Common use of Royalty Obligations Clause in Contracts

Royalty Obligations. Part 2.7(e) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, and other amounts payable by the Seller to any Person (other than sales commissions paid to employees according to the Seller’s standard commissions plan) upon or for the sale, or distribution of any Seller Product or the use of any Seller IP.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Medical Transcription Billing, Corp), Asset Purchase Agreement (Medical Transcription Billing, Corp), Asset Purchase Agreement (Medical Transcription Billing, Corp)

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Royalty Obligations. Part 2.7(e2.9(e) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, and other amounts payable by the Seller Company to any other Person (other than sales commissions paid to employees according to the SellerCompany’s standard commissions plan) upon or for the manufacture, sale, or distribution of any Seller Company Product or the use of any Seller Company IP.

Appears in 3 contracts

Samples: Merger Agreement, Merger Agreement (Cavium, Inc.), Merger Agreement (Patient Infosystems Inc)

Royalty Obligations. Part 2.7(e2.9(e) of the Company Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, and other amounts payable by the Seller Company to any other Person (other than sales commissions paid to employees according to the SellerCompany’s standard commissions plan) upon or for the manufacture, sale, or distribution of any Seller Company Product or the use of any Seller Company IP.

Appears in 2 contracts

Samples: Merger Agreement (Poseida Therapeutics, Inc.), Merger Agreement (Poseida Therapeutics, Inc.)

Royalty Obligations. Part 2.7(e) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, and other amounts payable by the Seller to any Person (other than sales commissions paid to employees according to the Seller’s standard commissions plan) upon or for the sale, or distribution of any Seller Product or the use of any Seller IP.. Asset Purchase Agreement, MTBC & RMB 7

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Medical Transcription Billing, Corp)

Royalty Obligations. Part 2.7(e2.9(e) of the Company Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, and other amounts payable by any of the Seller Company Entities to any other Person (other than sales commissions paid to employees according to the Seller’s Company Entities' standard commissions plan) upon or for the manufacture, sale, or distribution of any Seller Company Product or the use of any Seller Company IP.

Appears in 2 contracts

Samples: Merger Agreement (Med-Design Corp), Merger Agreement (Specialized Health Products International Inc)

Royalty Obligations. Part 2.7(e2.9(f) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, milestones, license maintenance fees, commissions, and other similar amounts payable by the Seller Company to any other Person (other than sales commissions paid to employees according to the Seller’s standard commissions plan) upon or for the sale, or distribution exploitation of any Seller Product or the use of any Seller IPCompany IP Rights.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Vir Biotechnology, Inc.), Securities Purchase Agreement (Vir Biotechnology, Inc.)

Royalty Obligations. Part 2.7(e2.10(d) of the Disclosure Schedule contains a complete and accurate list and summary of all Company Contracts that require the Company to pay royalties, fees, commissions, and commissions or other similar amounts payable by the Seller to any other Person (other than sales commissions paid to employees employees, agents or contractors according to the SellerCompany’s standard commissions plan) upon or for the saleuse, license or distribution of any Seller Product or the use of any Seller Company IP.

Appears in 2 contracts

Samples: Merger Agreement, Merger Agreement (Yelp Inc)

Royalty Obligations. Part 2.7(e3.10(d) of the Disclosure Schedule contains a complete and accurate list and summary of all Contracts containing provisions related to royalties, fees, commissions, commissions and other amounts payable by the Seller any Acquired Company to any other Person (other than sales commissions paid to employees according to the Sellerapplicable Acquired Company’s standard commissions plan) upon or for the sale, or distribution of any Seller Product or the use of any Seller IPAcquired Company IP or upon the sale, lease, license, distribution, provision, or other disposition of any product or service of an Acquired Company.

Appears in 2 contracts

Samples: Share Purchase Agreement, Share Purchase Agreement (Riverbed Technology, Inc.)

