Common use of Reports and Payments Clause in Contracts

Reports and Payments. a. Within thirty (30) days after the end of each quarterly period ending on March 31st, June 30th, September 30th, or December 31st, commencing with the quarterly period during which this Agreement becomes effective, the Licensee shall furnish to Owner at the address specified by Section 7.5 a statement certified by a responsible official of the Licensee showing in a manner acceptable to Owner: i. all Licensed Products which were sold, leased or put into use during such quarterly period by the Licensee or any of its Related Companies, the gross sales received for the Licensed Products, and the Fair Market Values of such Licensed Products; ii. all services performed by Licensee or any of its Related Companies that directly or indirectly used Licensed Product, the gross sales received by the services, and the Fair Market Value of such services; iii. the amount of royalty payable thereon, and iv. if no Licensed Product has been so sold, leased or put into use or if no services have been performed, the statement shall show that fact. b. Within such thirty (30) days, the Licensee shall pay in United States dollars to Owner at the address specified by Section 7.5 the royalties payable in accordance with such statement. Any conversion to United States dollars shall be at the prevailing rate for bank cable transfers as quoted for the last day of such quarterly period by leading United States banks in New York City dealing in the foreign exchange market. c. Overdue payments hereunder shall be subject to a late payment charge calculated at an annual rate of three percent (3%) over the prime rate or successive prime rates (as posted in New York City) during delinquency. If the amount of such charge exceeds the maximum permitted by law, such charge shall be reduced to such maximum.

Reports and Payments. a. a) Within thirty (30) days after the end of each quarterly period ending on March 31st, June 30th, September 30th, or December 31st, commencing with the quarterly period during which this Agreement becomes effective, the Licensee shall furnish to Owner at the address specified by Section 7.5 a statement certified by a responsible official of the Licensee showing in a manner acceptable to Owner: i. all Licensed Products which were sold, leased or put into use during such quarterly period by the Licensee or any of its Related Companies, the gross sales received for the Licensed Products, and the Fair Market Values of such Licensed Products; ii. all services performed by Licensee or any of its Related Companies that directly or indirectly used Licensed Product, the gross sales received by the services, and the Fair Market Value of such services; iii. the amount of royalty payable thereon, and iv. if no Licensed Product has been so sold, leased or put into use or if no services have been performed, the statement shall show that fact. b. b) Within such thirty (30) days, days the Licensee shall pay in United States dollars to Owner at the address specified by Section 7.5 the royalties payable in accordance with such statement. Any conversion to United States dollars shall be at the prevailing rate for bank cable transfers as quoted for the last day of such quarterly period by leading United States banks in New York City dealing in the foreign exchange market. c. c) Overdue payments hereunder shall be subject to a late payment charge calculated at an annual rate of three percent (3%) over the prime rate or successive prime rates (as posted in New York City) during delinquency. If the amount of such charge exceeds the maximum permitted by law, such charge shall be reduced to such maximum.

Reports and Payments. a. (a) Within thirty sixty (3060) days after the end of each quarterly semiannual period ending on March 31st, June 30th, September 30th, April 30th or December October 31st, commencing with the quarterly semiannual period during which this Agreement becomes effectiveending on October 31, 1994, the Licensee CORPORATION shall furnish to Owner AT&T at the address specified by in Section 7.5 4.03 a statement certified by a responsible official of the Licensee CORPORATION showing in a manner acceptable to OwnerAT&T: i. (i) all Licensed Products REPORTABLE PRODUCTS which were sold, leased or put into use during such quarterly period by semiannual period, (ii) the Licensee or any of its Related Companies, the gross sales received for the Licensed Products, and the Fair Market Values FAIR MARKET VALUES of such Licensed Products; ii. all services performed by Licensee or any of its Related Companies that directly or indirectly used Licensed ProductREPORTABLE PRODUCTS, the gross sales received by the services, and the Fair Market Value of such services; (iii. ) the amount of royalty payable thereonthereon without regard to the minimum payment amounts specified in Section 2.01(b), and and (iv) all exclusions from royalty pursuant to Section 2.03. if If no Licensed Product REPORTABLE PRODUCT has been so sold, leased or put into use or if no services have been performeduse, the statement shall show that fact. b. (b) Within such thirty sixty (3060) days, days the Licensee CORPORATION shall pay in United States dollars to Owner AT&T at the address specified by in Section 7.5 4.03 either (i) the royalties payable in accordance with such statementstatement or (ii) one half of the minimum amount specified in Section 2.01(b) for the year of such semiannual period, whichever is greater provided, however, that the payment to be made for the second semiannual period of each such year may be adjusted such that the total payment for the year is no greater than the minimum amount for the year if the royalty payable for the year pursuant to Section 2.01(a) does not exceed such minimum amount. Any conversion to United States dollars shall be at the prevailing rate for bank cable transfers as quoted for the last day of such quarterly semiannual period by leading United States banks in New York City dealing in the foreign exchange market. c. (c) Overdue payments hereunder shall be subject to a late payment charge calculated at an annual rate of three percent (3%) over the prime rate or successive prime rates (as posted in New York City) during delinquency. If the amount of such charge exceeds the maximum permitted by law, such charge shall be reduced to such maximum.

