Royalties and Other Obligations. Lessee, at its cost and expense, and without regard to any rent or other amounts payable by Lessee to Lessor hereunder shall perform and satisfy each obligation or condition required to be performed by the licensee under each Unit during the Term of the Lease. Without limiting the foregoing, Lessee agrees, at its own cost and expense to do the following during the Term of the Lease: (a) pay to Patentsmith II and Lincoln, as applicable, all royalties on Licensed Devices (within the meaning of the agreements relating to the Units) as and when payable thereunder, including the payment of any minimum royalties necessary to preserve the Units or to prevent any agreements relating thereto from being terminated, (b) keep true and accurate books of account setting forth all information in such detail as is necessary to calculate the royalties payable under and with respect to the Units, (c) pay all costs and expenses required to be paid by any licensee of the Units in connection with any examination of the books and records of such licensee or any sub-licensee thereof, (d) to furnish written reports to Patentsmith II and Lincoln, as and when required under the agreements relating to the Units, setting forth the quantity and number of Licensed Devices made and sold, leased, put into use or otherwise disposed of during each three month period provided for in the agreements relating to the Units, along with the List Price (as defined in the agreements relating to the Units), model number, serial number and dollar value of all Licensed Devices sold, leased, put into use or otherwise disposed of by any licensee, sub-licensee or affiliate thereof, in each case as required of any licensee of any Unit, (e) submit to Lessor copies of the written reports described in the foregoing clause (d) not later than the dates required under the agreements relating to the Units, together with a statement of the royalties paid to Patentsmith II and Lincoln for the respective quarterly period and a calculation in reasonable detail setting forth the manner in which such royalties were determined, (f) stamp, print or otherwise xxxx upon each Licensed Device such notice as is required under the agreements relating to the Units with respect to the identification of all applicable patents, and (g) take such other action and perform such other obligations as may be required to be taken or performed by any licensee or sub-licensee of the Units under any agreement relating thereto.
Royalties and Other Obligations