Royalty Obligations. Part 2.7(eSection 2.13(d) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, and or other amounts payable by the Seller Company to any other Person (other than sales commissions paid to employees according to the Seller’s standard commissions plan) upon or for the sale, use or distribution exploitation by Company of any Seller Product or the use of any Seller Company IP.

Appears in 1 contract

Samples: Equity Purchase Agreement (Nanometrics Inc)

Royalty Obligations. Part 2.7(e2.10(d) of the Disclosure Schedule contains a complete and accurate list and summary of all Acquired Company Contracts that require an Acquired Company to pay royalties, fees, commissions, and commissions or other similar amounts payable by the Seller to any other Person (other than sales commissions paid to employees according to the SellerAcquired Company’s standard commissions plan) upon or for the sale, or distribution of any Seller Product or the use of any Seller IPAcquired Company IPR or Acquired Company Software.

Appears in 1 contract

Samples: Merger Agreement (Yelp Inc)

Royalty Obligations. Part 2.7(e2.10(f) of the Disclosure Schedule contains a complete and accurate list and summary of all each Contract pursuant to which any Acquired Entity is obligated to pay any royalties, fees, commissions, commissions and other amounts payable by the Seller to any other Person (based on the volume of use, distribution, licensing out, or sale of any Acquired Entity Product, other than Contracts with Acquired Entity employees providing for them to receive sales commissions paid to employees according to in the Seller’s standard commissions plan) upon or for the sale, or distribution of any Seller Product or the use of any Seller IPordinary course.

Appears in 1 contract

Samples: Merger Agreement (Autodesk Inc)

Royalty Obligations. Part 2.7(e3.11(e) of the Disclosure Schedule contains a complete and accurate list and summary of all Contracts in which any Acquired Company must pay to any other Person royalties, fees, commissions, and or other amounts payable by based on the Seller to any Person (other than volume of sales commissions paid to employees according to the Seller’s standard commissions plan) or revenue, in each case upon or for the sale, use or distribution exploitation of any Seller Product Intellectual Property or the use of any Seller IPIntellectual Property Rights.

Appears in 1 contract

Samples: Share Purchase Agreement (Tenable Holdings, Inc.)

Royalty Obligations. Part 2.7(e2.10(e) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, and other amounts payable by the Seller to any other Person (other than sales commissions paid to employees according to the Seller’s standard commissions plan) upon or for the manufacture, sale, or distribution of any Seller Product or the use of any Seller IP.

Appears in 1 contract

Samples: Asset Purchase Agreement (Leadis Technology Inc)

Royalty Obligations. Part 2.7(e2.6(e) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, and other amounts payable by the Seller to any other Person (other than sales commissions paid to employees according to the Seller’s standard commissions plan) upon or for the manufacture, sale, or distribution of any Seller Product or the use of any Seller IP.

Appears in 1 contract

Samples: Asset Purchase Agreement (Vuance)

Royalty Obligations. Part 2.7(e2.10(e) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, and other amounts payable by the Seller Company to any other Person (other than sales commissions paid to employees according to the Seller’s Company's standard commissions plan) upon or for the manufacture, sale, or distribution of any Seller Company Product or the use of any Seller Company IP.

Appears in 1 contract

Samples: Merger Agreement (Newlink Genetics Corp)

Royalty Obligations. Part 2.7(e2.9(e) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, and other amounts payable by any of the Seller Acquired Corporations to any other Person (other than (i) sales commissions paid to employees according to the Seller’s Acquired Corporations’ standard commissions planplan or (ii) routine governmental fees incurred in connection the prosecution of any Registered IP) upon or for the manufacture, sale, or distribution of any Seller Company Product or the use of any Seller Company IP.

Appears in 1 contract

Samples: Merger Agreement (Servidyne, Inc.)

Royalty Obligations. Part 2.7(e2.10(d) of the Disclosure Schedule contains a complete and accurate list and summary as of the Agreement Date of all royalties, fees, commissions, royalties and other similar amounts payable periodically by the Seller any Acquired Company to any other Person (other than sales commissions paid to employees according to the Seller’s standard commissions plan) upon or for the sale, or distribution of any Seller Product or the use of any Seller Company IP.. (e)

Appears in 1 contract

Samples: Share Issuance and Acquisition Agreement (Walmart Inc.)

