ROYALTY AND LICENSE FEE Sample Clauses

ROYALTY AND LICENSE FEE. (a) In consideration of the grant of the Sublicense, the Licensee shall pay to Iomed an earned royalty of one and one-half percent (1.5%) (the "Royalty") of all "Net Sales Proceeds (as hereinafter defined) received by the Licensee or its Sublicensees from all sales of the University Products which are made between the effective date of this Agreement and ****************** (the "Royalty Period"). Following the Royalty Period, no royalties, fees or other payments shall be due Iomed as the result of or in connection with the sale by the Licensee or any of its Sublicensees, of the University Products or any (b) As consideration for the License, the Licensee shall pay to Iomed, in lieu of any royalty or other payment, a license fee (the "License Fee") ***** ************************************************************* received by the Licensor, or its Sublicensees, from all sales of Iomed Products which are made between the effective date of this Agreement and January 1, 2004 (the "Fee Period"). Following the Fee Period, no license fee or other payment (other than the Royalty specified in paragraph 2(a) hereof to the extent applicable) shall be due or payable to Iomed by the Licensee or any of its Sublicensees as a result of or in connection with the manufacture or sale of the Iomed Products or any other product which incorporates any of the Iomed Technology. (c) As used in this Agreement, the term "Net Sales Proceeds" shall mean *********************************************************************** **************************************************************************** *********************************************************************** **************************************************************************** ************************************************************************ ********************************************************************* ******************************************************** (d) In the event that a University Product or an Iomed Product is sold by the Licensee or by one of its Sublicensees to a person, firm or entity which is owned or controlled by or is under common control with the Licensee or such Sublicensee, then the Royalty or the License Fee, as appropriate, which shall be due and payable to Iomed as the result of such sale shall be calculated on
Sample 1
ROYALTY AND LICENSE FEE. (a) In consideration of the grant of the Sublicense, the Licensee shall pay to Iomed an earned royalty of **** (the "Royalty") **** (as hereinafter defined) received by the Licensee or its Sublicensees from all sales of the University Products which are made between the effective date of this Agreement and **** (the "Royalty Period"). Following the Royalty Period, no royalties, fees or other payments shall be due Iomed as the result of or in connection with the sale by the Licensee or any of its Sublicensees, of the University Products or any other products which incorporate or utilize any of the technology which is the subject of the University Patents or which is otherwise covered by the Sublicense. (b) As consideration for the License, the Licensee shall pay to Iomed, ****(the "License Fee") **** received by the Licensor, or its Sublicensees, from all sales of Iomed Products which are made between the effective date of this Agreement and **** (the "Fee Period"). Following the Fee Period, no license fee or other payment (other than the Royalty specified in paragraph 2(a) hereof to the extent applicable) shall be due or payable to Iomed by the Licensee or any of its Sublicensees as a result of or in connection with the manufacture or sale of the Iomed Products or any other product which incorporates any of the Iomed Technology. (c) As used in this Agreement, the term "Net Sales Proceeds" shall mean ****.
Sample 1
ROYALTY AND LICENSE FEE. 6.1 Except as provided in this Article 6 of this Agreement, no Party will be obligated to pay to the other Party any fee, royalty or any form of monetary consideration for use, exploitation or sublicensing of Pool IP. 6.2 Travelocity hereby grants to Sabre the right and license to use the Existing Clone in its business and grants to Sabre the right to grant sublicenses to third parties who are not Travelocity Direct Competitors. 6.3 [TEXT OMITTED - CONFIDENTIAL TREATMENT REQUESTED] 6.4 Upon request by Sabre, Travelocity will deliver to Sabre any Future Clone and will grant to Sabre a license to use any Future Clone in its business and to grant sublicenses to third parties who are not Travelocity Direct Competitors. 6.5 If, after the Effective Date of this Agreement, Sabre grants a sublicense to a third party to use any Future Clone, Sabre will notify Travelocity of the sublicense within thirty (30) days after execution thereof and will pay to Travelocity [TEXT OMITTED - CONFIDENTIAL TREATMENT REQUESTED]
Sample 1
ROYALTY AND LICENSE FEE. 6.1 Except as provided in this Article 6 of this Agreement, no Party will be obligated to pay to the other Party any fee, royalty or any form of monetary consideration for use, exploitation or sublicensing of Pool IP. 6.2 Travelocity hereby grants to Sabre the right and license to use the Existing Clone in its business and grants to Sabre the right to grant sublicenses to third parties who are not Travelocity Direct Competitors. 6.3 [TEXT OMITTED - CONFIDENTIAL TREATMENT REQUESTED] 6.4 Upon request by Sabre, Travelocity will deliver to Sabre any Future Clone and will grant to Sabre a license to use any Future Clone in its business and to grant sublicenses to third parties who are not Travelocity Direct Competitors.
Sample 1

