Common use of Payments and Financial Reports Clause in Contracts

Payments and Financial Reports. (a) All amounts due to University under this Agreement shall be paid in U.S. dollars, by check or other instrument representing immediately available funds, payable as set forth on Schedule 1. Payments are non-refundable and unless expressly stated herein, non-creditable. If Licensee or any Sublicensee receives payment in a currency other than U.S. dollars, such currency will be converted directly from the currency in the country of sales origin to U.S. dollars on the date payment was made to Licensee or Sublicensee, without intermediate conversions, based on the conversion rate applicable for exchange of Citibank, N.A., in New York, New York, on the date of payment. (b) Payments due to the University under this Agreement, if not paid when due, shall be subject to a late payment charge of [***] of the delinquent amount (or the maximum interest rate permitted by law if less) or $1.00, whichever is greater, per month on the past due balance, and a past due penalty of [***] per month. In the event Licensee’s past due amount is referred for collection, Licensee shall pay a one-time collection fee of [***]. Licensee hereby acknowledges that University may refer Client’s past due accounts for collection and authorize legal action for the collection of past due accounts, and Licensee shall be responsible for all reasonable costs of collection incurred by University including reasonable attorney fees and court costs. The accrual or receipt by University of interest under this Section shall not constitute a waiver by University of any right it may otherwise have to declare a breach of or default under this Agreement and to terminate this Agreement. Licensee authorizes University and its agents to contact Licensee at any telephone number, wireless communication service and/or email address Licensee provides to the University, using automated telephone dialing systems, artificial or pre-recorded voice or text messages, or personal calls, regarding Licensee’s obligation to repay any debt owed to University. Licensee understands that others may be able to access University’s messages and/or emails, and their content, which may include information regarding Licensee’s debt. The accrual or receipt by University of late payments and interest shall not waive any right or remedy University may otherwise have, including to terminate this Agreement in accordance with Section 6.2. (c) Licensee shall promptly notify University of Sublicensee Revenue that has accrued. In addition, Licensee shall deliver to University a true and complete accounting within [***] days after the end of each Royalty Period, including the final Royalty Period showing all amounts that have accrued to University during the Royalty Period, the calculation of such amounts on a Product-by-Product basis as set forth on Exhibit A. If no payments are due in a Royalty Period, then Licensee shall submit a report to University so stating. (d) If Company upon advice of its patent counsel reasonably deems it necessary to obtain a license under a patent owned by a third party who is not an Affiliate or a Sublicensee in order to avoid infringement thereof while practicing the Patent Rights to make Products hereunder, then during such practice of the third party’s patent in any particular country where such license is so required, Licensee may deduct [***] of the royalties paid by Licensee to such third party during the Royalty Period that are attributable to the use of its patent for such Product in such country from the amount of royalties otherwise due to University pursuant to Section 3.2 for such Product in such country, provided that in no event shall royalties otherwise due to University in such Royalty Period for such Product in such country be less than [***].

Payments and Financial Reports. (a) All amounts due to University under this Agreement shall be paid in U.S. dollars, by check or other instrument representing immediately available funds, payable as set forth on Schedule 1. Payments are non-refundable and unless expressly stated herein, non-creditable. If Licensee or any Sublicensee receives payment in a currency other than U.S. dollars, such currency will be converted directly from the currency in the country of sales origin to U.S. dollars on the date payment was made to Licensee or Sublicensee, without intermediate conversions, based on the conversion rate applicable for exchange of Citibank, N.A., in New York, New York, on the date of payment. (b) Payments due to the University under this Agreement, if not paid when due, shall be subject to a late payment charge of [***] 1.75% of the delinquent amount (or the maximum interest rate permitted by law if less) or $1.00, whichever is greater, per month on the past due balance, and a past due penalty of [***] $2.00 per month. In the event Licensee’s past due amount is referred for collection, Licensee shall pay a one-time collection fee of [***]. $40.00, Licensee hereby acknowledges that University may refer Client’s past due accounts for collection and authorize legal action for the collection of past due accounts, and Licensee shall be responsible for all reasonable costs of collection incurred by University including reasonable attorney fees and court costs. The accrual or receipt by University of interest under this Section shall not constitute a waiver by University of any right it may otherwise have to declare a breach of or default under this Agreement and to terminate this Agreement. Licensee authorizes University and its agents to contact Licensee at any telephone number, wireless communication service and/or email address Licensee provides to the University, using automated telephone dialing systems, artificial or pre-recorded voice or text messages, or personal calls, regarding Licensee’s obligation to repay any debt owed to University. Licensee understands that others may be able to access University’s messages and/or emails, and their content, which may include information regarding Licensee’s debt. The accrual or receipt by University of late payments and interest shall not waive any right or remedy University may otherwise have, ; including to terminate this Agreement in accordance with Section 6.2. (c) Licensee shall promptly notify University of Sublicensee Revenue that has accrued. In addition, Licensee shall deliver to University a true and complete accounting within [***] days after the end of each Royalty Period, including the final Royalty Period showing all amounts that have accrued to University during the Royalty Period, the calculation of such amounts on a Product-by-Product basis as set forth on Exhibit A. If no payments are due in a Royalty Period, then Licensee shall submit a report to University so stating. (d) If Company upon advice of its patent counsel reasonably deems it necessary to obtain a license under a patent owned by a third party who is not an Affiliate or a Sublicensee in order to avoid infringement thereof while practicing the Patent Rights to make Products hereunder, then during such practice of the third party’s patent in any particular country where such license is so required, Licensee may deduct [***] of the royalties paid by Licensee to such third party during the Royalty Period that are attributable to the use of its patent for such Product in such country from the amount of royalties otherwise due to University pursuant to Section 3.2 for such Product in such country, provided that in no event shall royalties otherwise due to University in such Royalty Period for such Product in such country be less than [***].