Royalty Obligations. Part 2.7(e2.10(e) of the Company Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, and other amounts payable by any of the Seller Acquired Corporations to any other Person (other than sales commissions paid to employees according to the Seller’s Acquired Corporations’ standard commissions plan) upon or for the manufacture, sale, or distribution of any Seller Company Product or the use of any Seller Company IP.

Appears in 1 contract

Samples: Merger Agreement (Rae Systems Inc)

Royalty Obligations. Part 2.7(e2.10(d) of the Disclosure Schedule contains a complete and accurate list and summary of all Acquired Company Contracts that require an Acquired Company to pay royalties, fees, commissions, commissions and or other similar amounts payable by the Seller to any other Person (other than sales commissions paid to employees employees, agents or contractors according to the SellerAcquired Company’s standard commissions plan) upon or for the saleuse, license, or distribution of any Seller Product or the use of any Seller Acquired Company IP.

Appears in 1 contract

Samples: Merger Agreement (Yelp Inc)

Royalty Obligations. Part 2.7(e2.10(e) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, and other amounts payable by the Parent or any Seller to any Person (other than sales commissions paid to employees according to the Seller’s Sellers’ standard commissions planplans) upon or for the sale, or distribution of any Seller Product or the use of any Seller IP.

Appears in 1 contract

Samples: Asset Purchase Agreement

Royalty Obligations. Part 2.7(e‎2.10(d) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, commissions and other amounts payable by the Seller Company or any of its Subsidiaries to any other Person pursuant to any Company IP Contract (other than sales commissions paid to employees according to the SellerCompany’s standard commissions plan) upon or for the sale, or distribution of any Seller Product or the use of any Seller Company IP.

Appears in 1 contract

Samples: Merger Agreement (Insmed Inc)

Royalty Obligations. Part 2.7(e2.10(d) of the Disclosure Schedule contains a complete and accurate list and summary of all Contracts containing provisions related to royalties, fees, commissions, commissions and other amounts payable by the Seller Company to any other Person (other than sales commissions paid to employees according to the SellerCompany’s standard commissions plan) upon or for the sale, or distribution of any Seller Product or the use of any Seller Company IP.

Appears in 1 contract

Samples: Merger Agreement (Riverbed Technology, Inc.)

Royalty Obligations. Part 2.7(e2.9(e) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, and other amounts payable by the Seller Company or the Subsidiary to any other Person (other than sales commissions paid to employees according to the Seller’s Acquired Companies’ standard commissions plan) upon or for the manufacture, sale, or distribution of any Seller Acquired Company Product or the use of any Seller Company IP.

Appears in 1 contract

Samples: Merger Agreement (Websense Inc)

Royalty Obligations. Part 2.7(e2.14(e) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, commissions and other amounts payable by the Seller Company to any other Person (other than sales commissions paid to employees according to the SellerCompany’s standard commissions plan) upon or for the salemanufacture, sale or distribution of any Seller Company Product or the use of any Seller Company IP.

Appears in 1 contract

Samples: Merger Agreement (Netscout Systems Inc)

Royalty Obligations. Part 2.7(eSection 3.12(e) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, and other amounts payable by the Seller Company to any other Person (other than sales commissions paid to employees according to the SellerCompany’s standard commissions plan) upon or for the manufacture, sale, or distribution of any Seller Business Product or the use of any Seller Business IP.

Appears in 1 contract

Samples: Merger Agreement (TigerLogic CORP)

Royalty Obligations. Part 2.7(e2.10(d) of the Disclosure Schedule contains a complete and accurate list and summary of all any agreements requiring payment by the Company or any of its Subsidiaries of any royalties, fees, commissions, commissions and other amounts payable by the Seller to any other Person (other than sales commissions paid to employees according to the SellerCompany’s standard commissions plan) upon or for the sale, or distribution of any Seller Product or the use of any Seller Company IP. Complete and accurate copies of each agreement listed in Part 2.10(d) of the Disclosure Schedule have been provided to Parent.

