Common use of Royalty Rate Clause in Contracts

Royalty Rate. (a) Subject to the provisions of this Section 0, in consideration for the licenses granted to Inverness herein, Inverness shall pay to BioCurex a royalty on each Test Sold during the applicable Royalty Term equal to the Minimum Royalty Value for such Test in the country of sale plus * of the amount by which the Average Net Sales Price for such Product in such country exceeds *. By way of example, if Inverness's Average Net Sales Price of a Product in a given country in any calendar quarter during the Royalty Term for such country is less than *, then the royalty payable for each such Product Sold during such calendar quarter would be equal to the Minimum Royalty Value for such Product in such country. If Inverness's Average Net Sales Price for that Product in that country during any calendar quarter during the Royalty Term for such country is *, then the royalty payable for each such Product Sold during such calendar quarter would be equal to the Minimum Royalty Value for such Product in such country plus *. (b) If Inverness offers combination Products that assay targets other than RECAF, then, for purposes of calculating royalties hereunder, "Average Net Sales Price" of such Product shall be equal to the Average Net Sales Price of Tests sold individually by Inverness or its Affiliate, provided that the number of Tests sold individually is equal or greater than 25% of the number of Tests sold in combination with other products. If the number of Tests sold individually is less than 25% of the number of Tests sold in combination with other products, then, for purposes of calculating royalties hereunder, "Net Sales" of such Product shall be equal to Net Sales calculated in accordance with Section 0 divided by the total number of different antibodies contained in such Product that bind to and are directed against known, non-antibody targets that do no represent experimental controls. (c) If Inverness offers free Tests to a Third Party as a promotion that includes other Inverness products, then such Tests shall generate royalties in accordance with this Section 0 unless BioCurex agrees, in writing, to lower or forfeit the royalty for that particular promotion or promotional campaign.

Royalty Rate. (a) Subject During the Royalty Term, Context will pay to Integral non-refundable, non-creditable royalties based on the provisions annual Net Sales of each Licensed Product during such Calendar Year, on a Licensed Product-by-Licensed Product basis in the Territory, at the Royalty Rate set forth in the table below in this Section 05.6 (the “Net Sales Royalty”), subject to any royalty reduction otherwise set forth in consideration for this Agreement; provided that, with respect to Net Sales arising during any portion of the licenses granted to Inverness herein, Inverness shall pay to BioCurex a royalty on each Test Sold during the applicable Royalty Term equal in which a Licensed Product is not covered by a Valid Claim in a country in the Territory, then the Royalty Rate applicable to the Minimum Royalty Value such Licensed Product’s Net Sales for such Test in the country of sale plus * of the amount by which the Average Net Sales Price for such Product Calendar Year in such country exceeds *. By way in the Territory in which the Licensed Product is not covered by a Valid Claim shall be reduced by fifty percent (50%) of example, if Inverness's Average Net Sales Price of a Product in a given country in any calendar quarter during the Royalty Term for such country is less than *, then the royalty payable for each rate set forth in the table below solely with respect to such Product Sold during such calendar quarter would be equal to the Minimum Royalty Value for such Licensed Product in such country. If Inverness's Average Net Sales Price for that Product a particular Calendar Year consist in that country during any calendar quarter during the Royalty Term part of Net Sales for such country is *Calendar Year applicable to such Licensed Product, then the royalty payable for each such Product Sold during such calendar quarter would rate shall be equal determined first with respect to the Minimum Royalty Value Net Sales for such Calendar Year of such Licensed Product in the country in the Territory in which such country plus *. (b) If Inverness offers combination Products that assay targets Licensed Product is not covered by a Valid Claim and then with respect to all other than RECAF, then, for purposes of calculating royalties hereunder, "Average Net Sales Price" of for such Calendar Year (for example, if Net Sales for such Calendar Year for a CTIM-76 Product in a country in the Territory for which such CTIM-76 Product is not covered by a Valid Claim is $300 million and all other Net Sales for such Calendar Year (including Net Sales for such Calendar Year in a country in the Territory in which such CTIM-76 Product is covered by a Valid Claim) is $75 million, the royalty shall be equal 3% for $300 million, and 6% for $75 million of Net Sales for such Calendar Year).” Aggregate annual Net Sales of a CTIM-76 Product in the Territory 6%* *Notwithstanding anything herein to the Average Net Sales Price of Tests sold individually by Inverness or its Affiliate, provided that the number of Tests sold individually is equal or greater than 25% of the number of Tests sold in combination with other products. If the number of Tests sold individually is less than 25% of the number of Tests sold in combination with other products, then, for purposes of calculating royalties hereunder, "Net Sales" of such Product shall be equal to Net Sales calculated in accordance with Section 0 divided by the total number of different antibodies contained in such Product that bind to and are directed against known, non-antibody targets that do no represent experimental controls. (c) If Inverness offers free Tests to a Third Party as a promotion that includes other Inverness products, then such Tests shall generate royalties in accordance with this Section 0 unless BioCurex agreescontrary, in writingno instance shall such Royalty Payments be due hereunder prior to February 1, to lower or forfeit the royalty for that particular promotion or promotional campaign2034.

