Common use of License Consideration Clause in Contracts

License Consideration. 4.1 In consideration of the rights, privileges and license granted by University hereunder, Licensee shall pay royalties and other monetary consideration as follows: (a) Initial license fee, nonrefundable and noncreditable against royalties, of _ ($ ) due immediately and payable within ten (10) business days from the Effective Date of this Agreement; (b) Annual maintenance fees, non-refundable, non-creditable, and not to be prorated against any other payment or royalties due, in the following amounts until the first Net Sales occur: (ii) and (c) Royalties in an amount equal to percent ( %) of Net Sales due immediately and payable each calendar quarter; (d) Beginning with the first Net Sales, a minimum annual royalty in the amount of $ per calendar year, but only to the extent such minimum royalty is greater than the aggregate annual royalty computed in accordance with Section 4.1(c) above; and Sample (e) A share of Non-Royalty Sublicense Income of percent ( %). 4.2 All payments pursuant to this Agreement shall be made by check or by wire transfer in United States Dollars without deduction or exchange, collection or other charges and directed to the address, or in the case of wire transfer, to the bank set forth in Article 11. Annual maintenance fees pursuant to Section 4.1(b) hereof shall be paid on the anniversary of the Effective Date of the calendar year in which they are due. Royalty payments pursuant to Section 4.1(c) hereof shall be paid within thirty (30) days after each March 31, June 30, September 30 and December 31. Minimum annual royalties pursuant to Section 4.1(d) shall be due December 31 and paid by January 30 following the calendar year in which they are due. Non-Royalty Sublicense Income payments pursuant to Section 4.1(e) hereof shall by paid within thirty (30) days after receipt of payment by Licensee from sublicense. 4.3 Taxes imposed by any foreign governmental agency on any payment to be made to University by Licensee shall be paid by Licensee without deduction from any payment due to University hereunder. 4.4 The balance of any payments pursuant to this Agreement, including those specified in Section 6.2, which are overdue shall bear interest, compounded monthly, calculated from the due date until payment is received at the rate of eight percent (8%) per annum. Payment of such interest by Licensee shall not negate or waive the right of University to seek any other remedy, legal or equitable, to which it may be entitled because of the delinquency of any payment, including, but not limited to, termination of this Agreement as set forth in Article 10. Licensee shall reimburse University for any costs and expenses incurred in connection with collecting any overdue balance of payments with respect to Licensee’s payment and reimbursement obligations under this Agreement, including the costs of engaging counsel or a collection agency for such purpose. 4.5 Licensee shall sell products and/or services resulting from Licensed Technology to University and its Affiliates upon request at such price(s) and on such terms and conditions as such products and/or processes are made available to Licensee’s most favored customer.

License Consideration. 4.1 In consideration of the rights, privileges and license granted by University hereunder, Licensee Benitec shall pay royalties and other monetary consideration as follows: (a) Initial license fee, nonrefundable and noncreditable against royalties, of _ Sixty Thousand Dollars ($ $60,000) due immediately and payable within ten (10) business days from the Effective Date of this Agreement; (b) Annual maintenance fees, non-refundable, non-creditable, and not to be prorated against any other payment or royalties due, in the following amounts until the first Net Sales occur: (i) Thirty Thousand Dollars ($30,000) on the first anniversary of the University Effective Date; (ii) Forty Thousand Dollars ($40,000) on the second anniversary of the University Effective Date; and (iii) Fifty Thousand Dollars ($50,000) per year on the third anniversary of the University Effective Date and annually thereafter until the first commercial sale of Licensed Technology. (c) Royalties in an amount equal to percent ( %as follows: (i) of Net Sales due immediately and payable each calendar quarter;quarter so long as there is a valid claim in the Patent Rights; and (ii) of Net Sales after the last to expire issued patent. (d) Milestone payments, which shall be non-refundable and non-creditable against royalties, as follows: (iii) and (e) Beginning with the first Net Sales, a minimum annual royalty in the amount of $ **** per calendar year, but only to the extent such minimum royalty is greater than the aggregate annual royalty computed in accordance with Section 4.1(c) above; and Sample (e) A share of Non-Royalty Sublicense Income of percent ( %). 4.2 All payments pursuant to this Agreement shall be made by check or by wire transfer in United States Dollars without deduction or exchange, collection or other charges and directed to the address, or in the case of wire transfer, to the bank set forth in Article 11. Annual maintenance fees pursuant to Section 4.1(b) hereof shall be paid on the anniversary of the University Effective Date of the calendar year in which they are duespecified therein. Royalty payments pursuant to Section 4.1(c) hereof shall be paid within thirty (30) days after each March 31, June 30, September 30 and December 31. Minimum annual royalties Milestone payments pursuant to Section 4.1(d) shall be due December 31 and paid within thirty (30) days of milestone event date. Minimum annual royalties pursuant to Section 4.1(e) shall be paid by January 30 following the calendar year in which they are due. Non-Royalty Sublicense Income payments pursuant to Section 4.1(e) hereof shall by paid within thirty (30) days after receipt of payment by Licensee from sublicense. 4.3 Taxes imposed by any foreign governmental agency on any payment to be made to University NantWorks by Licensee Benitec shall be paid by Licensee Benitec without deduction from any payment due to University NantWorks hereunder. For the avoidance of doubt, Benitec shall be permitted to deduct any withholding taxes that may be required by Australian law (or the laws of any applicable Australian state or territory), including under any tax treaty to which Australia is a party, but any payment to be made to NantWorks hereunder shall be grossed-up for any amount so deducted. 