Common use of Royalty Stacking Clause in Contracts

Royalty Stacking. If, in order to make, use, import or SELL LICENSED PRODUCTS under the PATENT RIGHTS, it becomes necessary for LICENSEE to obtain a royalty-bearing license to other patent(s) owned or controlled by a third party (“THIRD PARTY PATENTS”) to avoid infringement of the THIRD PARTY PATENTS because they dominate the PATENT RIGHTS to the extent that the LICENSED PRODUCTS could not be made, used, or sold without infringing the THIRD PARTY PATENTS, then the SALES ROYALTY in Section 3.01(c)(i) shall be adjusted by an amount equal to [**] percent ([**]%) of the royalty rate paid to the THIRD PARTY, provided that in no event shall the royalties otherwise due UNIVERSITY be less than [**] percent ([**]%) of the royalties that would be payable to UNIVERSITY absent the effects of this section. Thus, for clarity, the SALES ROYALTY in Section 3.01(c)(i) shall never be reduced below [**] percent ([**]%). Furthermore, the MANUFACTURING ROYALTY in Section 3.01(c)(ii) is not subject to adjustments and shall never be reduced below [**] percent ([**]%).

Royalty Stacking. If, in order to make, use, import or SELL LICENSED PRODUCTS under the PATENT RIGHTS, it becomes necessary for LICENSEE to obtain a royalty-bearing royaltybearing license to other patent(s) owned or controlled by a third party (“THIRD PARTY PATENTS”) to avoid infringement of the THIRD PARTY PATENTS because they dominate the PATENT RIGHTS to the extent that the LICENSED PRODUCTS could not be made, used, or sold without infringing the THIRD PARTY PATENTS, then the SALES ROYALTY in Section 3.01(c)(i) shall be adjusted by an amount equal to [**] percent ([**]%) of the royalty rate paid to the THIRD PARTY, provided that in no event shall the royalties otherwise due UNIVERSITY be less than [**] percent ([**]%) of the royalties that would be payable to UNIVERSITY absent the effects of this section. Thus, for clarity, the SALES ROYALTY in Section 3.01(c)(i) shall never be reduced below [**] percent ([**]%). Furthermore, the MANUFACTURING ROYALTY in Section 3.01(c)(ii) is not subject to adjustments and shall never be reduced below [**] percent ([**]%).