Consideration and Royalties Clause Examples
Consideration and Royalties. 5.1. As additional consideration for the license granted hereunder, METASYN shall issue and sell to GENERAL [ ]* shares of the common stock, $0.01 par value per share, of METASYN (the "SHARES") at par value.
5.2. On all sales of PRODUCTS anywhere in the world by METASYN and its AFFILIATES, METASYN shall pay GENERAL royalties in accordance with the following schedule, such undertaking and schedule having been agreed to for the purpose of reflecting and advancing the mutual convenience of the parties. For each PRODUCT sold by METASYN or its AFFILIATES;
(a) [ ]* of the NET SALES PRICE on each PRODUCT manufactured, used or sold in any country wherein such manufacture, use or sale would, except for the license granted by this Agreement, infringe a VALID CLAIM of any PATENT RIGHTS licensed exclusively to METASYN; and
(b) [ ]* of the NET SALES PRICE on each PRODUCT manufactured, used or sold in any country wherein such manufacture, use or sale would, except for the license granted by this Agreement, infringe a VALID CLAIM of any PATENT RIGHTS licensed non-exclusively to METASYN.
5.3. On all sales of PRODUCT anywhere in the world by SUBLICENSEES, so long as the PRODUCT manufactured, used or sold in any country is covered by a VALID CLAIM of any PATENT RIGHTS in such country, METASYN shall pay GENERAL a royalty of [ ]* of all royalties on sales of PRODUCTS received by METASYN from SUBLICENSEES under the terms of the sublicenses between METASYN and said SUBLICENSEES (but not including any amounts received by METASYN which are not based on sales of PRODUCTS by such SUBLICENSEE, including without limitation any expense reimbursements, license fees, technology transfer fees, up-front payments, milestone payments, funding for collaborative research and development pertaining to any PRODUCT or the proceeds from the sale of equity in METASYN); provided, however, that the royalty payable to GENERAL by METASYN with respect to sales of PRODUCTS by any SUBLICENSEE for any ACCOUNTING PERIOD shall not be less than [ ]* of the NET SALES PRICE of the PRODUCTS sold by such SUBLICENSEE during the same ACCOUNTING PERIOD.
5.4. In the event METASYN requires rights under patents owned by a third party to practice PATENT RIGHTS licensed hereunder, METASYN may reduce the amount paid GENERAL hereunder by [ ]* the amount paid to such third party or parties, provided, however, that the aggregate of any reduction in royalties under this Paragraph 5.4 shall not exceed [ ]* of any royalty paym...
Consideration and Royalties. Molex grants this license in consideration of the execution of the L.L.C. Agreement and the execution of a comparable Technology License Agreement between Sxxxxxxx and Licensee. The license granted herein is royalty-free.
Consideration and Royalties. 7.1 In consideration for the performance of all Meital's and Kobi's obligations pursuant hereto, including the transfer of all the rights in the Metail technology, effecting the delivery, assistance in the absorption of Meital's employees by Nur, assignment of the technology agreements, Kobi's and Meital's non-competition undertakings, as provided below, and for Meital's and Kobi's willingness to enter into this agreement instead of other business opportunities, Nur shall pay Meital a one-time payment as provided in clause 7.2 below (hereinafter referred to as "the consideration") and royalties as provided in clauses 7.3 to 7.9 below (hereinafter referred to as "the royalties"). VAT at its statutory rate on the date of any payment shall be added to the consideration and royalty payments specified in this clause 7. The parties shall apply to the VAT authorities to transfer to Nur the VAT payment burden in respect of the payments due to Meital pursuant hereto, in accordance with section 20 of the Value Added Tax Law, 5735-1975.
7.2 The consideration shall be in an amount of $800,000 (eight hundred thousand dollars). The consideration shall be paid to Meital in two instalments as follows:
(a) an amount of $400,000 (four hundred thousand dollars) shall be paid to Meital on the determining date, and immediately upon the receipt thereof it shall be used by Meital to repay the principal loan and the additional loan, as provided in clause 13.1 below;
(b) the balance of the consideration, in an amount of $400,000 (four hundred thousand dollars), including an amount of approx. $193,000 (one hundred and ninety three thousand dollars) in respect of advances from customers (Omni, Abudi and Xxxxxx), shall be paid to Meital by way of the assumption of Meital's obligations by Nur, as provided in clause 7.11 below.
7.3 Meital shall be entitled to royalties from the sale of the integrated product and/or any other system manufactured by Nur (or pursuant to Nur's license, such as the OEM agreement) which includes the Meital technology (hereinafter jointly referred to as "the technology products"). It is agreed that for the purpose of determining Meital's right to royalties, every system manufactured by Nur which integrates the DOD technology using the transversal method shall be deemed to include the Meital technology. The royalties shall be paid to Meital from the consideration (net) actually received by Nur from sales of the technology products (hereinafter referred to as "...
