SEC Filings

10-Q
AVEXIS, INC. filed this Form 10-Q on 08/10/2017
Entire Document
 

development records subject to the same procedures and restrictions set forth for audit of financial records in Section 4.7.

Article 4

ROYALTIES AND MINIMUM PAYMENTS

4.1      License Issue Fee.  Licensee shall pay Research Institute a non-creditable and non-refundable license issue fee in the amount of One Hundred Thousand Dollars ($100,000), within seven (7) days of the Effective Date.

4.2      License Maintenance Fee.  Licensee shall pay Research Institute the non-creditable and non-refundable license maintenance fees as follows.

4.2.1     Annual Payment.  Licensee shall pay to Research Institute **** per year, payable no later than **** following the Effective Date and annually no later than **** each year. 

4.2.2     Product Development Milestones.  Licensee shall pay to Research Institute milestone payments in the amount specified below upon every occurrence of each of the following milestone events for each Licensed Product anywhere in the Licensed Territory.

Milestone Event

    

Payment Amount

IND Approval

 

$****USD

****

 

$****USD

****

 

$****USD

****

 

$****USD

Initiation of Phase I Clinical Trial

 

$****USD

Completion of a clinical trial demonstrating human safety and clinical safety

 

$****USD

First USA approval of a Biologics License Application

 

$****USD

First EU approval of a Biologics License Application

 

$****USD

Cumulative $****in Net Sales

 

$****USD

 

4.3      Earned Royalty.

4.3.1     Following first commercial sale of a Licensed Product, Licensee shall pay to Research Institute a non-creditable and non-refundable royalty of **** of Net Sales of Licensed Products defined under subsection (a) or (c) of the definition of Licensed Products during the applicable Royalty Term and Ludwig shall be entitled to receive its share of such royalties paid to Research Institute on a pro rata basis according to the Inter-Institutional Agreement  between Research Institute and Ludwig of Net Sales of Licensed Products during the Royalty Term. Licensee shall not bear any financial responsibility or obligation either to Research Institute or to Ludwig regarding the respective apportionate calculation of royalties paid by Research Institute to Ludwig in connection with the Agreement, which determination is beyond the scope of the Agreement.

4.3.2     In the event that subsection (a) or (c) of the definition of Licensed Product is not applicable, then Licensee shall pay to Research Institute a royalty of **** of Net Sales of Licensed Product defined under subsection (b) of the definition of

7.

* * * * 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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