4.4 The balance of any payments pursuant to this Agreement, including those specified in Section 6.2, which are overdue shall bear interest, compounded monthly, calculated from the due date until payment is received at the rate of eight percent (8%) per annum****. Payment of such interest by Licensee Benitec shall not negate or waive the right of University NantWorks to seek any other remedy, legal or equitable, to which it may be entitled because of the delinquency of any payment, including, but not limited to, termination of this Agreement as set forth in Article 10. Licensee Benitec shall reimburse University NantWorks for any costs and expenses incurred in connection with collecting any overdue balance of payments with respect to Licensee’s Benitec’ s payment and reimbursement obligations under this Agreement, including the costs of engaging counsel or a collection agency for such purpose. 4.5 Licensee Unless prohibited by applicable law, if requested by the University, Benitec shall sell products and/or services resulting from Licensed Technology to University for Non-Commercial Education and its Affiliates upon request Research Purposes at such price(s) and on such terms and conditions as such products and/or processes are made available to LicenseeBenitec’s most favored customer.

License Consideration. 4.1 5.1 In consideration of the rights, privileges and license granted by University hereunder, Licensee shall pay royalties and other monetary consideration as follows: (a) Initial license feeAn initial one-time, nonrefundable and noncreditable against royalties, license fee of _ Seven Thousand Five Dollars ($ $7,500) due immediately and payable within ten (10) business days from the Effective Date of this Agreement; (b) Annual An annual maintenance feesfee in the amount of [**], non-refundable, non-creditablewith the first annual maintenance fee due on the first anniversary of the Effective Date, and not to unless this Agreement is earlier terminated in accordance with its terms, each additional maintenance fee shall be prorated against any other payment or royalties due, in due on each subsequent anniversary of the following amounts until Effective Date during the first Net Sales occur: (ii) andTerm. (c) Royalties during the Term in an amount equal to percent ( %) [**] of aggregate Net Sales due immediately and payable each calendar quarter;quarter within [**] of delivery of the report set forth in Section 6.1. (d) Beginning with the first Net Salescommercial sale of Licensed Technology by Licensee, a its Affiliates or Sublicensees to Third Parties, minimum annual royalty in the amount of $ per calendar year, [**] but only to the extent such minimum royalty is greater than the aggregate annual royalty computed in accordance with Section 4.1(c5.1(c) above; and Sample. (e) A share of Non-Royalty Sublicense Income equal to [**] of percent ( %)such Non-Royalty Sublicense Income. 4.2 (f) Milestone payments shall be due and paid by Licensee to the University as follows: [**]. These milestone payments are payable only once, regardless of the number of products for which the Licensed Technology achieves the relevant milestone. 5.2 All payments pursuant to this Agreement shall be made by check or by wire transfer in United States Dollars dollars without deduction or exchange, collection or other charges and directed to the addressaddress or, or in the case of wire transfer, to the bank bank, set forth in Article 1112. Annual maintenance fees pursuant With respect to the milestone payments in Section 4.1(b) hereof shall be paid on 5.1(f), Licensee will provide University with written notice upon the anniversary achievement of the Effective Date milestone within [**] after such achievement. Following receipt of such written notice, University will promptly invoice Licensee for the calendar year in which they are due. Royalty payments pursuant to Section 4.1(c) hereof shall be paid milestone and Licensee will make the appropriate milestone payment within thirty (30) days [**] after each March 31, June 30, September 30 and December 31. Minimum annual royalties pursuant to Section 4.1(d) shall be due December 31 and paid by January 30 following the calendar year in which they are duereceipt of such invoice. Non-Royalty Sublicense Income payments pursuant to Section 4.1(eArticle 5.1(e) hereof shall by paid within thirty (30) days [**] after receipt of payment by Licensee (or as applicable, its Affiliates) from sublicensesublicensee. 4.3 Taxes imposed by any foreign governmental agency on any payment to be made to University by Licensee shall be paid by Licensee without deduction from any payment due to University hereunder. 4.4 5.3 The balance of any payments due pursuant to this Agreement, including those specified in Section 6.2, Agreement which are overdue shall bear interest, compounded monthly, calculated from the due date until payment is received at the rate of eight percent (8%) [**] per annum. Payment of such interest by Licensee shall not negate or waive the University’s right of University to seek any other remedy, legal or equitable, to which it may be entitled because of the delinquency of any payment, including, but not limited to, termination of this Agreement as set forth in Article 1011. In addition, Licensee shall reimburse University for any costs and expenses incurred in connection with collecting any overdue balance of payments from Licensee with respect to Licensee’s its payment and reimbursement obligations under this Agreement, including the costs of engaging counsel or a collection agency for such purpose. 4.5 5.4 Taxes imposed by any foreign governmental agency on any payment to be made to University by Licensee shall be paid by Licensee without deduction from any payment due to University hereunder. 5.5 Licensee shall sell products and/or services resulting from Licensed Technology to University and its Affiliates upon request at such price(s) and on such terms and conditions as such products and/or processes services are made available to Licensee’s most favored customer.

