Common use of Foreign Patent Applications Clause in Contracts

Foreign Patent Applications. Patent Description Application No. ----------- --------------- [*] ANNEX IV MARKS Faroudja to provide ANNEX V MINIMUM ADVERTISING AND PROMOTION EXPENDITURES Calendar Year Minimum Advertising and Promotion Expenditures ------------- ---------------------------------------------- [*] Annex V 1 ANNEX VI [*] LICENSE FEES Calendar Year Minimum License Fee ------------- ------------------- [*] __________________ [*] In consideration of Licensee's purchase of Site License and video processing development system, Licensee will receive a credit of [*] to Licensee's cumulative account for pre-paid license fees, but such credit does not reduce Licensee's obligation to make payments of Minimum License Fees for 1997 and thereafter. If, at any time, Licensee elects to convert its exclusive license to a non-exclusive license or if Licensee's license otherwise converts to a non-exclusive license pursuant to the terms of this Agreement, then Licensee will have no further obligation to pay Minimum License Fee Payments, including any additional amounts that would otherwise be due for the year in which such conversion occurs. All payments of Minimum License Fees shall be cumulative, and amounts due as License Fees shall first be offset against the cumulative total of Minimum License Fee Payments previously made. For example, if during 1996 Licensee paid [*] in Minimum License Fee Payments and after the first quarter of 1997 Licensee paid [*] in Minimum License Fee Payments, then if during the second quarter of 1997 Licensee sold 200,000 units of Licensee Products with Licensed Technology [*] of [*] and an [*], then Licensor would be entitled to receive from Licensee the License Fees calculated as follows: [*] Licensee would then be required to pay the next quarterly installment of [*], but also would be entitled to offset the [*] License Fee payment obligation against the previously prepaid Minimum License Fees such that the cumulative Minimum License Fees would be reduced from [*] to [*] If the License Fee for the second quarter of 1997 were [*] (instead of [*] as in the example above), then Licensee would be required to pay the next quarterly installment of [*], but also would be entitled to offset the [*] License Fee against the entire prepaid Minimum License Fees (which after payment of the [*] installment for the second quarter of 1997 would total [*]) and the result of such offset would be that Annex VI 1 Licensee would not owe any additional License Fees with respect to the second quarter of 1997. Annex VI 2 SCHEDULE 1.1-A EXCLUSIVE AND SEMI-EXCLUSIVE LICENSE: During the Term, Licensee shall have an exclusive license as to the Licensed Technology employed with the Category I Technology [*] so long as each and all of the following are satisfied: (a) commencing as of December 31, 1997, and measured as of each December 31 thereafter, Licensee shall have achieved and maintained [*], as determined on December 31, 1997, 1998, and 1999, and [*] as determined December 31, 2000 and 2001, market share by dollar amount of the [*] as determined using Mercury Research data (or if not available, comparable data); (b) Licensee shall have paid when due the Minimum License Fee payment applicable to each quarter during the 12 month period then ended; and [*]. In addition, so long as the foregoing three conditions are satisfied, [*]. In the event that any of such conditions are not satisfied, the foregoing [*] and delivery by the electing party to the other of written notice, [*]