Common use of PAYMENT PRIOR TO Clause in Contracts

PAYMENT PRIOR TO. COMMERCIALISATION --------------------------------------------- A. In consideration of the development and technical support to the LICENSEE for the PRODUCT in the TERRITORY, and in consideration of the licence granted herein, the LICENSEE agrees to pay ETHICAL * ***** ** ********** ***** ******* *** ****** ******** ** ********, ("LICENSEE payments"), of which ETHICAL has already received from the LICENSEE *** *** ** ********** **** ******* *** ***** ******** ** ********. The remainder will be paid as follows: * redacted pursuant to confidential treatment request a) upon the signing of this AGREEMENT. b) ********** **** ******* * ***** **** ******** ** ******** upon the LICENSEE's completion of a pilot bioavailability study, in no less than 12 (twelve) subjects, demonstrating concentration time profiles for *** ******** of the PRODUCT satisfactory to progress the project onto a development programme proceeding to an *** *********. In the event that scientific results do not indicate that the PRODUCT objectives can be obtained, LICENSEE may nominate an alternative project and apply the payment made under Article V A a) to such other project, less ETHICAL's out-of-pocket expenses for PRODUCT developed for the period starting 1st April 1994 through completion of the pilot biostudies described herein. On LICENSEE making such nomination the parties shall terminate this AGREEMENT effective immediately upon the giving of written notice.

PAYMENT PRIOR TO. COMMERCIALISATION --------------------------------------------- ----------------------------------------------- A. In consideration of the development and technical support to the LICENSEE in the TERRITORY for the PRODUCT in the TERRITORY, and in consideration of the licence granted hereinPRODUCT, the LICENSEE agrees to pay ETHICAL * ***** ** ***a total of US$2,500,000 (two million, five hundred thousand US dollars), ("LICENSEE payments"), of which ETHICAL has already received from LICENSEE the sum of US$******* ***** ******* *** ****** ******** ** ********, ("LICENSEE payments"), of which ETHICAL has already received from the LICENSEE *** *** ** ********** **** ******* *** ***** ******** ** ********. The remainder will be paid in instalments as follows: * redacted pursuant to confidential treatment request: a) US$****** ************ ******** ** ******** upon the signing of this AGREEMENT. . b) ***US$******* **** ******* * ****** ******** ** ******** upon LICENSEE's completion of a pilot bioavailability study in no less than 12 (twelve) subjects demonstrating concentration time profile for the ***** strength PRODUCT satisfactory to progress the project on to ANDA programme. * redacted pursuant to confidential treatment request c) US$******* **** ******* * ****** ******** ** ******** upon the LICENSEE's completion of a pilot bioavailability study, study in no less than 12 (twelve) subjects, subjects demonstrating concentration time profiles profile for the ***** strength PRODUCT satisfactory to progress the project on to ANDA programme. d) US$******* **** ******* * *********** ******** of the PRODUCT satisfactory to progress the project onto a development programme proceeding to an *** *********. In * upon satisfactory manufacturing technology transferred to LICENSEE or a LICENSEE affiliate, or, upon mutual agreement, at ETHICAL's nominated manufacturer as witnessed by the event that scientific results do not indicate that production of necessary bio-batches according to the PRODUCT objectives can be obtained, specification agreed to in writing by LICENSEE may nominate an alternative project and apply the payment made under Article V A a) to such other project, less ETHICAL's out-of-pocket expenses for PRODUCT developed for the period starting 1st April 1994 through ETHICAL following successful completion of the pilot biostudies described herein. On LICENSEE making such nomination bioavailability study referred to in subsection (b) or (c) above and, in the parties shall terminate this AGREEMENT effective immediately upon case of ETHICAL's manufacture of the giving PRODUCT or ETHICAL's nominated manufacturer, the execution of written notice.a Supply Agreement between ETHICAL and LICENSEE

PAYMENT PRIOR TO. COMMERCIALISATION --------------------------------------------- A. In consideration of the development and technical support to the LICENSEE for the PRODUCT in the TERRITORY, and in consideration of the licence granted herein, the LICENSEE agrees to pay ETHICAL * ***** ** ********** ***** ******* *** ****** ******** ** ********a total of US$420,000 (four hundred and twenty thousand US dollars), ("LICENSEE payments"), of which ETHICAL has already received from the LICENSEE *** *** ** ***the sum of US$******* **** ******* *** ***** ******** ** ********. The remainder will be paid as follows: * redacted pursuant to confidential treatment request a) US$******* **** ******* *** ****** **** ******** ** ******** upon the signing of this AGREEMENT. b) ***US$******* **** ******* * ***** **** ******** ** ******** upon the LICENSEE's completion of a pilot bioavailability study, in no less than 12 (twelve) subjects, demonstrating concentration time profiles for *** ******** of the PRODUCT satisfactory to progress the project onto a development programme proceeding to an *** *********NDA programme. In the event that scientific results do not indicate that the PRODUCT objectives can be obtained, LICENSEE may nominate an alternative project and apply the payment made under Article V A a) to such other project, less ETHICAL's out-of-pocket expenses for PRODUCT developed for the period starting 1st April 1994 through completion of the pilot biostudies described herein. On LICENSEE making such nomination the parties shall terminate this AGREEMENT effective immediately upon the giving of written notice. B. The parties further agree that the total international budget in respect of the INTERNATIONAL DEVELOPMENT PROGRAMME (Product development and clinical trials) is estimated by both parties to be US$8,000,000 (eight million US dollars). The budget for the INTERNATIONAL DEVELOPMENT PROGRAMME in the TERRITORY is agreed to be fifty percent of the total international budget; and the budget for the INTERNATIONAL DEVELOPMENT PROGRAMME outside the TERRITORY is agreed to also be fifty percent of the total international budget. The parties further agree that the total international budget in respect of the INTERNATIONAL DEVELOPMENT PROGRAMME shall be shared equally and borne in money or monies worth equally by the parties as follows: * redacted pursuant to confidential treatment request a) The parties estimate ETHICAL's costs for international PRODUCT development to be US$********** ***** ******* ** ********* SCHEIN will pay ETHICAL US$2,500,000 (two million five hundred thousand US dollars) subject to clause D below in eight quarterly instalments of US$******* ****** ******* *** ****** ******** **** ******* ** ******** beginning 1st March 1994. b) The parties estimate ETHICAL's and SCHEIN's costs for clinical trials under the INTERNATIONAL DEVELOPMENT PROGRAMME for the PRODUCT to be in the aggregate US$********* ****** ******* ** ********* These costs will be shared equally as such costs are incurred and as properly documented and invoiced to the other party. C. These payments are not to be regarded as a pre-payment against royalty as described under Article V. It is further understood these amounts are in respect of the period from the date hereof until the initial filing of the NDA. D. The quarterly installments due to ETHICAL under Clause B.a) above shall be subject to a review by the parties and may be so prospectively adjusted by LICENSEE one year from the Effective Date. E. Subject to Article XIII D (1) any additional costs incurred by either ETHICAL or the LICENSEE in carrying out further work in accordance with the INTERNATIONAL DEVELOPMENT PROGRAMME or clinical trials related to the PRODUCT shall be shared equally between ETHICAL and the LICENSEE. Any such additional amounts due from either party shall be paid upon receipt of proper documentation and invoice 30 (thirty) days following the close of each quarterly period of the party which is due such payment. * redacted pursuant to confidential treatment request F. On a quarterly basis ETHICAL shall submit to LICENSEE an itemized statement of its progress, including a justification of costs (the "Statement"), for that quarter such statement to be compared against the INTERNATIONAL DEVELOPMENT PROGRAMME set forth in Appendix 2. Upon the request of the LICENSEE, but not exceeding once in any yearly period, ETHICAL shall obtain from Coopers and ▇▇▇▇▇▇▇, or such other reputable firm as from time to time is appointed as ETHICAL's auditors, an opinion on the Statement reasonably acceptable to the LICENSEE which it shall promptly send to the LICENSEE. The full cost of obtaining the opinion described herein shall be borne by the LICENSEE.

PAYMENT PRIOR TO. COMMERCIALISATION --------------------------------------------- ----------------------------------------------- A. In consideration of the development and technical support to the LICENSEE in the TERRITORY for the PRODUCT in the TERRITORY, and in consideration of the licence granted hereinPRODUCT, the LICENSEE agrees to pay ETHICAL * ***** ** *** ********** **** ** ******* **** ******* ******** ** ********, ("LICENSEE payments"), of which ETHICAL has already received from LICENSEE the LICENSEE *** *** ** ***** ****** ***** ******* *** *********** ******** ** ********. The remainder will be paid in instalments as follows: : a) upon signing of this AGREEMENT. b) upon LICENSEE's completion of a pilot bioavailability study in no less than 12 (twelve) subjects demonstrating concentration time profile for the ***** strength PRODUCT satisfactory to progress the project on to ANDA programme. * redacted pursuant to confidential treatment request ac) upon LICENSEE's completion of a pilot bioavailability study in no less than 12 (twelve) subjects demonstrating concentration time profile for the signing of this AGREEMENT***** strength PRODUCT satisfactory to progress the project on to ANDA programme. bd) ********** **** ******* * ***** ******* ******** ** ******** upon satisfactory manufacturing technology transferred to LICENSEE or a LICENSEE affiliate, or, upon mutual agreement, at ETHICAL's nominated manufacturer as witnessed by the LICENSEE's completion production of a pilot bioavailability study, in no less than 12 (twelve) subjects, demonstrating concentration time profiles for *** ******** of necessary bio-batches according to the PRODUCT satisfactory specification agreed to progress the project onto a development programme proceeding to an *** *********. In the event that scientific results do not indicate that the PRODUCT objectives can be obtained, in writing by LICENSEE may nominate an alternative project and apply the payment made under Article V A a) to such other project, less ETHICAL's out-of-pocket expenses for PRODUCT developed for the period starting 1st April 1994 through ETHICAL following successful completion of the pilot biostudies described herein. On LICENSEE making such nomination bioavailability study referred to in subsection (b) or (c) above and, in the parties shall terminate this AGREEMENT effective immediately upon case of ETHICAL's manufacture of the giving PRODUCT or ETHICAL's nominated manufacturer, the execution of written notice.a Supply Agreement between ETHICAL and LICENSEE