Examples of Licensee Royalties in a sentence
Following the expiration of the Royalty Term for Licensee Royalties in a country in the Licensee Territory (but not termination of this Agreement), subject to the terms and conditions of this Agreement, the licenses granted to Licensee in Section 3.1.1 (Exclusive License Grant) and Section 3.1.2 (Non-Exclusive License Grant) will become perpetual, irrevocable, fully paid-up, and royalty-free.
When an entity ceases to be a Subsidiary of Licensee, Royalties which have accrued with respect to such entity, but which have not been paid, shall become payable along with Licensee's next scheduled Royalty payment.
Licensee agrees to keep records showing the gross sales, Net Sales or other disposition of Licensed Products sold or otherwise disposed of under the license appropriate to determine the amount of Licensee Royalties and other payments due Licensor hereunder.
The Licensee Royalties set forth in Section 5.1 shall be payable as to each particular Licensed Product sold in the Territory during the Licensee Royal Term; provided, however, that the applicable royalty rate under Section 5.1 shall be reduced by [ * ] for any period during which the manufacture, sale or importation of such Licensed Product in the Territory is not covered by any Valid Claim within the Teikoku Patent Rights.
Such records should be in sufficient detail to enable the Licensee Royalties and any other amounts payable hereunder by Licensee to be determined, and Licensee further agrees to afford access to Licensor, subject to the conditions set forth below in this Section 5.00, to examine those books and records of Licensee and, where appropriate, its Affiliates as may be necessary to make such determination.
The obligation to pay Licensee Royalties under this Article 5 shall be imposed only once (i) with respect to any sale of the same unit of any Licensed Product, and (ii) with respect to a single unit of any Licensed Product.
Licensee shall deliver to Teikoku, [ * ] a report [ * ] The total Licensee Royalties due in respect of Net Sales of Licensed Products during such [ * ] shall be remitted at the time such report is made.
For a period of [ * ] from the end of the calendar quarter in which the particular sale occurred, Licensee shall maintain, and shall require its Affiliates and sublicensees to maintain, complete and accurate books and records in all material respects in connection with the sale of Licensed Products hereunder, as necessary to allow the accurate calculation consistent with GAAP of the Licensee Royalties due to Teikoku, including any records required to calculate any royalty adjustments hereunder.
Notwithstanding anything to the contrary, neither Party shall set off any indemnifiable Losses against the Licensee Royalties or Pfizer Royalties, as applicable, that would otherwise be payable to the other Party pursuant to Section 7.
The Parties acknowledge and agree that all payments by Licensee to Pfizer under this Agreement, other than Licensee Royalties, do not constitute “royalties” within the meaning of Bankruptcy Code § 365(n) or relate to licenses of intellectual property hereunder.