Dose-finding Study or (ii) September 15, 2018 25 At the earlier of (i) achievement of 100% recruitment of patients in the Phase II Dose-finding Study or (ii) December 15, 2018 30 Initiation of first Phase III Study* 40 Submission of first BLA for [*****] [*****] Submission of first BLA for [*****] [*****] Submission of first BLA for [*****] [*****] First Commercial Sale in [*****] [*****] First Commercial Sale in [*****] [*****] First Commercial Sale in [*****] [*****] Total 305 * In the event that a Phase III Study will not be needed to receive marketing authorization for the Product this milestone will be payable with submission of the first BLA in the first country.
