Common use of Minimum Royalties Clause in Contracts

Minimum Royalties. (i) During the Term, Licensee shall pay to Licensor a minimum royalty consisting of an advance payment to be applied against a minimum guarantee for the Term. The amounts of the advance and minimum guarantee and the payment dates for such amounts are specified in Schedule F. No part of any such minimum royalty for the Term shall in any event be repayable to Licensee. Any royalty payments received by Licensor which exceed the Term's minimum royalty shall not be credited toward the next succeeding term's minimum royalty. (ii) The royalties due from Licensee to Licensor pursuant to Paragraph 4 (a) with respect to sales made of Licensed Products during the Term shall be applied first against any advance payment made to Licensor for the Term. After such advance payment has been recouped for the Term, all royalties due with respect to sales made of Licensed Products during the Term that are in excess of the advance payment made to Licensor for the Term shall be paid by Licensee to Licensor in accordance with this Paragraph 4. If as of the date the minimum guarantee is due for the Term, the total of the advance payments and royalty payments made to Licensor with respect to sales made of the Licensed Products during the Term is less than the minimum guarantee for the Term, Licensee shall pay to Licensor on the expiration of the Term the difference between the minimum guarantee less all prior advance payments and royalty payments made by Licensee to Licensor with respect to the Term. Licensee shall also pay to Licensor when due any royalty payments due with respect to sales of Licensed Products made during the last quarter of the Term and the sell off period to the extent that such royalty payments exceed the difference between the minimum guarantee for the Term less all prior advance payments and royalty payments made by Licensee to Licensor with respect to the Term. (iii) During any renewal term (“Renewal Term”), Licensee shall also pay Licensor a minimum royalty consisting of an advance payment to be applied against a minimum guarantee for the Renewal Term. The amounts of the Renewal Term advance and minimum guarantee and the payment dates for such amounts are specified in Schedule F. No part of any such minimum guarantee for the Renewal Term shall in any event be repayable to Licensee. Any royalty payments received by Licensor which exceed the Renewal Term=s minimum royalty shall not be credited toward the prior Term or the next succeeding, if any, Renewal Term=s minimum royalty. (iv) The royalties due from Licensee to Licensor pursuant to Paragraph 4 (a) for sales made of Licensed Products during the Renewal Term shall be applied first against any advance payment made to Licensor for the Renewal Term. After such advance payment has been recouped for the Renewal Term, all royalties due with respect to sales made of Licensed Products during the Renewal Term that are in excess of the advance payment made to Licensor for the Renewal Term shall be paid by Licensee to Licensor in accordance with this Paragraph 4. If as of the date the minimum guarantee is due for the Renewal Term, the total of the advance payments and royalty payments made to Licensor with respect to sales made of the Licensed Products during the Renewal Term is less than the minimum guarantee for the Renewal Term, Licensee shall pay to Licensor on the expiration of the Renewal Term the difference between the minimum guarantee less all prior advance payments and royalty payments made by Licensee to Licensor with respect to the Renewal Term. Licensee shall also pay to Licensor when due any royalty payments due with respect to sales of Licensed Products made during the last quarter of the Renewal Term and the sell off period to the extent that such royalty payments exceed the difference between the minimum guarantee for the Renewal Term less all prior advance payments and royalty payments made by Licensee to Licensor with respect to the Renewal Term.

