Royalties and Payment Terms Sample Clauses
Royalties and Payment Terms. 3.1. Licensee shall pay to Licensor the royalty on Annual Net Sales of Licensed Products as specified in the attached SCHEDULE D. Licensee's obligation to pay royalties under this Agreement will be triggered by the invoice date or the shipping date of the Licensed Products, whichever occurs first. Royalty payments are due thirty (30) days after the end of each calendar quarter.
3.2. Licensee shall keep accurate and complete records containing all information required for the computation and verification of the payments due under Paragraph 3.
1. Licensor shall have the right to inspect such records during Licensee's ordinary business hours to verify the accuracy of any royalty payments made under this Agreement. If an audit by Licensor uncovers a deficiency in any royalty payment, Licensee must pay the cost of such audit and immediately remit the amount due, including a two percent (2.0%) per month finance charge.
3.3. Any past due royalty payments will carry an interest rate of two percent (1.5%) per month commencing on the due date and compounding every thirty (30) days thereafter.
3.4. Within thirty (30) days after the end of each calendar quarter, Licensee will have paid to Licensor at least the following cumulative royalty payment amounts: First Quarter: [*] of the total minimum annual royalty for that year. Second Quarter: [*] of the total minimum annual royalty for that year. Third Quarter: [*] of the total minimum annual royalty for that year. Fourth Quarter: [*] of the total minimum annual royalty for that year. If any of the above cumulative royalty payment amounts is not met by Licensee, or if Licensee is late for any quarterly royalty payment, Licensee will be deemed to have defaulted. Upon written notice of such default, Licensee shall have ninety (90) days to cure such default, otherwise Licensor may immediately terminate this Agreement. [*] Redacted Information
Royalties and Payment Terms. 4.1 CONSIDERATION FOR GRANT OF RIGHTS.
(a) LICENSE ISSUE FEE AND PATENT COST REIMBURSEMENT. M.I.T. acknowledges that COMPANY paid to M.I.T. on the EFFECTIVE DATE a license issue fee of [**]Dollars ($[**]), and, in accordance with Section 6.4, has and shall reimburse M.I.T. for its actual expenses incurred as of the ORIGINAL EFFECTIVE DATE in connection with obtaining the PATENT RIGHTS. These payments are nonrefundable.
(b) LICENSE MAINTENANCE FEES. COMPANY shall pay to M.I.T. the following license maintenance fees on the dates set forth below: [**] (which payment M.I.T. acknowledges it has received) $ [**] [**] $ [**] [**] $ [**] [**] $ [**] [**] $ [**] [**] $ [**] [**] $ [**] [**] and [**] every year thereafter $ [**] This annual license maintenance fee is nonrefundable; however, the license maintenance fee may be credited to running royalties subsequently due on NET SALES earned during the same calendar year, if any. License maintenance fees paid in excess of running royalties due in such calendar year shall not be creditable to amounts due for future years.
(c) RUNNING ROYALTIES DUE ON NET SALES BY COMPANY AND AFFILIATES. COMPANY shall pay to M.I.T. a running royalty of:
(i) [**] percent ([**]%) of NET SALES by COMPANY and AFFILIATES of LICENSED PRODUCTS or LICENSED PROCESSES which do not fall under any of the PATENT RIGHTS for M.I.T. CASES [**]; AND
(ii) [**] percent ([**]%) of NET SALES by COMPANY and AFFILIATES of LICENSED PRODUCTS or LICENSED PROCESSES which fall under any of the PATENT RIGHTS for M.I.T. CASES [**];
(d) RUNNING ROYALTIES DUE ON NET SALES BY SUBLICENSEES. COMPANY shall pay to M.I.T. a running royalty of:
(i) If the LICENSED PRODUCT or LICENSED PROCESS does NOT fall under any of the PATENT RIGHTS for M.I.T. CASES [**], the lesser of:
(a) [**] percent ([**]%) of NET SALES by SUBLICENSEES; OR
(b) [**] percent ([**]%) of the royalty received by COMPANY from SUBLICENSEES for NET SALES made by SUBLICENSEES; AND
(ii) If the LICENSED PRODUCT or LICENSED PROCESS falls under any of the PATENT RIGHTS for M.I.T. CASES [**], the lesser of:
(a) [**] percent ([**]%) of NET SALES by SUBLICENSEES; OR
(b) [**] percent ([**]%) of the royalty received by COMPANY from SUBLICENSEES for NET SALES made by SUBLICENSEES Running royalties shall be payable for each REPORTING PERIOD and shall be due to M.I.T. within sixty (60) days after the end of each REPORTING PERIOD.
Royalties and Payment Terms. 6.1. Royalties payable by Licensee to Carnegie Mellon shall be [* * *] of Net Sales. However, no Royalties from Dispositions of Licensed Products by Licensee (but not any of its sublicensees) under this Section shall be due and payable to Carnegie Mellon for a period of three (3) years following the Effective Date or until the closing of a Change of Control Event, whichever may occur sooner. In the event that Licensee is legally required to pay bona fide royalties to a third party(ies) with respect to any Disposition of a Licensed Product for which Licensee is also legally required to pay Royalties to Carnegie Mellon under this Agreement, then Licensee shall be entitled to deduct fifty percent (50%) of such royalties paid to such third party(ies) with respect to that Disposition of a Licensed Product from the Royalties due to Carnegie Mellon under this Agreement for that Disposition of a Licensed Product; provided that such Royalties due to Carnegie Mellon shall in no event be less than [* * *] of Net Sales.
