Common use of Minimum Royalties Clause in Contracts

Minimum Royalties. In the event that, following the first Final Regulatory Approval of a Licensed Product for Sale in the Licensed Field of Use in a Major Market Country (wherein “Major Market Country” means the United States, Japan, China, India or any European country), the aggregate royalties paid to EMORY during any Calendar Year pursuant to Article 3.2 hereof do not equal or exceed the minimum royalty for such Calendar Year in accordance with the schedule set forth in APPENDIX G, ALIMERA shall pay to EMORY no later than [*] following the last day of such Calendar Year a dollar amount equal to the difference between such minimum royalty amount and the actual accrued and paid royalties. Upon termination of this Agreement pursuant to Article 12.6 in Japan, China or India, the minimum royalty shall increase in the Calendar Year in which the date of termination occurred, and in each subsequent Calendar Year thereafter, by two hundred fifty thousand dollars ($250,000) for each such country in which termination has occurred. For the purpose of clarity and by way of an example, if ALIMERA has terminated its rights hereunder in Japan and China during the second (2nd) Calendar Year following first Final Regulatory Approval, the minimum royalty for the second and each subsequent Calendar Year would be as follows: Calendar Year after first Final Regulatory Approval of a Licensed Product Approved Within the Licensed Field of Use in a Major Market Country Minimum Royalty Year 1 (1st full Calendar Year following first Final Regulatory Approval) Not Applicable * Certain Information has been omitted and filed separately with the Commission Confidential treatment has been requested with respect to the omitted portions. Year 2 [*] Year 3 [*] Year 4 and subsequent years [*]

Minimum Royalties. A. LICENSEE shall pay to BMI royalties as stated in Article 4, but in no event shall royalties for a calendar year be less than the following minimum royalties during each of the calendar years indicated: Minimum Royalties Calendar Year U. S. $ per Calendar Year* 1998 $10,000 1999 $20,000 2000 $30,000 2001 and each calendar $40,000 year thereafter during the term of this Agreement ------------------------------------- *Net to BMI after taxes, if any, withheld at the source. B. Separate from LICENSEE's obligation to pay minimum royalties as set forth above, beginning in the calendar year 2001, and for each calendar year thereafter, BMI may, in its sole discretion, elect to terminate this Agreement with regard to a particular TERRITORY if LICENSEE has not made sales sufficient to generate earned royalties in the amount of Twenty- Five Thousand United States Dollars ($25,000 US) per calendar year in such TERRITORY. In the event that, following that the first Final Regulatory Approval amounts due at the end of a Licensed Product for Sale in any calendar year exceed the Licensed Field earned royalty requirement of Use in a Major Market Country (wherein “Major Market Country” means the United States, Japan, China, India or any European country), the aggregate royalties paid to EMORY during any Calendar Year pursuant to Article 3.2 hereof preceding paragraph but do not equal or exceed the minimum royalty royalties specified above for such Calendar Year in accordance with the schedule set forth in APPENDIX Gany calendar year, ALIMERA LICENSEE shall pay to EMORY no later than [*] following BMI on the last day of such Calendar Year a dollar the following January, the amount equal required to the difference between such minimum royalty amount and the actual accrued and paid royalties. Upon termination of this Agreement pursuant to Article 12.6 in Japan, China or India, satisfy the minimum royalty obligation for the preceding calendar year. D. If this Agreement is terminated for any reason, except for breach of contract by BMI, during any year that minimum royalties are due to BMI, upon termination, LICENSEE shall increase in immediately pay to BMI the Calendar Year in which proportionate amount of minimum royalties owed to BMI that represents that portion of the date of termination occurred, and in each subsequent Calendar Year thereafter, by two hundred fifty thousand dollars ($250,000) for each such country in which termination has occurredyear elapsed prior to termination. For the purpose of clarity and by way of an example, if ALIMERA has terminated its rights hereunder in Japan and China during LICENSEE terminates without breach by BMI after the second expiration of three (2nd3) Calendar Year following first Final Regulatory Approvalmonths of the new year, LICENSEE shall pay to BMI one-fourth (3) of the yearly minimum royalty due for the second and each subsequent Calendar Year would be as follows: Calendar Year after first Final Regulatory Approval of a Licensed Product Approved Within the Licensed Field of Use in a Major Market Country Minimum Royalty Year 1 (1st full Calendar Year following first Final Regulatory Approval) Not Applicable * Certain Information has been omitted and filed separately with the Commission Confidential treatment has been requested with respect to the omitted portions. Year 2 [*] Year 3 [*] Year 4 and subsequent years [*]that year.

