Accounting and Procedures for Payments Sample Clauses

Accounting and Procedures for Payments. Payments under Section 8 above -------------------------------------- shall be subject to the following provisions: A. Sales between or among Howmedica, its Affiliates or sublicensees shall not be subject to payments under Section 8 hereof, but in such cases payments shall be calculated upon Net Sales to an independent third party. Howmedica shall be responsible for payments on Net Sales by its Affiliates or sublicensees. B. Howmedica shall make payments to Orthovita on Net Sales during each calendar quarter within XXX days after the end of each such quarter, and each payment shall be accompanied by a report identifying the Product, Net Sales (and the calculation thereof), and the amount payable to Orthovita, as well as the computation thereof. All amounts shown in a foreign currency on the sales invoice shall be converted into United States dollars by Howmedica using "Standard Exchange Rates" in accordance with established Accounting Policies and Procedures of Howmedica. All payments shall be made in United States dollars and shall be remitted to Orthovita at its address as first specified above. C. Any taxes required to be paid or withheld by Howmedica, its Affiliates or sublicensees for the account of Orthovita on amounts payable under this Agreement shall be deducted from the amounts payable at the rates specified by applicable law. In addition, Howmedica shall provide promptly to Orthovita receipts from the government or taxing authority evidencing payment of such taxes. D. Howmedica, its Affiliates and sublicensees shall keep full and accurate books and records setting forth gross sales, Net Sales, and amounts payable to Orthovita. Howmedica shall permit Orthovita, at its expense, by independent certified public accountants employed by Orthovita and reasonably acceptable to Howmedica, to examine such books and records at any reasonable time, but not later than three 3 years following the rendering of any such reports, accountings and payments. The opinion of said independent accountants regarding such reports, accountings and payments shall be binding on the parties hereto.
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Accounting and Procedures for Payments. 4.6.1. Payments due from one party ("Paying Party") to the other party ("Receiving Party") under this Agreement shall be subject to the following provisions. The Paying Party will pay to the Receiving Party all royalties or shared profit due under this Agreement within sixty (60) days after the end of each calendar quarter. Each such payment shall be accompanied by a report identifying and detailing the Licensed Products, Gross Sales per Licensed Product, itemized deductions from Gross Sales, Net Sales, and royalties or shared profit payable to the Receiving Party. The Receiving Party shall maintain such reports in confidence; provided, however, that the Receiving Party may disclose the amount of any payment and accompanying reports to any of its accountants, other professional advisors and any other persons to whom the Receiving Party has a legal or fiduciary duty to share such information. 4.6.2. All payments from the Paying Party to the Receiving Party pursuant to this Agreement shall be made in U.S. dollars and shall be made by electronic transfer in immediately available funds via either a bank wire transfer, or any other means of electronic funds transfer, at Paying Party's election, to such bank account as the Receiving Party shall designate in writing at least fifteen (15) business days before the payment is due. For the purposes of determining the amount of payment due, the amount of Net Sales in any foreign currency shall be computed by converting such amount into U.S. dollars at a rate equal to the prevailing commercial average rate of exchange for selling and purchasing dollars with such foreign currency as published in the U.S. edition of the Wall Street Journal, for the close of the last business day of the calendar quarter for which the relevant payment is to be made by the Paying Party. 4.6.3. The Paying Party shall, and shall cause its Affiliates and sub-licensees to, keep full and accurate books and records setting forth Gross Sales per Licensed Product, itemized deductions from Gross Sales, Net Sales, and amounts payable to the Receiving Party. Upon request by the Receiving Party, the Paying Party shall permit the Receiving Party, at the Receiving Party's expense and using independent, qualified public accountants employed by the Receiving Party and acceptable to the Paying Party, which acceptance shall not be unreasonably withheld, to examine the Paying Party's books and records for up to three (3) years after the Receiving Party's rece...
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Related to Accounting and Procedures for Payments

  • Accounting and Recording (1) The Warrant Agent shall promptly account to the Corporation with respect to Warrants exercised, and shall promptly forward to the Corporation (or into an account or accounts of the Corporation with the bank or trust company designated by the Corporation for that purpose), all monies received by the Warrant Agent on the subscription of Warrant Shares through the exercise of Warrants. All such monies and any securities or other instruments, from time to time received by the Warrant Agent, shall be received in trust for, and shall be segregated and kept apart by the Warrant Agent, the Warrantholders and the Corporation as their interests may appear (2) The Warrant Agent shall record the particulars of Warrants exercised, which particulars shall include the names and addresses of the persons who become holders of Warrant Shares on exercise and the Exercise Date, in respect thereof. The Warrant Agent shall provide such particulars in writing to the Corporation within five Business Days of any request by the Corporation therefor.

  • Accounting Procedures and Interpretation Unless otherwise specified in this Agreement, all accounting terms used herein shall be interpreted, all determinations with respect to accounting matters under this Agreement shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Purchasers under this Agreement shall be prepared, in accordance with GAAP applied on a consistent basis during the periods involved (except, in the case of unaudited statements, as permitted by Form 10-Q promulgated by the Commission) and in compliance as to form in all material respects with applicable accounting requirements and with the published rules and regulations of the Commission with respect thereto.

