Content of Reports and Payments. Each report delivered by COMPANY to THE PARTIES shall contain at least the following information for the immediately preceding REPORTING PERIOD:
(i) the number of LICENSED PRODUCTS sold, leased or distributed by COMPANY, its AFFILIATES and SUBLICENSEES to independent third parties in each country, and, if applicable, the number of LICENSED PRODUCTS used by COMPANY, its AFFILIATES and SUBLICENSEES in the provision of services in each country;
(ii) a description of LICENSED PROCESSES performed by COMPANY, its AFFILIATES and SUBLICENSEES in each country as may be pertinent to a royalty accounting hereunder;
(iii) the gross price charged by COMPANY, its AFFILIATES and SUBLICENSEES for each LICENSED PRODUCT and, if applicable, the gross price charged for each LICENSED PRODUCT used to provide services in each country; and the gross price charged for each LICENSED PROCESS performed by COMPANY, its AFFILIATES and SUBLICENSEES in each country;
(iv) calculation of NET SALES for the applicable REPORTING PERIOD in each country, including a listing of applicable deductions;
(v) total royalty payable on NET SALES in U.S. dollars, together with the exchange rates used for conversion;
(vi) the amount of SUBLICENSE INCOME received by COMPANY from each SUBLICENSEE and the amount due to THE PARTIES from such SUBLICENSE INCOME, including an itemized breakdown of the sources of income comprising the SUBLICENSE INCOME; and
(vii) the number of sublicenses entered into for the PATENT RIGHTS, LICENSED PRODUCTS and/or LICENSED PROCESSES. If no amounts are due to THE PARTIES for any REPORTING PERIOD, the report shall so state.
Content of Reports and Payments. Each report delivered by Apollo to VistaGen shall contain at least the following information for the immediately preceding Reporting Period:
(a) the number of Revenue Bearing Products sold by Apollo, its Affiliates and Sublicensees to independent third parties in each country;
(b) the gross price charged by Apollo, its Affiliates and Sublicensees for each Revenue Bearing Product in each country;
(c) calculation of Net Sales for the applicable Reporting Period in each country, including, without limitation, a listing of applicable deductions; and
(d) total royalty payable on Net Sales in U.S. dollars, together with the exchange rates used for conversion. If no amounts are due to VistaGen for any Reporting Period, the report shall so state.
Content of Reports and Payments. Each report delivered by the Company to PureTech shall contain at least the following information for the immediately preceding Reporting Period:
(a) the number of Licensed Products sold, leased or distributed by the Company, its Affiliates and any Sublicensees to independent third parties in each country;
(b) the gross price charged by the Company, its Affiliates and any Sublicensees for each Licensed Product;
(c) the calculation of Net Sales for the applicable Reporting Period in each country, including a listing of applicable deductions;
(d) the total royalty payable on Net Sales in U.S. dollars, together with the exchange rates used for conversion;
(e) the amount of Sublicense Income received by the Company from each Sublicensee and the amount due to PureTech from such Sublicense Income, including an itemized breakdown of the sources of income comprising the Sublicense Income; and
(f) the number of sublicenses entered into for the Patent Rights and/or Licensed Products. If no amounts are due to PureTech for any Reporting Period, the report shall so state.
Content of Reports and Payments. In addition to the requirements described in Section 3.1(a) and 3.1(b), each report delivered by COMPANY to M.I.T. shall contain at least the following information for the immediately preceding REPORTING PERIOD:
(i) the number of LICENSED PRODUCTS sold by COMPANY and its AFFILIATES to independent third parties in each country;
(ii) the gross price charged by COMPANY and its AFFILIATES for each LICENSED PRODUCT in each country;
(iii) calculation of NET SALES for the applicable REPORTING PERIOD in each country, including a listing of applicable deductions; and
(iv) total royalty payable on NET SALES in U.S. dollars, together with the exchange rates used for conversion. If no amounts are due to M.I.T. for any REPORTING PERIOD, the report shall so state.
Content of Reports and Payments. Each report delivered by the Company to PureTech shall contain at least the following information for the immediately preceding Reporting Period:
(a) the number of Products sold, leased or distributed by the Company, its Affiliates and Sublicensees to independent third parties in each country, and, if applicable, the number of Processes and Services sold by the Company, its Affiliates and Sublicensees in each country;
(b) a description of Processes performed by the Company, its Affiliates and Sublicensees in each country as may be pertinent to a royalty accounting hereunder;
(c) the gross price charged by the Company, its Affiliates and Sublicensees for each Product and, if applicable, the gross price charged for each Process and Service performed by the Company, its Affiliates and Sublicensees in each country;
(d) the calculation of Net Sales for the applicable Reporting Period in each country, including a listing of applicable deductions;
(e) the total royalty payable on Net Sales in U.S. dollars, together with the exchange rates used for conversion;
(f) the amount of Sublicense Income received by the Company from each Sublicensee and the amount due to PureTech from such Sublicense Income, including an itemized breakdown of the sources of income comprising the Sublicense Income; and
(g) the number of sublicenses entered into for Products and/or Processes and/or Services for which amounts are due to PureTech under this Agreement. If no amounts are due to PureTech for any Reporting Period, the report shall so state.