License Consideration. 4.1 In consideration of the rights, privileges and license granted by University hereunder, Licensee shall pay royalties and other monetary consideration as follows: (a) Initial license fee, nonrefundable and noncreditable against royalties, of _ ($ ) due immediately and payable within ten (10) business days from the Effective Date of this Agreement; (b) Annual maintenance fees, non-refundable, refundable and non-creditablecreditable against royalties, and not to be prorated against any other payment or royalties due, in the following amounts until the first Net Sales occur, as follows: (ii) and (c) Royalties in an amount equal to percent ( %) of Net Sales due immediately and payable each of the Licensed Technology per calendar quarter; (d) Beginning with the first Net Sales, a minimum annual royalty in the amount of $ per calendar year, but only to the extent such minimum royalty is greater than the aggregate annual royalty computed in accordance with Section 4.1(c) above; and Sampleand (e) A share of Non-Royalty Sublicense Income of percent ( %). 4.2 All payments pursuant to this Agreement shall may be made by check or by wire transfer (along with applicable wire transfer, transaction, and/or foreign translation fees) in United States Dollars dollars without deduction or exchange, collection or other charges and directed to the addressaddress or, or in the case of wire transfer, to the bank bank, set forth in Article 11. Annual maintenance fees payments pursuant to Section 4.1(b) hereof shall be paid on the anniversary of the Effective Date of the calendar year in which they are due. Royalty payments pursuant to Section 4.1(c) hereof shall be paid due within thirty (30) days after each March 31, June 30, September 30 and December 31. Minimum annual royalties pursuant to Section 4.1(d) shall be due December 31 and paid by January 30 following the calendar year in which they are due. Non-Royalty Sublicense Income payments pursuant to Section 4.1(e) hereof shall by paid within thirty (30) days after receipt of payment by Licensee from sublicense. 4.3 Taxes imposed by any foreign governmental agency on any payment payments to be made to University by Licensee hereunder shall be paid by Licensee without deduction from any payment due to University hereunder. 4.4 The balance of any payments pursuant to this Agreement, including those specified in Section 6.2, which are overdue shall bear interest, compounded monthly, calculated from the due date until payment is received at the rate of eight percent (8%) per annum. Payment of such interest by Licensee shall not negate or waive the right of University to seek any other remedy, legal or equitable, to which it may be entitled because of the delinquency of any payment, including, but not limited to, termination of this Agreement as set forth in Article 10. Licensee shall reimburse University for any costs and expenses incurred in connection with collecting any overdue balance of payments with respect to Licensee’s payment and reimbursement obligations under this Agreement, including the costs of engaging counsel or a collection agency for such purpose. 4.5 Licensee shall sell products and/or services processes resulting from Licensed Technology to University and its Affiliates upon request at such price(s) and on such terms and conditions as such products and/or processes are made available to Licensee’s most favored customer.

