Acquisition of Unlicensed Terminal Unit Businesses Sample Clauses

Acquisition of Unlicensed Terminal Unit Businesses. A. In the event Licensee or any of Licensee’s Affiliates Acquires an Unlicensed Terminal Unit *** Confidential material which has been omitted and filed separately with the Securities and Exchange Commission. Business, Licensee shall, within sixty (60) days of the Acquisition Date, notify InterDigital Group: (i) that the Acquisition has occurred and identify the Unlicensed Terminal Unit Business and the general nature of the Acquisition, (ii) of the [***], providing supporting documentation together with such notification and such other information that InterDigital Group may subsequently reasonably request, (iii) of Licensee’s calculation of the [***], providing supporting documentation with such notification and such other information that InterDigital Group may subsequently reasonably request, (iv) whether or not Licensee elects to treat the Sales of Licensed Terminal Units by the Unlicensed Terminal Unit Business prior to the Acquisition Date as Unlicensed Sales, and (v) whether or not Licensee elects to treat Additional Sales with respect to the Unlicensed Terminal Unit Business as Unlicensed Sales. B. If Licensee elects to treat the Sales of Licensed Terminal Units by the Unlicensed Terminal Unit Business prior to the Acquisition Date as Unlicensed Sales or fails to make the election set forth in Section 3.3A(iv) above, then such Unlicensed Sales shall remain Unlicensed Sales and be treated as unreleased. C. If Licensee elects to treat the Additional Sales as Unlicensed Sales or fails to make the election set forth in Section 3.3A(v) above, then such Unlicensed Sales shall continue to be treated as Unlicensed Sales. To determine which of the Licensed Terminal Units Sold after the Acquisition Date constitute Unlicensed Sales, the Additional Sales shall be [***]. For example, if Additional Sales are calculated to be [***], then the Additional Sales shall be [***]. D. If Licensee elects not to treat the Sales of Licensed Terminal Units by the Unlicensed Terminal Unit Business prior to the Acquisition Date as Unlicensed Sales, as set forth in Section 3.3A above, then Licensee shall, within ninety (90) days of the Acquisition Date, pay to InterDigital Group a non-refundable royalty of [***] of each such Licensed Terminal Unit Sold, anywhere in the world, prior to the Acquisition Date. Thereafter, such Licensed Terminal Units shall be subject to the Section 2.1 license grant. E. If Licensee elects not to treat the Additional Sales as Unlicensed Sales, as s...
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Related to Acquisition of Unlicensed Terminal Unit Businesses

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