Common use of Accounting and Payment Clause in Contracts

Accounting and Payment. 10.1 The Royalties shall be accounted for on a calendar quarter basis. Statements of account accompanied by payments, if any, shown to be due shall be delivered to Licensor or such party or parties as Licensor shall designate, no later than thirty (30) days after the end of each calendar quarter. 10.2 The statements of account shall be reasonably detailed so as to enable the Licensor to understand the aggregate amount and calculation of Royalties payable. Licensee shall keep and preserve for at least two (2) years after the expiration of this Agreement accurate records of all transactions relating to this Agreement. On giving reasonable notice in writing (such notice not to be less than 20 working days) the Licensor, or such party or parties as Licensor shall designate, shall be entitled during the Licensee’s normal business hours to inspect and make copies of Licensee's books and records that relate to the subject matter of this Agreement and the computation of Royalties hereunder, provided, however, for the avoidance of doubt, Licensee shall not be obligated to disclose information that is subject to a confidentiality agreement between Licensee and a third party unrelated to the sale of the Licensed Products, unless otherwise compelled by a court of competent jurisdiction as herein provided. In the event of an error in the accounting of Royalties in favor of Licensee of *** or more, the cost of such inspection shall be borne by Licensee. Royalties on sales of Licensed Products which have been returned to Licensee for credit or refund may be credited against Royalties thereafter due to Licensor from sales of Licensed Products, but in no event shall Licensee be entitled to a refund or return of Royalties from Licensor. 10.3 If Licensee is in default with the payment of the Advance or the Royalties then without limiting any of Licensor's rights or remedies, Licensee shall pay Licensor interest on such unpaid amount at a rate equal to two percent (2%) above the then current "prime" rate quoted by the Chase Manhattan Bank, in New York, or the highest interest rate allowed by law, if less. 10.4 If any Royalties are frozen or are not remittable by virtue of any local law, then Licensee shall deposit, in Licensor's name, in a bank account designated by Licensor, in the applicable country of the Territory, at Licensee's expense, that part of the Royalties to which Licensor would be entitled if the funds were transmitted and paid in the United States in accordance with the terms hereof, provided the foregoing shall not be construed as requiring Licensee to violate any applicable law in the Territory. 10.5 All payments to Licensor shall be in United States Dollars based upon the foreign exchange rate set forth in The Wall Street Journal on the business day immediately preceding the date of payment; provided, however, if any payment of sums due Licensor is not timely made, then without limiting any of Licensor's rights or remedies, the foreign exchange rate to be used for the sums due shall be the foreign exchange rate most favorable to Licensor between the date said payment first became due and the date said payment is paid. All payments shall be made without deduction of taxes or withholdings.

Accounting and Payment. 10.1 The Royalties Proxima shall be accounted for on keep, at all times, an accurate account of all products distributed by Proxima which use or incorporate LPC Technology. Proxima shall render to LPC a written statement of the revenues from such products sold, distributed or otherwise disposed of by Proxima during each calendar quarter basis. Statements of account accompanied by payments, if any, shown to be due shall be delivered to Licensor or such party or parties as Licensor shall designate, no later than within thirty (30) days after the end of each such calendar quarter. 10.2 . Proxima shall pay LPC the amount of all royalties described in such written statement simultaneously with the rendering of the written statement. LPC shall have the right, at reasonable times during normal business hours of Proxima, and on reasonable notice to Proxima, to have Proxima's accounts with respect to sale and distribution of products examined by an independent chartered or certified accountant selected and paid by LPC for the purpose of verifying such royalty statements. If such examination accurately discloses that Proxima underpaid royalties due to LPC hereunder, then Prox▇▇▇ ▇▇▇ll immediately remit to LPC the amount of such underpayment. The statements cost of account such examination shall be reasonably detailed so as to enable borne by LPC, unless the Licensor to understand the aggregate amount and calculation of Royalties payable. Licensee shall keep and preserve for examination establishes that LPC was underpaid by three percent (3%) (but at least two $10,000) with respect to products sold or distributed by Proxima in any quarter which use or incorporate the LPC Technology, in which event the cost of such examination shall be promptly be reimbursed to LPC by Proxima. In the event such examination establishes that LPC was overpaid, LPC