Common use of Annual License Fee Clause in Contracts

Annual License Fee. Licensee agrees to pay to Licensor an annual license fee (the "Annual License Fee") based on the total population of each of the markets in the Licensed Territory (the "Pops") as determined by the most recent population estimates produced by an independent company selected in good faith by Licensor, with a minimum Annual License Fee of three thousand dollars ($3,000.00) per market in the Licensed Territory for each year during the Term. If the Effective Date of this License Agreement or the commencement of a Subsequent Year is on or before December 31, 1997, the Annual License Fee for the Initial Year or the Subsequent Year, as the case may be, shall be equal to two cents ($0.02) per person in the Licensed Territory, but not less than the foregoing minimum. If the Effective Date of this License Agreement or the commencement of a Subsequent Year is after December 31, 1997, the Annual License Fee for the Initial Year or the Subsequent Year, as the case may be, shall be calculated in accordance with Section V.E. below, but shall not be less than the foregoing minimum. The Annual License Fee shall be due on each January 1 and payable on or before each January 31 of each Subsequent Year during the Term, for the full calendar year; provided however, that the Annual License Fee for the Initial Year shall be paid upon execution of this License Agreement by Licensee. Notwithstanding the foregoing, if the Initial Year commences on a day other than January 1, the Annual License Fee for the Initial Year (including the foregoing minimum fee, if applicable) shall be prorated to reflect the portion of that calendar year included within the Initial Year. The Annual License Fee will not be prorated or refunded in whole or in part under any other circumstances; provided, however, that upon the normal expiration of this License Agreement at the end of the Term or any renewal Term (but in no other event, including without limitation, upon the voluntary or involuntary termination of this License Agreement for any reason), Licensor agrees to refund a prorated portion of the Annual License Fee reflecting that portion of that calendar year remaining after the date of expiration, less any set off for any other fees owing to Licensor.