License Consideration. 4.1 In consideration of the rights, privileges and license granted by University hereunder, Licensee shall pay royalties and other monetary consideration as follows: (a) Initial license fee, nonrefundable and noncreditable against royalties, of _ ($ ) due immediately and payable within ten (10) business days from the Effective Date of this Agreement; (b) Annual maintenance fees, non-refundable, non-creditable, and not to be prorated against any other payment or royalties due, in the following amounts until the first Net Sales occur: (ii) and (c) Royalties in an amount equal to percent ( %) of Net Sales due immediately and payable each calendar quarter; (d) Beginning with the first Net Sales, a minimum annual royalty in the amount of $ per calendar year, but only to the extent such minimum royalty is greater than the aggregate annual royalty computed in accordance with Section 4.1(c) above; and Sampleand (e) A share of Non-Royalty Sublicense Income of percent ( %). 4.2 All payments pursuant to this Agreement shall be made by check or by wire transfer in United States Dollars without deduction or exchange, collection or other charges and directed to the address, or in the case of wire transfer, to the bank set forth in Article 11. Annual maintenance fees pursuant to Section 4.1(b) hereof shall be paid on the anniversary of the Effective Date of the calendar year in which they are due. Royalty payments pursuant to Section 4.1(c) hereof shall be paid within thirty (30) days after each March 31, June 30, September 30 and December 31. Minimum annual royalties pursuant to Section 4.1(d) shall be due December 31 and paid by January 30 following the calendar year in which they are due. Non-Royalty Sublicense Income payments pursuant to Section 4.1(e) hereof shall by paid within thirty (30) days after receipt of payment by Licensee from sublicense. 4.3 Taxes imposed by any foreign governmental agency on any payment to be made to University by Licensee shall be paid by Licensee without deduction from any payment due to University hereunder. 4.4 The balance of any payments pursuant to this Agreement, including those specified in Section 6.2, which are overdue shall bear interest, compounded monthly, calculated from the due date until payment is received at the rate of eight percent (8%) per annum. Payment of such interest by Licensee shall not negate or waive the right of University to seek any other remedy, legal or equitable, to which it may be entitled because of the delinquency of any payment, including, but not limited to, termination of this Agreement as set forth in Article 10. Licensee shall reimburse University for any costs and expenses incurred in connection with collecting any overdue balance of payments with respect to Licensee’s payment and reimbursement obligations under this Agreement, including the costs of engaging counsel or a collection agency for such purpose. 4.5 Licensee shall sell products and/or services resulting from Licensed Technology to University and its Affiliates upon request at such price(s) and on such terms and conditions as such products and/or processes are made available to Licensee’s most favored customer.

License Consideration. 4.1 5.1 In consideration of the rights, privileges and license granted by University hereunder, Licensee shall pay royalties and other monetary consideration as follows: (a) Initial license fee, nonrefundable and noncreditable against royalties, of _ Twenty Five Thousand Dollars ($ $25,000) due immediately and payable within ten (10) business days from the Effective Date of this Agreement; (b) Annual maintenance fees, non-refundable, non-creditable, and not to be prorated against any other payment or royalties due, in the following amounts amount of Five Thousand Dollars ($5,000) until the first Net Sales occur: (ii) andoccurs; (c) Royalties in an amount equal to three percent ( (3.0%) of Net Sales due immediately and payable each calendar quarter; (d) Beginning with the first Net Sales, a minimum annual royalty in the amount of $ Fifty Thousand Dollars ($50,000) per calendar year, but only to the extent such minimum royalty is greater than the aggregate annual royalty computed in accordance with Section 4.1(c5.1(c) above; and Sample; (e) A share of Non-Royalty Sublicense Income of fifteen percent ( (15.0%); and (f) One Hundred and Twenty Five Thousand (125,000) Shares of Licensee's Capital Stock as further described in the Stock Issuance Agreement attached and incorporated hereto as Exhibit E, which is equal to Two Percent (2.0%) of the issued and outstanding Capital Stock of Licensee ("Common Equity") on a fully diluted basis as of the Effective Date, which assumes the exercise, conversion and exchange of all outstanding securities of Licensee for or into Shares of Common Equity. 4.2 5.2 All payments pursuant to this Agreement shall be made by check or by wire transfer in United States Dollars without deduction or exchange, collection or other charges and directed to the address, or in the case of wire transfer, to the bank set forth in Article 11. Annual maintenance fees pursuant to Section 4.1(b5.1(b) hereof shall be paid on the anniversary of the Effective Date of the calendar year in which they are due. Royalty payments pursuant to Section 4.1(c5.1(c) hereof shall be paid within thirty (30) days after each March 31, June 30, September 30 and December 31. Minimum annual royalties pursuant to Section 4.1(d5.1(d) shall be due December 31 and paid by January 30 following the calendar year in which they are due. Non-Royalty Sublicense Income payments pursuant to Section 4.1(e5.1(e) hereof shall by paid within thirty (30) days after receipt of payment by Licensee from sublicense. 4.3 5.3 Taxes imposed by any foreign governmental agency on any payment to be made to University by Licensee shall be paid by Licensee without deduction from any payment due to University hereunder. 4.4 5.4 The balance of any payments pursuant to this Agreement, including those specified in Section 6.27.2, which are overdue shall bear interest, compounded monthly, calculated from the due date until payment is received at the rate of eight percent (8%) per annum. Payment of such interest by Licensee shall not negate or waive the right of University to seek any other remedy, legal or equitable, to which it may be entitled because of the delinquency of any payment, including, but not limited to, termination of this Agreement as set forth in Article 1011. Licensee shall reimburse University for any costs and expenses incurred in connection with collecting any overdue balance of payments with respect to Licensee’s 's payment and reimbursement obligations under this Agreement, including the costs of engaging counsel or a collection agency for such purpose. 4.5 5.5 Licensee shall sell products and/or services resulting from Licensed Technology to University and its Affiliates upon request at such price(s) and on such terms and conditions as such products and/or processes are made available to Licensee’s 's most favored customer.