shall promptly issue a credit to Proxima in the amount of the overpayment which shall be applied against future payments due by Proxima to LPC. Proxima shall not be required to maintain such account information statements for a period of more than three (23) years after the expiration of this Agreement accurate records of all transactions relating to this Agreement. On giving reasonable notice in writing (such notice not to be less than 20 working days) the Licensor, or such party or parties as Licensor shall designate, shall be entitled during the Licensee’s normal business hours to inspect and make copies of Licensee's books and records that relate to the subject matter of this Agreement and the computation of Royalties hereunder, provided, however, for the avoidance of doubt, Licensee shall not be obligated to disclose information that is subject to a confidentiality agreement between Licensee and a third party unrelated to the sale end of the Licensed Products, unless otherwise compelled by a court of competent jurisdiction as herein providedrespective calendar quarter in which such statements are made. In the event that LPC obtains any rights to Proxima Technology following termination of an error in the accounting of Royalties in favor of Licensee of *** or morethis Agreement pursuant to Section 10.5.2 below, the cost of such inspection LPC shall thereafter be borne required to fulfill obligations consistent with those required from Proxima pursuant to this Section 4.4 and Proxima shall thereafter hold rights consistent with those held by Licensee. Royalties on sales of Licensed Products which have been returned LPC pursuant to Licensee for credit or refund may be credited against Royalties thereafter due to Licensor from sales of Licensed Products, but in no event shall Licensee be entitled to a refund or return of Royalties from Licensorthis Section 4.4. 10.3 If Licensee is in default with the payment of the Advance or the Royalties then without limiting any of Licensor's rights or remedies, Licensee shall pay Licensor interest on such unpaid amount at a rate equal to two percent (2%) above the then current "prime" rate quoted by the Chase Manhattan Bank, in New York, or the highest interest rate allowed by law, if less. 10.4 If any Royalties are frozen or are not remittable by virtue of any local law, then Licensee shall deposit, in Licensor's name, in a bank account designated by Licensor, in the applicable country of the Territory, at Licensee's expense, that part of the Royalties to which Licensor would be entitled if the funds were transmitted and paid in the United States in accordance with the terms hereof, provided the foregoing shall not be construed as requiring Licensee to violate any applicable law in the Territory. 10.5 All payments to Licensor shall be in United States Dollars based upon the foreign exchange rate set forth in The Wall Street Journal on the business day immediately preceding the date of payment; provided, however, if any payment of sums due Licensor is not timely made, then without limiting any of Licensor's rights or remedies, the foreign exchange rate to be used for the sums due shall be the foreign exchange rate most favorable to Licensor between the date said payment first became due and the date said payment is paid. All payments shall be made without deduction of taxes or withholdings.

Accounting and Payment. 10.1 (i) All payments of Royalties shall be deemed earned and shall be due within thirty (30) days after Licensee has received payment for a Net Invoiced Amount. All amounts payable hereunder shall be paid by check to: New Century Marketing & Distributors, Inc., c/o Morr▇▇ ▇. ▇▇▇▇▇, ▇▇62 ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇. ▇▇yment shall be due upon 30 days after Licensee receives payment of the Net Invoice Amount. (ii) The Royalties shall be accounted for on not less than a calendar quarter basis. All payments to Licensor shall be in United States Dollars. Statements of account accompanied by payments, if any, shown to be due shall be delivered to Licensor or such party or parties as Licensor shall designate, no later than thirty (30) days after the end of each calendar quarter. 10.2 (iii) The statements of account shall be reasonably detailed so as and contain information relevant to enable the Licensor computation of payments to understand the aggregate amount and calculation of Royalties payableLicensor. Licensee shall keep and preserve for at least two (2) years after the expiration of this Agreement accurate records of all transactions relating to this Agreement. On giving reasonable notice in writing (such notice not to be less than 20 working days) the Licensor, or such party or parties a representative as Licensor shall designate, shall at any time during business hours, at Licensee's office, on prior five (5) days, written notice to Licensee, be entitled during the Licensee’s normal business hours to inspect and make copies of Licensee's books and records that relate pertaining to the subject matter of this Agreement Licensed Products and the manufacture and distribution thereof and the computation of Royalties hereunder, provided, however, for the avoidance of doubt, Licensee shall not be obligated to disclose information that is subject to a confidentiality agreement between Licensee and a third party unrelated to the sale of the Licensed Products, unless otherwise compelled by a court of competent jurisdiction as herein provided. In the event of an error in the accounting of Royalties in favor of Licensee of *** or more, the cost of such inspection shall be borne by Licensee. Royalties on sales of Licensed Products which have been returned to Licensee for credit or refund may be credited against Royalties thereafter due to Licensor from sales of Licensed Products, but in no event shall Licensee be entitled to a refund or return of Royalties from Licensor. 