Common use of Frequency of Reporting Clause in Contracts

Frequency of Reporting. The fiscal year for the Agreement will be a calendar year. [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. Reporting will be at the times set forth in the following Report Table, with submissions due on the date indicated or the next business day if such date is a weekend or U.S. holiday: Report Frequency Timing of Submission Actuals Quarterly Q1-Q4: [ * ] Forecasts Quarterly Q1-Q3: [ * ] Draft Consolidation & Variances Quarterly Quarter end [ * ] Final Consolidation & Variances Quarterly Quarter end [ * ] Budgets Annually December 15 [ * ] Long Range Plan Annually December 15 [ * ] The Parties may agree to modify the foregoing reporting cycles and deadlines. In the event that a Party substantially or materially changes its internal reporting cycles and deadlines generally, then the Parties shall discuss, in good faith, appropriate revisions to the foregoing reporting cycles and deadlines to reasonably accommodate such change. Unless otherwise agreed by the Parties consistent with their responsibilities for sales and marketing, the Commercializing Party shall record sales. On a monthly basis, the Commercializing Party will supply the other Party with each month’s Gross Sales and Net Sales of Profit Share Products, including the basis for calculation of such amounts, in units and U.S. dollars in the United States and in local currency (which may be converted to U.S. dollars) outside of the United States. Each such report shall be provided as early as possible, but no later than [ * ] days after the last day of the month in question, and shall provide monthly and year-to-date cumulative figures. Each Party will make available a financial representative to discuss the following, at the request of the other Party: Development Costs Results Forecasts Budgets Long Range Plans Gross Sales Sales Returns and Allowances Inventory Levels Sales and Marketing Costs other financial matters as appropriate, including methodologies for determining costs, actual amounts, forecasts, budgets and long range plans and the results of applying such methodologies [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

Appears in 2 contracts

Samples: Collaboration Agreement, Collaboration Agreement (Exelixis Inc)

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Frequency of Reporting. The fiscal year for the Agreement of GenSpire will be a calendar year. [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. Reporting by each Party for GenSpire revenues and expenses will be at the times set forth in the following Report Tableperformed as follows, with submissions due on the date indicated or the next business day if such date is a weekend or U.S. holiday: Report B-2 --------------------------------------------------------------------------------------- Reporting Event Frequency Timing of Submission --------------------------------------------------------------------------------------- Actuals Quarterly Q1-Q4: [ * ----------------------------------------------- Forecasts Approximately Quarterly ----------------------------------------------- [CONFIDENTIAL TREATMENT REQUESTED] Forecasts Quarterly Q1-Q3: [ * ] Draft Consolidation & Variances Quarterly Quarter end [ * ] Final Consolidation & Variances Quarterly Quarter end [ * ] Preliminary Budgets Annually December 15 [ * ] Long ----------------------------------------------- Final Budgets Annually ----------------------------------------------- Long-Range Plan Annually December 15 [ * ] The Parties may agree ----------------------------------------------- Reports of actual results compared to modify the foregoing reporting cycles and deadlines. In the event that a Party substantially or materially changes its internal reporting cycles and deadlines generally, then the Parties budget shall discuss, in good faith, appropriate revisions be made to the foregoing reporting cycles and deadlines to reasonably accommodate such changerelevant Joint Project Team on a * basis. Unless otherwise agreed After approval by the Parties consistent with their responsibilities Joint Project Team as to amounts, such Joint Project Team shall forward the report to the JSC for its approval. Variances from the total overall budgets, and significant variances in budget line items, shall only be included in calculation of Operating Profit or Loss when approved by the JSC after referral by the Joint Project Team. Genentech will be responsible for the preparation of consolidated reporting of GenSpire (including Operating Profit or Loss), calculation of the profit/loss sharing and determination of the cash settlement. Genentech will provide the financial representatives from each Party within fifteen (15) working days of the submission date shown above, a statement showing the consolidated results and calculations of the Operating Profit or Loss sharing and cash settlement required in a format agreed to by the Parties. Inspire shall promptly provide all orders received by its sales people, if any, to Genentech for processing and marketing, the Commercializing Party shall record salesdistribution. On a monthly * basis, the Commercializing Party Genentech will supply the other Party Inspire with each month’s * Gross Sales and Net Sales of Profit Share ProductsProducts in units, including the basis for calculation of such amounts, in units local currency and U.S. dollars (using the * rate for conversion for such * as shown in The Wall Street Journal) by country in the United States and in local currency (Territories according to Genentech's sales reporting system, which may shall be converted to U.S. dollars) outside of consistent with the United Statesdefinitions herein. Each such report shall be provided as early as possible, but no later than [ * ] fifteen (15) days after the last day of the month * in question, and shall provide monthly * and year-to-date * cumulative figures. Each Party * [CONFIDENTIAL TREATMENT REQUESTED] The financial representatives from the Parties will make available a financial representative meet as appropriate but at least quarterly to discuss review and approve the following, at the request of the other Party: Development Costs Results Forecasts Budgets Long Range Plans Gross Sales . actual results . forecasts . budgets . inventory levels . Sales Returns and Allowances Inventory Levels Sales and Marketing Costs . other financial matters as appropriatematters, including Genentech's (and Inspire's, if applicable) methodologies for determining costs, actual amountscharging costs and allocating sales representatives to GenSpire for determination of actuals, forecasts, budgets and long long-range plans and the results of applying such methodologies [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDEDmethodologies.

