Common use of Percentage Compensation Clause in Contracts

Percentage Compensation. Licensee agrees to pay Licensor a sum equal to the percentage specified in Schedule E (or Licensor's prevailing rate, if greater) of all net sales (as defined below) by Licensee or any of its affiliated, associated or subsidiary entities of the Licensed Product(s) covered by this Agreement. (Such percentage of net sales is herein called "Percentage Compensation.") Percentage Compensation shall be payable concurrently with the periodic statements required in the following paragraph, except to the extent offset by Guaranteed Compensation theretofore remitted. The term "net sales" shall mean gross sales based on the wholesale price to the retail trade less quantity discounts and actual returns, but no deduction shall be made for uncollectible accounts, commissions, taxes, discounts other than quantity discounts, such as cash discounts and discounts attributable to the issuance of a letter of credit, or any other amount. No costs incurred in the manufacture, sale, distribution, promotion or advertisement of the Licensed Product(s) shall be deducted in any Percentage Compensation payable by Licensee. Said Percentage Compensation shall also be paid by Licensee to Licensor on all Licensed Product(s) (including, without limitation, any irregulars, seconds, etc. distributed pursuant to the provisions of Paragraph 10 of this Agreement) distributed by Licensee or any of its affiliated, associated or subsidiary entities even if not billed or billed at less than usual net sales price for such Licensed Product(s), and shall be based upon the usual net sales price for such Licensed Product(s) sold to the trade by Licensee. Any late payments of Advance Compensation, Guaranteed Compensation or Percentage Compensation shall require Licensee to pay Licensor, in addition to the amounts due, interest at one percent (1%) per month or the highest prime lending rate of Chase Manhattan Bank during the period such amounts are delinquent, whichever is greater, on the amounts delinquent for the period of the delinquency, without prejudice to any other rights of Licensor in connection therewith.

Percentage Compensation. Licensee agrees to pay Licensor a sum equal to the percentage specified in Schedule E (or Licensor's prevailing rate, if greater) of all net sales (as defined below) by Licensee or any of its affiliated, associated or subsidiary entities of the Licensed Product(s) covered by this Agreement. (Such percentage of net sales is herein called "Percentage Compensation.") Percentage Compensation shall be payable concurrently with the periodic statements required in the following paragraph, except to the extent offset by Guaranteed Compensation theretofore remitted. The term "net sales" shall mean gross sales based on the wholesale price to the retail trade less quantity discounts and actual returns, but no deduction shall be made for uncollectible accounts, commissions, taxes, discounts other than quantity discounts, such as cash discounts and discounts attributable to the issuance of a letter of credit, or any other amount. No costs incurred in the manufacture, sale, distribution, promotion or advertisement of the Licensed Product(s) shall be deducted in from any Percentage Compensation payable by Licensee. Said Percentage Compensation shall also be paid by Licensee to Licensor on all Licensed Product(s) (including, without limitation, any irregulars, seconds, etc. distributed pursuant to the provisions of Paragraph 10 of this Agreement) distributed by Licensee or any of its affiliated, associated or subsidiary entities even if not billed or billed at less than usual net sales price for such Licensed Product(s), ================================================================================ ================================================================================ and shall be based upon the usual net sales price sale sprice for such Licensed Product(s) sold to the trade by Licensee. Any late payments of Advance Compensation, Guaranteed Compensation or Percentage Compensation shall require Licensee to pay Licensor, in addition to the amounts due, interest at one percent (1%) per month or the highest prime lending rate of Chase Manhattan Chemical Bank during the period such amounts are delinquent, whichever is greater, on the amounts delinquent for the period of the delinquency, without prejudice to any other rights of Licensor in connection therewith.