Appears in 1 contract

Samples: Merger Agreement (Oclaro, Inc.)

Royalty Obligations. Part 2.7(e2.9(e) of the Company Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, and other amounts payable by the Seller Company to any other Person (other than sales commissions paid payable to employees according to of the Seller’s standard commissions planCompany consistent with the terms of the applicable Company Plan) upon or for the manufacture, sale, or distribution of any Seller Product Company Service or the use of any Seller IPCompany Intellectual Property.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Millennial Media Inc.)

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Royalty Obligations. Part 2.7(e2.10(e) of the Disclosure Schedule contains a correct and complete and accurate list and summary of all royalties, fees, commissions, commissions and other amounts payable by the Seller Company to any other Person (other than sales commissions paid to employees according to the SellerCompany’s standard commissions plan) upon or for the sale, use or distribution exploitation of any Seller Product Technology or Intellectual Property Rights incorporated into or used in the use of development, testing, distribution, provision, maintenance or support of, any Seller IPCompany Product.

Appears in 1 contract

Samples: Merger Agreement (inContact, Inc.)

Royalty Obligations. Part 2.7(e2.9(b) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, commissions and other amounts payable by the Seller Company to any other Person (other than sales commissions paid to employees according to the SellerCompany’s standard commissions plan) upon or for the salemanufacture, sale or distribution of any Seller Company Product or the use of any Seller Company IP.

Appears in 1 contract

Samples: Merger Agreement (Micronetics Inc)

Royalty Obligations. Part 2.7(e2.12(e) of the Company Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, and other amounts payable by the Seller Company to any other Person (other than sales commissions paid payable to employees according to of the Seller’s standard commissions planCompany) upon or for the manufacture, sale, or distribution of any Seller Company Product or the use of any Seller Company IP.

Appears in 1 contract

Samples: Loan and Security Agreement (Broadsoft Inc)

Royalty Obligations. Part 2.7(e2.10(d) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, commissions and other amounts in the aggregate in excess of $250,000 annually payable by the Seller Company to any other Person pursuant to any Company IP Contract (other than sales commissions paid to employees according to the SellerCompany’s standard commissions plan) upon or for the sale, or distribution of any Seller Product or the use of any Seller Company IP.

Appears in 1 contract

Samples: Merger Agreement (Viggle Inc.)

Royalty Obligations. Part 2.7(e2.4(e) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissionsmilestone payments, commissions and other amounts payable by the Seller or any Seller Affiliate to any other Person (other than sales commissions paid to employees according to the Seller’s standard commissions plan) upon or for the manufacture, sale, or distribution of any Seller Product or the use of any Seller IPProduct IP as of the date of this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cytek Biosciences, Inc.)

Royalty Obligations. Part 2.7(e2.9(e) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, and other amounts payable by the Seller each Acquired Company to any other Person for Intellectual Property Rights (other than sales commissions paid to employees according to the Sellereach Acquired Company’s standard commissions plan) upon or for the manufacture, sale, distribution or distribution of any Seller Product or the use of any Seller IPAcquired Company Product (e.g., amounts payable on a per-unit of Acquired Company Product basis).

Appears in 1 contract

Samples: Merger Agreement (Cavium Networks, Inc.)

Royalty Obligations. Part 2.7(eSection 2.14(e) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, commissions and other amounts payable by the Seller Company to any other Person (other than sales commissions paid to employees according to the SellerCompany’s standard commissions plan, if any) upon or for the sale, or distribution of any Seller Product or the use of any Seller Company IP.

Appears in 1 contract

Samples: Merger Agreement (Veracyte, Inc.)

Royalty Obligations. Part 2.7(e2.12(e) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, and other amounts payable by the Seller to any other Person (other than sales commissions paid to employees according to the Seller’s standard commissions plan) upon or for the manufacture, sale, or distribution of any Seller Product or the use of any Seller IP.