Content of Reports and Payments. Each report delivered by COMPANY to M.I.T. shall contain at least the following information for the immediately preceding REPORTING PERIOD:
(i) the number of LICENSED PRODUCTS sold, leased or distributed by COMPANY, its AFFILIATES and SUBLICENSEES to INDEPENDENT THIRD PARTIES in each country, and, if applicable, the number of LICENSED PRODUCTS used by COMPANY, its AFFILIATES and SUBLICENSEES in the provision of services in each country;
(ii) the gross price charged by COMPANY, its AFFILIATES and SUBLICENSEES for each LICENSED PRODUCT in each country;
(iii) calculation of NET SALES for the applicable REPORTING PERIOD in each country, including a listing of applicable deductions;
(iv) total royalty payable on NET SALES in U.S. dollars, together with the exchange rates used for conversion;
(v) the amount of SUBLICENSE INCOME received by COMPANY from each SUBLICENSEE and the amount due to M.I.T. from such SUBLICENSE INCOME, including an itemized breakdown of the sources of income comprising the SUBLICENSE INCOME; and
Content of Reports and Payments. Each report delivered by Viking to ESG shall contain at least the following information for the immediately preceding Reporting Period:
(i) the number of Licensed Products sold by Viking and its Affiliates to independent third parties in each country, and, if applicable, the number of Licensed Products used by Viking and its Affiliates in the provision of services in each country;
(ii) the gross price charged by Viking and its Affiliates for each Licensed Product and, if applicable, the gross price charged for each Licensed Product used to provide services in each country;
(iii) calculation of Net Revenue for the applicable Reporting Period in each country, including a listing of applicable deductions; and
(iv) total royalty payable on Net Revenue in U.S. dollars, together with the exchange rates used for conversion. If no amounts are due to ESG for any Reporting Period, the report shall so state.
Content of Reports and Payments. Each report delivered by Company to NU shall contain at least the following information for the immediately preceding Reporting Period:
(i) the number of Licensed Products sold or leased by Company, its Affiliates, and all Sublicensees to independent Third Parties in each country, and, if applicable, the number of Licensed Products used by Company, its Affiliates, and all Sublicensees;
(ii) a calculation of Net Sales for the applicable Reporting Period in each country, including a listing of xxxxxxxx for all Licensed Products sold pursuant to Section 6.1.3(i) and a listing of applicable deductions;
(iii) total royalty payable in U.S. dollars, together with the exchange rates used for conversion;
(iv) the amount of Sublicense Income, including the amount of any non-royalty income and income based on net proceeds of Sublicensee sales, received by Company from each Sublicensee and the amount due to NU therefrom, including an itemized breakdown of the sources of income comprising the Sublicense Income;
(v) the number of sublicenses entered into for the Licensed Products;
(vi) any license maintenance fees or other payments due to NU for the Reporting Period most recently ended;
(vii) any changes to the committed management team of Company or to Company’s plans to recruit team and management personnel;
(viii) research activity with NU including but not limited to sponsored research, cooperative education of undergraduate students, and the lease and/or use of NU facilities; and
(ix) a check payable to Northeastern University representing all amounts due under this Section 6.1.3 or a statement to the effect that no amounts are due to NU.
Content of Reports and Payments. Each report delivered by COMPANY to M.I.T. shall contain at least the following information for the immediately preceding REPORTING PERIOD, only to the extent that such information may be applicable to such REPORTING PERIOD:
(i) the number of LICENSED PRODUCTS sold, leased or distributed by COMPANY and its AFFILIATES to independent third parties in each country, and, if applicable, the number of LICENSED PRODUCTS used by COMPANY and its AFFILIATES in the provision of services in each country;
(ii) a description of LICENSED PROCESSES performed by COMPANY and its AFFILIATES in each country as may be pertinent to a royalty accounting hereunder;
(iii) calculation of the ROYALTY BASE for the applicable REPORTING PERIOD;
(iv) calculation of NET SALES for the applicable REPORTING PERIOD in each country, including a listing of applicable deductions;
(v) total royalty payable on the ROYALTY BASE in U.S. dollars, together with the exchange rates used for conversion;
(vi) the amount of SUBLICENSE INCOME received by COMPANY and AFFILIATES from each SUBLICENSEE and the amount due to M.I.T. from such SUBLICENSE INCOME, including an itemized breakdown of the sources of income comprising the SUBLICENSE INCOME; and
(vii) the number of sublicenses entered into for the PATENT RIGHTS. If no amounts are due to M.I.T. for any REPORTING PERIOD, the report shall so state. Such report shall only include the information set forth in subparagraphs (i), (ii) and (iv) above if the running royalties are calculated in accordance with Section 4.1 (c) (ii) above.
4. COMPANY'S notice address in the present Section 14.1 shall be deleted in its entirety and replaced with the following: A123 Systems, Inc. 000 Xxxxxxx Xxxxxx, Xxxxxxxxx, XX 00000 Attention: General Counsel Tel: (617) 000- 0000
5. On or before [**], COMPANY shall make a [**] payment of [**] Dollars ($[**]) to M.I.T. in consideration of redefining the royalty terms under this Second Amendment.
6. The remaining terms and conditions of the 2001 License Agreement remain in effect.
Content of Reports and Payments. Each report delivered by Surface to Harbour shall contain at least the following information for the immediately preceding Reporting Period:
(a) the number of Licensed Products sold by Surface, its Affiliates and Sublicensees to independent third parties in each country;
(b) the gross price charged by Surface, its Affiliates and Sublicensees for each Licensed Product in each country;
(c) calculation of Net Sales for the applicable Reporting Period in each country, including, without limitation, a listing of applicable deductions; and
(d) total royalty payable on Net Sales in U.S. dollars, together with the exchange rates used for conversion. If no amounts are due to Harbour for any Reporting Period, the report shall so state.