6.2. Licensee shall pay to Carnegie Mellon [* * *] of Sublicense Fees.
6.3. Royalties and Sublicense Fees payable to Carnegie Mellon shall be paid by Licensee to Carnegie Mellon, as set forth in this Section 6, for each Fiscal Quarter within sixty (60) days after the end of such Fiscal Quarter, until this Agreement expires or is terminated in accordance with the terms of this Agreement. If this Agreement terminates before the end of a Fiscal Quarter, the payment for the terminal fractional portion of a Fiscal Quarter shall be made within ninety (90) days after the date of termination of this Agreement. All Royalties and other amounts payable hereunder shall be paid in U.S. Dollars and shall be made by wire transfer to Carnegie Mellon’s account No. [* * *], or by Licensee’s check sent in accordance with Section 22 (Notices).
6.4. All amounts payable hereunder which are overdue shall bear interest until paid at a rate equal to the Prime Rate in effect at the date such amounts were due plus four percent (4%) per annum, but in no event to exceed the maximum rate of interest permitted by applicable law. This provision for interest shall not be construed as a waiver of any rights Carnegie Mellon has as a result of Licensee’s failure to make timely payment of any amounts.
Royalties and Payment Terms. 4.1 CONSIDERATION FOR GRANT OF RIGHTS.
(a) LICENSE ISSUE FEE AND PATENT COST REIMBURSEMENT. COMPANY shall pay to M.I.T. on the EFFECTIVE DATE a license issue fee of [**] dollars ($[**]). This payment is nonrefundable.
(b) LICENSE MAINTENANCE FEES. COMPANY shall pay to M.I.T. the following license maintenance fees on the dates set forth below: [**] and each [**] every year through [**] $ [**] [**] $ [**] [**] $ [**] and each [**] every year thereafter $ [**] This annual license maintenance fee is nonrefundable; however, the license maintenance fee may be credited to running royalties subsequently due on NET SALES earned during the same calendar year, if any. License maintenance fees paid in excess of running royalties due in such calendar year shall not be creditable to amounts due for future years.
Royalties and Payment Terms. 4.1 Consideration for Grant of Rights.
Royalties and Payment Terms. 4.1 Consideration for Grant of Rights.
(a) License Issue Fee and Patent Cost Reimbursement. COMPANY shall pay to MIT, within thirty (30) days of invoicing, a license issue fee of ten thousand dollars ($10,000), and, in accordance with Section 6.2, shall reimburse MIT for its actual expenses incurred as of the EFFECTIVE DATE in connection with obtaining the PATENT RIGHTS. These payments are nonrefundable.
Royalties and Payment Terms. 4.1 Consideration for Grant of Rights.
(a) License Maintenance Fees. COMPANY shall pay to M.I.T. the balance of the fees due for 2010 on or before August 1, 2011. COMPANY shall pay to M.I.T. a license maintenance fee of one hundred thousand dollars ($100,000) for calendar year 2011 in four payments of $25,000 on September 1, 2011, October 1, 2011, November 1, 2011, and December 1, 2011. COMPANY shall pay to M.I.T. a license maintenance fee of one hundred thousand dollars ($100,000) for calendar year 2012 in four payments of $25,000 due on January 1, 2012, April 1, 2012, July 1, 2012, and October 1, 2012. Beginning with calendar year 2013, COMPANY shall pay to M.I.T. a license maintenance fee of fifty thousand dollars ($50,000) for each year during the TERM; these payments shall be due on January 1 of each year. These annual license maintenance fees are nonrefundable; however, the license maintenance fee may be credited to running royalties subsequently due on NET SALES earned during the same calendar year, if any. License maintenance fees paid in excess of running royalties due in such calendar year shall not be creditable to amounts due for future years.
(b) Running Royalties.
(i) COMPANY shall pay to M.I.T. a running royalty of five percent (5%) of NET SALES of LICENSE PRODUCTS and LICENSED PROCESSES and COMSUMABLES other than powder and binder through December 31, 2012 after which the running royalty is reduced to three percent (3%) for the remainder of the TERM.
(ii) For powder and binder CONSUMABLES, the royalty shall be function of “gross margin” as determined in accordance with Generally Accepted Accounting Principles (GAAP). A Running Royalty shall be due in an amount equal to a percentage of NET SALES determined as follows: For NET SALES having a gross margin greater than 65%, the royalty rate shall be 5%. ExOne EXCL P 6-15-2011 For NET SALES having a gross margin less than 50%, the royalty rate shall be 2.5%. For NET SALES having a gross margin between 50% and 65%, the royalty rate shall vary linearly between 2.5% and 5%. Running royalties shall be payable for each REPORTING PERIOD and shall be due to M.I.T. within sixty (60) days of the end of each REPORTING PERIOD.
Royalties and Payment Terms. In consideration for the rights, covenant and license granted above under Art. 2 and for RDG’s agreement to the other terms and conditions hereof, Syn-X shall pay to RDG the following:
Royalties and Payment Terms. Consideration for Grant of Rights. (a) License Issue Fee and Patent Cost Reimbursement. COMPANY shall pay to M.I.T. within thirty (30) days of the EFFECTIVE DATE, a license issue fee of [***], and in accordance with Section 6.3, shall reimburse M.I.T for its actual expenses incurred as of the EFFECTIVE DATE in connection with obtaining the PATENT RIGHTS. These payments are nonrefundable. Portions of this Exhibit were omitted and have been filed separately with the Secretary of the Commission pursuant to the Company’s application requesting confidential treatment under Rule 406 of the Securities Act. 10
Royalties and Payment Terms. 5.1. Royalties payable by Licensee to IITK shall be percent (%) of Net Sales received by Licensee or Licensee’s Affiliates. (However, no Royalties from Dispositions of Licensed Products by Licensee under this Section shall be due and payable to IITK for a period of years following the Effective Date.)