Commercial Milestone Payments. Licensee shall pay to Axsome the following commercial milestone payments (each, a “Commercial Milestone Payment”) upon the achievement of the corresponding level of cumulative Net Sales of the Licensed Products in the Territory (the “Commercial Milestone”), whether achieved, individually or collectively, by Licensee, Licensee’s Affiliate(s) or its or their Sublicensees. Licensee shall promptly (but in no event later than seven (7) Business Days after) notify Axsome in writing of the achievement of any such Commercial Milestone and Licensee shall pay Axsome in full the corresponding Commercial Milestone Payment within thirty (30) days of Axsome’s invoice for such achievement thereof. For the avoidance of doubt, each Commercial Milestone will only be paid once.
Development Milestone Payments. Licensee shall pay to Axsome the following commercialdevelopment milestone payments (each, a “Commercialpayment (the “Development Milestone Payment”) upon the achievement of the corresponding level of cumulative Net Sales offollowing milestone for the Licensed Products in the TerritoryProduct (the “Commercial“Development Milestone”), whether achieved, individuallyachieved by Licensee or collectively, by Licensee, Licensee’s Affiliate(s)an Affiliate or its or their Sublicensees.Sublicensee. Licensee shall promptly (but in no event later than seven (7) Business Days after) notify Axsome in writing of the achievement of any such Commercialthe Development Milestone and Licensee shall pay Axsome in full the corresponding CommercialDevelopment Milestone Payment within thirty (30) days of Axsome’s invoice for such achievement thereof. For the avoidance of doubt, each Commercial Milestone will only be paid once.EAST\200870719.16
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