Payments and Financial Reports. (a) All amounts due owing to University under this Agreement shall be paid in U.S. dollars, by check or other instrument representing immediately available funds, funds payable as set forth to "The University of Illinois," or in a wire transfer sent to an account listed on Schedule 1. Payments , if any are non-refundable and unless expressly stated herein, non-creditablelisted. If Licensee or any Sublicensee receives payment in a currency other than U.S. dollars, such currency will be converted directly from the currency in the country of sales origin to U.S. dollars on the date initial payment was made to Licensee or Sublicenseemade, without intermediate conversions, and payments will be made based on the such conversion. The conversion rate shall be the applicable for rate of exchange of Citibank, N.A., in New York, New York, on each day of each month during which revenues are received by Licensee during the date of paymentRoyalty Period. (b) Payments due to the University under this Agreement, if not paid when due, shall be subject to a late payment charge fee of [***] of the delinquent amount 1.5% per month (or the maximum interest rate amount permitted by law if less) or $1.00, whichever is greater, per month on of the past due balance, delinquent amount and a past due penalty of [***] $2.00 per month. In the event Licensee’s 's past due amount is referred for collection, Licensee shall pay a one-time be responsible for all costs of collection fee of [***]incurred by University including attorney fees and court costs. Licensee hereby acknowledges that University may refer Client’s Licensee's past due accounts for collection and authorize legal action for the collection of past due accounts, and Licensee shall be responsible for all reasonable costs of collection incurred by University including reasonable attorney fees and court costs. The accrual or receipt by University of interest under this Section shall not constitute a waiver by University of any right it may otherwise have to declare a breach of or default under this Agreement and to terminate this Agreement. Licensee authorizes University and its agents to contact Licensee at any telephone number, wireless communication service and/or email address Licensee provides to the University, using automated telephone dialing systems, artificial or pre-recorded voice or text messages, or personal calls, regarding Licensee’s 's obligation to repay any debt owed to University. Licensee understands that others may be able to access University’s 's messages and/or emails, and their content, which may include information regarding Licensee’s 's debt. The accrual or receipt by University of late payments and interest shall not waive any right or remedy University may otherwise have, including to terminate this Agreement in accordance with Section 6.2. (c) Licensee shall promptly notify University of Sublicensee Revenue that has accrued. In addition, Licensee shall deliver to University a true and complete accounting within [***] forty-five (45) days after the end of each Royalty Period, including the final Royalty Period showing all amounts that have accrued to University during the Royalty Period, the calculation of such amounts on a Product-by-Product basis as set forth on Exhibit A. If no payments are due in a Royalty Period, then Licensee shall submit a report to University so stating. (d) If Company upon advice of its patent counsel reasonably deems it necessary to obtain a license under a patent owned by a third party who is not an Affiliate or a Sublicensee in order to avoid infringement thereof while practicing the Patent Rights to make Products hereunder, then during such practice of the third party’s patent in any particular country where such license is so required, Licensee may deduct [***] of the royalties paid by Licensee to such third party during the Royalty Period that are attributable to the use of its patent for such Product in such country from the amount of royalties otherwise due to University pursuant to Section 3.2 for such Product in such country, provided that in no event shall royalties otherwise due to University in such Royalty Period for such Product in such country be less than [***].