Percentage Compensation. Licensee agrees to pay Licensor a sum equal to the percentage specified in Schedule E (or Licensor's prevailing rate, if greater) of all net sales (as defined below) by Licensee or any of its affiliated, associated or subsidiary entities of the Licensed Product(s) covered by this Agreement. (Such percentage of net sales is herein called "Percentage Compensation.") ). Percentage Compensation shall be payable concurrently with the periodic statements required in the following paragraph, except to the extent offset by Guaranteed Compensation theretofore remitted. The term "net sales" shall mean gross sales based on the wholesale price to the retail trade less quantity discounts and actual returns, but no deduction shall be made for uncollectible accounts, commissions, taxes, discounts other than quantity discounts, such as cash discounts and discounts attributable to the issuance of a letter of credit, taxes or any other amount. No costs incurred in the manufacture, sale, distribution, promotion or advertisement of the Licensed Product(s) shall be deducted in from any Percentage Compensation payable by Licensee. Said Percentage Compensation shall also be paid by Licensee to Licensor on all Licensed Product(s) (including, without limitation, any irregulars, seconds, etc. ., distributed pursuant to the provisions of Paragraph 10 of this Agreement) distributed by Licensee or any of its affiliated, associated or subsidiary entities even if not billed or billed at less than usual net sales price for such Licensed Product(s), and shall be based upon the usual net sales price for such Licensed Product(s) sold to the trade by Licensee. Any late payments of Advance Compensation, Guaranteed Compensation or Percentage Compensation shall require Licensee to pay Licensor, in addition to the amounts due, interest at one percent (1%) per month or the highest prime lending rate of Chase Manhattan Bank during the period such amounts are delinquent, whichever is greater, on the amounts delinquent for the period of the delinquency, without prejudice to any other rights of Licensor licensor in connection therewith.

Percentage Compensation. Licensee agrees to pay Licensor a sum equal to the percentage specified in Schedule E (or Licensor's prevailing rate, if greater) of all net sales (as defined below) by Licensee or any of its affiliated, associated or subsidiary entities of the Licensed Product(s) covered by this Agreement. (Such percentage of net sales is herein called "Percentage Compensation.") Percentage Compensation shall be payable concurrently with the periodic statements required in the following paragraph, except to the extent offset by Guaranteed Compensation theretofore remitted. The term "net sales" shall mean gross sales based on the wholesale price to the retail trade less quantity discounts and actual returns, but no deduction shall be made for uncollectible accounts, commissions, taxes, discounts other than quantity discounts, such as cash discounts and discounts attributable to the issuance of a letter of credit, or any other amount. No costs incurred in the manufacture, sale, distribution, promotion or advertisement of the Licensed Product(s) shall be deducted in from any Percentage Compensation payable by Licensee. Said Percentage Compensation shall also be paid by Licensee to Licensor on all Licensed Product(s) (including, without limitation, any irregulars, seconds, etc. distributed pursuant to the provisions of Paragraph 10 of this Agreement) distributed by Licensee or any of its affiliated, associated or subsidiary entities even if not billed or billed at less than usual net sales price for such Licensed Product(s), ============================================================================ ==== ============================================================================ ==== -2- and shall be based upon the usual net sales price sale sprice for such Licensed Product(s) sold to the trade by Licensee. Any late payments of Advance Compensation, Guaranteed Compensation or Percentage Compensation shall require Licensee to pay Licensor, in addition to the amounts due, interest at one percent (1%) per month or the highest prime lending rate of Chase Manhattan Chemical Bank during the period such amounts are delinquent, whichever is greater, on the amounts delinquent for the period of the delinquency, without prejudice to any other rights of Licensor in connection therewith.