Minimum Royalties. (i) During the Term, Licensee shall pay to Licensor a minimum royalty consisting of an advance payment to be applied against a minimum guarantee for the Term. The amounts of the advance and minimum guarantee and the payment dates for such amounts are specified in Schedule F. No part of any such minimum royalty for the Term shall in any event be repayable to Licensee. Any royalty payments received by Licensor which exceed the Term's minimum royalty shall not be credited toward the next succeeding term's minimum royalty. (ii) The royalties due from Licensee to Licensor pursuant to Paragraph 4 (a) with respect to sales made of Licensed Products during the Term shall be applied first against any advance payment made to Licensor for the Term. After such advance payment has been recouped for the Term, all royalties due with respect to sales made of Licensed Products during the Term that are in excess of the advance payment made to Licensor for the Term shall be paid by Licensee to Licensor in accordance with this Paragraph 4. If as of the date the a minimum guarantee installment payment is due for the Termdue, the total of the advance payments payment and royalty payments made to Licensor with respect to sales made of the Licensed Products prior to the due date during the Term for such installment payment is less than the total minimum guarantee owed as of such installment due date. Licensee shall, for the Termavoidance of doubt, Licensee shall also pay to Licensor on the expiration of the Term the difference between the minimum guarantee less all prior advance payments and royalty payments made by Licensee to Licensor with respect to the Term. Licensee shall also pay to Licensor when due any royalty payments due with respect to sales of Licensed Products made during the last quarter of the Term and the sell off period to the extent that such royalty payments exceed the difference between the minimum guarantee for the Term less all prior advance payments and royalty payments made by Licensee to Licensor with respect to the Term. (iii) During any renewal term (“Renewal Term”), Licensee shall also pay Licensor a minimum royalty consisting of an advance payment to be applied against a minimum guarantee for the Renewal Term. The amounts of the Renewal Term advance and minimum guarantee and the payment dates for such amounts are specified in Schedule F. No part of any such minimum guarantee for the Renewal Term shall in any event be repayable to Licensee. Any royalty payments received by Licensor which exceed the Renewal Term=s ’s minimum royalty shall not be credited toward the prior Term term or the next succeeding, if any, Renewal Term=s ’s minimum royalty. (iv) The royalties due from Licensee to Licensor pursuant to Paragraph 4 (a) for sales made of Licensed Products during the Renewal Term shall be applied first against any advance payment made to Licensor for the Renewal Term. After such advance payment has been recouped for the Renewal Term, all royalties due with respect to sales made of Licensed Products during the Renewal Term that are in excess of the advance payment made to Licensor for the Renewal Term shall be paid by Licensee to Licensor in accordance with this Paragraph 4. If as of the date during the Renewal Term a minimum guarantee installment payment is due for the Renewal Termdue, the total of the advance payments payment and royalty payments made to Licensor with respect to sales made of the Licensed Products prior to the due date for such installment payment during the Renewal Term is less than the total minimum guarantee owed as of such installment due date for the Renewal Term, Licensee shall pay to Licensor on the expiration of the Renewal Term such installment due date the difference between the total minimum guarantee owed as of such installment due date less all prior advance payments and royalty payments made by Licensee to Licensor with respect to the Renewal TermTerm prior to such installment due date. Licensee shall also pay to Licensor when due any royalty payments due with respect to sales of Licensed Products made during the last quarter of the Renewal Term and the sell off period to the extent that such royalty payments exceed the difference between the minimum guarantee for the Renewal Term less all prior advance payments and royalty payments made by Licensee to Licensor with respect to the Renewal Term.

Minimum Royalties. (i) During Moreover, commencing with the TermFirst Commercial Launch of a Licensed Product, Licensee RDG shall pay to Licensor a minimum royalty consisting of an advance payment to be applied against a minimum guarantee for CBMX in quarterly installments beginning with the Term. The amounts beginning of the advance and first full calendar quarter following the First Commercial Launch of a Licensed Product, minimum guarantee and royalties in the payment dates for such amounts are specified in Schedule F. No part following amount throughout a period of * Years ("Minimum Period"): Year 1: $ * ($ * per calendar quarter) Year 2: $ * ($* per calendar quarter) Year 3: $ * ($* per calendar quarter) Such minimum royalties shall be fully creditable against any such