Consideration and Royalties. Licensee shall pay Licensor the sum of four hundred ninety-five thousand dollars ($495,000) upon the execution of this Agreement.
Consideration and Royalties. License Fee: Within thirty (30) days of the effective date of this agreement, ACORDA shall pay to MAYO a license fee of twenty-five thousand dollars ($25,000). (Fifteen Thousand ($15,000.00) of said License Fee will be deferred as long as ACORDA provides minimum financial support of a three (3) year sponsored research program in the laboratories of Drs. Larrry Xxxxx and Xxxxx Xxxxxxxxx.
Consideration and Royalties. 8.1. In consideration of the grant of the Evaluation Rights and the Option by the University, the Company shall pay to the University the Evaluation Fee on or promptly following the Commencement Date.
8.2. In consideration of the grant of the licence under Clause 5, the Company shall pay to the University, subject to Clauses 8.5 to 8.8 (inclusive), a licence fee for each Product sold or otherwise supplied or disposed of for consideration by the Company and its Sub-Licensees in each year (being the twelve (12) month period commencing on the Option Exercise Date and each anniversary thereof) as follows: 1 – 250 125 251 – 500 115 501 – 750 105 751 – 1,000 95 1,001 – 1,500 85 1,501 – 2,000 75 2,00l – 3,000 65 3,001 – 4,000 55 4,001 – 5,000 45 5,001 – 7,500 35 > 7,501 25 So, by way of example only, if in one year the total number of Products sold by the Company or its Sub-Licensees is 1,000, the royalty due under this Clause 8.2 shall be $110,000 for that year (i.e. 250 x $125 + 250 x $115 + 250 x $105 + 250 x $95).
8.3. The parties agree that the Company and its Sub-Licencees may loan or otherwise make the Product available free of charge on a short-term basis to potential customers strictly for the purposes of promoting a sale (i e. by allowing customers the opportunity to evaluate whether the Product is fit for their required purposes). In those circumstances only, the licence fees set out in Clause 8.2 shall not be payable.
8.4. Notwithstanding Clause 8.2, the parties agree that the Company will pay to the University minimum twelve (12) monthly licence fees in advance as follows: On or promptly following the Option Exercise Date 25,000 (less the Evaluation Fee) Date six (6) months following the Option Exercise Date 0 First anniversary of the Option Exercise Date 12,500 Date six (6) months following the first anniversary of the Option Exercise Date 12.500 Second anniversary of the Option Exercise Date 15,000 Date six (6) months following the second anniversary of the Option Exercise Date 15,000 Third anniversary of the Option Exercise Date 17,500 Date six (6) months following the third anniversary of the Option Exercise Date 17,500 Fourth anniversary of the Option Exercise Date (and every year thereafter during the term of this Agreement) 20,000 Date six (6) months following the fourth anniversary of the Option Exercise Date (and every year thereafter during the term of this Agreement) 20,000
8.5. If , at the end of any twelve (12) month period following the...
Consideration and Royalties. In consideration for the license granted hereunder, NATC agrees to pay EARNED ROYALTIES to STAR SCIENTIFIC, as follows:
Consideration and Royalties. 4.1 In consideration of the license grants from GTI to SES pursuant to this Agreement, SES (i) shall not offer for sale any competing Coal or a Coal and Biomass Mixture gasification technology during the Term; and (ii) shall pay to GTI the March-In Payment, the Royalties and GTI’s Sublicense Royalty Share in accordance with the remainder of this ARTICLE 4. GTI acknowledges and agrees that it has received from SES the one hundred ninety thousand five hundred shares (190,500) of SES restricted Common Stock required to be delivered to GTI by SES pursuant to the 2006 Agreement.
Consideration and Royalties. In consideration for the License granted by the Licensor to the Licensee under the Framework Agreement, the Licensee shall pay, issue or transfer, or procure the payment, issuance or transfer of, the following non-refundable up-front license fee (“Up-front Fees”) to the Licensor within five (5) business days of the Effective Date:
(a) A$250,000 cash; and
(b) such number of immediately tradeable, unrestricted shares in the Listco worth A$250,000 upon the successful completion of the Proposed Listing, and such Up-front Fees shall not be returnable nor available for credit against royalties or any other sums payable by the Licensee under the Framework Agreement, nor as an advance against royalties payable under the Framework Agreement. The Licensee shall further pay to the Licensor a royalty of 1.5% of the Gross Revenue of the Licensed Product that is in the Territory:
(a) sold by the Licensee;
(b) lent, leased, let on hire or sold on hire purchase by the Licensee;
(c) supplied by the Licensee to any person otherwise than in sub-paragraph (a) or sub-paragraph
(b) above; or
(d) put into use by the Licensee, provided always that, and the royalty accrues on the date when the Licensed Product is used or supplied, the date it is supplied being the earliest of when it is invoiced, paid for, installed or delivered.
Consideration and Royalties