  • Accounting Matters Unless otherwise stated, all accounting terms used in this Agreement shall have the meanings attributable thereto under IFRS and all determinations of an accounting nature required to be made hereunder shall be made in a manner consistent with IFRS.

  • Accounting and Records The books and records of the Company shall be made and maintained, and the financial position and the results of its operations recorded, at the expense of the Company, in accordance with such method of accounting as is determined by the Managing Member. The books and records of the Company shall reflect all Company transactions and shall be made and maintained in a manner that is appropriate and adequate for the Company’s business.

  • Accounting Procedures 7.3.1. Principal and Interest Computation.......................... 7.3.2.

  • Accounting and Tax Matters The General Partner shall keep proper and usual books and records pertaining to the Partnership’s business in accordance with generally accepted accounting principles. The books and records and all files of the Partnership shall be kept at its principal office. The General Partner shall prepare and furnish to the Limited Partners promptly after the close of each fiscal year an unaudited statement, certified by the General Partner, showing the operations of the Partnership for such fiscal year, including a balance sheet and statement of income or loss and changes in financial position for such fiscal year, the balance of each Limited Partner’s Capital Account, the unpaid balance due under all obligations of the Partnership and all other information reasonably requested by any Partner. The Limited Partners, and the authorized agents thereof, shall have the right at all reasonable times to audit, examine and make copies or extracts from the Partnership books of account. Federal, state and local income tax returns of the Partnership shall be prepared and timely filed by the General Partner. Copies of the tax returns shall be furnished to the Limited Partners prior to filing thereof. The General Partner is hereby designated the tax matters partner of the Partnership.

  • Billing and Payment Procedures and Final Accounting 6.1.1 The Connecting Transmission Owner shall xxxx the Interconnection Customer for the design, engineering, construction, and procurement costs of Interconnection Facilities and Upgrades contemplated by this Agreement on a monthly basis, or as otherwise agreed by those Parties. The Interconnection Customer shall pay all invoice amounts within 30 calendar days after receipt of the invoice. 6.1.2 Within three months of completing the construction and installation of the Connecting Transmission Owner’s Interconnection Facilities and/or Upgrades described in the Attachments to this Agreement, the Connecting Transmission Owner shall provide the Interconnection Customer with a final accounting report of any difference between (1) the Interconnection Customer’s cost responsibility for the actual cost of such facilities or Upgrades, and (2) the Interconnection Customer’s previous aggregate payments to the Connecting Transmission Owner for such facilities or Upgrades. If the Interconnection Customer’s cost responsibility exceeds its previous aggregate payments, the Connecting Transmission Owner shall invoice the Interconnection Customer for the amount due and the Interconnection Customer shall make payment to the Connecting Transmission Owner within 30 calendar days. If the Interconnection Customer’s previous aggregate payments exceed its cost responsibility under this Agreement, the Connecting Transmission Owner shall refund to the Interconnection Customer an amount equal to the difference within 30 calendar days of the final accounting report. 6.1.3 If the Interconnection Customer disputes an amount to be paid, the Interconnection Customer shall pay the disputed amount to the Connecting Transmission Owner or into an interest bearing escrow account, pending resolution of the dispute in accordance with Article 10 of this Agreement. To the extent the dispute is resolved in the Interconnection Customer’s favor, that portion of the disputed amount will be credited or returned to the Interconnection Customer with interest at rates applicable to refunds under the Commission’s regulations. To the extent the dispute is resolved in the Connecting Transmission Owner’s favor, that portion of any escrowed funds and interest will be released to the Connecting Transmission Owner.

  • Changes in Accounting Procedures Any resolution passed by the Board of Trustees that affects accounting practices and procedures under this Agreement shall be effective upon written receipt of notice and acceptance by USBFS.

  • Certain Accounting Matters (a) At all times during the existence of the Trust, the Administrative Trustees shall keep, or cause to be kept at the principal office of the Trust in the United States, as defined for purposes of Treasury Regulations section 301.7701-7, full books of account, records and supporting documents, which shall reflect in reasonable detail each transaction of the Trust. The books of account shall be maintained on the accrual method of accounting, in accordance with generally accepted accounting principles, consistently applied. (b) The Administrative Trustees shall either (i), if the Depositor is then subject to such reporting requirements, cause each Form 10-K and Form 10-Q prepared by the Depositor and filed with the Commission in accordance with the Exchange Act to be delivered to each Holder, with a copy to the Property Trustee, within thirty (30) days after the filing thereof or (ii) cause to be prepared at the principal office of the Trust in the United States, as defined for purposes of Treasury Regulations section 301.7701-7, and delivered to each of the Holders, with a copy to the Property Trustee, within ninety (90) days after the end of each Fiscal Year, annual financial statements of the Trust, including a balance sheet of the Trust as of the end of such Fiscal Year, and the related statements of income or loss. (c) The Trust shall maintain one or more bank accounts in the United States, as defined for purposes of Treasury Regulations section 301.7701-7, in the name and for the sole benefit of the Trust; provided, however, that all payments of funds in respect of the Notes held by the Property Trustee shall be made directly to the Payment Account and no other funds of the Trust shall be deposited in the Payment Account. The sole signatories for such accounts (including the Payment Account) shall be designated by the Property Trustee.

  • Accounting Decisions All decisions as to accounting principles, except as specifically provided to the contrary herein, shall be made by the General Partner.

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