Related to ROYALTY AND LICENSE FEE

  • License Fee The Licensee to shall make payment of the License Fee to Licensor on the date of this Agreement. All rights granted to Licensee by Producer in the Beat are conditional upon Licensee’s timely payment of the License Fee. The License Fee is a one-time payment for the rights granted to Licensee and this Agreement is not valid until the License Fee has been paid.

  • Sublicense Fees In partial consideration of the License and subject to Sections 3.7 and 3.8, Company will pay to Penn: (i) [CONFIDENTIAL TREATMENT REQUESTED] /*/ percent ([CONFIDENTIAL TREATMENT REQUESTED] /*/%) of sublicensing royalties actually received by Company and its Affiliates in consideration of sublicenses of the License for Licensed Products Sold by sublicensees for use in the Field of Use while covered in the country of Sale of expected use by a Valid Claim of the Penn Patent Rights that is licensed to Company under the License, provided that, such amounts payable to Penn with respect to such sublicensing royalties for such Sales of such Licensed Products shall not be less than [CONFIDENTIAL TREATMENT REQUESTED] /*/ percent ([CONFIDENTIAL TREATMENT REQUESTED] /*/%) of Net Sales of such Licensed Products made by sublicensees (as such Net Sales definition is applied to sublicensees, and applying Section 3.8 to such sublicensees’ Net Sales); and (ii) [CONFIDENTIAL TREATMENT REQUESTED] /*/ percent ([CONFIDENTIAL TREATMENT REQUESTED] /*/%) of all other sublicensing fees and payments and other consideration actually received by Company in consideration of sublicenses under the License granted by Company or its Affiliates, excluding for this clause (ii) (1) sublicensing royalties addressed by clause (i) above, (2) equity investments to the extent not in excess of fair market value made by sublicensees in Company or its Affiliates, (3) payments by sublicensees to Company or Affiliates for payment or reimbursement of patent prosecution, defense, enforcement and maintenance and/or other related expenses, and (4) payments by sublicensees to Company or its Affiliates for future research, development or commercialization activities (including pre-clinical or clinical studies) undertaken by or for Company or its Affiliates (including payments for FTEs), and further provided that if Company pays to Penn a milestone payment under Section 3.2 for achieving a milestone for which Company receives from a sublicensee a payment for achieving the same milestone subject to this Section 3.5(ii), then the amount of the Company’s payment to Penn under Section 3.2 shall be deducted from such sublicensee’s payment for purposes of this Section 3.5(ii) and shall not be subject to such [CONFIDENTIAL TREATMENT REQUESTED] /*/ percent ([CONFIDENTIAL TREATMENT REQUESTED] /*/%) share.

  • Royalty Licensee shall pay Licensor a royalty equal to the Royalty Rate times Net Sales.

