Milestone Events and Milestone Payments Sample Clauses

Milestone Events and Milestone Payments. Subject to the terms and conditions of this Agreement, Buyer shall make each applicable payment (each a “Milestone Payment”) set forth in Section 1.11(a)(i), Section 1.11(a)(ii) or Section 1.11(a)(iii) to the Seller promptly (and in any event no later than [**]) after the achievement by any member of the Buyer Rights Group of the relevant event listed under Sections 1.11(a)(i), Section 1.11(a)(ii) or Section 1.11(a)(iii), respectively (each, a “Milestone Event”). (i) A one-time payment of [**] Dollars ($[**]) upon the First Commercial Sale of any CFTR MRT Product in the United States or European Union; (ii) With respect to each Non-CFTR MRT Product, a one-time payment of Ten Million Dollars ($10,000,000) upon the First Commercial Sale of such Non-CFTR MRT Product [**], provided, however, that the Milestone Payment in this Section 1.11(a)(ii) shall be due no more than once with respect to any two Non-CFTR MRT Products if all of the MRT Compound(s) in one of the Non-CFTR MRT Products are the same as all of the MRT Compound(s) in the other Non-CFTR MRT Product (it being understood that, for purposes of this Section 1.11(a)(ii), (A) any metabolite, prodrug, hydrate or other solvate, analog, ester, salt, intermediate, stereoisomer, racemate, tautomer or polymorph of any MRT Compound shall be considered the same MRT Compound and (B) any MRT Compound containing a different sequence than (e.g., an optimized sequence of) any other MRT Compound shall be considered a different MRT Compound from such other MRT Compound), regardless of whether such Non-CFTR MRT Products containing such MRT Compound(s) have different strengths, formulations, dosage forms or modes of administration or are marketed and sold for different Indications; and (iii) A one-time payment of [**] Dollars ($[**]) upon the first achievement of the aggregate Annual Net Sales of any MRT Product equaling or being greater than [**] Dollars ($[**]) (it being understood that the Annual Net Sales of any two MRT Products may be aggregated to determine whether the Milestone Event in this Section 1.11(a)(iii) has been achieved only if all of the MRT Compound(s) in one of the MRT Products are the same as all of the MRT Compound(s) in the other MRT Product (it being understood that, for purposes of this Section 1.11(a)(iii), (A) any metabolite, prodrug, hydrate or other solvate, analog, ester, salt, intermediate, stereoisomer, racemate, tautomer or polymorph of any MRT Compound shall be considered the same MRT C...

Milestone Events and Milestone Payments. Subject to the terms and conditions of this Agreement, Buyer shall make each applicable payment (each a “Milestone Payment”) set forth below to the Seller promptly (and in any event no later than thirty (30) days) after the achievement by any member of the Buyer Rights Group of the relevant event listed below (each, a “Milestone Event”). (i) A one-time payment of Three Million Dollars ($3,000,000) upon the achievement of the primary endpoint (as set forth in the protocol for such study) in any registrational study (i.e., a study that is intended to be used as a pivotal study for purposes of filing an NDA or BLA if such primary endpoint is satisfied) of any Product or the determination by the applicable member of the Buyer Rights Group to proceed with the preparation of an NDA or BLA based on the results of any such study whether or not such primary endpoint is achieved; (ii) A one-time payment of [**] upon the acceptance for filing by the FDA or any other Governmental Entity of an NDA or BLA, with respect to any Product; (iii) A one-time payment of [**] upon Regulatory Approval by the FDA of any Product for any indication in the United States; (iv) A one-time payment of [**] upon the first occurrence of Pricing and Reimbursement Approval of any Product for any indication in any one of France, Germany, Italy, Spain or the United Kingdom; (v) A one-time payment of [**] upon Regulatory Approval by the PMDA of any Product for any indication in Japan; (vi) A one-time payment of [**] upon the cumulative Net Sales of all Products exceeding One Hundred Million Dollars ($100,000,000); (vii) A one-time payment of [**] upon the cumulative Net Sales of all Products exceeding Two Hundred Million Dollars ($200,000,000); and (viii) A one-time payment of [**] upon the cumulative Net Sales of all Products exceeding Three Hundred Million Dollars ($300,000,000).

Milestone Events and Milestone Payments. Upon the occurrence of any of the Milestone Events set forth in the immediately following table (the “Milestone Table”) under the heading “Milestone Event,” an amount equal to the aggregate Milestone Payment set forth opposite the description of such Milestone Event in the Milestone Table shall become payable to the Seller. (i) Regulatory Milestone Events (ii) Trial Milestone Event [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission Confidential treatment has been requested with respect to portions of this agreement.

