Royalties and Reports. A. [***]
B. [***] CONFIDENTIAL INFORMATION HAS BEEN OMITTED PURSUANT TO RULE 406 UNDER THE SECURITIES ACT AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. THE LOCATIONS OF THE OMITTED INFORMATION HAVE BEEN INDICATED WITH ASTERISKS. [***]
C. LICENSEE agrees to make written reports to LICENSOR quarterly within thirty (30) days after the first days of each January, April, July, and October during the term of this Agreement, and effective as of such dates, stating in each such report the description and aggregate net selling prices of PRODUCTS, PRE-COMMERCIAL UNITS, and SERVICES sold or otherwise disposed of or performed during the preceding three (3) calendar months and upon which royalties are payable hereunder. The first such report shall include all such PRODUCTS, PRE- COMMERCIAL UNITS, and SERVICES sold or otherwise disposed of or performed between the effective date of this Agreement and the date of such first report. LICENSEE also agrees to make a written report to LICENSOR within thirty (30) days after any expiration or termination of this Agreement, stating in such report the description and aggregate net selling prices of PRODUCTS, PRE- COMMERCIAL UNITS, and SERVICES sold or otherwise disposed of or performed and upon which royalties are payable hereunder, but which have not been previously reported to LICENSOR.
D. Concurrently with the making of each report pursuant to Paragraph VI.C. hereof, LICENSEE shall pay to LICENSOR royalties at the rate specified by Paragraph VI.A. hereof on all PRODUCTS, PRE-COMMERCIAL UNITS, and SERVICES included therein. All payments to be made under this Agreement shall be made in the City of New York, State of New York, U.S.A. in United States Dollars by electronic transfer to an account designated by LICENSOR. Where the provisions of this Agreement require the conversion into United States Dollars of an amount initially computed in the currency of another country, the amount of United States Dollars payable under this Agreement shall be determined on the basis of the applicable exchange rate quoted by The Wall Street Journal, Eastern Edition, most recently prior to the date each such payment is made or due, whichever is earlier. If no exchange rate is quoted for any period, LICENSOR shall determine the rate in accordance with an alternative LICENSOR deems reasonable.
E. LICENSEE shall keep records, in sufficient detail to enable the royalties payable hereunder by LICENSEE to be determined, for...
Royalties and Reports. A. LICENSEE shall pay LICENSOR royalties at the rate of [***] of the net selling price of PRODUCTS, PRE-COMMERCIAL UNITS, and SERVICES sold or otherwise disposed of or performed by LICENSEE under one or more of the LICENSEE MARKS.
B. The term "net selling price" for the purpose of computing royalties means LICENSEE's gross invoice price for such PRODUCTS, PRE-COMMERCIAL UNITS, or SERVICES, less deduction, to the extent included in the gross invoice price, of regular trade and quantity discounts, insurance, shipping, sales taxes and return credits. PRODUCTS, PRE-COMMERCIAL UNITS, and SERVICES shall be considered to be sold when billed, except that upon any termination or expiration of this Agreement, all SERVICES performed, and all shipments of PRODUCTS and PRE-COMMERICAL UNITS made, on or prior to the date of such expiration or termination which have not been billed prior thereto shall be considered to have been sold (and therefore subject to royalty). Where PRODUCTS, PRE-COMMERCIAL UNITS, or SERVICES are not sold, but are otherwise disposed of or performed, the net selling price of such PRODUCTS, PRE-COMMERICAL UNITS, or SERVICES shall be the net selling price of products or services of like kind and quality being offered for sale by LICENSEE or, in the event that LICENSEE is not offering such similar products or services, the net selling price that would reasonably be anticipated by LICENSOR in the event that such PRODUCTS, PRE-COMMERCIAL UNITS, or SERVICES were being offered by LICENSEE. The term "otherwise disposed of or performed" as used herein shall refer to (i) PRODUCTS or PRE-COMMERCIAL UNITS put into use by LICENSEE for any purpose other than routine testing, (ii) PRODUCTS, PRE-COMMERCIAL UNITS, and SERVICES not sold but otherwise delivered to, or performed for, others regardless of the basis of compensation, if any, and (iii) PRODUCTS, PRE-COMMERCIAL UNITS, and SERVICES sold to others for compensation which is less than the compensation which be paid by a willing unaffiliated buyer to a willing unaffiliated seller in an arm's length transaction. In order to assure to LICENSOR the full royalty payments contemplated in this Agreement, LICENSEE agrees that, in the event that any PRODUCTS, PRE-COMMERCIAL UNITS, or SERVICES for which royalties are payable shall be sold for resale to a party that is affiliated with LICENSEE (or to and through a series of such affiliated parties), the royalties to be paid with respect to such PRODUCTS, PRE-COMMERCIAL U...