Reports and Payments. a. (a) Within thirty fifteen (3015) days after the end of each quarterly period quarter ending on March 31st, June 30th, September 30th30th and December 31st of each calendar year, or December 31st, commencing beginning with the quarterly period during quarter in which this Agreement becomes effectiveis executed by the CORPORATION, the Licensee CORPORATION shall furnish to Owner INTELLI-CHECK at the address specified by in Section 7.5 4.03 a statement certified by a responsible official of the Licensee CORPORATION showing in a manner acceptable to Ownerreasonable manner: i. (i) all Licensed Products AGE VERIFICATION PRODUCTS which were sold, leased or put into use during such quarterly period by the Licensee or any of its Related Companies, the gross sales received for the Licensed Products, and the Fair Market Values of such Licensed Productsquarter; (ii. all services performed by Licensee or any ) the NET SALES PRICE of its Related Companies that directly or indirectly used Licensed Product, the gross sales received by the services, and the Fair Market Value of each such services;product; and (iii. ) the amount of royalty payable thereon, and iv. if If no Licensed Product AGE VERIFICATION PRODUCT has been so sold, leased or put into use or if no services have been performeduse, the statement shall show that fact. The first quarterly report shall include an accounting and royalties for AGE VERIFICATION PRODUCTS in that quarter as well as an accounting and royalty payment for such products from the effective date of this Agreement to the beginning of that quarter. All such statements shall be kept confidential. b. Within such thirty (30b) daysNo later than fifteen (15) days after the end of each quarter, the Licensee CORPORATION shall pay in United States dollars to Owner INTELLI-CHECK at the address specified by in Section 7.5 4.03 the royalties payable in accordance with such statement. Any conversion to United States dollars shall be at the prevailing rate for bank cable transfers as quoted for the last day of such quarterly period by leading United States banks in New York City dealing in the foreign exchange market. c. (c) Overdue payments hereunder shall be subject to a late payment charge calculated at an annual rate of three percent percentage points (3%) over the prime rate or successive prime rates (as posted in New York City) during delinquency. If the amount of such late payment charge exceeds the maximum permitted by law, such charge shall be reduced to such maximum.

