Common use of Licence Fees Clause in Contracts

Licence Fees. 4.1 In consideration of the Licences granted by the Licensors, the Licensee shall pay to the Licensors: (a) the Advance; and (b) subject to clause 4.2, the Royalty Fee. 4.2 The Advance is recoupable against the Royalty Fee, but is non-returnable. For the avoidance of doubt, in the event that, throughout the Term, the total Royalty Fees paid by the Licensee to the Licensors is less than the Advance, no part of the Advance shall be repayable to the Licensee by the Licensors. 4.3 Where, in relation to any particular Quarter, the Licensee fails to provide the information necessary to allow the calculation referred to in clause 4.1(b), then the Licensors shall be entitled to fix the Royalty Fee based on (a) the Royalty Fees payable in previous Quarters and (b) any other relevant factors which could reasonably lead the Licensors to believe that the Royalty Fees payable would be materially different to those paid or payable in previous Quarters. 4.4 The licence fees referred to in clause 4.1 are subject to VAT. The Licensee shall pay to the Licensors VAT (if applicable) at the rate or rates from time to time in force on any sums payable under this Agreement. 4.5 In respect of delivery of content via Physical Media the Royalty Fee is: (a) for a Background Service, 6% of the Applicable Revenue or a minimum royalty of £2.00 per Site per month, whichever is greater; and/or (b) for an On-Demand Service, 6% of the Applicable Revenue or a minimum royalty of £2.50 per Site per month, whichever is greater; and/or (c) for a Karaoke Service, 9.5% of the Applicable Revenue or a minimum royalty of £2.50 per Site per month, whichever is greater. In respect of delivery of content via Electronic Means the Royalty Fee is: (a) for a Background Service, 7% of the Applicable Revenue or a minimum royalty of £2.50 per Site per month, whichever is greater; and/or (b) for an On-Demand Service, 8% of the Applicable Revenue or a minimum royalty of £3.50 per Site per month, whichever is greater; and/or (c) for a Karaoke Service, 10.5% of the Applicable Revenue or a minimum royalty of £3.50 per Site per month, whichever is greater. For the purposes of this Agreement the number of Sites per month will be the highest number of Sites at any time during the calendar month.

Licence Fees. 4.1 In consideration of the Licences granted by the Licensors, the Licensee shall pay to the Licensors: (a) the Advance; and (b) subject to clause 4.2, the Royalty Fee. 4.2 The Advance is recoupable against the Royalty Fee, but is non-returnable. For the avoidance of doubt, in the event that, throughout the Term, the total Royalty Fees paid by the Licensee to the Licensors is less than the Advance, no part of the Advance shall be repayable to the Licensee by the Licensors. 4.3 Where, in relation to any particular Quarter, the Licensee fails to provide the information necessary to allow the calculation referred to in clause 4.1(b), then the Licensors shall be entitled to fix the Royalty Fee based on (a) the Royalty Fees payable in previous Quarters and (b) any other relevant factors which could reasonably lead the Licensors to believe that the Royalty Fees payable would be materially different to those paid or payable in previous Quarters. 4.4 The licence fees referred to in clause 4.1 are subject to VAT. The Licensee shall pay to the Licensors VAT (if applicable) at the rate or rates from time to time in force on any sums payable under this Agreement. 4.5 In respect of delivery of content via Physical Media the Royalty Fee is: (a) for a Background Service, 6% of the Applicable Revenue or a minimum royalty of £2.00 €2.20 per Site per month, whichever is greater; and/or (b) for an On-Demand Service, 6% of the Applicable Revenue or a minimum royalty of £2.50 €2.75 per Site per month, whichever is greater; and/or (c) for a Karaoke Service, 9.5% of the Applicable Revenue or a minimum royalty of £2.50 €2.75 per Site per month, whichever is greater. In respect of delivery of content via Electronic Means the Royalty Fee is: (a) for a Background Service, 7% of the Applicable Revenue or a minimum royalty of £2.50 €2.75 per Site per month, whichever is greater; and/or (b) for an On-Demand Service, 8% of the Applicable Revenue or a minimum royalty of £3.50 €3.85 per Site per month, whichever is greater; and/or (c) for a Karaoke Service, 10.5% of the Applicable Revenue or a minimum royalty of £3.50 €3.85 per Site per month, whichever is greater. For the purposes of this Agreement the number of Sites per month will be the highest number of Sites at any time during the calendar month. 5.1 The Licensee shall pay the Advance to the Licensors upon signature of this Agreement. 5.2 Within 30 days of the end of each Quarter the Licensee shall provide to the Licensors (at the address provided to the Licensee by the Licensors, or electronically if notified by the Licensors that this is acceptable) a fully and accurately completed self-accounting royalty statement in the Reporting Form attached at Appendix 2. 5.3 Within 7 days of receipt of the Reporting Form referred to in clause 5.2, MCPSI shall, on behalf the Licensors, each of the Members and the Associated Societies, raise an invoice for the Royalty Fee due, and the Licensee shall pay such amount to the MCPSI no later than 15 days after the invoice is delivered to the Licensee (such delivery to be deemed to have occurred in accordance with clause 14). 5.4 Without prejudice to any other right or remedy of the Licensors, and without imposing an obligation to accept late payment, where any fees payable under this Agreement are not paid by the due date, the Licensee shall (if required by the Licensors) pay interest on such late payment calculated on a daily basis at an annual rate of 3% over the prime overdraft rate, current from time to time, of Bank of Ireland payable from the date on which the payment should have been made to the date on which payment was made payable from the date on which the payment should have been made to the date on which the payment was made. 5.5 No deductions in respect of tax or any other deductions or allowances of whatever nature and no set-off shall be made in relation to any payment due hereunder except where expressly provided for in this Agreement or agreed in writing between the Licensors and the Licensee prior to the delivery of the applicable remittance.