Minimum Royalties. In (a) TranS1 shall pay to Licensor royalties as stated in Section 4.4.1, but in no event will royalties paid to Licensor for a Contract Year during the event that, following Royalty Term be less than the first Final Regulatory Approval of a Licensed Product for Sale in the Licensed Field of Use in a Major Market Country (wherein minimum royalties indicated below. A “Major Market CountryContract Year” means the United States, Japan, China, India or any European country), the aggregate royalties paid to EMORY during any Calendar Year pursuant to Article 3.2 hereof do not equal or exceed the minimum royalty for such Calendar Year in accordance with the schedule set forth in APPENDIX G, ALIMERA shall pay to EMORY no later than [*] period of twelve consecutive calendar months following the last day of such Calendar the month of the start of the Full Commercial Launch, and each twelve-month period thereafter. Year 1 US $ [***] US $ [***] Year 2 US $ [***] US $ [***] Year 3 US $ [***] US $ [***] Year 4 US $ [***] US $ [***] Year 5 US $ [***] US $ [***] Years 6-8 US $ [***] US $ [***] No minimum royalties due for years following Contract Year 8 No minimum royalties due for years following Contract Year 8 (b) In the event that the actual royalties paid by TranS1 on Net Sales of Product with respect to Net Sales during a dollar amount Contract Year are not equal to or more than the Minimum Royalty set forth above for such Contract Year, TranS1 shall pay the difference between the actual royalties paid to Licensor based on Net Sales during such year and the applicable Minimum Royalty in order to satisfy its minimum royalty amount and obligations. Such payment shall be made within ninety (90) days of the actual accrued and paid royaltiesend of the relevant Contract Year. Upon termination of this Agreement [***] Confidential treatment requested pursuant to Article 12.6 in Japan, China or India, a request for confidential treatment filed with the minimum royalty shall increase in the Calendar Year in which the date of termination occurred, Securities and in each subsequent Calendar Year thereafter, by two hundred fifty thousand dollars ($250,000) for each such country in which termination has occurredExchange Commission. For the purpose of clarity and by way of an example, if ALIMERA has terminated its rights hereunder in Japan and China during the second (2nd) Calendar Year following first Final Regulatory Approval, the minimum royalty for the second and each subsequent Calendar Year would be as follows: Calendar Year after first Final Regulatory Approval of a Licensed Product Approved Within the Licensed Field of Use in a Major Market Country Minimum Royalty Year 1 (1st full Calendar Year following first Final Regulatory Approval) Not Applicable * Certain Information has Omitted portions have been omitted and filed separately with the Commission Confidential treatment has been requested with respect Commission. (c) If for any period of three consecutive Contract Years during the Royalty Term, the actual royalties paid by TranS1 on Net Sales of Product during each Contract Year (not including any Minimum Royalty payment made by TranS1 pursuant to Section 4.4.2(b)) are not equal to or more than the omitted portionsMinimum Royalty requirement set forth above for such Contract Year (other than due to a Force Majeure Event), Licensor may elect to modify the license granted in Section 3.1 from exclusive to non-exclusive by providing TranS1 written notice no later than ninety (90) days following the end of the third (3rd) year of such period. Year 2 [*] Year 3 [*] Year 4 If Licensor elects to convert the license to a non-exclusive license, TranS1’s obligation to make any Minimum Royalty payments for subsequent Contract Years shall terminate; provided, however, that all other payments required to be made by TranS1 in this Agreement shall continue to apply, and subsequent years [*]TranS1 shall continue to make commercially reasonable efforts to commercialize one or more Products. Licensor acknowledges and agrees that provided TranS1 is not in material breach of any other material obligations set forth in this Agreement, such right to modify this license to a non-exclusive license shall be Licensor’s sole and exclusive remedy in the event TranS1 shall fail to achieve Net Sales of Product sufficient to meet the Minimum Royalty obligations set forth herein. No minimum royalties shall be due for any period after the termination of this Agreement.

