3.1 Main Grant. LICENSOR grants and undertakes to grant licensees and their related companies a [exclusive/non-exclusive] right to manufacture the product and practice methods among pure U.S. patents. To make, use, offer, sell and import the technology licensed for the duration of the agreement. This grant is mandatory for LICENSOR, its related companies, successors and agents. LICENSEE does not have the right to sublicensing the patents granted, unless LICENSEE obtains prior written authorization from LICENSOR on terms to be negotiated in good faith by the parties at this stage. 5.5 Minimum annual benefit and royalty requirements. In order to maintain the exclusive licence fees granted to licensees in this agreement, LICENSEE`s annual minimum licence payments to LICENSOR (the “Minimum Annual Royalty Payments”) until the end of each designated year must be the same or greater than those: 2.2 Each party guarantees that it has the right to enter into this agreement and that its performance does not violate any agreement between it and third parties. 2.1 LICENSOR guarantees that it owns the U.S.
patent no. Representations and guarantees in this section 2 are maintained regarding the signing of this document for the duration of the agreement. LICENSEE has the option to pay these amounts until the end of the current calendar year if the annual turnover does not allow the necessary amount of payment of the outstanding royalties. (if only) if the minimum annual royalties are not met, the licence will no longer be exclusive for the duration of the agreement, otherwise all other rights granted to LICENSEE will remain under this agreement.] However, if THE LICENCES fail to commercialize the technology by producing at least _____Dollar of current royalties until the end of the calendar year – on the basis of actual sales, LICENSOR may terminate the licence after its choice. LICENSOR obtains a license for all license enhancements. 12.1 This agreement constitutes the whole understanding and agreement on the purpose of this agreement. All negotiations, discussions and written or oral agreements to date will be initiated. 5.7 Payment method. The payment of the first payment, royalties, reference payments and all royalties is made by cheque to_______________ payable on the due date.