Common use of Royalty Set-off Clause in Contracts

Royalty Set-off. If any person ("Claimant") asserts a claim that all or any part of the Coal Briquetting Technology is not the property of Licensor and is instead the property of Claimant, Licensee may, pending resolution of such claim, withhold from the royalty payment otherwise due Licensor pursuant to Section 3.1, amounts equal to such licensee fees as Claimant may demand for the use by Licensee of the Coal Briquetting Technology allegedly owned by Claimant. Any amounts so withheld will be placed in escrow by Licensee. Upon entrance of a final non-appealable order by a court of competent jurisdiction that the Coal Briquetting Technology is the property of Licensor or upon receipt of a release of Licensee from liability by Claimant, Licensee shall pay to Licensor any amounts withheld pursuant to this Section 3.2. If a court of competent jurisdiction enters a final non-appealable order that all or any portion of the Coal Briquetting Technology is the property of the Claimant, Licensee may pay to Claimant a reasonable license fee and set off any amounts so paid against any amount withheld pursuant to this Section 3.2 and/or any other royalty otherwise due Licensor without any further liability with respect thereto. Nothing in this Section 3.2 shall be construed as limiting in any respect Licensee's rights and remedies related to a breach by Licensor of the representations and warranties contained in Section 7.3.

Royalty Set-off. If any person ("Claimant") asserts a claim that all or any part of the Coal Briquetting Technology is not the property of Licensor and is instead the property of Claimant, Licensee may, pending resolution of such claim, withhold from the royalty payment otherwise due Licensor pursuant to Section 3.1, amounts equal to such licensee fees as Claimant may demand for the use by Licensee of the Coal Briquetting Technology allegedly owned by Claimant. Any amounts so withheld will be placed in escrow by Licensee. Upon entrance of a final non-appealable order by a court of competent jurisdiction that the Coal Briquetting Technology is the property of Licensor or upon receipt of a release of Licensee from liability by Claimant, Licensee shall pay to Licensor any amounts withheld pursuant to this Section 3.2. If a court of competent jurisdiction enters a final non-appealable order that all or any portion of the Coal Briquetting Technology is the property of the Claimant, Licensee may pay to Claimant a reasonable license fee and set off any amounts so paid against any amount withheld pursuant to this Section 3.2 and/or any other royalty otherwise due Licensor without any further liability with respect thereto. Nothing in this Section 3.2 shall be construed as limiting in any respect Licensee's rights and remedies related to a breach by Licensor of the representations and warranties contained in Section 7.3.. 1.1

Royalty Set-off. If any person ("Claimant") asserts a claim that all or any part of the Coal Briquetting Technology is not the property of Licensor and is instead the property of Claimant, Licensee may, pending resolution of such claim, withhold from the royalty payment otherwise due Licensor pursuant to Section 3.1, amounts equal to such licensee fees as Claimant may demand for the use by Licensee of the Coal Briquetting Technology allegedly owned by Claimant. Any amounts so withheld will be placed in escrow by Licensee. Upon entrance of a final non-appealable order by a court of competent jurisdiction that the Coal Briquetting Technology is the property of Licensor or upon receipt of a release of Licensee from liability by Claimant, Licensee shall pay to Licensor any amounts withheld pursuant to this Section 3.2. If a court of competent jurisdiction enters a final non-appealable order that all or any portion of the Coal Briquetting Technology is the property of the Claimant, Licensee may pay to Claimant a reasonable license fee and set off any amounts so paid against any amount withheld pursuant to this Section 3.2 and/or any other royalty otherwise due Licensor without any further liability with respect thereto. Nothing in this Section 3.2 shall be construed as limiting in any respect Licensee's rights and remedies related to a breach by Licensor of the representations and warranties contained in Section 7.3.. 3.2