Appears in 1 contract

Samples: Development, License and Supply Agreement (Inspire Pharmaceuticals Inc)

Frequency of Reporting. The fiscal year for the Agreement of AxysCyt will be a calendar yeartwelve (12) month period ending on December 31 or such portion thereof as will be applicable. AxysCyt's first, second, third and fourth quarters will end on March 31, June 30, September 30 and December 31, respectively. Reporting by the selling Party for AxysCyt revenues and expenses will be performed as follows: [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 24b-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. Reporting will be at the times set forth in the following Report Table, with submissions due on the date indicated or the next business day if such date is a weekend or U.S. holiday: Report Event Frequency Timing of Submission --------------- --------- -------------------- Actuals Quarterly Q1-Q4: [ * ] Forecasts Quarterly Q1-Q3: following the end of each quarter Adjustment Annual [ * ] Draft Consolidation & Variances Quarterly Quarter end following the selling Party's fiscal year end* In addition, the selling Party will provide the non-selling Party with the selling Party's internal, unaudited financial statements for AxysCyt for each of [ * ] Final Consolidation & Variances Quarterly Quarter end [ * ] Budgets Annually December 15 [ * ] Long Range Plan Annually December 15 [ * ] promptly after each such financial statement is distributed internally at the selling Party. The Parties may agree selling Party will be responsible for the preparation of reports, calculation of the Profit or Loss with respect to modify the foregoing reporting cycles selling Party's Product to be shared and deadlines. In determination of the event that a Party substantially or materially changes its internal reporting cycles and deadlines generally, then cash settlement between the Parties shall discuss, in good faith, appropriate revisions as set forth below. The selling Party will provide to the foregoing reporting cycles and deadlines to reasonably accommodate such change. Unless otherwise agreed non-selling Party, by the Parties consistent with their responsibilities submission dates shown above, a statement showing the AxysCyt results for sales and marketing, the Commercializing Party shall record sales. On a monthly basis, the Commercializing Party will supply the other Party with each month’s Gross Sales and Net Sales of Profit Share Products, including the basis for calculation of such amounts, in units and U.S. dollars in the United States and in local currency (which may be converted to U.S. dollars) outside of the United States. Each such report shall be provided as early as possible, but no later than [ * ] days after the last day of the month in question, and shall provide monthly preceding calendar quarter and year-to-date cumulative figuresin the format set forth in Schedule A-1 hereto, comparing quarterly and year to date results to revenue forecasts and expense budgets, calculating the Profit or Loss as provided in Section A.1 above and Schedule A-1 hereto, and determining the cash settlement required. Each To the extent any year-end adjustments to AxysCyt are determined in good faith by the selling Party will make available a financial representative to discuss the following, at the request of the other Party: Development Costs Results Forecasts Budgets Long Range Plans Gross Sales Sales Returns and Allowances Inventory Levels Sales and Marketing Costs other financial matters as be appropriate, including methodologies an appropriate adjustment to Profit or Loss with respect to the selling Party's Product for determining costs, actual amounts, forecasts, budgets the applicable year will be made and long range plans and an appropriate payment will be made by the results of applying such methodologies applicable Party within [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENTfollowing receipt of the report describing such adjustment; provided, MARKED BY BRACKETShowever, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934that in the event of a dispute between the Parties with respect to whether any such adjustment or any other adjustment requested by the non-selling Party is appropriate, AS AMENDEDsuch dispute will be referred to the Chief Executive Officer of the selling Party and the non-selling Party Designee for resolution pursuant to Section 11.10 of the Agreement. Any such adjustment payment will be without interest if such amount is less than the lesser of (a) [ * ] of Profits or Losses for such year or (b) [ * ] and will bear interest at the rate set forth in Section 6.10(b) of the Agreement if such amount is greater than or equal to the lesser of (x) [ * ] of Profits or Losses for such year or (y) [ * ].