Minimum Royalties. In Notwithstanding Section 6.1, Argonaut agrees to pay at least the event thatfollowing minimum royalties for the licenses and other rights granted herein ("Minimum Royalty"). For the calendar year 2002, following the first Final Regulatory Approval of a Licensed Product for Sale in the Licensed Field of Use in a Major Market Country Minimum Royalty shall be six hundred thousand dollars (wherein “Major Market Country” means the United States, Japan, China, India or any European country$600,000), for the aggregate royalties paid to EMORY during any Calendar Year pursuant to Article 3.2 hereof do not equal or exceed the minimum royalty for such Calendar Year in accordance with the schedule set forth in APPENDIX G, ALIMERA shall pay to EMORY no later than [*] following the last day of such Calendar Year a dollar amount equal to the difference between such minimum royalty amount and the actual accrued and paid royalties. Upon termination of this Agreement pursuant to Article 12.6 in Japan, China or Indiacalendar year 2003, the minimum royalty Minimum Royalty shall increase in the Calendar Year in which the date of termination occurred, and in each subsequent Calendar Year thereafter, by two be six hundred fifty thousand dollars ($250,000) 650,000), for the calendar year 2004, the Minimum Royalty shall be four hundred fifty thousand dollars ($450,000). The Minimum Royalty shall be the minimum amount Argonaut shall be required to pay Symyx in total royalties for each such country in which termination has occurredrespective calendar year pursuant to this Article 6. Minimum Royalties shall be payable on a quarterly basis. For the purpose of clarity and by way of an example, if ALIMERA has terminated its rights hereunder in Japan and China during the second (2nd) Calendar Year following first Final Regulatory Approvalcalendar year 2002, the minimum royalty for the second and each subsequent Calendar Year would Minimum Royalty shall be payable as follows: Calendar Year after first Final Regulatory Approval 2002 Amount First Quarter $132,000 Second Quarter $132,000 Third Quarter $146,000 Fourth Quarter $190,000 For subsequent years of the Term, Minimum Royalties payable each quarter shall be determined in the following manner: Argonaut shall prepare a Licensed Product Approved Within bona fide annual sales forecast for the Licensed Field upcoming year no later than December 1 of Use in the preceding year, which forecast shall be consistent with its sales and revenue forecast produced for internal budget and planning purposes, and shall provide such forecast to Symyx along with a Major Market Country proposed quarterly payment schedule for the Minimum Royalty Year 1 (1st full Calendar Year following first Final Regulatory Approval) Not Applicable * Certain Information has been omitted and filed separately with for that year. The proposed quarterly payment schedule shall reflect quarterly payments bearing the Commission Confidential treatment has been requested with respect same proportion to the omitted portionsMinimum Royalty as the sales forecasts for such quarter bears to the annual sales forecast, provided that each quarterly payment shall be no less than fifteen percent (15%) of the Minimum Royalty for that calendar year. Year 2 [*] Year 3 [*] Year 4 Should the total royalties paid or due to Symyx by Argonaut under Section 6.1 for any calendar quarter be less than the Minimum Royalty payments under the payment schedule for that calendar quarter, Argonaut agrees to pay such difference to Symyx within sixty (60) days of the end of that calendar quarter. If at any point during the calendar year, the actual royalties due to Symyx by Argonaut for that calendar year exceeds the Minimum Royalty for that calendar year, Argonaut shall not be required to pay any further Minimum Royalties for such year, provided, however, that Argonaut shall still be liable for all royalties actually incurred pursuant to Section 6.1. 2. Section 11.1. shall be deleted and subsequent years [*]replaced by the following section:

