Common use of Minimum Annual Fee Clause in Contracts

Minimum Annual Fee. Company shall pay MS a minimum annual fee of $2,500,000 for year one, $2,000,000 for year two, and $1,500,000 for year three. The first two payments (total of $4,500,000) will be exchanged upon the execution of this Agreement for warrants to purchase 583,333 shares of the Company's common stock (at a per share exercise price of $13.50). The form of warrant will be identical (except for exercise price) to the form of warrant provided to MS in connection with its financing transaction occurring on or about the date of this Agreement. The third payment of $1,500,00 will be paid as follows: 50% on the first day of the third year, and 50% one hundred and twenty days following the first day of the third year.