Royalties, Payments and Reports Clause Samples

Royalties, Payments and Reports. 3.1 On Gas produced from the Leased Premises and sold by LESSEE, beginning upon execution of this Agreement and extending to 12:00 A.M. on April 30, 2011, the production royalty to be paid by LESSEE shall be One Sixteenth (6.25%) of the Gross Sales Price (as hereinafter defined) of such Gas (“Royalty Percentage”). Beginning on May 1, 2011 and so long thereafter as this Agreement is in full force and effect, on Gas produced from the Leased Premises and sold by LESSEE, the production royalty to be paid by LESSEE shall be a percentage of the Gross Sales Price as follows: GROSS SALES PRICE PER MM BTU PRODUCTION ROYALTY £ $7.00 6.25 % > $7.00 but £ $9.00 9.00 % > $9.00 12.50 % LESSOR shall have the right, at any time and from time to time, upon not less than thirty (30) days written notice to LESSEE, to take in kind such LESSOR’S Royalty Percentage of Gas produced from the Leased Premises. LESSOR may elect to take LESSOR’S Percentage Royalty of Gas in kind (“In-Kind Royalty”) at the well, or at the point of delivery where LESSEE delivers LESSEE’S Gas to any third party. LESSOR shall reimburse LESSEE for all reasonable costs incurred by LESSEE in installing, operating or maintaining additional facilities necessary for LESSOR’S In-Kind Royalty to be separately metered, accounted for, and delivered to a third party. Should LESSOR elect to take an In-Kind Royalty in kind as provided for above, LESSOR’S royalty shall bear its proportionate part of any transportation, treating, conditioning or compression charges incurred off-lease or after the point nearest to the well that such Gas is ready for sale or use either at the tailgate of a processing, treating or conditioning plant or other delivery point.

Royalties, Payments and Reports. 3.1 LICENSEE agrees to pay royalties at the rate provided for in Paragraph 3.5 on all PRODUCTS; provided, however, that the obligation to pay the royalties due on the LICENSED PATENT shall terminate as to the LICENSED PATENT on the date of an "irrevocable judgment," as defined in ARTICLE X, if all claims of the LICENSED PATENT which apply to the PRODUCT or METHOD are found invalid or unenforceable, except that the royalties accrued thereunder, but not paid prior to such date of irrevocable judgment, shall be payable with the next report submitted by LICENSEE under the provisions of Paragraph 3.4. 3.2 Under this AGREEMENT, PRODUCTS shall be considered sold when billed out or otherwise disposed of, except that, upon the expiration of the LICENSED PATENT or upon any termination of this AGREEMENT as set out in ARTICLE VI hereof, all PRODUCTS made on or prior to the date of such expiration or termination which have not been billed out or otherwise disposed of prior thereto shall be considered as sold and therefore subject to royalty payment under Paragraph 3.5. 3.3 If PRODUCTS are sold in a non-arm's length transaction or without compensation therefor in money, the "selling price," for the purpose of calculating the compensation to be paid under Paragraph 3.1 for such sales, shall not be less than the LICENSEE's selling price at which such PRODUCTS have been or currently are or would be sold in arm's length transactions in the ordinary course of business. 3.4 LICENSEE agrees to make written reports to ERICSSON within thirty (30) days after each calendar quarter during the life of this AGREEMENT, stating in each such report the number of PRODUCTS sold, the identification of each PRODUCT sold by LICENSEE during the preceding three (3) calendar months and the royalty then due and payable under Paragraph 3.

Royalties, Payments and Reports. A. LICENSEE agrees to pay to the LICENSOR a non-refundable licensing fee in the amount of Forty-Five Thousand Dollars ($45,000.00) upon execution of this Agreement (“Licensing Fee”). This licensing fee will not be considered as an advance payment on royalties due hereunder. B. LICENSEE agrees to pay or cause to be paid to LICENSOR, on a bi-annual basis, the greater of a royalty of: (i) Seven percent (7%) of Net Sales of Licensed Product that is covered by a Valid Claim of the Patent Rights, sold by LICENSEE or its Affiliates in the Territory from the date of commencement of first commercial activity, or (ii) the minimum payment described in Article IV (F) below. C. LICENSEE shall pay LICENSOR Twenty percent (20%) of all Net Sales and non-royalty payments received by LICENSEE for the grant of a Sublicense of the Patent Rights. Sublicensing revenues shall not include any amounts received as support for research and development activities, as a loan, for the purchase of an equity or an equity-like interest or for the financing of the LICENSEE. As used here, financing includes support resulting from sale of shares and/or other securities and exercise of warrants/options, debt financing or loans with or without warrants, convertibles or equity linked loans. Any sublicense payments due shall be included with the respective annual report of Net Sales. D. LICENSEE agrees to make written reports of Net Sales in the Territory to LICENSOR within sixty (60) days after the last day of each six (6) month interval and twelve month interval of the License Year during the life of this Agreement. The obligation to make Net Sales reports shall terminate upon expiration or termination of this Agreement, except as to Net Sales or other dispositions or manufacturing incurred but not reported prior to such date of expiration or termination. LICENSEE shall make such reports even if there have been no Net Sales, or if no royalties are due to LICENSOR for the reporting period. Reports shall include but not be limited to the following: 1. total invoiced b▇▇▇▇▇▇▇ for all Sales of Licensed Products 2. total royalties or payments due LICENSOR

Royalties, Payments and Reports. 8.1 For the licenses and rights granted hereunder TACONIC agrees to pay XENOGEN a royalty (the "Royalty") which shall be equal to * * * of the Net Model Sales for Imaging Transgenic Animals leased or sold by TACONIC from the commencement of the Agreement through the most recent reporting period. 8.2 TACONIC shall report to XENOGEN in writing within sixty (60) days after the end of each quarter (i) the quantities of each Imaging Transgenic Animal subject to royalty during said quarter and the Net Model sales thereon and (ii) TACONIC Production Costs for the same period. With said reports, TACONIC shall pay to XENOGEN any royalties due XENOGEN in accordance with Section 8.1 above. * * * CONFIDENTIAL TREATMENT REQUESTED 8.3 Royalty reports and payments shall be sent to:

Royalties, Payments and Reports. 8.1 For the licenses and rights granted hereunder TACONIC agrees to pay XENOGEN a royalty (the “Royalty”) which shall be equal to * * * of the Net Model Sales for Imaging Transgenic Animals leased or sold by TACONIC from the commencement of the Agreement through the most recent reporting period. 8.2 TACONIC shall report to XENOGEN in writing within sixty (60) days after the end of each quarter (i) the quantities of each Imaging Transgenic Animal subject to royalty during said quarter and the Net Model sales thereon and (ii) TACONIC Production Costs for the same period. With said reports, TACONIC shall pay to XENOGEN any royalties due XENOGEN in accordance with Section 8.1 above. * * * CONFIDENTIAL TREATMENT REQUESTED 8.3 Royalty reports and payments shall be sent to: XENOGEN Corporation ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Alameda, CA 94501 Attention: President 8.4 Within thirty (30) days after receiving the reports and payments in accordance with Section 8.2 above, XENOGEN shall pay to TACONIC any Production Costs due TACONIC. 8.5 At the commencement of this Agreement and within 60 days after the end of each quarter XENOGEN shall provide TACONIC with a report of the licensed users of Imaging Transgenic Animal technology. 8.6 TACONIC shall keep adequate records in sufficient detail to enable the royalties due from TACONIC hereunder to be determined.

Royalties, Payments and Reports