Royalty Rates. The royalty rates payable under [Section 7.4.1] shall be calculated as follows with respect to each Licensed Product:

Royalty Rates. Subject to the terms and conditions of this Agreement, Licensee shall pay to Merck royalties on Net Sales of Licensed Product on a country-by-country basis in an amount equal to:

Royalty Rates. In partial consideration of the license rights granted by UroGen to Allergan hereunder and subject to the terms and conditions set forth in this Agreement, Allergan shall pay to UroGen a royalty, subject to the terms of this Agreement (including [Section 6.3.2]), on Net Sales to Third Parties (including Distributors) of each Licensed Product in a country in the Territory during each Calendar Year of the applicable Royalty Term at the following rates:

Notwithstanding the foregoing, if both [Section 6.3.2(a)] and [Section 6.3.2(b)] apply, then the royalty rates shall be ​ of the royalty rates set forth in [Section 6.3.1].

Rates. The Administrative Agent does not warrant or accept responsibility for, and shall not have any liability with respect to # administration, construction, calculation, publication, continuation, discontinuation, movement, or regulation of, or any other matter related to, the Alternate Base Rate, the Benchmark, or any alternative, successor or replacement rate thereto (including any Benchmark Replacement), any component definition thereof or rates referred to in the definition thereof, including whether any Benchmark is similar to, or will produce the same value or economic equivalence of, any other rate or whether financial instruments referencing or underlying the Benchmark will have the same volume or liquidity as those referencing or underlying any other rate, # the impact of any regulatory statements about, or actions taken with respect to any Benchmark (or component thereof), # changes made by any administrator to the methodology used to calculate any Benchmark (or component thereof) or # the effect, implementation or composition of any Conforming Changes. The Administrative Agent and its affiliates or other related entities may engage in transactions that affect the calculation of the Alternate Base Rate, the Benchmark, any alternative, successor or replacement rate (including any Benchmark Replacement) or any relevant adjustments thereto, in each case, in a manner adverse to the Borrower. The Administrative Agent does not warrant or accept responsibility for, and shall not have any liability with respect to, such transactions. The Administrative Agent may select information sources or services in its reasonable discretion to ascertain the Alternate Base Rate, the Benchmark, or any alternative, successor or replacement rate (including any Benchmark Replacement), in each case pursuant to the terms of this Credit Agreement, and shall have no liability to the Borrower, any Lender or any other person or entity for damages of any kind, including direct or indirect, special, punitive, incidental or consequential damages, costs, losses or expenses (whether in tort, contract or otherwise and whether at law or in equity), for any error or calculation of any such rate (or component thereof) provided by any such information source or service.

Rates. Agent does not warrant or accept any responsibility for, and shall not have any liability with respect to, # the continuation of, administration of, submission of, calculation of or any other matter related to the Term SOFR Reference Rate, Adjusted Term SOFR, Term SOFR or any other Benchmark, any component definition thereof or rates referred to in the definition thereof, or with respect to any alternative, successor or replacement rate thereto (including any then-current Benchmark or any Benchmark Replacement), including whether the composition or characteristics of any such alternative, successor or replacement rate (including any Benchmark Replacement), as it may or may not be adjusted pursuant to [Section 2.12(d)(iii)], will be similar to, or produce the same value or economic equivalence of, or have the same volume or liquidity as, the Term SOFR Reference Rate, Adjusted Term SOFR, Term SOFR or any other Benchmark, prior to its discontinuance or unavailability, or # the effect, implementation or composition of any Conforming Changes. Agent and its affiliates or other related entities may engage in transactions that affect the calculation of the Term SOFR Reference Rate, Adjusted Term SOFR, Term SOFR, any alternative, successor or replacement rate (including any Benchmark Replacement) or any relevant adjustments thereto and such transactions may be adverse to a Borrower. Agent may select information sources or services in its reasonable discretion to ascertain the Term SOFR Reference Rate, Adjusted Term SOFR or Term SOFR, or any other Benchmark, any component definition thereof or rates referred to in the definition thereof, in each case pursuant to the terms of this Agreement, and shall have no liability to any Borrower, any Lender or any other person or entity for damages of any kind, including direct or indirect, special, punitive, incidental or consequential damages, costs, losses or expenses (whether in tort, contract or otherwise and whether at law or in equity), for any error or calculation of any such rate (or component thereof) provided by any such information source or service.

Royalty Term. The term of the royalty obligations set forth in this [Article 4] shall begin upon the First Commercial Sale of a Licensed Product and will continue on a Licensed Product-by-Licensed Product basis and on a country-by-country basis, until the later of # ten (10) years after the First Commercial Sale in a country or # the date of expiration of the last Valid Patent Claim within the Licensed IP Covering the Valid Claim Product in a country. In the case of Orphan ​ Products under [Section 4.14], the term of royalty obligations set forth in this [Article 4] shall be for the duration of such orphan drug exclusivity period on a Licensed

Royalty Reports. Within sixty (60) days after the end of each calendar quarter in which a royalty payment under [Article 4] is required to be made, Denali shall send to ​ a report of Net Sales of the Licensed Products for which a royalty is due, which report sets forth for such calendar quarter the following information: # total Net Sales of all Licensed Products sold in the Territory during such calendar quarter, # Net Sales on a country-by-country basis, # the exchange rate used to convert Net Sales from the currency in which they are earned to United States dollars; # the total royalty payments due; and # deductions in accordance with [Section 5.1.1(d)] as an aggregate worldwide number (collectively, the “Quarterly Report”). Each Quarterly Report shall be Denali’s Confidential Information.

Royalty Rate. Subject to [[Sections 5.3(b), 5.3(c) and 5.3(d)])])]], Allena shall pay to Althea a royalty of ​ percent (​) on Net Sales of Licensed Products in the Territory.

Royalty Rates for Licensed Product Containing the Lead Compound. As further consideration for the rights granted to ​ hereunder, subject to [Section 6.5.3], commencing upon the First Commercial Sale of a Licensed Product containing the Lead Compound in the Royalty Territory, on a Licensed Product-by-Licensed Product basis, ​ shall pay to ​ a royalty on Net Sales of each Licensed Product containing the Lead Compound in the Royalty Territory (excluding Net Sales of each such Licensed Product containing the Lead Compound in any country or other jurisdiction in the Royalty Territory for which the Royalty Term for such Licensed Product containing the Lead Compound in such country or other jurisdiction has expired) during each Calendar Year at the following rates: