Common use of Source Code License Royalty Clause in Contracts

Source Code License Royalty. In consideration of the license rights related to PS Source Materials set forth in Section 2.9 of this Agreement, Licensee shall pay to PalmSource a one-time non-refundable royalty in the amount of six million dollars ($6,000,000) in three equal annual installments of two million dollars ($2,000,000) due on the Amendment Execution Date and the two subsequent anniversaries of the Amendment Execution Date; provided, however, no further source code license fees shall be owing under this Section II(D) (Source Code License Royalty) if (i) Licensee requests consent for the source code license under Section 2.9 to continue notwithstanding an acquisition under Section 2.10(a) (Acquisition of Licensee by Competitor of PalmSource); and (ii) PalmSource does not provide consent and Licensee’s source code license is terminated due to such acquisition pursuant to Section 2.10(a) (Acquisition of Licensee by Competitor of PalmSource) and not due to breach by Licensee.