Royalty Rate. During the Royalty Term of this Agreement, GSK shall pay royalties, on a Licensed Product-by-Licensed Product basis, to Alector on the annual, aggregate Net Sales of each Licensed Product in the OUS Territory at the applicable royalty rates set forth below: *** Certain information has been excluded from this agreement because it is both (ai) Subject not material and (ii) would be competitively harmful if publicly disclosed. On the portion of annual Net Sales less than [***] Million U.S. Dollars ([***]) [***] On the portion of annual Net Sales equal to or greater than [***] Million U.S. Dollars ([***]) but less than [***] Million U.S. Dollars ([***]) [***] On the provisions portion of annual Net Sales equal to or greater than [***] Million U.S. Dollars ([***]) [***] For purposes of this Section 07.4.1, any Licensed Product incorporating the same Licensed Antibody as another Licensed Product shall be considered the same Licensed Product for purposes of calculation of annual aggregated Net Sales in consideration the above table such that the Net Sales of all Licensed Products incorporating the same Licensed Antibody are aggregated. Further and for clarity, once the licenses granted to Inverness herein, Inverness shall pay to BioCurex a royalty on each Test Sold during the applicable Royalty Term equal to the Minimum Royalty Value for such Test in the country of sale plus * of the amount by which the Average Net Sales Price for such a Licensed Product in such country exceeds *. By way of example, if Inverness's Average Net Sales Price of a Product has expired in a given country in any calendar quarter during the OUS Territory, Net Sales for such Licensed Product in such country will not be included in the calculation of aggregate annual Net Sales used to determine the royalty rate for such Licensed Product. Additionally, if the Royalty Term for such country is less than *a Licensed Product continues with respect to some, but not all Indications, then the royalty payable for each such Product Sold during such calendar quarter would be equal Finance Working Group shall establish mechanisms to track and allocate the Minimum Royalty Value for such Product in such country. If Inverness's Average Net Sales Price of such Licensed Product between the applicable Indications (e.g., between all Co-Funded Indications for that Product in that country during any calendar quarter during which the Royalty Term for such country is continues on the one hand and all other Indications on the other hand), which may include engaging Third Parties to provide services or information to assist in doing so (e.g., [*, then **] to provide an estimated sales of Licensed Product by Indication). To the royalty payable for each such Product Sold during such calendar quarter would be equal to the Minimum Royalty Value for such Product in such country plus *. (b) If Inverness offers combination Products that assay targets other than RECAF, then, for purposes of calculating royalties hereunder, "Average Net Sales Price" of such Product shall be equal to the Average Net Sales Price of Tests sold individually by Inverness or its Affiliate, provided that the number of Tests sold individually is equal or greater than 25% of the number of Tests sold in combination with other products. If the number of Tests sold individually is less than 25% of the number of Tests sold in combination with other products, then, for purposes of calculating royalties hereunder, "Net Sales" of such Product shall be equal to Net Sales calculated in accordance with Section 0 divided by the total number of different antibodies contained in such Product that bind to and are directed against known, non-antibody targets that do no represent experimental controls. (c) If Inverness offers free Tests to extent a Third Party is so engaged, the Out-of-Pocket Costs paid to such Third Party shall be borne by GSK and treated as a promotion that includes other Inverness products, then such Tests shall generate royalties in accordance with this Section 0 unless BioCurex agrees, in writing, to lower or forfeit the royalty for that particular promotion or promotional campaignThird Party Payment.