Royalties and Reports a. Adrenalina shall pay royalties equal to live percent (5%) of Wholesale Net Sales (the “Royalties”) directly to Licensor, c/o Creative Artists Agency, 2000 Xxxxxx xx xxx Xxxxx, Xxx Xxxxxxx, XX 00000 Attn: Cxxxxxxxx Xxxxxx, on a quarterly basis within Thirty (30) days following the close of each calendar quarter. Each Royalty payment shall be accompanied by a complete, accurate and detailed statement broken down by country, if applicable, setting forth the quantity and the gross sale price of each of the Products sold (including sales for export) during the preceding calendar quarter and the computation of royalties due Licensor pursuant to this Agreement. Such statement shall be accompanied by payment of all royalties due to Licensor in respect of each applicable sale. Licensee shall pay interest on late Royalty payments at seven percent (7%) per annum computed from the original due date until paid. Acceptance by Licensor of such payment and statement for any quarter shall not preclude Licensor from questioning their accuracy at any time during the Term or for three (3) years after the expiration of the Term. Each such Royalty statement shall be certified by an officer of Licensee as being true and accurate. Royalties shall be paid in United States Dollars, unless otherwise agreed to in writing by the parties.
b. Adrenalina shall keep true and accurate books of account and records, in accordance with generally accepted accounting principles, consistently applied, covering all transactions relating to this Agreement and the license hereby granted. Such books of account and records, whether from Adrenalina or its Affiliate(s), shall be kept available and safeguarded at licensee's address and be recorded in the English language, for at least four (4) years after the Term. Licensor shall have the right to periodically audit the reports and other financial intimation related to this Agreement. Licensor and its duly authorized representatives shall have the right, upon reasonable advance notice, during normal hours of business days, but not more than once per year, to examine and copy such books of account and records, and all other documents and materials in the possession or under the control of Licensee with respect to the subject matter and the terms of this Agreement. The cost and expense of such examination shall be borne by Licensor. If the audit discloses that the Royalty' actually due during the period under examination exceeds the Royalty paid by fiv...
Royalties and Reports. 11 ARTICLE V
Royalties and Reports. 4.1 In consideration of the license rights granted to LICENSEE by UNIVERSITY hereunder, LICENSEE shall pay to UNIVERSITY annual royalties for each Calendar Year on Net Sales of Licensed Product(s) by LICENSEE, its Affiliates and Sublicensees in the Territory. Such royalty shall be payable based upon the [*] Confidential Treatment Requested
Royalties and Reports. Adrenalina shall pay royalties equal to (***) percent Wholesale Net Sales (the "Royalties") directly to Licensor, c/o Creative Artists Agency, 0000 Xxxxxx xx xxx Xxxxx, Xxx Xxxxxxx, XX 00000, Attn.: (***), on a quarterly basis within Thirty (30) days following the close of each calendar quarter. These royalty payments shall include a pro-rata portion of the Guaranteed Minimum Royalties, as set forth in Section 7 below. Each Royalty payment shall be accompanied by a complete, accurate and detailed statement broken down by country, if applicable, setting forth the quantity and the gross sale price of each of the Products sold (including sales for export) during the preceding calendar quarter and the computation of Royalties due Licensor pursuant to this Agreement. Such statement shall be accompanied by payment of all Royalties due to Licensor in respect of each applicable sale. Licensee shall pay interest on late Royalty payments at seven percent (7%) per annum computed from the original due date until paid. Acceptance by Licensor of such payment and statement for any quarter shall not preclude Licensor from questioning their accuracy at any time during the Term or for three (3) years after the expiration of the Term. Each such Royalty statement shall be certified by an officer of Licensee as being true and accurate. Royalties shall be paid in United States Dollars, unless otherwise agreed to in writing by the parties.