Percentage Compensation. Royalties: Licensee agrees to pay Licensor shall pay, on a sum equal to calendar quarterly basis (the "Royalty Period"), within forty-five (45) days after the end of each calendar quarter during the Licensed Period, the percentage compensation/royalty amount ("Percentage Compensation/Royalties") specified in Schedule E "A" on all Net Sales of the Licensed Products at the established gross price of the Licensed Products or any higher selling price if applicable, less only deductions for actual, verifiable returns of damaged Licensed Products actually credited to a customer and normal trade discounts actually given to a customer provided all such deductions and discounts shall not exceed a total of fourteen percent (or Licensor's prevailing rate, if greater14%) of all net the gross sales (as defined below) for the period. As used in this Agreement, the term "Net Sales" shall mean the gross number of Licensed Products sold by or on behalf of Licensee or any of its directly or indirectly related, affiliated, associated associated, parent or subsidiary entities companies ("Affiliated Entity") less only Licensed Products distributed free of charge to Agent and Licensor as required herein below in paragraph 8. as samples and for copyright/trademark purposes, or in the normal course of business as samples, provided that Licensee does not receive compensation of any type for such samples and the distribution of such samples is limited to a reasonable number for the purposes of stimulating sales and orders of the Licensed Product(s) covered by Products. For purposes of this Agreement. (Such percentage of net sales , a Licensed Product shall be considered "sold" upon the date when such Licensed Product is herein called "billed, invoiced, shipped/distributed, or paid for, whichever event occurs first and except as provided above, the Percentage Compensation.") Percentage Compensation /Royalties shall be payable concurrently with by Licensee on the periodic statements required in distribution of all Licensed Products whether distributed to third parties, to an Affiliated Entity or otherwise, whether or not billed. No deductions from the following paragraphgross selling price shall be permitted for trade or cash discounts or other discounts, whether or not similar to the foregoing, advertising allowances, uncollectable accounts or bad debts and no deductions for returns shall be allowed on the basis of an accrual or reserve system, except to the extent offset by Guaranteed Compensation theretofore remittedas specifically permitted herein. The term "net sales" shall mean gross sales based on the wholesale price to the retail trade less quantity discounts and actual returnsAdditionally, but no deduction shall be made for uncollectible accounts, commissions, taxes, discounts other than quantity discounts, such as cash discounts and discounts attributable to the issuance of a letter of credit, or any other amount. No costs incurred in the manufacture, distribution, shipping, sale, distributionexploitation, promotion or advertisement of the Licensed Product(s) Products shall be deducted from the amount payable hereunder. In the event that Licensee sells and/or distributes the Licensed Products to an entity in any way related to Licensee or in a manner other than in an arms length transaction, the Percentage Compensation Compensation/Royalties payable by Licensee. Said Percentage Compensation on such sales and/or distribution shall also be paid by Licensee to Licensor calculated based on all Licensed Product(s) (including, without limitation, any irregulars, seconds, etc. distributed pursuant to the provisions higher of Paragraph 10 of this Agreement) distributed the amount charged by Licensee or any the amount charged by such other entity in connection with the sales and/or distribution of its affiliatedthe Licensed Products by such other entity, associated whichever is greater. Notwithstanding the foregoing, Licensee acknowledges and agrees that the Percentage Compensation/Royalties payable hereunder in connection with sales to, or subsidiary entities even if by, an Affiliated Entity shall not billed or billed at be less than usual net sales price for such Licensed Product(s), and shall be that the Percentage Compensation/Royalties based upon the usual net sales price for such Licensed Product(s) sold generally charged to the trade by Licensee. Any late payments of Advance Compensation, Guaranteed Compensation or Percentage Compensation shall require Licensee to pay Licensor, in addition to the amounts due, interest at one percent (1%) per month or the highest prime lending rate of Chase Manhattan Bank during the period such amounts are delinquent, whichever is greater, on the amounts delinquent for the period of the delinquency, without prejudice to any other rights of Licensor in connection therewithan arms-length transaction.

Percentage Compensation. Licensee agrees shall pay to pay Licensor a sum equal to Licensor, percentage compensation (but in no event an amount less than the percentage specified in Schedule E (or Licensor's prevailing rate, if greaterGuaranteed Minimum Payment) based upon [**]% of all net sales (as defined below) by Licensee or any of its affiliated, associated or subsidiary entities of the Licensed Product(s) covered by this Agreement. (Such percentage of net sales is herein called "Percentage Compensation.") Percentage Compensation shall be payable concurrently with the periodic statements required in the following paragraph, except to the extent offset by Guaranteed Compensation theretofore remitted. The term Licensee's "net sales" of the Licensed Products for the sales indicated on the detailed compilations of net sales performed on a quarterly basis. Net sales for all periods shall mean be defined as gross sales based on made to unaffiliated third parties, less returns received from unaffiliated third parties, products destroyed in the wholesale price to the retail trade less quantity discounts field and actual returnssales taxes, but no deduction if any. No other deductions shall be made for uncollectible accountsmade, commissionsincluding but not limited to, taxes, discounts other than quantity discounts, such as cash discounts and discounts attributable to the issuance of a letter of credit, or any other amount. No costs incurred in the manufactureproduction, distribution, sale, distribution, promotion marketing or advertisement of the Licensed Product(s) Product or for uncollectible accounts. At the end of the year, the royalty due to Licensor for the entire year shall be deducted calculated on an annual basis (the "Earned Annual Royalty"). The royalty due Licensor at this time shall be equal to [**] percent of the net sales for the calendar year less the Guaranteed Minimum Payment. The calculation of the Earned Annual Royalty for the periods ending December 31, 2002, and December 31, 2003, only, are each based upon the sum of $[**]. With these exceptions, if the Earned Annual Royalty exceeds the previously paid sum of the Guaranteed Minimum Payment -------------------------------------------------------------------------------- THE SYMBOL '[**]' IS USED TO INDICATE THAT A PORTION OF THE EXHIBIT HAS BEEN OMMITTED AND FILED SEPARATELY WITH THE COMMISSION. 2 for the year, such incremental amount shall be paid to the Licensor by the Licensee within 30 days of the end of that year. In no event shall the Earned Annual Royalty be less than the Guaranteed Minimum Payment indicated in Exhibit 1 hereto. The final payment of Earned Annual Royalty, at term end, to be made by Licensee shall be offset by an amount estimated in good faith by the Licensee, taking into account past return history, that will be required to cover deductions to be made by retail accounts for unsold Products in the possession of the Licensee's customers. Estimates regarding offset amounts are to the revised up or down based upon actual returns. A final reconciliation of the amount of such final payment shall be provided to the Licensor within one hundred twenty (120) days of the due date of the final payment and any Percentage Compensation payable by Licensee. Said Percentage Compensation additional royalty shall also be paid by Licensee to Licensor on all Licensed Product(sthirty (30) days therefrom. If actual deductions exceed Licensee's good faith estimate, Licensor will refund the excess royalty to Licensee within thirty (including, without limitation, any irregulars, seconds, etc. distributed pursuant to the provisions of Paragraph 10 of this Agreement30) distributed by Licensee or any of its affiliated, associated or subsidiary entities even if not billed or billed at less than usual net sales price for such Licensed Product(s), and shall be based upon the usual net sales price for such Licensed Product(s) sold to the trade by Licensee. Any late payments of Advance Compensation, Guaranteed Compensation or Percentage Compensation shall require Licensee to pay Licensor, in addition to the amounts due, interest at one percent (1%) per month or the highest prime lending rate of Chase Manhattan Bank during the period such amounts are delinquent, whichever is greater, on the amounts delinquent for the period days of the delinquency, without prejudice to any other rights of Licensor in connection therewithfinal reconciliation.

