definiens: means [ the Initiation of a Phase 2 Clinical Study of a Non - P ARP Development Product for any indication prior to the tenth ( 10th ) anniversary of the Closing Date, provided, however, that a Non - PARP Phase 2 Milestone shall only be achieved once for the Initiation of a Phase 2 Clinical Study by Buyer or any Affiliate of Buyer of a Non - PARP Development Product containing a glycopeptide of the vancomycin class that is a Non - P ARP Development Compound and once for the Initiation of a Phase 2 Clinical Study by Buyer or any Affiliate of Buyer of a Non - P ARP Development Product containing a molecule that is a Cyp17 inhibitor that is a Non - PARP Development Compound . ] means [ $ 3,000,000 with respect to each Non - PARP Phase 2 Payment Date minus any Non - PARP Sublicensing Clinical Payment Amounts, if any, received by Sellers for the Initiation of a Phase 2 Clinical Study by a Non - PARP Sublicensee of the same Non - PARP Development Product for which Initiation of a Phase 2 Clinical Study resulted in a Non - P ARP Phase 2 Milestone . For the sake of clarity in respect of this Non - PARP Phase 2 Payment Amount, in no event will the total amount payable to Sellers by Buyer for the Non - PARP Phase 2 Milestone exceed $ 6,000,000 ( i.e., $ 3,000,000 for Cyp17 inhibitor and $ 3,000,000 for glycopeptide ) . ] means [ the Initiation of a Phase 3 Clinical Study of a Non - PARP Development Product for any indication prior to the tenth ( 10th ) anniversary of the Closing Date, provided, however, that a Non - PARP Phase 3 Milestone shall only be achieved once for the Initiation of a Phase 3 Clinical Study by Buyer or any Affiliate of Buyer of a Non - PARP Development Product containing a glycopeptide of the vancomycin class that is a Non - PARP Development Compound and once for the Initiation of a Phase 3 Clinical Study by Buyer or any Affiliate of Buyer of a Non - PARP Development Product containing a molecule that is a Cyp17 inhibitor that is a Non - PARP Development Compound . ] means [ $ 8,000,000 with respect to each Non - PARP Phase 3 Payment Date minus any Non - PARP Sublicensing Clinical Payment Amounts, if any, received by Sellers for the Initiation of a Phase 3 Clinical Study by a Non - PARP Sublicensee of the same Non - PARP Development Product for which Initiation of a Phase 3 Clinical Study resulted in a Non - PARP Phase 3 Milestone . For the sake of clarity in respect of this Non - PARP Phase 3 Payment Amount, in no event will the total amount payable to Sellers by Buyer for the Non - PARP Phase 3 Milestone exceed $ 16,000,000 ( i.e., $ 8,000,000 for Cyp17 inhibitor and $ 8,000,000 for glycopeptide ) . ] means [ twenty percent ( 20 % ) of all upfront consideration paid to or on behalf of Buyer or any Affiliate of Buyer pursuant to each agreement under which Buyer or an FINAL Affiliate of Buyer grants to a third party that is not an Affiliate of Buyer a sublicense or similar right under Intellectual Property owned or controlled by the Company as of the Closing Date relating to the development, manufacture, use or commercialization of Non - PARP Development Compounds or Non - PARP Development Products ( ) . ] means the fifteenth ( 15th ) Business Day following the Buyer 's receipt of the Future Payment Allocation Schedule relating to the distribution to Equityholders of any Non - PARP Sublicensing Payment Amount in accordance with Section 2.1 ( 1 ) . FINAL 2 . The following new defined terms shall be added to Section 1.1 of the Agreement : means [ the receipt by Buyer or an Affiliate of Buyer of any clinical milestone payment from a Non - PARP Sublicensee relating to the Initiation of a Phase 2 Clinical Study or Phase 3 Clinical Study of a Non - PARP Development Product prior to the tenth ( 10th ) anniversary of the Closing Date . ] means [ fifty percent ( 50 % ) of any clinical milestone payment paid to or on behalf of Buyer or an Affiliate of Buyer from a Non - PARP Sublicensee relating to the Initiation of a Phase 2 or Phase 3 Clinical Study of a Non - PARP Development Product up to a total of $ 3,000,000 payable to Sellers for the Initiation of a Phase 2 Clinical Study of a Non - PARP Development Product and up to $ 8,000,000 payable to Sellers for the Initiation of a Phase 3 Clinical Study of a Non - PARP Development Product . For the sake of clarity in respect to this Non - PARP Sublicensing Clinical Payment Amount, the Non - PARP Sublicensing Clinical Milestone shall only be achieved once for the Initiation by a Non - PARP Sublicensee of each of a Phase 2 Clinical Study and a Phase 3 Clinical Study of a Non - PARP Development Product containing a glycopeptide of the vancomycin class that is a Non - PARP Development Compound and once for the Initiation by a Non - PARP Sublicensee of each of a Phase 2 Clinical Study and Phase 3 Clinical Study of a Non - PARP Development Product containing a molecule that is a Cyp17 inhibitor that is a Non - PARP Development Compound . In no event will the total amount payable to Sellers by Buyer for the Non - PARP Sublicensing Clinical Payment Amount exceed $ 22,000,000 ( i.e. $ 11,000,000 for Cyp17 inhibitor and $ 11,000,000 for glycopeptide ) . ] means the fifteenth ( 15th ) Business Day following the Buyer 's receipt of the Future Payment Allocation Schedule relating to the distribution to Equityholders of any Non - PARP Sublicensing Clinical Payment Amount in accordance with Section 2.1 ( n )