Common use of Payments; Statements Clause in Contracts

Payments; Statements. (a) Subject to the following provisions of this Subsection 6, Royalty Fees are due quarterly and are payable no later than the 60th day following the end of the quarter to which they relate. (b) On or before the 30th day following the end of the calendar month containing the Royalty Commencement Date, Telerate shall pay to Omega an amount equal to one-twelfth of the First Year Minimum (or, if such month is a partial month, the pro-rated portion thereof). On or before the 30th day following the end of the next eleven (11) consecutive calendar months thereafter, Telerate shall pay to Omega an amount equal to one-twelfth of the First Year Minimum, and on or before the 30th day following the end of the month containing the First Anniversary (if by then the entire First Year Minimum has not been paid), Telerate shall pay to Omega for the portion of such month ending on the First Anniversary an amount equal to one-twelfth of the First Year Minimum (or, if such month is a partial month, the pro-rated portion thereof), so that, after all of such payments are made, Telerate has paid to Omega the entire First Year Minimum. (c) On or before the 30th day following the end of the calendar month containing the First Anniversary, Telerate shall pay to Omega an amount equal to one-twelfth of the Second Year Minimum (or, if such month is a partial month, the pro-rated portion thereof). On or before the 30th day following the end of the next eleven (11) consecutive calendar months thereafter, Telerate shall pay to Omega an amount equal to one-twelfth of the Second Year Minimum, and on or before the 30th day following the end of the month containing the Second Anniversary (if by then the entire Second Year Minimum has not been paid), Telerate shall pay to Omega for the portion of such month ending on the Second Anniversary an amount equal to one-twelfth of the Second Year Minimum (or, if such month is a partial month, the pro-rated portion thereof) so that, after all of such payments are made, Telerate has paid to Omega the entire Second Year Minimum. (d) On or before the 30th day following the end of the calendar month containing the Second Anniversary, Telerate shall pay to Omega an amount equal to one-twelfth of the Third Year Minimum (or, if such month is a partial month, the pro-rated portion thereof). On or before the 30th day following the end of the next eleven (11) consecutive calendar months thereafter, Telerate shall pay to Omega an amount equal to one-twelfth of the Third Year Minimum, and on or before the 30th day following the end of the month containing the Third Anniversary (if by then the entire Third Year Minimum has not been paid), Telerate shall pay to Omega for the portion of such month ending on the Third Anniversary an amount equal to one-twelfth of the Third Year Minimum (or, if such month is a partial month, the pro-rated portion thereof) so that, after all of such payments are made, Telerate has paid to Omega the entire Third Year Minimum. (e) Within sixty days following the end of each quarterly period, the aforesaid monthly payments of the applicable year's minimum guaranteed Royalty Fees shall be reconciled with the quarterly calculation of Royalty Fees for such quarterly period, as follows. If the calculation of Royalty Fees for such quarterly period results in a quarterly Royalty Fee amount which is greater than an amount equal to one-fourth of the First Year Minimum, Second Year Minimum, or Third Year Minimum (as applicable), then an amount equal to one-fourth of the First Year Minimum, Second Year Minimum or Third Year Minimum (as applicable) shall (assuming the required monthly payments of the applicable guaranteed minimum Royalty Fees have been made) be deducted from the Royalty Fees calculated to be payable for such quarterly period, and Telerate shall pay to Omega, within said sixty (60) day period, the balance. (f) Telerate shall provide to Omega the following statements with respect to the calculation of Royalty Fees and the basis therefor: (i) Within thirty (30) days following the end of each calendar month (or part thereof, as the case may be) following the Royalty Commencement Date, Telerate shall provide to Omega a separate statement covering the subscriptions in effect for the Telerate Version of TradeStation during such month which have been sold by Telerate or its Affiliates in each of Telerate's three (3) market regions (the Americas, Europe/Gulf, and Asia/Pacific). Telerate represents and warrants that such three regions encompass all of the regions in which subscriptions for the Telerate Version of TradeStation shall be sold. (ii) Within sixty (60) days following the end of each calendar month (or part thereof, as the case may be) following the Royalty Commencement Date, Telerate shall provide to Omega one statement covering the subscriptions in effect for the Telerate Version of TradeStation during such month which have been sold by all Independent Distributors of Telerate and its Affiliates. (iii) Within sixty (60) days following the end of each quarterly period following, and each anniversary of, the Royalty Commencement Date, Telerate shall provide to Omega statements similar to those described in (i) and (ii) above for the quarterly or annual (as applicable) period covered. (iv) Each such monthly, quarterly and annual statement described above shall set forth, with respect to each subscription for the Telerate Version of TradeStation, (1) the subscriber's name, (2) the subscriber's account number, (3) the product code (i.e., Existing TeleTrac Subscriber Stand-Alone Unit, new subscriber Stand-Alone Unit or Workstation), (4) the quantity of units per subscriber (i.e., the quantity of Stand-Alone Units or Workstations, as applicable), (5) if a Workstation Subscriber, the amount of the Incremental Fee billed, (6) the Royalty Fee owed (the Incremental Fee and Royalty Fee columns shall be appropriately subtotaled and totaled in the statements), and (7) any other information that is reasonably necessary to provide a reasonably detailed understanding of the basis of the calculation of the Royalty Fees or the amount due under Subsection 3, 4 or 5, as applicable. (v) All such statements shall be formatted in a manner that render such statements reasonably easy to read and understand by a reasonably sophisticated third party. In the event that Omega is unclear about any items set forth in a statement or how such items were determined, Telerate shall assist Omega to understand such items or how they were determined, as the case may be.