Minimum Royalties. In A. LICENSEE shall pay to BATTELLE royalties as stated in Article 3, but in no event shall royalties for a calendar year be less than the event that, following the first Final Regulatory Approval of a Licensed Product for Sale in the Licensed Field of Use in a Major Market Country (wherein “Major Market Country” means the United States, Japan, China, India or any European country), the aggregate royalties paid to EMORY during any Calendar Year pursuant to Article 3.2 hereof do not equal or exceed the minimum royalty for such Calendar Year in accordance with the schedule amounts set forth in APPENDIX GTable 1, ALIMERA below, during each of the calendar years indicated. LICENSEE shall pay to EMORY no later than [*] following BATTELLE on the last day of such Calendar Year a dollar the following January the amount equal (if any) required to satisfy the difference between such minimum royalty obligation for the preceding calendar year. All earned royalties paid to BATTELLE shall count against this minimum royalty obligation. If LICENSEE does not pay the amount (if any) required to be paid hereunder to satisfy the minimum royalty obligation, BATTELLE may, in its sole discretion, elect to terminate this Agreement or waive this obligation in whole or in part. License Agreement Number 528131 Golden Share Mining Corporation September 29, 2016 Version 1 3 2016 $ 0 2017 $ 0 2018 $ 0 2019 $ 5,000 2020 $ 10,000 2021 and each calendar year thereafter during the actual accrued and paid royalties. Upon termination term of this Agreement pursuant $ 20,000 B. If this Agreement expires or is terminated for any reason, except for breach of contract by BATTELLE, during any year that minimum royalties are due to Article 12.6 in JapanBATTELLE, China upon expiration or Indiatermination, LICENSEE shall immediately pay to BATTELLE the proportionate amount of minimum royalty shall increase in royalties owed to BATTELLE that represents that portion of the Calendar Year in which the date of termination occurred, and in each subsequent Calendar Year thereafter, by two hundred fifty thousand dollars ($250,000) for each such country in which termination has occurredyear elapsed prior to expiration or termination. For the purpose of clarity and by way of an example, if ALIMERA has terminated its rights hereunder in Japan and China during LICENSEE terminates without breach by BATTELLE after the second expiration of three (2nd3) Calendar Year following first Final Regulatory Approvalmonths of the new year, LICENSEE shall pay to BATTELLE one-fourth (1/4) of the yearly minimum royalty due for the second and each subsequent Calendar Year would be as follows: Calendar Year after first Final Regulatory Approval of a Licensed Product Approved Within the Licensed Field of Use in a Major Market Country Minimum Royalty Year 1 (1st full Calendar Year following first Final Regulatory Approval) Not Applicable * Certain Information has been omitted and filed separately with the Commission Confidential treatment has been requested with respect to the omitted portions. Year 2 [*] Year 3 [*] Year 4 and subsequent years [*]that year.

Minimum Royalties. In the event that, following the first Final Regulatory Approval of a Licensed Product for Sale in the Licensed Field of Use in a Major Market Country (wherein “Major Market Country” means the United States, Japan, China, India or any European country), the aggregate royalties paid to EMORY during any Calendar Year pursuant to Article 3.2 hereof do not equal or exceed the minimum royalty for such Calendar Year in accordance with the schedule set forth in APPENDIX G, ALIMERA shall pay to EMORY no later than [*] following the last day of such Calendar Year a dollar amount equal to the difference between such minimum royalty amount and the actual accrued and paid royalties. Upon termination of this Agreement pursuant to Article 12.6 in Japan, China or India, the minimum royalty shall increase in the Calendar Year in which the date of termination occurred, and in each subsequent Calendar Year thereafter, by two hundred fifty thousand dollars ($250,000) for each such country in which termination has occurred. For the purpose of clarity and by way of an example, if ALIMERA has terminated its rights hereunder in Japan and China during the second (2nd) Calendar Year following first Final Regulatory Approval, the minimum royalty for the second and each subsequent Calendar Year would be as follows: Calendar Year after first Final Regulatory Approval of a Licensed Product Approved Within the Licensed Field of Use in a Major Market Country Minimum Royalty Year 1 (1st full Calendar Year following first Final Regulatory Approval) Not Applicable * Certain Information has been omitted and filed separately with the Commission Confidential treatment has been requested with respect to the omitted portions. Calendar Year after first Final Regulatory Approval of a Licensed Product Approved Within the Licensed Field of Use in a Major Market Country Minimum Royalty Year 2 [*] Year 3 [*] Year 4 and subsequent years [*]