Common use of Bundled Products Clause in Contracts

Bundled Products. (i) Whenever any Milestone Company Product is sold as part of a Bundled Product and all products in such Bundled Product are sold on a “stand-alone” basis within the particular sales region of such sale, the “Net Sales Amount” for such Milestone Company Product resulting from such sale of such Bundled Product shall be (i) the Net Sales reported by Parent for such Bundled Product, multiplied by (ii) a fraction, the numerator of which is the Per Unit Average Selling Price of such Milestone Company Product sold within such sales region and the denominator of which is the sum of (x) such numerator, and (y) the aggregate Per Unit Average Selling Prices within such sales region of all other products included in such Bundled Product that are not Milestone Company Products. (ii) Whenever any Milestone Company Product is sold as part of a Bundled Product and such Milestone Company Product is sold on a “stand-alone” basis within the particular sales region of such sale, and any of the other products included in such Bundled Product are not sold on a “stand-alone” basis within such sales region, the “Net Sales Amount” for such Milestone Company Product resulting from such sale of such Bundled Product shall be the product of (i) the Net Sales reported by Parent for such Bundled Product, multiplied by (ii) a fraction, the numerator of which is the Per Unit Average Selling Price of such Milestone Company Product sold within such sales region, and the denominator of which is the sum of (x) the numerator, (y) the aggregate Per Unit Average Selling Prices within such sales region of all other products included in such Bundled Product that are not Milestone Company Products that are sold on a “stand-alone” basis within such sales region, and (z) the fair market prices that Parent would have charged within such sales region to an unrelated purchaser, on a “stand-alone” basis, for all of the other products included in such Bundled Product that are not Milestone Company Products and that are not sold on a “stand-alone” basis within such sales region.

Bundled Products. In the event that Licensed Products are sold, licensed, distributed or used in combination with one or more other products or services which are not Licensed Products or Services, and the value of the Licensed Products is not discreetly identified as a separate component of the total consideration, then the Net Product Revenues for such combination products will be calculated on a country-by-country basis as follows: By multiplying actual net sales (icalculated on the basis as if they were Net Product Revenues) Whenever of such combination products by the fraction A/(A+B) where A is the average invoice price, during the relevant period, of the Licensed Product when sold or licensed separately by Licensee or a Affiliate, and B is the average invoice price during such period of any Milestone Company other product(s) or services in the combination when sold or licensed separately by Licensee or an Affiliate. If the products or services in such combination that are not Licensed Products have not been sold or licensed separately by Licensee or a Affiliate in the relevant period, Net Product Revenues shall be calculated by multiplying actual net sales (calculated on a basis as if they were Net Product Revenues) of such combination products by the fraction A/C where A is the average invoice price, during the last period, of the Licensed Product when sold or licensed separately and C is the average invoice price of the combination product during such period. If the Licensed Product has not been sold or licensed separately by Licensee or a Affiliate in the last period, regardless whether the combination product without the Licensed Product is sold as part of a Bundled or licensed separately, Net Product and all products in such Bundled Product are sold on a “stand-alone” basis within the particular sales region of such sale, the “Net Sales Amount” for such Milestone Company Product resulting from such sale of such Bundled Product Revenues shall be (i) calculated as in the Net Sales reported by Parent for such Bundled Product, multiplied by (ii) a fraction, the numerator of which is the Per Unit Average Selling Price of such Milestone Company Product sold within such sales region and the denominator of which is the sum of (x) such numerator, and (y) the aggregate Per Unit Average Selling Prices within such sales region of all other products included in such Bundled Product immediately preceding sentence except that are not Milestone Company Products. (ii) Whenever any Milestone Company Product is sold as part of a Bundled Product and such Milestone Company Product is sold on a “stand-alone” basis within the particular sales region of such sale, and any of the other products included in such Bundled Product are not sold on a “stand-alone” basis within such sales region, the “Net Sales Amount” for such Milestone Company Product resulting from such sale of such Bundled Product A shall be the product total manufacturing cost of (i) Licensed Product and C shall be the Net Sales reported by Parent for such Bundled Product, multiplied by (ii) a fraction, the numerator of which is the Per Unit Average Selling Price of such Milestone Company Product sold within such sales region, and the denominator of which is the sum of (x) the numerator, (y) the aggregate Per Unit Average Selling Prices within such sales region of all other products included in such Bundled Product that are not Milestone Company Products that are sold on a “stand-alone” basis within such sales region, and (z) the fair market prices that Parent would have charged within such sales region to an unrelated purchaser, on a “stand-alone” basis, for all total manufacturing cost of the other products included in such Bundled Product that are not Milestone Company Products and that are not sold on a “stand-alone” basis within such sales regioncombination. PORTIONS OF THIS EXHIBIT WERE OMITTED AND HAVE BEEN FILED SEPARATELY WITH THE SECRETARY OF THE COMMISSION PURSUANT TO AN APPLICATION FOR CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT; [***] DENOTES OMISSIONS.