Appears in 1 contract

Samples: Collaborative Research and License Agreement (Axys Pharmecueticals Inc)

Frequency of Reporting. The fiscal year for In order to prepare the Agreement will be consolidated P&L, each Party shall submit to the other Party a calendar year. [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENTfinancial statement of such Party’s Commercialization and Medical Affairs activities, MARKED BY BRACKETSNet Sales, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934Licensing Income, AS AMENDED. Reporting will be at the times set forth Cost of Sales, Eligible Medical Affairs Costs, Commercialization Costs, and Other Operating Expenses in the following Report Tableformat of the P&L within [***] after the end of [***]. Each such individual P&L shall specify in reasonable detail all categories of actual costs related to Eligible Medical Affairs Costs, Commercialization Costs and Other Operating Expenses, and, upon a Party’s request the other Party shall promptly provide any invoices or other supporting documentation for any External Costs or with submissions due on respect to which documentation is otherwise reasonably requested. Within [***] after the date indicated or last day of each Calendar Quarter, Moderna shall prepare a reconciliation report and send it to Metagenomi. Within [***] after the next business day if such date is a weekend or U.S. holiday: Report Frequency Timing end of Submission Actuals Quarterly Q1-Q4: [ * ] Forecasts Quarterly Q1-Q3: [ * ] Draft Consolidation & Variances Quarterly Quarter end [ * ] Final Consolidation & Variances Quarterly Quarter end [ * ] Budgets Annually December 15 [ * ] Long Range Plan Annually December 15 [ * ] The Parties may agree to modify the foregoing reporting cycles and deadlines. In the event that a Party substantially or materially changes its internal reporting cycles and deadlines generallyeach Calendar Quarter, then the Parties shall discussagree on a consolidated P&L for the applicable Calendar Quarter and for such Calendar Quarter, a consolidated reporting of the Operating Profits or Losses, the calculation of the Operating Profits or Losses, and the applicable sharing and determination of the corresponding cash settlement in good faithan agreed format (such report, appropriate revisions the “Consolidated Report”). Within [***] after the end of each Calendar Quarter, whichever Party is owed a payment shall prepare an invoice for such payment and deliver such invoice to the foregoing reporting cycles and deadlines to reasonably accommodate other Party. The paying Party shall pay such changeinvoice within [***] after receipt of the invoice. Unless otherwise agreed by the Parties consistent with their responsibilities for sales and marketingFor clarity, the Commercializing Party shall record sales. On a monthly basis, the Commercializing Party will supply the other Party first P&L prepared with respect to each month’s Gross Sales and Net Sales of Profit Share Products, including the basis for calculation of such amounts, in units and U.S. dollars in the United States and in local currency (which may be converted to U.S. dollars) outside of the United States. Each such report DT Co-Co Product shall be provided as early as possibleprepared for the first Calendar Quarter in which either Party incurs Eligible Medical Affairs Costs, but no later than [ * Commercialization Costs, or Other Operating Expenses (regardless of whether such Eligible Medical Affairs Costs, Commercialization Costs, or Other Operating Expenses are incurred before or after Regulatory Approval for any DT Co-Co Product). In addition to the above, within [***] days after the last day of the month in question[***] of every Calendar Quarter, each Party shall submit to the other Party a report, with respect to each DT Co-Co Product, setting forth the P&L representing for each DT Co-Co Product (if any) the actual Net Sales, Cost of Sales, Licensing Income, Eligible Medical Affairs Costs, Commercialization Costs, and shall provide monthly Other Operating Expenses recognized by such Party in such just-completed two month period as well as an estimate of expected Net Sales, Cost of Sales, Licensing Income, Eligible Medical Affairs Costs, Commercialization Costs, and year-to-date cumulative figures. Each Party will make available a financial representative Other Operating Expenses to discuss be recognized in the following, at the request third month of the other Party: Development Costs Results Forecasts Budgets Long Range Plans Gross Sales Sales Returns and Allowances Inventory Levels Sales and Marketing Costs other financial matters as appropriate, including methodologies current Calendar Quarter for determining costs, actual amounts, forecasts, budgets and long range plans and the results of applying each such methodologies [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDEDDT Co-Co Product (if any).

