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Revenue Royalty Agreement
"Need a Revenue Royalty Agreement for my software company to pay 5% of monthly gross revenue to an early-stage investor, starting January 2025, with quarterly reporting requirements and a minimum guaranteed payment of $10,000 per month."
1. Parties: Identifies all parties to the agreement with their full legal names and addresses
2. Background/Recitals: Explains the context and purpose of the agreement
3. Definitions: Defines key terms used throughout the agreement, including 'Gross Revenue', 'Net Revenue', 'Royalty Rate'
4. Royalty Calculation and Payment: Details the method of calculating royalties, payment frequency, and payment mechanisms
5. Reporting Requirements: Specifies the financial reporting obligations and timeframes
6. Audit Rights: Establishes the right to audit financial records and the process for conducting audits
7. Term and Termination: Specifies duration of agreement and conditions for termination
8. Governing Law: Specifies the jurisdiction and applicable law
1. Minimum Guaranteed Payments: Establishes minimum payment thresholds - use when the royalty recipient requires income certainty
2. International Payments: Provisions for cross-border payments and currency conversion - use when parties are in different countries
3. Intellectual Property Rights: Provisions regarding IP ownership and licensing - use when royalties are tied to IP exploitation
4. Change of Control: Provisions for handling ownership changes - use when stability of ownership is important
1. Schedule A - Revenue Calculation Methodology: Detailed breakdown of revenue calculation formula
2. Schedule B - Reporting Template: Standard format for periodic revenue reports
3. Schedule C - Audit Procedures: Detailed procedures for conducting financial audits
4. Schedule D - Excluded Revenue Sources: List of revenue streams excluded from royalty calculations
5. Appendix 1 - Form of Revenue Report: Template for regular revenue reporting
Authors
Applicable Law
Business Day
Confidential Information
Effective Date
Force Majeure
Gross Revenue
Net Revenue
Payment Period
Permitted Deductions
Quarterly Report
Reporting Period
Revenue Base
Revenue Exclusions
Royalty
Royalty Payment
Royalty Payment Date
Royalty Period
Royalty Rate
Royalty Statement
Term
Territory
Affiliate
Change of Control
Default Interest Rate
Material Adverse Effect
Permitted Assignee
Records
Related Party
Working Day
Payment Terms
Reporting Obligations
Audit Rights
Confidentiality
Representations and Warranties
Term and Termination
Force Majeure
Assignment and Transfer
Dispute Resolution
Governing Law
Notices
Record Keeping
Intellectual Property Rights
Non-Circumvention
Change of Control
Default and Remedies
Indemnification
Amendment and Modification
Entire Agreement
Severability
No Partnership
Further Assurance
Waiver
Currency and Exchange Rates
Taxes
Survival
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