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SEC Filings

S-1
VITAE PHARMACEUTICALS, INC filed this Form S-1 on 08/12/2014
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9.4.1                     Commercialization Milestones.

 

Commercialization Milestones

 

Amount

 

Upon reaching ****

 

****

 

Upon reaching ****

 

****

 

Upon reaching ****

 

****

 

 

9.4.2                     Second and Subsequent Products. The milestone payments set forth in Section 9.4.1 shall be payable only once upon the first occurrence of a Product to reach each such milestone. Milestone payments for the second and each subsequent Product to reach each applicable milestone shall be equal to fifty percent (50%) of the corresponding milestone payments set forth in Section 9.4.1.

 

9.5                               Requirements for Invoices. All invoices provided by Vitae shall fulfill the requirements set forth in Exhibit 7.

 

9.6                               Royalties.

 

9.6.1                     Net Sales Royalties. BI will make royalty payments based on Net Sales, on a Product-by-Product and country-by-country basis, from the date of the First Commercial Sale of each Product in each country until the expiration of the Royalty Term. Such royalty payments shall be calculated based on year-to-date annual, aggregate, worldwide, Annual Net Sales of each Product (on a Product-by-Product basis), applying the tiered royalty rate shown below:

 

Annual Net Sales

 

Royalty

 

Annual Net Sales up to and including ****

 

****

 

Annual Net Sales between **** and ****

 

****

 

Annual Net Sales between **** and ****

 

****

 

Annual Net Sales over ****

 

****

 

 

For avoidance of doubt, the following example shall illustrate the royalty payment calculation: Royalties on aggregate Net Sales of any Product in the Territory in a Calendar Year shall be paid at the rate applicable to the portion of Net Sales within each of the Net Sales levels during such Calendar Year. For example, if, during a Calendar Year, Net Sales of a particular Product were equal to ****, then the royalties payable would be calculated by adding (i) the royalties with respect to the first **** at the first-level percentage of ****; and (ii) the royalties with respect to the next **** at the second-level percentage of ****, for a total royalty of ****.

 

9.6.2                     Timing of Royalty Payments. BI shall make all royalty payments within **** following the end of each calendar quarter for Net Sales from the previous calendar quarter.

****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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