Reports and Payments. a. Within thirty (30a) days after the end of each quarterly period ending on March 31st, June 30th, September 30th, or December 31st, commencing with the quarterly period during which this Agreement becomes effective, the Licensee COMDIAL shall furnish to Owner LUCENT-GRL, simultaneously with its filing with the SEC, a copy of each Form 10-Q and each Form 10-K filed during the term of this Agreement. Such copy shall be sent by first class mail, postage prepaid, to LUCENT-GRL at the address specified in Section 4.03. (b) The annual royalty amount set forth in Section 2.01(b) shall accrue upon the recognition of revenues by Section 7.5 a statement certified by a responsible official of the Licensee showing in a manner acceptable to Owner: i. all Licensed Products which were sold, leased or put into use during such quarterly period by the Licensee or COMDIAL and/or any of its Related Companies, the gross sales received RELATED COMPANIES for the Licensed Products, transactions that would be included in Consolidated Sales and the Fair Market Values of such Licensed Products; iishall be payable quarterly. all services performed Such quarterly royalty amount shall be paid by Licensee or any of its Related Companies that directly or indirectly used Licensed Product, the gross sales received by the services, and the Fair Market Value of such services; iii. the amount of royalty payable thereon, and iv. if no Licensed Product has been so sold, leased or put into use or if no services have been performed, the statement shall show that fact. b. Within such thirty (30) days, the Licensee shall pay COMDIAL in United States dollars to Owner LUCENT-GRL at the address specified in Section 4.03 on or before the date on which COMDIAL files with the SEC its quarterly report on Form 10-Q (as to the first three (3) quarters of each calendar year) and its annual report as to the last quarter of each calendar year, beginning with the Form 10-Q filed by Section 7.5 COMDIAL with respect to the royalties payable second quarter of the calendar year 2000. For the first three (3) quarters of each calendar year, such quarterly royalty amount shall be calculated at a royalty rate of three hundred seventy-five thousandths of one percent (0.375%) of the Consolidated Sales during such quarter, as reported in accordance the respective Form 10-Q filed by COMDIAL with the SEC for such statementquarter. For the fourth quarter of each calendar year, such quarterly royalty amount shall be an amount equal to a royalty rate of three hundred seventy-five thousandths of one percent (0.375%) of the Consolidated Sales during such calendar year, as reported in the respective Form 10-K filed by COMDIAL with the SEC, less the quarterly royalty payments made for the prior three (3) quarters of that calendar year. However, the Parties agree that for their convenience the quarterly royalty payment for the first quarter of calendar year 2000 shall be one hundred fifty thousand United States dollars ($150,000.00 U.S.). (c) Any conversion to United States dollars shall be at the prevailing rate for bank cable transfers as quoted for the last day of such quarterly period by leading United States banks in New York City dealing in the foreign exchange market. c. (d) Overdue payments hereunder shall be subject to a late payment charge for the period of time such payment is delinquent calculated at an annual rate of three percent one percentage point (31%) over the prime rate or successive prime rates (as posted in effect in New York City) City during delinquency. If the amount of such charge exceeds the maximum permitted by law, such charge shall be reduced to such maximum.

Reports and Payments. a. (a) Within thirty sixty (3060) days after the end of each quarterly semiannual period ending on March 31st, June 30th, September 30th, 30th or December 31st, commencing with the quarterly semiannual period during which this Agreement agreement becomes effective, the Licensee CORPORATION shall furnish to Owner PATENT LICENSOR at the address specified by in Section 7.5 4.03 a statement certified by a responsible official of the Licensee CORPORATION showing in a manner acceptable to OwnerPATENT LICENSOR: i. (i) all Licensed Products REPORTABLE PRODUCTS which were sold, leased or put into use during such quarterly period by semiannual period, (ii) the Licensee or any of its Related Companies, the gross sales received for the Licensed Products, and the Fair Market Values FAIR MARKET VALUES of such Licensed Products; ii. all services performed by Licensee or any of its Related Companies that directly or indirectly used Licensed ProductREPORTABLE PRODUCTS, the gross sales received by the services, and the Fair Market Value of such services; (iii. ) the amount of royalty payable thereon, and and (iv) all reductions of royalty and all exclusions from royalty pursuant to Sections 2.02 and 2.04. if If no Licensed Product REPORTABLE PRODUCT has been so sold, leased or put into use or if no services have been performeduse, the statement shall show that fact. b. (b) Within such thirty sixty (3060) days, days the Licensee CORPORATION shall pay in United States dollars to Owner PATENT LICENSOR at the address specified by in Section 7.5 4.03 the royalties payable in accordance with such statement. Any conversion to United States dollars shall be at the prevailing rate for bank cable transfers as quoted for the last day of such quarterly semiannual period by leading United States banks in New York City dealing in the foreign exchange market. c. (c) Overdue payments hereunder shall be subject to a late payment charge calculated at an annual rate of three percent (3%) over the prime rate or successive prime rates (as posted in New York City) during delinquency. If the amount of such charge exceeds the maximum permitted by law, such charge shall be reduced to such maximum.