Percentage Compensation. Licensee agrees to pay Licensor a sum equal to the percentage specified in Schedule E (or Licensor's prevailing rate, if greater) of all net sales (as defined below) by Licensee or or, subject to Schedule G, Licensee Affiliates, any of its affiliated, associated or subsidiary entities of the Licensed Product(s) covered by this Agreement. (Such percentage of net sales is herein called "Percentage Compensation.") Percentage Compensation shall be payable concurrently with the periodic statements required in the following paragraph, except to the extent offset by Guaranteed Compensation theretofore remitted. The term "net sales" shall mean gross sales based on the wholesale price to the retail trade less quantity discounts and actual returns, but no deduction shall be made for uncollectible accounts, commissions, taxes, discounts other than quantity discounts, such as cash discounts and discounts attributable to the issuance of a letter of credit, or any other amount. Notwithstanding the foregoing, with regard to Canadian sales, if authorized hereunder, Licensee shall pay Percentage Compensation on the price of the Licensed Product(s) excluding "GST" and any duty and shall submit all statements and Percentage Compensation payments to such party designated by Licensor and as required by this Agreement. Licensee shall account separately for all sales of each Licensed Product (itemized by country and by Licensed Product), pursuant to the requirements of Paragraph 5 below. No costs incurred in the manufacture, sale, distribution, promotion or advertisement of the Licensed Product(s) shall be deducted in any Percentage Compensation payable by Licensee. Said Percentage Compensation shall also be paid by Licensee to Licensor on all Licensed Product(s) (including, without limitation, any irregulars, seconds, etc. distributed pursuant to the provisions of Paragraph 10 of this Agreement) distributed by Licensee or any of its affiliatedLicensee Affiliate, associated or subsidiary entities even if not billed or billed at less than usual net sales price for such Licensed Product(s), and shall be based upon the usual net sales price for such Licensed Product(s) sold to the trade by LicenseeLicensee for (i) such Licensed Product(s), or (ii) if such Licensed Product(s) have not been so sold, products similar to the Licensed Product(s). Any late payments Licensor acknowledges that units of Advance Compensationthe Licensed Product(s) that are exported by Licensee to other licensees of Licensor authorized to distribute such Licensed Product(s) outside the Licensed Territory may, Guaranteed Compensation or Percentage Compensation shall require with Licensor's written approval, be sold without any obligation on Licensee to pay Licensor, in addition Percentage Compensation to the amounts due, interest at one percent (1%) per month or the highest prime lending rate of Chase Manhattan Bank during the period Licensor on such amounts are delinquent, whichever is greater, on the amounts delinquent for the period of the delinquency, without prejudice to any other rights of Licensor in connection therewithunits.