Milestone Events and Milestone Payments. On a Project Target-by-Project Target basis, L▇▇▇▇ shall pay to ProQR certain milestone payments, as follows: (a) within [***] following any Compound Directed To a given Project Target achieving a discovery and development milestone event set forth in Table 8.2 below (each, a “Development Milestone Event”), L▇▇▇▇ shall pay to ProQR the corresponding Milestone Payment indicated in Table 8.2 (each such Milestone Payment, a “Development Milestone Payment”); and (b) within [***] following the end of the Calendar Quarter in which any commercial milestone event set forth in Table 8.2 (each, a “Commercial Milestone Event”) is achieved, Lilly shall pay to ProQR the corresponding Milestone Payment indicated in Table 8.2 (each such Milestone Payment, a “Commercial Milestone Payment”). The Development Milestone Events and Commercial Milestone Events may be referred to individually or collectively as “Milestone Events,” and Development Milestone Payments and Commercial Milestone Payments may be referred to individually or collectively as “Milestone Payments.” In the event that a given Development Milestone Event or Commercial Milestone Event is achieved in respect of a Project Target before payment by L▇▇▇▇ of all earlier Development Milestone Payments or Commercial Milestone Payments (as applicable) in respect of such Project Target, all such earlier payments shall also become due. In the event that First Commercial Sale is achieved in respect of a Project Target before payment by L▇▇▇▇ of all Development Milestone Payments in respect of such Project Target, all Development Milestone Payments shall also become due in respect of such Project Target.

Milestone Events and Milestone Payments. Subject to the terms and conditions of this Agreement, Buyer shall make the payments (each a “Milestone Payment”) set forth in Sections 2.6(a)(i) through 2.6(a)(viii) below to the Company Equityholders upon the first achievement by a member of the Buyer Rights Chain Group of the relevant “Milestone” listed under Sections 2.6(a)(i) through 2.6(a)(viii) below (each, a “Milestone”). (i) A one-time payment of [*] upon the earlier of (A) receipt of [*] Regulatory Approval [*]; or (B) the first date on which [*] are simultaneously [*] with the [*] was first initiated [*] and such [*]; (ii) A one-time payment of [*] upon the later to occur of (A) receipt of [*] Regulatory Approval from [*]; and (B) [*]; (iii) A one-time payment of [*] upon receipt of [*] Reimbursement Approval; (iv) A one-time payment of [*] upon the [*] to occur; * Omitted information is the subject of a request for confidential treatment pursuant to Rule 24b-2 under the Securities Exchange Act of 1934 and has been filed separately with the Securities and Exchange Commission. (v) A one-time payment of [*] upon the first achievement of Aggregate Net Sales that are equal to or greater than [*]; (vi) A one-time payment of [*] upon the first achievement of Aggregate Net Sales that are equal to or greater than [*]; (vii) A one-time payment of [*] upon the first achievement of Aggregate Net Sales that are equal to or greater than [*]; and (viii) A one-time payment of [*] upon the first achievement of Aggregate Net Sales that are equal to or greater than [*].

Milestone Events and Milestone Payments. Infinity will pay to Intellikine the Milestone Payments shown below within thirty (30) days after Infinity becomes aware of the first achievement of the corresponding Milestone Event with respect to a Licensed Compound or Product to achieve such Milestone Event. For purposes of clarity, none of the Milestone Payments listed in this Exhibit 3 shall be payable more than once, and each shall be payable at the first achievement of a Milestone Event for a Licensed Compound or Product and shall not be payable again if subsequently another Licensed Compound or Product achieves the same Milestone Event.

Milestone Events and Milestone Payments. Upon the occurrence of any of the Milestone Events set forth in the chart below under the heading “Milestone Event,” the Milestone Payment set forth opposite such Milestone Event in the chart below shall become due and payable in accordance with Section 1.7(c): Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.

Milestone Events and Milestone Payments. Infinity will pay to Intellikine the Milestone Payments shown below within thirty (30) days after Infinity becomes aware of achievement of such Milestone Event (or in the case of the achievement of Milestone Event in row 3, Column 3, upon the Effective Date). For purposes of clarity:

Milestone Events and Milestone Payments. As of the Closing Date, the Sellers shall be entitled to the following one-time, non-refundable, non-creditable milestone payments (each, a "Milestone Payment") upon achievement of the milestones as set forth below (each, a "Milestone Event"): A) Milestone Payment of [***] in case of positive phase II clinical trial results in acute-on-chronic liver failure ("ACLF"). Positive phase II clinical trial results in ACLF means [***]. If VS-01 receives Regulatory Approval in ACLF, this Milestone-Event is deemed automatically achieved; B) Milestone Payment of [***] in case of receipt of the first Regulatory Approval for the drug candidate VS-01. "Regulatory Approval" means, in any of the countries or jurisdictions listed under letters (a), (b) or (c) below, any approval, registration, license, or authorization that is required by the applicable Share Purchase Agreement Versantis AG 19/#NUM_PAGES# Governmental Authority to market and sell the Product in such countries or jurisdictions: [***];