Guaranteed Royalty definition
Examples of Guaranteed Royalty in a sentence
Such Minimum Guaranteed Royalty Payments will be owed each calendar year whether or not Resideo and the other Licensees (or the assignee) make sufficient sales of Licensed Products to owe those amounts in Royalties pursuant to Section 3.1 based upon Net Sales during each specified calendar year.
The Parties understand and agree that each payment, whether it is a Royalty or the Minimum Guaranteed Royalty amounts as set forth above, is a separate and independent obligation.
The requirement by Licensor of the payment of such unpaid Minimum Guaranteed Royalty Payments specified in this Section shall not limit any other relief to which Licensor may be entitled in law or equity.
If the Royalties owed in any calendar year are less than the Minimum Guaranteed Royalty Payments in any given year, then Resideo shall also pay Licensor the difference between the Minimum Guaranteed Royalty Payments and the Royalties for such calendar year.
Notwithstanding the above, in the event of a Change of Control of Resideo or Resideo’s assignment of this Agreement, in each case, that is approved by Licensor in accordance with Section 15.1, then the requirements in this Section 6.9 will no longer apply and shall be replaced by the requirements of Section 3.2 and 3.3 pertaining to Minimum Guaranteed Royalty Payments and Minimum Guaranteed Net Sales.
Upon termination of this Agreement for whatever reason, other than Licensor’s breach or solely pursuant to Section 9.2, three (3) calendar years’ worth of unpaid Minimum Guaranteed Royalty Payments as set forth in Section 3.2 shall become immediately due and payable.
If the Earned Royalties exceed the Minimum Guaranteed Royalty Fee for any given Measuring Period, the difference between the Earned Royalties and the Minimum Guaranteed Royalty Fee shall not be credited against the Minimum Guaranteed Royalty Fee for any subsequent Measuring Period.
Riverdeep shall earn royalties for sales of Products during the Sales Year as provided below, provided that the same shall not be payable until Distribution has recouped from such amounts the corresponding Guaranteed Royalty for such year.
Only Earned Royalties paid pursuant to subsection (b) in relation to products shipped prior to expiration or termination of this Agreement to persons or entities in the Territory will be credited against the Guaranteed Royalty.
If, on expiration or termination of this Agreement, the Advance and Earned Royalties paid to Licensor pursuant to subsections (a) and (b) are less than the Guaranteed Royalty; Licensee shall immediately pay the difference to Licensor.