Common use of Patent Royalty Amounts Clause in Contracts

Patent Royalty Amounts. As part of the consideration for the grant of exclusive rights to the Patent, Purchaser will pay to B▇▇▇▇▇ four percent (4%) of net sales derived from the use, offer for sale, sale, lease, rent and export of Products and Related Services (the “Patent Royalty”) in US Dollars. For purposes of this Agreement, net sales shall mean sales of any and all products and services utilizing the IP minus income taxes, sales taxes, goods and services taxes, product shipping and handling costs and customer returns approved by the parties in writing by the reporting close of each calendar year. Newco approved customer returns shall be charged against future royalties to B▇▇▇▇▇. The initial Patent Royalty payment shall be made to B▇▇▇▇▇ on or before the expiration of forty-five (45) business days after the reporting close of the first calendar year after the Effective Date of this Agreement. Following the close of the first calendar year after the Effective Date and every year thereafter, B▇▇▇▇▇ shall be paid on or before the expiration of forty-five (45) business days after the reporting close of each prior calendar quarter. Should Purchaser fail to make any payments as required herein, all monies paid by Purchaser until such date shall be retained by B▇▇▇▇▇ without forfeiture, in addition to any other rights or remedies at law and/or in this Agreement available to B▇▇▇▇▇ as a result of such breach. Quarterly Patent Royalty Reports - Purchaser agrees to provide to B▇▇▇▇▇, within thirty (30) business days after the end of each calendar quarter and within ten (10) days after the expiration or termination of this Agreement, a report of the net sales derived from the use, offer for sale, sale, lease, rent and export of Products and Related Services, by country (if applicable) (“Quarterly Patent Royalty Reports”). Purchaser shall commence providing B▇▇▇▇ such Quarterly Patent Royalty Reports within thirty (30) days following the end of the first calendar quarter in which sales occur. The Quarterly Patent Royalty Reports will quantify the net sales derived from the use, offer for sale, sale, lease, rent and export of Products and Related Services, by country (if applicable), accrued during the previous quarter explaining the basis for such calculations. Net sales shall be limited to sales in which Newco or its assigns has received payment. Auditable Records - Pm-chaser shall keep true, accurate and consistent records containing regular entries relating to the net sales derived from the use, offer for sale, sell, lease, rent and export of Products and Related Services, by country (if applicable). These records shall be available for examination during normal business hours by B▇▇▇▇▇, his agents and representatives, who shall be entitled to perform an audit and to make copies and extracts and to receive any explanations that may reasonably be requested. B▇▇▇▇▇ shall be responsible for payment of fees incurred by his agents and representatives, including accountants, except that Purchaser shall be responsible for such fees in the event an examination discloses a discrepancy in B▇▇▇▇▇’▇ favour of more than five (5%) percent of the payment of total fees due under this Agreement.