Appears in 1 contract

Samples: Asset Purchase Agreement (Broadsoft Inc)

Royalty Obligations. Part 2.7(eSection 3.16(d) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, commissions and other amounts payable by the Seller Company to any other Person (other than sales commissions paid to employees according to the SellerCompany’s standard commissions plan) upon or for the sale, or distribution of any Seller Product or the use of any Seller IPOwned Intellectual Property.

Appears in 1 contract

Samples: Stock Purchase Agreement (Scansource, Inc.)

Royalty Obligations. Part 2.7(e2.10(d) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, commissions and other amounts payable by the Seller Company to any other Person (other than sales commissions paid to employees according to the SellerCompany’s standard commissions plan) upon or for the sale, or distribution of any Seller Product or the use of any Seller Company IP.

Appears in 1 contract

Samples: Merger Agreement (Oclaro, Inc.)

Royalty Obligations. Part 2.7(e2.10(e) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, and other amounts payable by any of the Seller Acquired Corporations to any other Person (other than sales commissions paid to employees according to the Seller’s Acquired Corporations’ standard commissions plan) upon or for the manufacture, sale, or distribution of any Seller Company Product or the use of any Seller Company IP.

Appears in 1 contract

Samples: Merger Agreement (Rae Systems Inc)

Royalty Obligations. Part 2.7(e2.10(d) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, commissions and other amounts payable of the greater than JPY 2,000,000 by the Seller Company to any other Person (other than sales commissions paid to employees according to the Seller’s Company's standard commissions plan) upon or for the sale, or distribution of any Seller Product or the use of any Seller the Company IP.

Appears in 1 contract

Samples: Stock Purchase Agreement (Silicon Graphics International Corp)

Royalty Obligations. Part 2.7(e2.9(d) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, and other amounts payable by the Seller to any Person (other than sales commissions paid to employees according to the Seller’s standard commissions plan) upon or for the sale, or distribution of any Seller Product or the use of any Seller IP.

Appears in 1 contract

Samples: Asset Purchase Agreement (Medical Transcription Billing, Corp)

Royalty Obligations. Part 2.7(e2.10(e) of the Disclosure Schedule contains a complete and accurate list and summary of all each Contract pursuant to which any Acquired Company is obligated to pay any royalties, fees, commissions, commissions and other amounts payable by the Seller to any other Person upon or for the use of any Company Product, Intellectual Property Rights or Intellectual Property (other than sales commissions paid to employees according to the Seller’s standard commissions plan) upon or for the sale, or distribution of any Seller Product or the use of any Seller IPemployees).

Appears in 1 contract

Samples: Equity Purchase Agreement (OMNICELL, Inc)

Royalty Obligations. Part 2.7(e2.11(e) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, and other amounts payable by the Seller to any Person (other than sales commissions paid to employees according to the Seller’s standard commissions plan) upon or for the sale, or distribution of any Seller Product or the use of any Seller IP.

Appears in 1 contract

Samples: Asset Purchase Agreement (Medical Transcription Billing, Corp)

Royalty Obligations. Part 2.7(e2.9(e) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, and other amounts payable by the Seller Company pursuant to a Company IP Contract to any other Person (other than sales commissions paid to employees and contractors according to the SellerCompany’s standard commissions plan) upon or for the manufacture, sale, or distribution of any Seller Company Product or the use of any Seller Company IP.

Appears in 1 contract

Samples: Merger Agreement (St. Bernard Software, Inc.)

Royalty Obligations. Part 2.7(e2.9(e) of the Disclosure Schedule contains a complete and accurate list and summary of all royalties, fees, commissions, and other amounts payable by the Seller Acquired Company to any other Person (other than sales commissions paid to employees according to the Seller’s Acquired Companies’ standard commissions plan) upon or for the manufacture, sale, or distribution of any Seller Acquired Company Product or the use of any Seller Company IP.

Appears in 1 contract

Samples: Merger Agreement (Dot Hill Systems Corp)

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