Royalties and Reports. During the term of this Agreement, LICENSEE agrees to pay LICENSOR an earned royalty which shall be fifteen percent (15%) of the Net Selling Price of Licensed Products which embody, or the manufacture of which utilizes, any of the rights granted under Section 2.1(B) hereof, and which are manufactured by or for LICENSEE and sold, leased, used or otherwise disposed of by or for LICENSEE or a permitted sublicensee. Licensed Products shall be considered as sold, leased or used and royalties shall accrue on the earlier of when such Licensed Products are billed out, or when delivered, shipped or mailed to the customer. If as a result of a price reduction or a return of Licensed Products previously sold, a credit or refund to a customer is given on part or all of the sale price of such Licensed Products, a credit shall be allowed against royalties accruing thereafter under this Agreement equal to the royalty paid on that part of the sales price so credited or refunded. Payments under this Section 3.1 shall be made on a monthly basis and made within 10 days after the end of the calendar month in which such Licensed Products were sold, leased, used or otherwise disposed of by or for LICENSEE or a permitted sublicensee hereunder. Each royalty payment shall be in U.S. dollars and shall be accompanied by a statement by LICENSEE showing in reasonable detail the amount of Licensed Products sold, used, leased or otherwise disposed of by or for LICENSEE and its sublicensees during the preceding month, any deductions taken or credits applied, and the currency exchange rate used to report sales made in currencies other than U.S. dollars. LICENSEE shall use the exchange rates for buying U.S. dollars in effect on the last day of each month, as specified in The New York Times. Such report shall also set forth in reasonable detail the quantity of SPD Emulsions and Light Valve Film manufactured or otherwise obtained by LICENSEE and the quantity of SPD Emulsions and Light Valve Film sold, leased, disposed of, or delivered by or for LICENSEE and its sublicensees during such month to each Authorized User which received such SPD Emulsions or Light Valve Film, and samples provided to third parties with LICENSOR's consent, with the amounts sold or otherwise provided to each Authorized User, including sample recipients, and their identity clearly broken down. The first such statement shall cover the period from the Effective Date of this Agreement to the end of the first calendar month...
Royalties and Reports. (a) As additional consideration for the perpetual license herein granted, the Licensee agrees to pay the Licensor earned royalties of: seven percent (7%) of aggregate “Net Sales of Licensed Products” received by the Licensee or any affiliate of Licensee from third parties for a period beginning on the Effective Date and terminating ten (10) years later. All such royalties shall be paid by Licensee to Licensor within fifteen days after the end of each calendar quarter based on the proceeds of Net Sales of Licensed Products collected by Licensee during the immediately preceding calendar quarter. For purposes of this Agreement, “Net Sales of Licensed Products” shall mean the total amounts received by Licensee (or any affiliate of Licensee) from third party purchasers on all sales by Licensee (or any affiliate of Licensee) of Licensed Products, after deducting, to the extent not already deducted, normal and customary trade, dealer, quantity, and cash discounts actually allowed; freight charges; customary trade discounts actually taken; allowances for credits granted on account of Licensed Products rejections, returns, or price reductions; governmental sales, consumption and other taxes and charges imposed on sales of Licensed Products; non payment of invoices in accordance with their terms; and freight, insurance, customs, duties, and other landing charges. If payments to Licensee or any affiliate of Licensee are made in currency other than United States Dollars, then such currency shall be converted into its equivalent in United States Dollars at the rates used by Licensee in its internal accounting procedures.
Royalties and Reports. 4.1 Ackeeox shall pay Oxtails a royalty equal to three percent (3%) of Ackeeox's Net Revenues (as defined below) derived from sales generated by Additional Retail Stores. As used herein, "Net Revenues" shall mean the gross revenues from sales generated by Additional Retail Stores less any discounts, co-op advertising costs, sales commissions, freight, insurance and other shipping charges, but only to the extent that such discounts, shipping charges or returns are separately invoiced and/or actually credited to any customers' accounts. Under no circumstances shall any returns experienced by Ackeeox require a net repayment by Oxtails to Ackeeox.
Royalties and Reports. 4.1 Royalties. CCI shall pay to EchoCath a royalty in an amount equal to five and one-half percent (5.5%) of Net Sales of any and all Products which use EchoCath's licensed technologies manufactured by CCI and sold to third parties in a given Quarter. CCI shall pay EchoCath one-third (1/3) of any royalties received by CCI on account of any sublicenses granted hereunder by CCI. As used herein, "Net Sales" shall mean gross invoice price less expenses attributable to transportation, insurance or other similar out-of-pocket expenses paid to third parties in connection with shipment and delivery of the Products, and, less sales tax, import duties and other taxes not related to the net income of CCI. In the event that the Products are sold in kit form in combination with other products, Net Sales of such kitted Products shall be determined by adding the list prices of all products in the kit and dividing same by the sales price of the kit. The resulting percentage discount shall be applied against the average selling price of the Products to determine their Net Sales price. Royalties paid shall be on only the pro rata share of the kit price which the product that uses the technologies is part of.
