SEC Filings

S-1
AVEXIS, INC. filed this Form S-1 on 01/15/2016
Entire Document
 

 

Cumulative Annual Net Sales of all Licensed
Products Worldwide

 

Royalty Percentage

 

Portion of Net Sales in a calendar year less than $****

 

****

 

Portion of Net Sales in a calendar year between (and including) $**** through (and including) $****

 

****

 

Portion of Net Sales in a calendar year greater than $****

 

****

 

 

By way of example only, if Licensee receives $700,000,000 in cumulative Net Sales of all Licensed Products in a calendar year, then the royalties payable by Licensee to Licensor under this Section 3.4 during such calendar year would be calculated as follows:

 

= (****)(****) + (****)(****) + (****)(****)

 

= (****) + (****) + (****)

 

= ****

 

3.4.1                     Third Party Royalties Stacking Provision.  If Licensee must obtain a license from a Third Party to avoid infringement of such Third Party’s rights in order to manufacture, use, or commercialize a given Licensed Product and if the royalties required to be paid to such Third Party for such license, together with those royalties payable to Licensor, in the aggregate, exceed **** of Net Sales for any Licensed Product, then the royalty owed to Licensor for that Licensed Product will be reduced by an amount calculated as follows:

 

STACKING ROYALTY CALCULATIONS

 

R = (C * (A / (A+B)))

 

Where
R = reduction of Licensor royalty,
A = unreduced Licensor royalty,
B = sum of all Third Party royalties,
C = increment of projected total royalty above ****.

 

Example Calculation:

 

Assume                                                     i)  all Third Party royalties = ****

ii)  unreduced Licensor royalty = ****

iii):  projected total royalty = ****

 

R = (**** - ****) * (**** / (**** + ****))
R = (**** * ****)
R = ****
Licensor Stacked Royalty = **** - **** = **** (but subject to the cap described below)

 

Notwithstanding the foregoing, Licensee will pay to Licensor no less than **** of the royalties that Licensee would otherwise pay to Licensor with respect to Net Sales of Licensee if there were no royalties due to Third Parties.

 


****CERTAIN INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS.

 

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