Examples of Royalty Transactions in a sentence
In the event Purchaser experiences a Change of Control, Purchaser shall cause the Person acquiring Purchaser (or acquiring or exclusively licensing substantially all of its assets) with respect to a Change of Control to assume Purchaser’s obligations under this Agreement, including, without limitation, those obligations with respect to the Second Cash Payment, the Milestones, the Assumed Liabilities, the royalties paid for Royalty Transactions, and the Acquired Xifin Accounts Receivable.
The notice will contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Royalty Transactions Repurchase Offer.
The Royalty Transactions Repurchase Offer shall be made to all Holders and will remain open for a period of at least 20 Business Days following its commencement and not more than 30 Business Days, except to the extent that a longer period is required by applicable law (the “Royalty Transactions Repurchase Offer Period”).
If the Repurchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest will be paid to the Person in whose name a Note is registered at the close of business on such record date, and no additional interest will be payable to Holders who tender Notes pursuant to the Royalty Transactions Repurchase Offer.
We note from our review that the royalty rates of the Comparable Royalty Transactions range from approximately 0.5% to approximately 20% of sales.
Taking into account that the Royalty Rate falls within the range of the Comparable Royalty Transactions, we are of the view that the Royalty is fair and reasonable and we consider that the terms of the License Agreements are (i) in the ordinary and usual course of business of the Group; (ii) on normal commercial terms; and (iii) fair and reasonable so far as the Independent Shareholders are concerned and are in the interests of the Group and the Independent Shareholders as a whole.
No later than three Business Days after the termination of the Royalty Transactions Repurchase Offer Period (the “Repurchase Date”), the Company will apply not less than 50% of the Net Proceeds of the Royalty Transaction (the “Royalty Transactions Repurchase Offer Amount”) to the purchase of Notes or, if less than the Royalty Transactions Repurchase Offer Amount has been tendered, all Notes tendered in response to the Royalty Transactions Repurchase Offer.
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Once the aggregate amount of repurchases completed pursuant to Royalty Transactions Repurchase Offers has reached $25.0 million, the Company’s obligation to make Royalty Transactions Repurchase Offers will terminate and be of no further force or effect.
Upon the commencement of a Royalty Transactions Repurchase Offer, the Company will send, by first class mail, a notice to the Trustee and each of the Holders.