Here is the link to the Vyera License Agreement.
Post# of 153908
(Total Views: 610)
Posted On: 05/23/2020 12:32:22 PM
Here is the link to the Vyera License Agreement.
https://www.sec.gov/Archives/edgar/data/11756...dex105.htm
If you search the document for the word: "milestone" you'll see this (not sure how well this will be displayed on this board). Bottom line, we can't see if any of the $87.5M of milestone payments are related to the FDA acceptance of the BLA. I don't have high hopes that any meaningful payment (or any payment at all) would be pegged to the acceptance of the BLA -- but I could be mistaken.
https://www.sec.gov/Archives/edgar/data/11756...dex105.htm
If you search the document for the word: "milestone" you'll see this (not sure how well this will be displayed on this board). Bottom line, we can't see if any of the $87.5M of milestone payments are related to the FDA acceptance of the BLA. I don't have high hopes that any meaningful payment (or any payment at all) would be pegged to the acceptance of the BLA -- but I could be mistaken.
Quote:
Milestone Payment
Upon [***] [***]
Upon the later of (i) [***] and (ii) the [***] [***]
Upon [***] [***]
Upon cumulative Net Sales for the Licensed Product equal to [***] [***]
Upon cumulative Net Sales for the Licensed Product equal to [***] [***]
Upon cumulative Net Sales for the Licensed Product equal to [***] [***]
Upon cumulative Net Sales for the Licensed Product equal to [***] [***]
Upon cumulative Net Sales for the Licensed Product equal to [***] [***]
Upon cumulative Net Sales for the Licensed Product equal to [***] [***]
Total [***]
[***]
CytoDyn shall promptly notify Vyera in writing following the achievement of the first two (2) milestone events described in this Section 8.2 and submit to Vyera an invoice for the corresponding milestone payment set forth in this Section 8.2. Within thirty (30) days of Vyera’s receipt of any such invoice, Vyera shall remit the milestone payment to CytoDyn in immediately available funds. Vyera shall promptly notify CytoDyn in writing following the achievement of each remaining milestone event described in this Section 8.2, but in no event will such notice be given to CytoDyn later than (a) five (5) Business Days after First Commercial Sale of Licensed Product and (b) twenty (20) Business Days after Vyera becomes aware of the achievement of any milestone related to cumulative Net Sales. Thereafter, CytoDyn shall submit to Vyera an invoice for the corresponding milestone payment set forth in this Section 8.2. Within thirty (30) days of Vyera’s receipt of any such invoice, Vyera shall remit the applicable milestone payment to CytoDyn.
8.3 Milestone Payment for [***]. Vyera shall pay to CytoDyn [***] (the “[***] Milestone Payment”) in the event that [***] (a “[***]”) results in a [***]. Whether a [***] meets the criteria set forth in this Section 8.3 will be determined in good faith by the JC. The determination of whether a [***] results in [***] will not be a Reserved Dispute of either Party. In the event that the JC approves a proposed [***], the JC will discuss in good faith the details of the program that will be implemented to pursue the [***], including the budget, the timeline and any other items that the JC deems material. The proposed program will then be presented to the management of each Party for approval. In the event that the Parties agree to pursue a [***], CytoDyn shall promptly notify Vyera in writing following receipt of [***] and submit to Vyera an invoice for the [***]. Within thirty (30) days of Vyera’s receipt of any such invoice, Vyera shall remit the [***] to CytoDyn. The [***] shall be non-refundable and non-creditable. Notwithstanding the foregoing, if the JC and/or the Parties are not able to come to agreement on a program to pursue a [***], the decision on whether to pursue a [***] shall be made by CytoDyn in its sole discretion provided, however, that such [***] will not be eligible for a [***].
8.4 Milestone Payment for [***]. If CytoDyn receives [***], then Vyera shall pay to CytoDyn [***] (the “[***]”) in immediately available funds upon the receipt of [***]. CytoDyn shall promptly notify Vyera in writing following receipt of [***] and submit to Vyera an invoice for the corresponding milestone payment set forth in this Section 8.4. Within thirty (30) days of Vyera’s receipt of any such invoice, Vyera shall remit the milestone payment to CytoDyn. The [***] shall be non-refundable and non-creditable.
8.5 Milestone Payment for [***]. With respect to any [***] for the Licensed Product within the Field other than the [***], the JC shall determine in good faith (which determination, for the avoidance of doubt, shall not be a Reserved Dispute of either Party) the amount of the payment, if any, payable by Vyera to CytoDyn in the event [***] is received. Such payment as recommended by the JC shall be approved by the management of each Party. CytoDyn shall promptly notify Vyera in writing following receipt [***] for which payment has been agreed and approved and submit to Vyera an invoice for the corresponding milestone payment that the Parties have agreed upon pursuant to this Section 8.5. Within thirty (30) days of Vyera’s receipt of any such invoice, Vyera shall remit the milestone payment to CytoDyn. Each milestone payment for a [***] shall be non-refundable and non-creditable. Notwithstanding the foregoing, in the event that the JC is unable to agree on whether to pursue a [***], the decision as to whether to pursue a [***] shall be made by CytoDyn in its sole discretion provided, however, that such [***] will not be eligible for a milestone payment pursuant to this Section 8.5.
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