  • Third Party Royalties (i) In the event that Amgen, its Affiliates or Sublicensee obtains a license under Patents of a Third Party in any country that Amgen or its Affiliate, on the advice of patent counsel, determines, in the absence of a license thereunder could be considered to be infringed by the manufacture, use, sale, offer for sale or import of the Compound contained in a Product sold by Amgen (or its Affiliate or Sublicensee) in such country (in each case, a “Necessary Third Party License”), then Amgen may deduct […***…]% of the royalties actually paid to such Third Party under such Necessary Third Party License with respect to sales of such Product in such country from the royalty payments owed to Xencor pursuant to Section 6.7 with respect to Net Sales of such Product in such country, provided that the royalties payable to Xencor with respect to such Product in such country may not be reduced by more than […***…]% in any calendar quarter as a result of any and all such offsets in the aggregate. (ii) In the event that Amgen, its Affiliates or Sublicensee obtains a license (other than a Necessary Third Party License) under Patents of a Third Party in any country that Amgen or its Affiliate determines are necessary or reasonably useful to Develop, make, use, sell, offer for sale or import a Compound or Product sold by Amgen (or its Affiliate or Sublicensee) in such country (in each case, a “Useful Third Party License”), then Amgen may deduct […***…]% of the […***…] actually paid to such Third Party under such Useful Third Party License with respect to sales of such Product in such country from the royalty payments owed to Xencor pursuant to Section 6.7 with respect to Net Sales of such Product in such country, provided that the royalties payable to Xencor with respect to such Product in such country may not be reduced by more than […***…]% in any calendar quarter as a result of any and all such offsets in the aggregate. (iii) For the avoidance of doubt, subject to the foregoing, it is understood that a Party shall be solely responsible for payment of any and all royalties and other amounts owed by such Party under its license or other agreements with Third Parties that were entered into prior to the Effective Date; provided, however, that Amgen shall be responsible for payment of all payments that become due after the Option Exercise Date under the Catalent Agreement (defined in Section 10.2(b)) as a result of the Development, manufacture, use, sale, offer for sale or import of any Product by or on behalf of Amgen or any of its Affiliates or Sublicensees.

  • License Maintenance Fee Beginning and each thereafter, ***** will pay Stanford a yearly license maintenance fee of $ . Yearly maintenance payments are nonrefundable.

