Common use of Maintenance and Other Fees Clause in Contracts

Maintenance and Other Fees. Assignor shall (i) pay any maintenance fees, annuities, and the like that become due on the Patents and/or for which the window period will become open after the Effective Date and up to ten (10) days after the Effective Date and Assignee shall reimburse Assignor for any such payments made by Assignor; (ii) provide, on or before the Effective Date, a list to Assignee of the dates on which any such fees, annuities and the like will become due and/or for which the window period will open during the two (2) month period following the Effective Date; and (iii) shall otherwise use its reasonable best efforts to assist Assignee in preventing abandonment of the Patents. Assignor shall be responsible for all invoices, expenses, and fees pending to outside prosecution counsel or agents existing on the Effective Date. Assignee shall be responsible for all taxes and fees relating to purchase of the Patents, other than income taxes and withholding taxes imposed on Assignor. Assignee will timely remit to the appropriate taxing authorities all taxes, levies or other imposts as required by law, including any withholding taxes imposed on this payment to Assignor, and shall provide Assignor with written evidence that such payment was made. Assignor and Assignee shall cooperate with each other and take all commercially reasonable steps to (i) file certificates and other documentation with taxing authorities and/or (ii) legitimately obtain a reduction or elimination of, or credit for, any taxes, levies or other imposts arising from transactions contemplated by this Agreement.

Appears in 6 contracts

Samples: Patent Assignment Agreement, Patent Assignment Agreement, Patent Assignment Agreement

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Maintenance and Other Fees. Assignor shall (i) pay any maintenance fees, annuities, and the like that become due on the Patents and/or for which the window period will become open after the Effective Date and up to ten (10) 60 days after the Effective Date and Assignee shall reimburse Assignor for any such payments made by Assignor; (ii) provide, on or before the Effective Date, a list to Assignee of the dates on which any such fees, annuities and the like will become due and/or for which the window period will open during the two (2) month period following the Effective Date; and (iii) shall otherwise use its reasonable best efforts to assist Assignee in preventing abandonment of the Patents. Assignor shall be responsible for all invoices, expenses, and fees pending to outside prosecution counsel or agents existing on the Effective Date. Assignee shall be responsible for all taxes and fees relating to purchase of the Patents, other than income taxes and withholding taxes imposed on Assignor. Assignee will timely remit to the appropriate taxing authorities all taxes, levies or other imposts as required by law, including any withholding taxes imposed on this payment to Assignor, and shall provide Assignor with written evidence that such payment was made. Assignor and Assignee shall cooperate with each other and take all commercially reasonable steps to (i) file certificates and other documentation with taxing authorities and/or (ii) legitimately obtain a reduction or elimination of, or credit for, any taxes, levies or other imposts arising from transactions contemplated by this Agreement.

Appears in 4 contracts

Samples: Patent Assignment Agreement, Patent Assignment Agreement, Patent Assignment Agreement

Maintenance and Other Fees. Assignor shall (i) pay forward to Xeriant any and all notices concerning Patent Office Actions, maintenance fees, annuities, and the like that become due on the Movychem Patents and/or for which the window period will become open after the Effective Date and up to ten (10) days after the Effective Date and Assignee shall reimburse Assignor for any immediately upon receipt of such payments made notices by Assignor; (ii) provide, on or before the Effective Date, a list to Assignee Xeriant of the dates on which any such fees, annuities and the like will become due and/or for which the window period will open during the two (2) month period following the Effective Date; (iii) provide Xeriant with a list of and contact information for all patent law firms, agents, counsel, attorneys and/or representatives currently or previously used by Assignor or who represented Assignor for one or more of the Movychem Patents or were responsible for handling the last annuity fees payments on behalf of Assignor for the Movychem Patents; and (iiiiv) shall otherwise use its reasonable best efforts to assist Xeriant and Assignee in preventing abandonment abandonment, cancellation and/or early expiration of the Movychem Patents. Assignor shall be responsible for all invoices, expenses, and fees pending to outside prosecution counsel or agents existing on the Effective Date. Assignee Xeriant shall be responsible for all taxes and fees relating to purchase of the Patents, if any, other than income taxes and withholding taxes imposed on Assignor. Assignee Xeriant will timely remit to the appropriate taxing authorities all taxes, levies or other imposts as required by law, including any withholding taxes imposed on this payment to Assignor, and shall provide Assignor with written evidence that such payment was made. Assignor and Assignee Xeriant shall cooperate with each other and take all commercially reasonable steps to (i) file certificates and other documentation with taxing authorities and/or (ii) legitimately obtain a reduction or elimination of, or credit for, any taxes, levies or other imposts arising from transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Patent Exclusive License and Assignment Agreement (Xeriant, Inc.)

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Maintenance and Other Fees. Assignor shall (i) pay any maintenance fees, annuities, and the like that become due on the Patents and/or for which the window period will become open after the Effective Date and up to ten (10) 60 days after the Effective Date and Assignee shall reimburse Assignor for any such payments made by Assignor; (ii) provide, on or before the Effective Date, a list to Assignee of the dates on which any such fees, annuities and the like will become due and/or for which the window period will open during the two (2) month period following the Effective Date; and (iii) shall otherwise use its reasonable best efforts to assist Assignee in preventing abandonment of the Patents. Assignor shall be responsible for all invoices, expenses, and fees pending to outside prosecution counsel or agents existing on the Effective Date. Assignee shall be responsible for all taxes and fees relating to purchase of the PatentsPatent, other than income taxes and withholding taxes imposed on Assignor. Assignee will timely remit to the appropriate taxing authorities all taxes, levies or other imposts as required by law, including any withholding taxes imposed on this payment to Assignor, and shall provide Assignor with written evidence that such payment was made. Assignor and Assignee shall cooperate with each other and take all commercially reasonable steps to (i) file certificates and other documentation with taxing authorities and/or (ii) legitimately obtain a reduction or elimination of, or credit for, any taxes, levies or other imposts arising from transactions contemplated by this Agreement.. 3.5.2

Appears in 1 contract

Samples: Assignment Agreement (American Metals Recovery & Recycling Inc.)

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