Accounting; Payments Clause Samples

Accounting; Payments. (i) Amounts owing to MARSHFIELD CLINIC under Sections 2B and 4B shall be paid on a quarterly basis, with such amounts due and received by MARSHFIELD CLINIC on or before the thirtieth (30th) day following the end of the calendar quarter ending on March 31, June 30, September 30 or December 31 in which such amounts were earned. The balance of any amounts which remain unpaid more than thirty (30) days after they are due to MARSHFIELD CLINIC shall accrue interest until paid at the rate of the lesser of *** percent (***%) per month or the maximum amount allowed under applicable law. However, in no event shall this interest provision be construed as a grant of permission for any payment delays. (ii) Except as otherwise directed, all amounts owing to MARSHFIELD CLINIC under this Agreement shall be paid in U.S. dollars to MARSHFIELD CLINIC at the address provided in Section 16(a). All royalties owing with respect to Selling Prices stated in currencies other than U.S. dollars shall be converted at the rate shown in the Federal Reserve Noon Valuation - Value of Foreign Currencies on the day preceding the payment. MARSHFIELD CLINIC is exempt from paying income taxes under U.S. law. Therefore, all payments due under this Agreement shall be made without deduction for taxes, assessments, or other charges of any kind which may be imposed on MARSHFIELD CLINIC by any government outside of the United States or any political subdivision of such government with respect to any amounts payable to MARSHFIELD CLINIC pursuant to this Agreement. All such taxes, assessments, or other charges shall be assumed by Licensee. (iii) A full accounting showing how any amounts owing to MARSHFIELD CLINIC under Sections 2B and 4B have been calculated shall be submitted to MARSHFIELD CLINIC on the date of each such payment. Such accounting shall be on a per-country and product line, model or trade name basis and shall be summarized on the form shown in Appendix C of this Agreement. In the event no payment is owed to MARSHFIELD CLINIC, a statement setting forth that fact shall be supplied to MARSHFIELD CLINIC.

Accounting; Payments. 3.5.1. Amounts owing to UFRF under Sections 2.2 and 3.3 shall be paid on a quarterly basis after the amount of Minimum Royalties paid is exceeded, with such amounts due and received by UFRF on or before the thirtieth day following the end of the calendar quarter ending on March 31, June 30, September 30 or December 31 in which such amounts were earned. The balance of any amounts which remain unpaid more than thirty (30) days after they are due to UFRF shall accrue interest until paid at the rate of the lesser of one and one-half percent (1.5%) per month or the maximum amount allowed under applicable law. However, in no event shall this interest provision be construed as a grant of permission for any payment delays. 3.5.2. Except as otherwise directed, all amounts owing to UFRF under this Agreement shall be paid in U.S. dollars to UFRF at the address provided in Section 13.1. All royalties owing with respect to Selling Prices stated in currencies other than U.S. dollars shall be converted at the rate shown in the Federal Reserve Noon Valuation - Value of Foreign Currencies on the day preceding the payment. 3.5.3. A full accounting showing how any amounts payable to UFRF under Sections 2.2 and 3.3 have been calculated shall be submitted to UFRF on the date of each such payment. Such accounting shall be on a per-country and product line, model or trade name basis and shall be summarized on the form shown in Appendix C of this Agreement. In the event no payment is owed to UFRF because the amount of Minimum Royalties paid has not been exceeded or otherwise, an accounting demonstrating that fact shall be supplied to UFRF.