10.3 (iv) If Licensee is in default with the payment of the Advance or the Royalties any Royalties, then without limiting any of Licensor's rights or remedies, Licensee shall pay Licensor interest on such unpaid amount at a rate equal to two percent (2%) above the then current "primeprima" rate quoted by the Chase Manhattan Bank, in New York, or the highest interest rate allowed by law, if less. 10.4 If any Royalties are frozen or are not remittable by virtue of any local law, then Licensee shall deposit, in Licensor's name, in a bank account designated by Licensor, in the applicable country of the Territory, at Licensee's expense, that part of the Royalties to which Licensor would be entitled if the funds were transmitted and paid in the United States in accordance with the terms hereof, provided the foregoing shall not be construed as requiring Licensee to violate any applicable law in the Territory. 10.5 All payments to Licensor shall be in United States Dollars based upon the foreign exchange rate set forth in The Wall Street Journal on the business day immediately preceding the date of payment; provided, however, if any payment of sums due Licensor is not timely made, then without limiting any of Licensor's rights or remedies, the foreign exchange rate to be used for the sums due shall be the foreign exchange rate most favorable to Licensor between the date said payment first became due and the date said payment is paid. All payments shall be made without deduction of taxes or withholdings.

Accounting and Payment. 10.1 The Royalties (a) Distributor shall be accounted for on a calendar quarter basis. Statements of account accompanied by payments, if any, shown to be due shall be delivered to Licensor or such party or parties as Licensor shall designate, no later than thirty provide Producer with accounting reports within sixty (3060) days after the end of the quarter for the first four fiscal quarters in which the Property is available for electronic delivery by third parties. Subsequent to the first four fiscal quarters in which the Property is available for electronic delivery by third parties, Distributor reserves the right to switch to biannual accounting reports (i.e., once every six months), based on activity volume. Distributor shall generate accounting reports that include Gross Receipts itemized by each calendar quarterrevenue source minus Distributor’s Commission and any pre-approved expense if any in accordance with Paragraph 9. Distributor’s accounting report shall include the total sum due Producer, and Distributor’s payment to Producer of such sum. For the purpose of transparency and management of expectations, Distributor is reliant on the reporting and remitting practices of the channels, platforms and licensors of the Property, whose performance in this regard varies greatly; payments falling into this category will be entered into accounting in the quarter they are received. 10.2 The statements (b) Distributor shall maintain proper accounting in accordance with the calculation and payment of account Producer’s Net Receipts under this Agreement. Producer shall have the right not more than once per calendar year during regular business hour no less than ten (10) business days written notice as of the date received by Distributor and within one (1) year of receipt of each accounting statement to examine and copy Distributor’s records relating to the exploitation of the Property. Notwithstanding the foregoing, payment of any Revenue Share by Distributor to Producer may be reasonably detailed so as withheld and shall roll over and accrue to enable the Licensor subsequent calendar quarter until such time that the payment due to understand the aggregate amount and calculation of Royalties payable. Licensee shall keep and preserve for Producer is at least two five hundred dollars (2$500). Distributor will not be required to render Statements for any accounting period where there is no Revenue Share payable to Producer, except that (i) years after the Producer shall receive at a minimum one Statement per calendar year, and (ii) no such minimum shall apply to any final payment to Producer upon termination or expiration of this Agreement accurate records of all transactions relating to this Agreement. On giving reasonable notice in writing (such notice not In addition, Producer shall have the right to be less than 20 working days) audit the Licensor, or such party or parties as