Royalty Purchase Clause Samples

Royalty Purchase. We may, at any time, purchase 1% of your NSR for $1 million by providing you notice of the same and, within 30 days of such notice date and upon completion of documentation transferring the royalty to us, will make the payment. If, within 4 years of the Approval Date we have not commenced production, you will receive from us Advance Royalty Payments of $5,000 per year and; if such production has not commenced within 6 years of the Approval Date, then Advance Royalty Payments will increase to $10,000 per year.

Royalty Purchase. The Lessee shall have the right to purchase up to two and one-half (2.5) percent, or any part thereof, of the royalty applicable on all unpatented claims as described in Exhibit "A" and within the boundaries of the Area of Interest for a cost of US$5,000,000 (five million US dollars) per percentage point from which advance payments of Royalty, made up to the day of buyout, may be subtracted from the royalty purchase price. The royalty purchase price is only in effect up to sixty (60) days of completion of a bankable feasibility study, or in lieu of a feasibility study, when ore production of any type occurs. Lessee will pay Lessor a perpetual one percent (1.0%) royalty on Net Smelter Returns (as defined below in Section 7. of this document) thereafter for production on any or all unpatented claims within the area of interest.

Royalty Purchase. The Company acknowledges and agrees that the complete terms of the Royalty and Milestone Purchase are set forth in an amendment to the original agreement (the “Royalty Purchase Amendment”) between an Affiliate of the Company and the Royalty Holders and that the complete terms of the amendment and the original agreement have been made available to Buyer Parent prior to the date of this Amendment. The Company further acknowledges and agrees that the Payoff Amount to be paid by Buyer Parent hereunder is intended to fund the Royalty and Milestone Purchase to the recipients (collectively, the “Royalty Recipients”) in the respective amounts as set forth on Schedule A hereto in full satisfaction of all obligations with respect to the Underlying Royalty and Milestone Payments. Promptly following the execution of this Amendment, Buyer Parent shall deliver, or cause to be delivered, the Payoff Amount to the Company by wire transfer of immediately available funds, to an account specified in writing by the Company to Buyer Parent. Upon receipt of the Payoff Amount from Buyer Parent, the Company shall furnish the applicable portion of the Payoff Amount to each Royalty Recipient in accordance with Schedule A, less applicable tax withholding in the case of amounts paid to the individual Royalty Recipients (which withheld amounts the Company shall submit to the appropriate taxing authority), by issuing a check (marked as provided in full satisfaction of the Underlying Royalty and Milestone Payments and requiring the check to be cashed within 90 days) (or otherwise transferring funds or offsetting payments against amounts owed to the Company) to the Royalty Recipient together with a written explanation that the Royalty and Milestone Purchase and the applicable portion of the Payoff Amount extinguish any obligations to such Royalty Recipient with respect to the Underlying Royalty and Milestone Payments. The Company shall notify the Buyer Parent in writing promptly (and in any event within five (5) Business Days) of any response from the Royalty Recipient to the receipt of the check (or transferred amount, as applicable); in addition, the Company shall notify the Buyer Parent in writing, within forty-five (45) to ninety (90) days after the transmission of the checks, of all checks cashed by the Royalty Recipients. The Company and the Buyer Parent agree that, to the extent any Royalty Recipient either responds to the receipt of the check (or transferred amount, as applicable)...

Royalty Purchase. The Royalty percentage rate shall be one and a half percent (1.5%). of which one half of a percent (.5%) may be purchased by CRV from the Owner at any time prior to Commencement of Commercial Production for a cash payment of $200,000.00.

Royalty Purchase. (a) Licensee may, at its sole option, choose to terminate its obligation to pay Royalties to UWA under Section 4.2 by providing written notice thereof to UWA at any time after the first Regulatory Approval of any Product in the Territory, but prior to April 1, [†††], (the “Royalty Purchase Notice”) and agreeing to pay to UWA (i) a one-time payment of [†††] U.S. Dollars (USD [†††]) (the “Royalty Purchase Upfront Payment”), (ii) a one-time payment of [†††] [†††] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. U.S. Dollars (USD [†††]) the first time that aggregate Net Sales of all Products in the Territory exceed [†††] U.S. Dollars (USD [†††]) in any calendar year prior to January 1, [†††], and (iii) a one-time payment of [†††] U.S. Dollars (USD [†††]) the first time aggregate Net Sales of all Products in the Territory exceed [†††] U.S. Dollars (USD [†††]) in any calendar year prior to January 1, [†††] ((ii) and (iii) each, a “Royalty Purchase Milestone Payment,” and collectively with the Royalty Purchase Upfront Payment, the “Royalty Purchase Payment”), pursuant to the terms of this Section 4.3 (the “Royalty Purchase”). For clarity, if the Royalty Purchase becomes effective, if aggregate Net Sales of all Products in the Territory exceed [†††] U.S. Dollars (USD [†††]) for the first time in the same year that aggregate Net Sales of all Products in the Territory exceed [†††] U.S. Dollars (USD [†††]) for the first time, then both Royalty Purchase Milestone Payments shall be triggered and Licensee shall pay to UWA [†††] U.S. Dollars (USD [†††]). For clarity, in no event shall Licensee be obligated to pay to UWA pursuant to this Section 4.3 more than a total of [†††] U.S. Dollars (USD [†††]), if Licensee provides a Royalty Purchase Notice and each of the milestones set forth in subsections (ii) and (iii) are achieved. (b) During the period beginning on the date upon which UWA receives the Royalty Purchase Notice and ending [†††] thereafter, unless such period is earlier terminated by written notice from UWA to Licensee (the “Royalty Purchase Period”), UWA may solicit offers to assign to a third party [†††] its right, [†††] to receive Royalties from Licensee under Section 4.2 (the “Royalty Rights”). If, during the Royalty Purchase Period, [†††] offer[†††] to UWA compensation in exchange for the Royalty Rights [†††] ...

Royalty Purchase. Subject to Section 6.1(d): (a) at least 30 days prior to achieving Commercial Production, the Borrower shall deliver notice to the Lender of the same; (b) prior to the Maturity Date, the Lender shall send the Borrower a notice which shall state the accrued and unpaid interest on the Principal Amount payable by the Borrower to the Lender up to but excluding the Maturity Date; and (c) on the Maturity Date, the specified party below shall do the following concurrently: (i) the Borrower shall grant and sell the Royalty, by executing and delivering the Royalty Agreement to the Lender or its Canadian tax resident Affiliate (as directed by the Lender) against payment of the Royalty Purchase Price; (ii) the Lender shall, or a Canadian tax resident Affiliate of the Lender (as directed by the Lender) shall, purchase the Royalty, by paying the Royalty Purchase Price and executing and delivering the Royalty Agreement to the Borrower; (iii) the applicable amount of accrued and unpaid interest on the Principal Amount shall be paid by the Borrower to the Lender up to but excluding the Maturity Date, in cash or in accordance with Section 2.3(a); (iv) this Note shall be repaid by the Borrower for an amount equal to the Principal Amount and cancelled, and the Security shall be discharged; and (v) the Borrower shall provide, all such documents, agreements and other instruments required under the Royalty Agreement requested from the Lender as may reasonably be necessary or desirable to complete the purchase of the Royalty, and, if applicable, any set-off contemplated pursuant to Section 3.3, and the registration of the Royalty in the applicable mineral titles recording system and land registries, unless there is an Event of Default that has occurred and is continuing, in which case the Lender shall elect by notice to Borrower on or before the Maturity Date as to whether the above provisions will apply.

Royalty Purchase