Reports and Payments. a. Within thirty (30a) [**] and at all times thereafter, that within sixty (60) days after the end of each quarterly semiannual period ending on March 31st, June 30th, September 30th, 30th or December 31st, commencing with the quarterly semiannual period during which this Agreement first becomes effective, the Licensee ASC shall furnish to Owner LUCENT at the address specified by in Section 7.5 4.03 a statement certified by a responsible official of the Licensee ASC showing in a manner acceptable to OwnerLUCENT: i. (i) all Licensed Products LICENSED PRODUCTS which were sold, leased or put into use during such quarterly period by the Licensee or any of its Related Companies, the gross sales received for the Licensed Products, and the Fair Market Values of such Licensed Productssemiannual period; (ii. ) the FAIR MARKET VALUES of all services performed by Licensee [**] or any of its Related Companies that directly or indirectly used Licensed Product, the gross sales received by the services, and the Fair Market Value of such services[**] LICENSED PRODUCTS; (iii. ) the amount of royalty payable thereonthereon without regard to any credit available pursuant to Sections 2.01(d), 2.01(e) and 2.04(b) and the net amount payable after application of such credit; and (iv) all exclusions from royalty pursuant to Section 2.03. if If no Licensed Product LICENSED PRODUCT has been so sold, leased or put into use or if no services have been performeduse, the statement shall show that fact. b. (b) Within such thirty sixty (3060) days, the Licensee days ASC shall pay in United States dollars to Owner LUCENT at the address specified by in Section 7.5 4.03 the royalties payable in accordance with such statement. Any conversion to United States dollars shall be at the prevailing rate for bank cable transfers as quoted for the last day of such quarterly semiannual period by leading United States banks in New York City dealing in the foreign exchange market. c. (c) Overdue payments hereunder shall be subject to a late payment charge calculated at an annual rate of three percent percentage points (3%) over the prime rate or successive prime rates (as posted in New York City) during delinquency. If the amount of such charge exceeds the maximum permitted by law, such charge shall be reduced to such maximum. This provision will not apply if the lateness of the payment was due to the negligence of the United States Postal Service, and it can be shown that the payment was sent via the U.S. Mail with a postmark date at least three (3) business days prior to the date that payment was due. Also, a wire transfer that is late due to the negligence of LUCENT's bank (as identified in Section 4.05(b)) shall not be considered late, if without the negligence of LUCENT's bank, the payment would have been timely.

Reports and Payments. a. 7.1 Within ninety (90) days following the end of each calendar quarter the Company shall render a statement to the Retrocessionaire in a form and content to be mutually agreed upon by the Company and Retrocessionaire. Such report will include at a minimum: (a) Net Incurred Losses for such quarter and inception-to-date experience under this Agreement; (b) Cumulative Net Incurred Uncollectible Reinsurance Recoverables identified during such quarter and inception-to-date experience under this Agreement; (c) Payment due to or from the Retrocessionaire; (d) Any commutation carried out during such quarter, which shall in all cases be commercially reasonable commutation in the ordinary course; and (e) Information regarding the status of efforts to collect Uncollectible Reinsurance Recoverables including plans to collect, the status of any litigations or arbitrations relating to such collections and the amount of Allocated Reinsurance Recoverable Expenses expended inception-to-date. 7.2 With respect to any payments due pursuant to Section 7.1 for which no time period is specified by this Agreement, if the party entitled to receive such payment shall present a claim for payment hereunder, payment thereon shall be made by the party required to make such payment promptly, but in no event more than thirty (30) days after the end of each quarterly period ending on March 31st, June 30th, September 30th, or December 31st, commencing with the quarterly period during which presentation thereof. 7.3 All payments due under this Agreement becomes effective, the Licensee shall furnish be made by wire transfer of immediately available funds to Owner at the address specified by Section 7.5 a statement certified by a responsible official of the Licensee showing in a manner acceptable to Owner: i. all Licensed Products which were sold, leased or put into use during such quarterly period an account designated by the Licensee or recipient of such funds no less than three (3) business days prior to the date such payments are due. 7.4 No payment made pursuant to this Article 7 shall be deemed a waiver by the party making such payment of any of its Related Companiesrights under any other provision of this Agreement, including without limitation the gross sales received for the Licensed Products, and the Fair Market Values of such Licensed Products; ii. all services performed by Licensee or right to dispute any of its Related Companies that directly or indirectly used Licensed Product, the gross sales received by the services, and the Fair Market Value of such services; iii. the amount of royalty payable thereon, and iv. if no Licensed Product has been so sold, leased or put into use or if no services have been performed, the statement shall show that factreport delivered to it hereunder. b. Within such thirty (30) days, the Licensee shall pay in United States dollars to Owner at the address specified by Section 7.5 the royalties payable in accordance with such statement. Any conversion to United States dollars shall be at the prevailing rate for bank cable transfers as quoted for the last day of such quarterly period by leading United States banks in New York City dealing in the foreign exchange market. c. Overdue payments hereunder shall be subject to a late payment charge calculated at an annual rate of three percent (3%) over the prime rate or successive prime rates (as posted in New York City) during delinquency. If the amount of such charge exceeds the maximum permitted by law, such charge shall be reduced to such maximum.