Accounting; Payments. 4.4.1. Licensee shall keep and maintain complete books and records containing an accurate accounting in sufficient detail of all data required to enable verification of earned royalties and other payments due hereunder. 4.4.2. Within 45 days after the end of each calendar quarter, Licensee shall remit to ILEX a statement of Net Sales by Licensee and by its sublicensees on account for such quarter, which statement shall be accompanied by the payment due to ILEX pursuant to Section 4.3. 4.4.3. ILEX may request that the financial statements of Licensee and of its sublicensees relating to the sale of Products be audited annually by a nationally recognized independent certified public accountant ("CPA") reasonably acceptable to Licensee for the purpose of verifying the amount of royalty payments due. Such examination of books and records of Licensee and its sublicensees shall take place during regular business hours during the term of this Agreement and for two (2) years after its termination, provided however, that such an examination shall not take place more than once a year and shall not cover records for more than the preceding three (3) years, and provided that such accountant shall agree to keep confidential all the information obtained by such accountant during such audit and shall report to ILEX only if the royalty statements and payments are accurate, or if not accurate, only the amount of the inaccuracy. If such accountant shall find an underpayment to ILEX, presentation of a written statement substantiating the underpayment shall be provided to Licensee. If Licensee is not in agreement with the findings of the accountant selected by ILEX, then Licensee shall so notify ILEX in writing within 30 days of receipt by Licensee of said findings, in which case the parties shall jointly appoint, within a further period of 30 days, an independent certified public accountant to validate, at Licensee's expense, ILEX's accountant's findings, and the decision of said independent accountant shall be final. If said independent accountant verifies that an underpayment has occurred, the amount due and interest (accruing at the prevailing prime rate of interest for commercial loans published in the Wall Street Journal, Eastern Edition, from the date payment was due through the date of actual payment to ILEX) shall be paid to ILEX within thirty (30) days and, if the amount of the underpayment is greater than ****% of the required payment, then Licensee shall reimburse ...

Accounting; Payments. 4.3.1 Audentes shall in accordance with paragraph 8.1 of the HHS Patent License Agreement keep and maintain complete hooks and records containing an accurate accounting of all data in sufficient detail to enable verification of earned royalties and other payments due hereunder. 4.3.2 Audentes shall provide to PHS the royalty reports required pursuant to paragraph 9.4 of the HHS Patent License Agreement in respect of the manufacture, development and commercialization of Licensed Product and concurrently provide copies thereof to Genethon, and the same shall be Confidential Information to be protected as provided in Article 9 of the Collaborative Development Agreement and as described in paragraph 9.9 of the HHS Patent License Agreement. Audentes acknowledges that Genethon may provide such reports to, or, as necessary, receive them from, PHS. 4.3.3 Audentes acknowledges and agrees that the inspection rights provided in paragraph 8.1 of the HHS Patent License Agreement may be exercised by PITS or Genethon; provided, however, that in no event will Audentes be liable (whether to PHS or to Genethon, or in the aggregate to both) for the costs of. more than one inspection of records covering any period, even if more than one inspection shows an underreporting or an underpayment in excess of five percent for such period. 4.3.4 All payments due by Audentes hereunder shall, for the avoidance of doubt, be subject to paragraphs 9.6, 9.7 and 9.8 of the HHS Patent License Agreement, it being agreed, however, that no late fees imposed under such paragraph 9.8 or under this Section 4.3.4 shall (whether to PHS or to Genethon, or in the aggregate to both) exceed the rate of one percent per month.

Accounting; Payments. (i) Amounts owing to UFTB under Section 3C shall be paid on a net 30-day basis. Any amounts which remain unpaid after forty-five (45) days from the end of the month in which they were earned shall accrue interest until paid at the rate of one and one-half percent (1.5%) per month. However, in no event shall this interest provision be construed as a grant of permission for any payment delays. (ii) Except as otherwise directed, all amounts owing to UFTB under this Agreement shall be paid in U.S. dollars to UFTB at the address provided in Section 15A. All amounts owing with respect to Distribution Fees stated in currencies other than U.S. dollars shall be converted at the rate shown in the Federal Reserve Noon Valuation - Value of Foreign Currencies on the day preceding the payment. (iii) A full accounting of monthly distributions of Developed Products by Exactech shall be submitted to UFTB each month by the 25th day of the following month. Such accounting shall be on a per-country and Developed Product basis and shall be summarized on the form shown in Exhibit D of this Agreement. In the event no payment is owed to UFTB, a statement setting forth that fact shall be supplied to UFTB.