  • Royalty Payments 6.1 During the TERM of this Agreement, as partial consideration for the LICENSE, LICENSEE shall pay to YALE an earned royalty of [***] percent ([***]%) of worldwide cumulative NET SALES of LICENSED PRODUCTS by LICENSEE or its SUBLICENSEES or AFFILIATES (“EARNED ROYALTY”). 6.1.1 The obligation to pay royalties under this Article 6.1 shall be imposed only on the original sale of any individual LICENSED PRODUCT to the end-user thereof, and the royalty shall be imposed only once on such sale regardless of whether such LICENSED PRODUCT is covered by more than one patent claim within the LICENSED PATENTS. 6.1.2 In the event that LICENSEE determines that it is necessary to obtain a license from a third party in order to avoid infringing a third party’s patent(s) by making, having made, using, offering for sale, selling, having sold, importing or exporting LICENSED PRODUCTS, LICENSEE may reduce its applicable royalty obligation to YALE by an amount which is the lesser of (i) [***], or (ii) [***]. 6.1.3 The multiplier to be used to reduce the running royalties paid by LICENSEE to YALE on a COMBINATION PRODUCT, defined as a product containing a LICENSED PRODUCT and one or more additional products containing active ingredients sold together as a single product by LICENSEE, AFFILIATES or SUBLICENSEES, will be calculated by [***]. 6.1.4 Notwithstanding the foregoing, in no event shall the operation of Articles 6.1.2 or 6.1.3 result in EARNED ROYALTIES payable to YALE being reduced to less than [***] percent ([***]%). 6.1.5 Should a compulsory license be granted by LICENSEE or an AFFILIATE to a third party under the applicable laws, rules, regulations, guidelines, or other directives of any governmental or supranational agency in the LICENSED TERRITORY under the LICENSED PATENTS, LICENSEE shall notify YALE, including any material information concerning such compulsory license, and the running royalty rates payable under Article 6.1 for sales of LICENSED PRODUCTS in such country will be adjusted to equal any lower royalty rate granted to such third party for such country with respect to the sales of LICENSED PRODUCTS therein. 6.2 In the event that (i) LICENSEE or any of its AFFILIATES or SUBLICENSEES brings a PATENT CHALLENGE anywhere in the world, or (ii) LICENSEE or any of its AFFILIATES or SUBLICENSEES assists another party in bringing a PATENT CHALLENGE anywhere in the world, and (iii) YALE does not choose to exercise its rights to terminate this Agreement pursuant to Article 13, then the following provisions shall apply. (a) All payments due to YALE under this Agreement other than patent costs shall be [***] during the pendency of the PATENT CHALLENGE and shall remain payable to YALE when due. (b) If the PATENT CHALLENGE is inconclusive or results in a determination that at least one challenged claim is both valid and infringed, (i) all payments due to YALE under this Agreement other than patent costs shall be [***] for the remainder of the TERM of the Agreement. (ii) LICENSEE shall promptly reimburse YALE for all legal fees and expenses incurred in YALE’s defense against the PATENT CHALLENGE. (c) In the event that such a PATENT CHALLENGE is successful, LICENSEE will have no right to recoup any payments made prior to the final, non-appealable determination of a court of competent jurisdiction. 6.3 Neither LICENSEE nor any of its AFFILIATES or SUBLICENSEES shall bring a PATENT CHALLENGE without first providing YALE [***] written notice setting forth (a) precisely which claims and patents are being challenged or claimed not to be infringed, (b) a clear statement of the factual and legal basis for the challenge, and (c) an identification of all prior art and other matter believed to invalidate any claim of the LICENSED PATENT or which supports the claim that the LICENSED PATENT is not infringed. 6.4 LICENSEE shall pay all EARNED ROYALTIES accruing to YALE within [***] from the end of each calendar quarter (March 31, June 30, September 30 and December 31), beginning in the first calendar quarter in which NET SALES occur. Unless YALE requests otherwise, LICENSEE shall report all EARNED ROYALTIES and other payments accruing to YALE on a quarterly basis, but shall defer payments accruing to YALE that do not, in total, exceed [***] Dollars ($[***]) in any given quarter until the earlier of (1) the end of the calendar year, or (2) the quarter upon which the cumulative accrued royalties and other payments exceed [***] Dollars ($[***]). 6.5 All EARNED ROYALTIES and other payments due under this Agreement shall be paid to YALE in United States Dollars. In the event that conversion from foreign currency is required in calculating a payment under this Agreement, the exchange rate used shall be the Interbank rate quoted by Citibank at the time the payment is due. If overdue, the royalties and any other payments due under this Agreement shall bear interest until payment at a per annum rate [***] percent ([***]%) above the prime rate in effect at Citibank on the due date. The payment of such interest shall not foreclose YALE from exercising any other right it may have as a consequence of the failure of LICENSEE to make any payment when due.

  • Sublicense Income Company shall pay Medical School {***} of all Sublicense Income. Such amounts shall be due and payable within sixty (60) days after Company receives the relevant payment from the Sublicensee.

  • Royalties This agreement entitles the author to no royalties or other fees. To such extent as legally permissible, the author waives his or her right to collect royalties relative to the article in respect of any use of the article by the Journal Owner or its sublicensee.

  • License Fees and Royalties Consistent with the applicable U.S. DOT Common Rules, the Recipient agrees that license fees and royalties for patents, patent applications, and inventions produced with federal assistance provided through the Underlying Agreement are program income, and must be used in compliance with federal applicable requirements.

  • Earned Royalty In addition to the annual license maintenance fee, ***** will pay Stanford earned royalties (Y%) on Net Sales as follows: