Third Party License Agreements. If, in any Calendar Quarter, BeiGene makes royalty payment(s) to one or more Third Parties in order to obtain or maintain license rights under Patent Rights of such Third Party that would be infringed by the use or sale of the Collaboration Compound contained in the Product in the PRC Territory, BeiGene shall be entitled to deduct [...***...] ([...***...]) of such payment(s) from royalty payments otherwise payable by BeiGene to Company for Net Sales of such Product in the PRC Territory in such Calendar Quarter. Notwithstanding the foregoing, in no event shall such deduction exceed [...***...] ([...***...]) of the royalties otherwise payable with respect to the PRC Territory in such Calendar Quarter.
Third Party License Agreements. The license granted under Section 2.1 may be subject to applicable terms and conditions of a license agreement with a Third Party, under which any Licensed Rights are sublicensed to the Company hereunder by Novavax (each a “Third Party License Agreement”). Novavax shall be responsible for maintaining the Third Party License Agreements and for any payments owed by Novavax thereunder; provided, however, that if a royalty is owed on sales of Licensed Product by or for the Company in the Territory under such Third Party License Agreement, such payments will be paid by Company.
Third Party License Agreements. Connect LLC shall include a covenant (the “Termination Covenant”) in any Third-Party License Agreement (as defined herein) that entitles Licensee to terminate such Third-Party License Agreement in the event that an Option Holder (as defined herein) exercises the option (the “Option”) granted under the Option to Enter into a Purchase Agreement attached hereto as Exhibit B (the “Option Agreement”). The Termination Covenant shall provide that Licensee is an intended third-party beneficiary for purposes of
Third Party License Agreements. The Parties acknowledge that the provisions of this Article 7 are subject in all respects to the provisions of any license agreements between Eyetech and third party licensors of the Eyetech Patent Rights and the obligations of Eyetech and the rights of Pfizer under this Article 7 are limited accordingly. Eyetech and Pfizer shall, within the foregoing constraints, cooperate in the continued prosecution and maintenance by Eyetech or Gilead of the Eyetech Patent Rights listed on Exhibit 1.18 and licensed to Eyetech by Gilead. After the Effective Date, Eyetech shall not, without Pfizer's consent, enter into any third party license agreement relating to material Patent Rights that Eyetech proposes to license from a third party and that Eyetech reasonably foresees would, upon the execution of such third party license agreement, constitute Eyetech Patent Rights, if Pfizer's obligations, pursuant to Section(s) 4.3(a) and/or 4.3(b), to share in or pay the royalties payable under third party license agreements, as applicable, would apply to royalties payable under such third party license agreement; provided that if Eyetech proposes to license Patent Rights from a third party that would, upon the execution of such third party license agreement, constitute Eyetech Patent Rights, and Pfizer withholds its consent for more than thirty (30) days after Eyetech notifies Pfizer that Eyetech proposes to license such Patent Rights, then Eyetech may elect to license such Patent Rights at Eyetech's sole expense, in which case such Patent Rights shall be excluded from the Eyetech Patent Rights.
Third Party License Agreements. From and after the Closing Date, Buyer covenants and agrees that in the event Sellers becomes obligated to pay any royalty, commission or other payment to a third-party licensor of intellectual property related to Patented Skin Products inventory purchased from Sellers hereunder because such third-party licensor, Buyer and Sellers, as the case may be, are not able to come to an agreement as contemplated by the License Agreement that provides that Buyer shall pay such amounts directly to the applicable licensor for the subsequent resale of such Patented Skin Products inventory by Buyer or otherwise, Buyer agrees that it shall be responsible for such payment and agrees to pay Sellers such amount within thirty (30) days of Sellers’ invoicing of the same to Buyer following sale of such inventory by Buyer.
Third Party License Agreements. GI agrees to comply with all applicable terms and conditions of all agreements with third parties pursuant to which CBM acquired or acquires a sublicensable interest in any Patents sublicensed to GI pursuant to Sections 3.4(a) or 3.4(b), above (the "CBM Third Party License Agreements"). Notwithstanding Sections 3.4(a) and 3.4(b), above, GI will not be deemed to have a sublicense under any third party Patent with respect to any product or activity which (i) would not, but for such sublicense, infringe such Patent, or (ii) is otherwise licensed or sublicensed by GI under such third party's Patents for such purpose or purposes.
Third Party License Agreements. The Parties acknowledge that to the extent Quark Patent Rights are held by Quark under license from Third Parties, Quark will allow Pfizer to exercise the rights set forth in this Section 7 which are granted to Pfizer to the extent the same rights have been granted to Quark under such Third Party license agreement(s).
Third Party License Agreements. Sublicensor represents and warrants to the Sublicensee that Sublicensee has received true, correct and complete copies of all license and sublicense agreements to which Sublicensor is a party relating in any way to the Patent Rights (collectively, the "Third Party License Agreements"). On and after the Effective Date, Sublicensor agrees to provide Sublicensee with any modifications, cancellations, terminations, amendments or other changes to any Third Party License Agreements within ten (10) days of such modification, cancellation, termination, amendment or other change.
Third Party License Agreements. Schedule 4.22 sets forth each Third Party License Agreement currently in effect. Except as set forth on Schedule 4.22, to Sellers’ Knowledge, there are no pending material defaults on the part of the Sellers or any Third Party Licensor under any Third Party License Agreement. Except as set forth on Schedule 4.22, the Sellers have obtained all Consents required of Third Party Licensors so as to permit Licensees to use Intellectual Property of each Third Party Licensor, where such use is authorized under a License Agreement.
Third Party License Agreements. Subject to the terms and conditions of this Agreement, if Licensee enters into one or more Third Party License Agreement(s), Licensee will be entitled to deduct from any royalties payable to Merck Serono under Section 4.2 (from the amount calculated by consideration of the then applicable royalty rate), an amount equal to not more than [*] of any amounts paid by Licensee pursuant to such Third Party License Agreement(s) in respect of the Licensed Product which gave rise to the payment obligation under Section 4.2. Notwithstanding the foregoing, under no circumstances shall the deductions under this Section 4.2 (c) result in the amount payable to Merck Serono being reduced by more than [*] compared with the amount otherwise payable under Section 4.2. In the event that Licensee is not able to deduct the full amount of the permitted deduction from the amount due to Merck Serono due to the [*] minimum amount, Licensee shall be entitled to deduct any undeducted excess amount from subsequent amounts owed to Merck Serono (subject always to Merck Serono receiving a minimum of [*] of the amount owed). [*] = 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 406 of the Securities Act of 1933, as amended.