Reports and Payments. a. (a) The provisions of Section 2.05 shall apply if and only if ACTIVE VOICE is acquired or merged into a third party and remains as a separately identifiable business. (b) Within thirty sixty (3060) days after each anniversary date of the end of the SEMIANNUAL PERIOD that precedes and ends closest to the acquisition/merger date and continuing on each quarterly period ending on March 31st, June 30th, September 30th, or December 31st, commencing with such anniversary date thereafter up to and including the quarterly period during which this Agreement becomes effectivefirst anniversary date that ends after the LIMITED PERIOD, the Licensee separately identifiable, acquired business or acquiring business shall furnish to Owner LUCENT GRL, at the address specified by in Section 7.5 4.03, a statement certified by a responsible official of the Licensee business furnishing the statement showing in a manner acceptable to OwnerLUCENT GRL: i. (i) all Licensed Products which were soldrevenues on products and services for the twelve-month period preceding the anniversary date for the separately identifiable, leased or put into use during such quarterly period by the Licensee or any acquired business and all of its Related Companies, the gross sales received for the Licensed Products, and the Fair Market Values of such Licensed Products; RELATED COMPANIES; (ii. all services performed by Licensee or any of its Related Companies that directly or indirectly used Licensed Product, the gross sales received by the services, and the Fair Market Value of such services; iii. ) the amount of royalty all returns and warranty claims on products and services during the twelve-month period in (i) for the separately identifiable, acquired business and all of its RELATED COMPANIES; (iii) the threshold NET GROSS REVENUES for the twelve-month period in (i) for the separately identifiable, acquired business and all of its RELATED COMPANIES; and (iv) the amount of royalty, if any, payable thereon, and ivfor the twelve-month period in (i). if If there are no Licensed Product has been so sold, leased or put into use or if no services have been performedNET GROSS REVENUES for the twelve-month period, the statement shall show that fact. b. (c) Within such thirty sixty (3060) daysdays the acquired, separately identifiable business or the Licensee acquiring company shall pay in United States dollars to Owner LUCENT GRL at the address specified by in Section 7.5 4.03 the royalties payable in accordance with such statement. Any conversion to United States dollars shall be at the prevailing rate for bank cable transfers as quoted for the last day of such quarterly semiannual period by leading United States banks in New York City dealing in the foreign exchange market.. ACTIVE VOICE-BILAT-PLA-RRA - 9/30/99 LUCENT GRL PROPRIETARY & CONFIDENTIAL c. Overdue payments hereunder (d) If payment for a semiannual period is overdue, such payment shall be subject to a late payment charge calculated at an annual rate of three percent percentage points (3%) over the prime rate or successive prime rates (as posted quoted for the last day of such semiannual period by leading U.S. banks in New York City) City during delinquency. If the amount of such charge exceeds the maximum permitted by law, such charge shall be reduced to such maximum.