Accounting; Payments. (i) Amounts owing to ▇▇▇▇ under Section 4B, 4C, and 4D(i) will be paid on a quarterly basis, with such amounts due and received by ▇▇▇▇ within [***] days of the end of the calendar quarter ending on March 31, June 30, September 30 or December 31 in which such amounts were earned. A full accounting showing how such amounts have been calculated will be submitted to ▇▇▇▇ on the date of each such payment. For royalties, such accounting will be on a per country and Product basis and will be summarized on the form shown in Appendix C of this Agreement, which will include a quarterly royalty forecast. In the event no payment is owed to ▇▇▇▇ after the Date of First Commercial Sale, a statement setting forth that fact will be supplied to ▇▇▇▇. Any payments to the extent they remain unpaid more than [***] days after they are due will bear interest at the lower of (a) the Prime Rate published in the Wall Street Journal plus 200 basis points, or (b) the maximum rate permitted by law. However, in no event will this interest provision be construed as a grant of permission for any payment delays. (ii) Except as otherwise directed, all amounts owing to ▇▇▇▇ under this Agreement will be paid in U.S. dollars using the address provided in Section 15(a) or paid via wire transfer if agreed upon. All royalties and fees stated in currencies other than U.S. dollars will be converted at the rate that is the arithmetic average of the rate shown in the Wall Street Journal, New York Edition on the last business day of each month of the applicable calendar quarter. ▇▇▇▇ is exempt from paying income taxes under U.S. law. Therefore, all payments due under this Agreement will be made without deduction for taxes, assessments, or other charges of any kind which may be imposed on ▇▇▇▇ by any government outside of the United States or any political subdivision of such government with respect to any amounts payable to ▇▇▇▇ pursuant to this Agreement. All such taxes, assessments, or other charges that may reduce ▇▇▇▇’▇ net royalties, such as bank transfer fees, will be assumed by Licensee or its sublicensee(s).

Accounting; Payments. (i) Amounts owing to ▇▇▇▇ under Section 4B shall be paid on a quarterly basis, with such amounts due and received by ▇▇▇▇ on or before the thirtieth (30th) day following the end of the calendar quarter ending on March 31, June 30, September 30 or December 31 in which such amounts were earned. The balance of any amounts which remain unpaid more than thirty (30) days after they are due to ▇▇▇▇ shall accrue interest until paid at the rate of the lesser of one percent (1%) per month or the maximum amount allowed under applicable law. However, in no event shall this interest provision be construed as a grant of permission for any payment delays. (ii) Except as otherwise directed, all amounts owing to ▇▇▇▇ under this Agreement shall be paid in U.S. Dollars to ▇▇▇▇ at the address provided in Section 12(a). All royalties owing with respect to Selling Prices stated in currencies other than U.S. Dollars shall be converted at the rate shown in the Federal Reserve Noon Valuation - Value of Foreign Currencies on the day preceding the payment. (iii) A full accounting showing how any amounts owing to ▇▇▇▇ under Section 4B have been calculated shall be submitted to ▇▇▇▇ on the date of each such payment. In the event no payment is owed to ▇▇▇▇, a statement setting forth that fact shall be supplied to ▇▇▇▇.

Accounting; Payments. (i) Amounts owing to Licensor under Sections 4B and 4C shall be paid on a calendar quarterly basis, with such amounts due and received by Licensor on or before the sixtieth (60th) day following the end of the calendar quarter ending on March 31, June 30, September 30 or December 31 in which such amounts were earned. (ii) Except as otherwise directed, all amounts owing to Licensor under this Agreement shall be paid in U.S. dollars at the address provided in Section 12, or, paid via wire transfer if agreed upon by the Parties. All royalties owing with respect to Selling Price and other fees stated in currencies other than U.S. dollars shall be converted at the rate shown in the Federal Reserve Noon Valuation - Value of Foreign Currencies on the day preceding the payment due date. (iii) Reasonably promptly after receipt of written request from Licensor, but no more after than quarterly, an accounting showing how any amounts owing to Licensor under Sections 4B and 4C have been calculated shall be submitted to Licensor.

Accounting; Payments. 1. Amounts owing to RTI under Section III.A. shall be paid by Exactech within [***] days of invoice issuance by RTI. Any amounts which remain unpaid after [***] days from the end of the month in which they were earned shall accrue interest from that date until paid at the rate of [***] percent ([***]%) per year. 2. Except as otherwise directed, all amounts owing to RTI or Exactech under this Agreement shall be paid in U.S. dollars at the addresses provided in Section XVIII. herein. All amounts owing with respect to TDLSF and royalties stated in currencies other than U.S. dollars shall be converted at the rate shown in the Federal Reserve Noon Valuation – Value of Foreign Currencies on the day preceding the payment. 3. A full accounting of all monthly distributions of Moldable Bone Paste Products in the Licensed Field, except for those products distributed by Exactech, shall be submitted by RTI to Exactech by the [***]. Such accounting shall be on a per distribution agent and per Moldable Bone Paste Product basis, and shall be summarized in a format agreed upon by the parties. [***], RTI shall provide Exactech with a written statement setting forth such fact.