WWAP Sample Clauses

WWAP. INC. a company incorporated in Delaware, having its registered office, at 000 Xxxxxxx Xxxxxx, 0xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000 ("WWAP"); and
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WWAP shall deliver to ActivePoint the following documents:
WWAP has not paid or undertook to pay any fee or commission to any broker, finder, investment banker or other intermediary in connection with the transactions contemplated by this Agreement.
WWAP is a newly formed company, and since its incorporation in Delaware, WWAP has not conducted any business.
WWAP will make written reports on a quarterly basis within thirty (30) days after each successive January 1st, April 1st, July 1st and October 1st occurring after the Effective Date. Each report shall state the quantity, description and aggregate Proceeds of the Licensed Products and services sold during the reporting period and shall include a computation of the amount due to ActivePoint under the provisions of Section 3.1 above.
WWAP may deduct income withholding taxes imposed by relevant governmental authorities on payments made hereunder. WWAP will provide ActivePoint with copies of all relevant receipts for such taxes it deducts, ensuring that the amounts actually received by ActivePoint plus said tax receipts equal the total amounts payable to ActivePoint.
WWAP further agrees to permit its applicable records to be examined from time to time by an auditor appointed by ActivePoint and acceptable to WWAP, to verify the accuracy of the reports provided by WWAP to ActivePoint and the amounts due and payable hereunder. Such examination shall be at the expense of ActivePoint, except that WWAP shall reimburse ActivePoint for such expense if the examination reveals that the amounts paid to ActivePoint are less than 90% of what is due and owing to ActivePoint. WWAP undertakes to keep such Reports for six (6) years from issuance and to keep other related records in sufficient detail to substantiate all royalties payable hereunder.
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WWAP shall provide ActivePoint from time to time with service orders per each New Technology requested pursuant to this Agreement, including the initial idea and functional requirements for each such task, an estimated budget for such a task, a description of the work requested from ActivePoint, an estimated timetable for completion of such task and any other details that are required with regard thereto.
WWAP shall own any and all Intellectual Property embodied in the New Technology, whether or not the New Technology is patentable, copyrightable or susceptible to any other form of legal protection. ActivePoint agrees that all copyrightable works of authorship created or prepared by ActivePoint's employees shall be deemed works made for hire to the benefit of WWAP.
WWAP may create a Security Interest upon its rights and interest hereunder in favour of a financing institution.
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