Common use of Foreign Sales Clause in Contracts

Foreign Sales. Royalties due for sales that occur in any country may not be reduced by any deduction of withholding, value-added taxes, fees, or other charges imposed by the government of such country, except as permitted in the definition of Net Sales. Foundation will, upon request, cooperate with Licensee to obtain a waiver or exemption from any income tax withholding requirement or a refund of any income tax withheld on Payments Due from under a Sublicense for a foreign jurisdiction. If at any time legal restrictions prevent the acquisition or prompt remittance of U.S. dollars by Licensee, Designees, Sublicensees or Affiliates of any of the foregoing with respect to any country where a Licensed Product is sold, Licensee shall either (i) pay any Royalties, Foundation's share of Sublicensing Royalties in excess of 12%, and Sublicensing Fees due to Foundation from Licensee's other sources of U.S. dollars or (ii) cease sales by Licensee, its Designees and their Affiliates of Licensed Product in such country and either terminate the Sublicense of any Sublicensee selling Licensed Product in such country or require the cessation of sales of Licensed Product by such Sublicensee, its Designees and their Affiliates in such country.