Licensor shall designate, shall be entitled during the Licensee’s normal business hours to inspect and make copies of Licensee's books and records that relate referred to above, by an auditing firm chosen by the subject matter of this Agreement and Producer. If the computation of Royalties hereunder, provided, however, for the avoidance of doubt, Licensee shall not be obligated to disclose information that is subject to a confidentiality agreement between Licensee and a third party unrelated to the sale audit reveals an undisputed underpayment of the Licensed Productsamounts owed to Producer, unless otherwise compelled by Distributor will correct the discrepancy and promptly pay to Producer any amounts owed to Producer as a court result of competent jurisdiction as herein providedsuch underpayment. If the audit reveals an underpayment of the amounts paid to Producer, Distributor will correct the discrepancy immediately. In the event of an error any undisputed underpayment in reporting that is both greater than $1,000 and in excess of 20% of the accounting amount owed, Distributor shall also pay to Producer the reasonable third-party audit fees incurred by Producer in conducting the audit, not to exceed $500 (five hundred US dollars). If Distributor does not timely provide reports, or does not timely send all payments due, Producer shall have the right to terminate this Agreement with all rights reverting effective immediately upon receipt by Distributor of Royalties in favor the Termination Notice, provided Distributor shall have the right to cure any missing reports and payment within 10 days following written Notice of Licensee of *** or more, the cost of such inspection shall be borne by Licensee. Royalties on sales of Licensed Products which have been returned to Licensee for credit or refund may be credited against Royalties thereafter due to Licensor Default from sales of Licensed Products, but in no event shall Licensee be entitled to a refund or return of Royalties from LicensorProducer thereof. 10.3 If Licensee (c) Producer acknowledges that Distributor is only obligated to remit to Producer under this Agreement from the revenue that Distributor actually receives from Distributor’s licensees and customers with respect to the Property under the applicable Distributor’s or customers’ then-current revenue sharing policies, and that Distributor is not assuming any risk of non-payment, or delayed payment, by any Digital Services which has entered into a license with Distributor in default connection with the payment of the Advance or the Royalties then without limiting any of Licensor's rights or remedies, Licensee shall pay Licensor interest on such unpaid amount at a rate equal to two percent (2%) above the then current "prime" rate quoted by the Chase Manhattan BankProperty. Further, in New Yorkaccounting to Producer, or Distributor shall have the highest interest rate allowed by law, if less. 10.4 If absolute right to rely upon the statements it receives from any Royalties are frozen or are not remittable by virtue of any local law, then Licensee shall deposit, Digital Services which has entered into a license with Distributor in Licensor's name, in a bank account designated by Licensor, in the applicable country of the Territory, at Licensee's expense, that part of the Royalties to which Licensor would be entitled if the funds were transmitted and paid in the United States in accordance connection with the terms hereof, provided the foregoing Property and Distributor shall not be construed as requiring Licensee to violate liable in any applicable law in the Territorymanner for any error, omission or other inaccuracy of any such statement received by Distributor. 10.5 All (d) For Home Video, all orders are subject to partial payment hold-backs (20% average). Monies held back are reviewed twice a year to determine the risk for returns. Generally speaking, DVD Manufacture on Demand units are not returned. After accounting for potential returns and overstock, hold-back payments will be paid to Licensor Producer no later than twelve months after the sale. Producer agrees to accept any and all returns by Distributor through third party buyers for a full refund at the purchase price. Distributor reserves the right to recycle returns, as well as physical goods inventory deemed by Distributor to be overstock, though Producer shall be in United States Dollars based upon granted the foreign exchange rate set forth in The Wall Street Journal on the business day immediately preceding the date option of payment; provided, however, if any payment of sums due Licensor is not timely made, then without limiting any of Licensor's rights having returned and/or overstock units shipped back to Producer (or remedies, the foreign exchange rate Producer’s designee) at Producer’s expense. Damaged products are recycled as screeners. Refunds will either be deducted from open invoices or billed to be used for the sums due shall be the foreign exchange rate most favorable to Licensor between the date said payment first became due and the date said payment is paid. All payments shall be made without deduction of taxes or withholdingsProducer.