EXHIBIT 10.9
151
ROYALTY AGREEMENT
THIS AGREEMENT is made and entered into this 1st day of September,
1996 by and between XXXXX XXXXXX, CONSULTANT, hereinafter referred to as
"Xxxxxx", and INFORMATION ANALYSIS, INC., having its principal office at
0000 Xxxxxxx Xxxx, Xxxxx 000, Xxxx Xxxxxx, Xxxxxxxx 00000, hereinafter referred
to as "IAI".
W I T N E S S E T H:
WHEREAS, Xxxxxx desires to have the right to participate in the
business of licensing the CAST product (as described in Paragraph 1) to end
users; and,
WHEREAS, IAI is agreeable to such participation by Xxxxxx in the
licensing of the CAST product in consideration of Xxxxxx providing funds for
the payment of expenses and costs relating to the CAST product business
activity, all as set forth under the terms herein stated;
NOW, THEREFORE, in consideration of the premises and other good and
valuable consideration received and to be received, Xxxxxx and IAI agree as
follows:
1. Applicability and Term of Agreement - The parties agree that the
terms and conditions of this Agreement shall apply to the provision of computer
software programs (CAST) and the services pertaining thereto which are
provided to end users. The term of this Agreement shall commence as of the date
hereof and shall continue in effect thereafter unless terminated by mutual
consent of the parties.
2. Expense Sharing - Xxxxxx hereby agrees to provide funds to IAI at
such time or times as agreed to between the parties, such
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funds to represent Xxxxxx'x share of expenses of the CAST product business
activity. IAI shall invoice Xxxxxx for said share of expenses on a monthly
basis, providing reasonable itemization of the expenses and such supporting
documentation as Xxxxxx may request. Unless otherwise agreed to by the parties,
Xxxxxx'x share of such expenses shall not exceed $300,000 in the aggregate.
3. Royalty Sharing - In consideration of the funds to be provided by
Xxxxxx for expense sharing, Xxxxxx shall be entitled to receive royalties from
IAI based upon 20% of license revenue received for the CAST product, not to
exceed in the aggregate, however, 150% of the funds provided by Xxxxxx to IAI
under Paragraph 2 above. IAI will provide a monthly report to Xxxxxx of license
revenue received for the CAST product, accompanied by a check for the royalty
due to Xxxxxx with respect to the license revenue included on said report.
4. Entire Agreement - This Agreement sets forth the entire agreement
and understanding between the parties as to the subject matter hereof and merges
all prior discussions between them, and neither of the parties should be bound
by any conditions, definitions, warranties, understandings or representations
with respect to such subject matter other than as expressly provided herein or
in any modification thereof which is expressed in any amendment to this
Agreement that is executed by both parties.
5. Binding Effect - The terms of this Agreement shall be binding upon
and inure to the benefit of the parties hereto and their respective legal
representatives, heirs, successors and assigns.
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IN WITNESS WHEREOF, the parties have executed this Royalty Agreement
relating to the CAST product on the day and year first above written,
effective as of September 1, 1996.
/s/ Xxxxx Xxxxxx
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XXXXX XXXXXX, CONSULTANT
INFORMATION ANALYSIS, INC.
BY: /s/ Xxxxxx Xxxxxxxxx, President
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Title
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