Licensed Material Royalty Sample Clauses
The Licensed Material Royalty clause defines the payment obligations of a licensee to the licensor for the use of licensed materials, such as intellectual property, software, or content. Typically, this clause specifies the royalty rate, the basis for calculation (such as sales, usage, or revenue), and the frequency and method of payment. For example, a licensee may owe a percentage of net sales generated from products incorporating the licensed material. The core function of this clause is to ensure the licensor is fairly compensated for the use of their materials and to provide clear terms for financial transactions between the parties.
Licensed Material Royalty. In country(ies) in which a Licensed Product is not covered by a Valid Claim, but includes Licensed Material, COMPANY will pay to MAYO:
i. [***] on the portion of annual Net Sales that are less than [***]
ii. [***] on the portion of annual Net Sales that are between [***]
iii. [***] on the portion of annual Net Sales that are greater than [***] In no event will a Licensed Material Royalty be due for any Net Sales after fifteen (15) years from the First Commercial Sale of the applicable Licensed Product, on a country-by-country basis and Licensed Product-by-Licensed Product basis. Confidential Portions of this Exhibit marked as [***] have been omitted pursuant to a request for confidential treatment and have been filed separately with the Securities and Exchange Commission. FINAL License Agreement page 8 of 22 MAYO [***]/ Evelo 8/07/2017 The Earned Royalties are payable as described in Section 4.01 (Reports and Payments). Licensed Products transferred to MAYO or its Affiliates are not considered transfers for purposes of determining Net Sales or for calculating Earned Royalties. No Earned Royalties are due MAYO on transfers to MAYO or MAYO Affiliates. Earned Royalties subject to Section 3.04 (a) above shall terminate on a Licensed Product-by-Licensed Product and country-by-country basis upon the first date when there is no longer a Valid Claim covering such Licensed Product in the country where such Product is made or sold.
Licensed Material Royalty. In country(ies) in which a Licensed Product is not covered by a Valid Claim, but includes Licensed Material, COMPANY will pay to MAYO:
(i) [***] on the portion of annual Net Sales that are less than [***]
(ii) [***] on the portion of annual Net Sales that are between [***]
(iii) [***] on the portion of annual Net Sales that are greater than [***] In no event will a Licensed Material Royalty be due for any Net Sales after fifteen (15) years from the First Commercial Sale of the applicable Licensed Product, on a country-by-country basis and Licensed Product-by-Licensed Product basis. The Earned Royalties are payable as described in Section 4.01 (Reports and Payments). Licensed Products transferred to MAYO or its Affiliates are not considered transfers for purposes of determining Net Sales or for calculating Earned Royalties. No Earned Royalties are due MAYO on transfers to MAYO or MAYO Affiliates. Earned Royalties subject to Section 3.04(a) above shall terminate on a Licensed Product-by-Licensed Product and country-by-country basis upon the first date when there is no longer a Valid Claim covering such Licensed Product in the country where such Product is made or sold.