Common use of Sublicense Fees and Royalties Clause in Contracts

Sublicense Fees and Royalties. (a) Licensee shall pay to Licensor thirty five percent (35%) of any lump sum fee that is not an earned royalty, including but not limited to any fixed fee, license fee, milestone payment, unearned portion of any minimum royalty payment, equity, joint marketing fee, intellectual property cross license, research and development funding in excess of Licensee’s cost of performing such research and development, and any other property, consideration, or thing of value given or exchanged for a sublicense regardless of how the Licensee and Sublicensee characterize such payments or consideration (collectively, “Sublicense Income”). Once Licensee has raised over ten million dollars ($10M) in funding or five years have passed from the Effective Date, whichever occurs first, the sublicensing rate in this Section 4.5(a) shall decrease from thirty five percent (35%) to fifteen percent (15%). (b) All such consideration received by Licensee shall be fully auditable by Licensor. Licensee shall not receive from Sublicensee(s) anything of value in lieu of cash payments in consideration for any sublicense under this Agreement without the express prior written permission of Licensor. Any non-cash consideration, including, without limitation, equity in other companies or equity investments in Licensee, received by the Licensee from any Sublicensee(s) will be valued at its Fair Market Value as of the date of receipt by Licensee. (c) In addition, Licensee shall pay to Licensor a royalty on Net Sales made under any sublicense which royalty rate shall be fifty percent (50%) of the royalty rate charged by Licensee on Net Sales by such Sublicensee; and in no event shall the royalty rate be less than one percent (1%) of Net Sales by Sublicensee.

Sublicense Fees and Royalties. (a) Licensee shall pay to Licensor thirty five percent (35%) of any lump sum fee that is not an earned royalty, including but not limited to any fixed fee, license fee, milestone payment, unearned portion of any minimum royalty payment, equity, joint marketing fee, intellectual property cross license, research and development funding in excess of Licensee’s cost of performing such research and development, and any other property, consideration, consideration or thing of value given or exchanged for a sublicense regardless of how the Licensee and Sublicensee characterize such payments or consideration (collectively, “Sublicense Income”). Once Licensee has raised over ten million dollars ($10M) in funding or five years have passed from the Effective Date, whichever occurs first, the rate sublicensing rate in this Section 4.5(a) shall decrease from thirty five percent (35%) % to fifteen percent (15%). (b) All such consideration received by Licensee shall be fully auditable by Licensor. Licensee shall not receive from Sublicensee(s) anything of value in lieu of cash payments in consideration for any sublicense under this Agreement without the express prior written permission of Licensor. Any non-cash consideration, including, without limitation, equity in other companies or equity investments in Licensee, received by the Licensee from any Sublicensee(s) will be valued at its Fair Market Value as of the date of receipt by Licensee. (c) In addition, Licensee shall pay to Licensor a royalty on Net Sales made under any sublicense which royalty rate shall be fifty percent (50%) of the royalty rate charged by Licensee on Net Sales by such Sublicensee; and in no event shall the royalty rate be less than one percent (1%) of Net Sales by Sublicensee.

Sublicense Fees and Royalties. (a) Licensee shall pay to Licensor thirty five percent (35%) of any lump sum fee that is not an earned royalty, including but not limited to any fixed fee, license fee, milestone payment, unearned portion of any minimum royalty payment, equity, joint marketing fee, intellectual property cross license, research and development funding in excess of Licensee’s cost of performing such research and development, and any other property, consideration, or thing of value given or exchanged for a sublicense regardless of how the Licensee and Sublicensee characterize such payments or consideration (collectively, “Sublicense Income”). Once Licensee has raised over ten million dollars ($10M) in funding or five years have passed from the Effective Date, whichever occurs first, the sublicensing rate in this Section 4.5(a) shall decrease from thirty five percent (35%) to fifteen percent (15%). (b) All such consideration received by Licensee shall be fully auditable by Licensor. Licensee shall not receive from Sublicensee(s) anything of value in lieu of cash payments in consideration for any sublicense under this Agreement without the express prior written permission of Licensor. Any non-cash consideration, including, without limitation, equity in other companies or equity investments in Licensee, received by the Licensee from any Sublicensee(s) will be valued at its Fair Market Value as of the date of receipt by Licensee. (c) In addition, Licensee shall pay to Licensor a royalty on Net Sales made under any sublicense which royalty rate shall be fifty percent (50%) of the royalty rate charged by Licensee on Net Sales Xxx es by such Sublicensee; and in no event shall the royalty rate be less than one percent (1%) of Net Sales by Sublicensee.