License Consideration. 4.1 In consideration of the rights, privileges and license granted by University hereunder, Licensee shall pay royalties and other monetary consideration as follows: (a) Initial license fee, nonrefundable and noncreditable against royalties, of _ Twenty Thousand Dollars ($ $20,000) due immediately and payable within ten (10) business days from the Effective Date of this Agreement; (b) Annual maintenance fees, non-refundable, non-creditable, and not to be prorated against any other payment or royalties due, in the following amounts until the first Net Sales occur: (i) Twenty-Five Thousand Dollars ($25,000) due on the first, second, and third anniversary of the Effective Date; (ii) One Hundred Thousand Dollars ($100,000) due on the fourth anniversary of the Effective Date; and (iii) One Hundred Fifty Thousand Dollars ($150,000) due on the fifth anniversary and each subsequent anniversary of Effective Date until first commercial sale of Licensed Technology. (c) Royalties in an amount equal to percent ( %) [***] of Net Sales due immediately and payable each calendar quarter. [***]; (d) Milestone payments, which shall be non-refundable and non-creditable against royalties, in the amount of [***] due upon FDA or foreign equivalent approval of Licensed Technology. (e) Beginning with the first Net Sales, a minimum annual royalty in the amount of $ [***]per calendar year, but only to the extent such minimum royalty is greater than the aggregate annual royalty computed in accordance with Section 4.1(c) above; and Sampleand (ef) A share of Non-Royalty Sublicense Income as follows: (i) [***]for sublicenses executed before the fourth anniversary of percent ( %)the Effective Date; (ii) [***] for sublicenses executed between the fourth and before the eighth anniversary of the Effective Date; and (iii) [***] for sublicenses executed on or after the eighth anniversary of the Effective Date. 4.2 All payments pursuant to this Agreement shall be made by check or by wire transfer in United States Dollars without deduction or exchange, collection or other charges and directed to the address, or in the case of wire transfer, to the bank set forth in Article 11. Annual maintenance fees pursuant to Section 4.1(b) hereof shall be paid on the anniversary of the Effective Date of the calendar year in which they are due. Royalty payments pursuant to Section 4.1(c) hereof shall be paid within thirty (30) days after each March 31, June 30, September 30 and December 31. Minimum annual royalties pursuant to Section 4.1(d4.1(e) shall be due December 31 and paid by January 30 following the calendar year in which they are due. Non-Royalty Sublicense Income payments pursuant to Section 4.1(e4.1(f) hereof shall by paid within thirty (30) days after receipt of payment by Licensee from sublicense. 4.3 Taxes imposed by any foreign governmental agency on any payment to be made to University by Licensee shall be paid by Licensee without deduction from any payment due to University hereunder. 4.4 The balance of any payments pursuant to this Agreement, including those specified in Section 6.2, which are overdue shall bear interest, compounded monthly, calculated from the due date until payment is received at the rate of eight percent (8%) [***]per annum. Payment of such interest by Licensee shall not negate or waive the right of University to seek any other remedy, legal or equitable, to which it may be entitled because of the delinquency of any payment, including, but not limited to, termination of this Agreement as set forth in Article 10. Licensee shall reimburse University for any costs and expenses incurred in connection with collecting any overdue balance of payments with respect to Licensee’s payment and reimbursement obligations under this Agreement, including the costs of engaging counsel or a collection agency for such purpose. 4.5 Licensee shall sell products and/or services resulting from Licensed Technology to University and its Affiliates upon request at such price(s) and on such terms and conditions as such products and/or processes are made available to Licensee’s most favored customer.