minimum royalty for the Term shall in any event be repayable to Licensee. Any royalty payments received by Licensor which exceed the Term's minimum royalty shall not be credited toward the next succeeding term's minimum royalty. (ii) The royalties due from Licensee to Licensor pursuant to Paragraph 4 (a) with respect to sales made of Licensed Products Running Royalties during the Term shall be applied first against any advance payment made entire period of Year 1 - Year 3, in the sense that no Running Royalties and no Sublicensing Income share under Section 4.1 and Section 4.3 is payable to Licensor for the Term. After such advance payment has been recouped for the Term, all royalties due with respect to sales made of Licensed Products during the Term that are in excess of the advance payment made to Licensor for the Term shall be paid by Licensee to Licensor in accordance with this Paragraph 4. If as of the date the minimum guarantee is due for the Term, the total of the advance payments CBMX per calendar quarter unless and royalty payments made to Licensor with respect to sales made of the Licensed Products during the Term is less than the minimum guarantee for the Term, Licensee shall pay to Licensor on the expiration of the Term the difference between the minimum guarantee less all prior advance payments and royalty payments made by Licensee to Licensor with respect to the Term. Licensee shall also pay to Licensor when due any royalty payments due with respect to sales of Licensed Products made during the last quarter of the Term and the sell off period only to the extent that such royalty payments exceed the difference between the minimum guarantee for the Term less all prior advance payments and royalty payments made by Licensee to Licensor with respect to the Term. (iii) During any renewal term (“Renewal Term”), Licensee shall also pay Licensor a minimum royalty consisting amount of an advance payment to be applied against a minimum guarantee for the Renewal Term. The amounts of the Renewal Term advance and minimum guarantee and the payment dates for such amounts are specified in Schedule F. No part of any such minimum guarantee for the Renewal Term shall in any event be repayable to Licensee. Any royalty payments received by Licensor which exceed the Renewal Term=s minimum royalty shall not be credited toward the prior Term or the next succeeding, if any, Renewal Term=s minimum royalty. (iv) The royalties Running Royalties due from Licensee to Licensor pursuant to Paragraph 4 (a) for sales made based on Net Sales of Licensed Products and Sublicensing Income share under Section 4.3 during any calendar quarter reporting period exceeds *. At the end of the Minimum Period any excess or shortfall of minimum royalties versus Running Royalties and Sublicensing Income Share shall be compensated making sure that during the Renewal Term entire Minimum Period, RDG shall be applied first against any advance payment made not have paid to Licensor for the Renewal Term. After such advance payment has been recouped for the Renewal Term, all royalties due with respect to sales made of Licensed Products during the Renewal Term that are in excess of the advance payment made to Licensor for the Renewal Term shall be paid by Licensee to Licensor in accordance with this Paragraph 4. If as of the date the minimum guarantee is due for the Renewal Term, the total of the advance payments and royalty payments made to Licensor with respect to sales made of the Licensed Products during the Renewal Term is less CBMX more (but also not less) than the minimum guarantee for the Renewal Term, Licensee shall pay to Licensor on the expiration of the Renewal Term the difference between the minimum guarantee less all prior advance payments royalties unless and royalty payments made by Licensee to Licensor with respect to the Renewal Term. Licensee shall also pay to Licensor when due any royalty payments due with respect to sales of Licensed Products made during the last quarter of the Renewal Term and the sell off period only to the extent that such royalty payments Running Royalties and Sublicensing Income Share accrued during the entire Minimum Period exceed the difference total amount of minimum royalties ($*) plus the total amount of the creditable portion of * ($*) under Section 4.4. If the total amount of Running Royalties and Sublicensing Income Share accrued during the Minimum Period does not reach or exceed $*, only the creditable portion of the Manufacturing Transfer payments in the amount of $* shall after the Minimum Period be creditable against Running Royalties and Sublicensing Income Share. If such total amount accrued is between $* and $*, the minimum guarantee for remaining amount of the Renewal Term less all prior advance payments creditable portion of the Manufacturing Transfer Payments shall also be creditable against Running Royalties and royalty payments made by Licensee to Licensor Sublicensing Income share after the Minimum Period. License Agreement Combimatrix September 25th 2002 * Confidential materials omitted and filed separately with respect to the Renewal TermSecurities and Exchange Commission. Asterisks denote commissions.