Percentage Compensation. Licensee agrees to pay Licensor a sum equal to the percentage specified in Schedule SCHEDULE E (or Licensor's prevailing rate, if greater) of all net sales (as defined below) by Licensee or or, subject to SCHEDULE G, LICENSEE AFFILIATES, any of its affiliated, associated or subsidiary entities (collectively, "Licensee Affiliates"), of the Licensed Product(s) covered by this Agreement. (Such percentage of net sales is herein called "Percentage Compensation.") Percentage Compensation shall be payable concurrently with the periodic statements required in the following paragraph, except to the extent offset by Total Guaranteed Compensation theretofore remitted. The term "net sales" shall mean gross sales based on the wholesale price to the retail trade less quantity discounts and actual returns, but no deduction shall be made for uncollectible accounts, commissions, taxes, discounts other than quantity discounts, such as cash discounts and discounts attributable to the issuance of a letter of credit, or any other amount. Notwithstanding the foregoing, with regard to Canadian sales, if authorized hereunder, Licensee shall pay Percentage Compensation on the price of the Licensed Product(s) excluding "GST" and any duty and shall submit all statements and Percentage Compensation payments to such party designated by Licensor and as required by this Agreement. Licensee shall account separately for all sales of each Licensed Product (itemized by country and by Licensed Product), pursuant to the requirements of Paragraph 5 below. No costs incurred in the manufacture, sale, distribution, promotion or advertisement of the Licensed Product(s) shall be deducted in from any Percentage Compensation payable by Licensee. Said Percentage Compensation shall also be paid by Licensee to Licensor on all Licensed Product(s) (including, without limitation, any irregulars, seconds, etc. distributed pursuant to the provisions of Paragraph 10 of this Agreement) distributed by Licensee or any of its affiliatedLicensee Affiliate, associated or subsidiary entities even if not billed or billed at less than usual net sales price for such Licensed Product(s), and shall be based upon the greater of the usual net sales price for such Licensed Product(s) sold to the trade by LicenseeLicensee for (i) such Licensed Product(s), or (ii) if such Licensed Product(s) have not been so sold, products similar to the Licensed Product(s). Any late payments Licensor acknowledges that units of Advance Compensationthe Licensed Product(s) that are exported by Licensee to other licensees of Licensor authorized to distribute such Licensed Product(s) outside the Licensed Territory may, Guaranteed Compensation or Percentage Compensation shall require with Licensor's written approval, be sold without any obligation on Licensee to pay Licensor, in addition Percentage Compensation to the amounts due, interest at one percent (1%) per month or the highest prime lending rate of Chase Manhattan Bank during the period Licensor on such amounts are delinquent, whichever is greater, on the amounts delinquent for the period of the delinquency, without prejudice to any other rights of Licensor in connection therewithunits.

Percentage Compensation. Licensee agrees to pay Licensor a sum equal to the percentage specified in Schedule E (or Licensor's prevailing rate, if greater) of all net sales (as defined below) by Licensee or any of its affiliated, associated or subsidiary entities of the Licensed Product(s) covered by this Agreement. (Such percentage of net sales is herein called "Percentage Compensation.") Percentage Compensation shall be payable concurrently with the periodic statements required in the following paragraph, except to the extent offset by Guaranteed Compensation theretofore remitted. The term "net sales" shall mean gross sales based on the wholesale price to the retail trade less quantity discounts and actual returns, but no deduction shall be made for uncollectible accounts, commissions, taxes, discounts other than quantity discounts, such as cash discounts and discounts attributable to the issuance of a letter of credit, or any other amount. No costs incurred in the manufacture, sale, distribution, promotion or advertisement of the Licensed Product(s) shall be deducted in from any Percentage Compensation payable by Licensee. Said Percentage Compensation shall also be paid by Licensee to Licensor on all Licensed Product(s) (including, without limitation, any irregulars, seconds, etc. distributed pursuant to the provisions of Paragraph 10 of this Agreement) distributed by Licensee or any of its affiliated, associated or subsidiary entities even if not billed or billed at less than usual net sales price for such Licensed Product(s), and shall be based upon the usual net sales price for such Licensed Product(s) sold to the trade by Licensee. Any late payments of Advance Compensation, Guaranteed Compensation or Percentage Compensation shall require Licensee to pay Licensor, in addition to the amounts due, interest at one percent (1%) per month or the highest prime lending rate of Chase Manhattan Chemical Bank during the period such amounts are delinquent, whichever is greater, on the amounts delinquent for the period of the delinquency, without prejudice to any other rights of Licensor in connection therewith.