Minimum Royalties. (i) During With respect to the Term[***] period during the Royalty Period beginning on the date of the First Commercial Sale of the Initial Licensed Product in the United States, Licensee Wyeth shall pay to Licensor SCOLR a minimum royalty consisting on Net Sales of an advance payment all Licensed Products in the Territory during such [***] period of [***]. With respect to be applied against each [***] period during the Royalty Period thereafter up to the [***] anniversary of the date of the First Commercial Sale of the Initial Licensed Product in the United States, Wyeth shall pay SCOLR a minimum guarantee for royalty on Net Sales of all Licensed Products in the TermTerritory of [***]. The amounts of In the advance and minimum guarantee and the payment dates for such amounts are specified in Schedule F. No part of any event that Wyeth does not meet such minimum royalty for the Term shall in any event be repayable to Licensee. Any royalty payments received by Licensor which exceed the Term's minimum royalty shall not be credited toward the next succeeding term's minimum royalty. (ii) The royalties due from Licensee to Licensor pursuant to Paragraph 4 (a) requirement with respect to sales made such [***], Wyeth shall have the option to either make a payment to SCOLR to satisfy such minimum royalty requirement (i.e., pay to SCLOR the difference between such specified amount and the amount of royalties on Net Sales of all Licensed Products during in the Term shall be applied first against any advance payment made to Licensor for the Term. After such advance payment has been recouped for the Term, all royalties due Territory actually paid by Wyeth with respect to sales made of Licensed Products during such [***] or convert the Term that are in excess of the advance payment made exclusive licenses granted by SCOLR to Licensor for the Term shall Wyeth under this Agreement to semi-exclusive licenses (i.e., SCOLR would be paid by Licensee permitted to Licensor in accordance with this Paragraph 4. If as of the date the minimum guarantee is due for the Term, the total of the advance payments and royalty payments made to Licensor with respect to sales made of grant a license under the Licensed Products during Technology to one other Party to commercialize Licensed Products), and if Wyeth either makes such payment or converts such licenses to semi-exclusive licenses, Wyeth shall [***] Certain information on this page has been omitted and filed separately with the Term is less than the minimum guarantee for the Term, Licensee shall pay to Licensor on the expiration of the Term the difference between the minimum guarantee less all prior advance payments Securities and royalty payments made by Licensee to Licensor Exchange Commission. Confidential treatment has been requested with respect to the Termomitted portions. Licensee shall also pay be deemed to Licensor when due any royalty payments due have satisfied its obligations with respect to sales of Licensed Products made during the last quarter of the Term and the sell off period to the extent that such royalty payments exceed the difference between the minimum guarantee for the Term less all prior advance payments and royalty payments made by Licensee to Licensor with respect to the Term. (iii) During any renewal term (“Renewal Term”), Licensee shall also pay Licensor a minimum royalty consisting of an advance payment and SCOLR shall not have any further rights, remedies or recourse against Wyeth in connection therewith. If Wyeth converts the exclusive licenses granted by SCOLR to be applied against a minimum guarantee for Wyeth under this Agreement to semi-exclusive licenses as set forth above, then the Renewal Term. The amounts of the Renewal Term advance and minimum guarantee and the payment dates for such amounts are specified in Schedule F. No part amount of any such minimum guarantee for the Renewal Term shall in any event be repayable to Licensee. Any royalty payments received royalties otherwise payable by Licensor which exceed the Renewal Term=s minimum royalty shall not be credited toward the prior Term or the next succeeding, if any, Renewal Term=s minimum royalty. (iv) The royalties due from Licensee to Licensor Wyeth pursuant to Paragraph 4 (a) for sales made of Licensed Products during the Renewal Term Section 6.3.1 on Net Sales shall be applied first against any advance payment made to Licensor for the Renewal Term. After such advance payment has been recouped for the Renewal Term, all royalties due with respect to sales made of Licensed Products during the Renewal Term that are in excess of the advance payment made to Licensor for the Renewal Term shall be paid reduced by Licensee to Licensor in accordance with this Paragraph 4. If as of the date the minimum guarantee is due for the Renewal Term, the total of the advance payments and royalty payments made to Licensor with respect to sales made of the Licensed Products during the Renewal Term is less than the minimum guarantee for the Renewal Term, Licensee shall pay to Licensor on the expiration of the Renewal Term the difference between the minimum guarantee less all prior advance payments and royalty payments made by Licensee to Licensor with respect to the Renewal Term. Licensee shall also pay to Licensor when due any royalty payments due with respect to sales of Licensed Products made during the last quarter of the Renewal Term and the sell off period to the extent that such royalty payments exceed the difference between the minimum guarantee for the Renewal Term less all prior advance payments and royalty payments made by Licensee to Licensor with respect to the Renewal Term[***].