Appears in 1 contract

Samples: Collaboration and License Agreement (Metagenomi Technologies, LLC)

Frequency of Reporting. The fiscal year for the Agreement of GenIDEC will be a calendar year. [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. Reporting by each Party for GenIDEC revenues and expenses will be at performed as follows (with copies provided to the times set forth in JFC and to the following Report Table, with submissions due on the date indicated or the next business day if such date is a weekend or U.S. holiday: Report other Party): Reporting Event Frequency Timing of Submission Actuals Quarterly Q1-Q3: +30 days Q4: [ * ] +45 days Forecasts Quarterly Q1-Q3: [ * ] Draft Consolidation & Variances Quarterly Mid Quarter end [ * ] Final Consolidation & Variances Quarterly Quarter end [ * ] (rest of year - by month) Budgets Annually December 15 [ * ] October 31st (one year - by month) Long Range Plan Annually December 15 [ * ] The Parties may agree July 31st (current year plus 5 years) Genentech will be responsible for the preparation of consolidated reporting (actuals, budgets, forecasts, and long range plans), calculation of the profit/loss sharing and determination of the cash settlement. Genentech will provide the JFC (and IDEC) within five working days of the submission date shown above, a statement showing the consolidated results (and forecasts) and calculations of the profit/loss sharing and cash settlement required in a format agreed to modify by the foregoing reporting cycles Parties. Reports of actual results compared to budget (as to all Franchise Products and deadlines. In the event that also on a Party substantially or materially changes its internal reporting cycles and deadlines generally, then the Parties shall discuss, in good faith, appropriate revisions product-by-product basis) will be made to the foregoing reporting cycles and deadlines to reasonably accommodate such changeOperating Committees on a quarterly basis. Unless otherwise agreed After approval by the Parties consistent with their responsibilities for sales and marketingJFC as to amounts, the Commercializing Party shall record salesJFC will forward the report to the Management Committee for its approval. Line item variances from budgets judged to be significant by the JFC will only be included in calculation of Operating Profit and Loss when approved by the JCC and the Management Committee. On a monthly basis, the Commercializing Party basis Genentech will supply the other Party IDEC with Gross Sales (as to all Franchise Products and also on a product-by-product basis) in units, local currency and U.S. dollars by country of each month’s Gross Sales and Net Sales of Profit Share Productssales according to Genentech’s sales reporting system, including the basis for calculation of such amounts, in units and U.S. dollars in the United States and in local currency (which may be converted to U.S. dollars) outside of the United States. Each such report shall be provided consistent with the definitions in Section A.4. The Joint Finance Committee will meet as early appropriate to review and approve the following (as possible, but no later than [ * ] days after the last day of the month in question, to all Franchise Products and shall provide monthly and yearalso on a product-toby-date cumulative figures. Each Party will make available a financial representative to discuss the following, at the request of the other Party: Development Costs product basis): • Actual Results Forecasts Budgets Long Range Plans Gross Sales • Budget • Inventory Levels • Sales Returns and Allowances Inventory Levels Sales and Marketing Costs other • Other financial matters as appropriatematters, including each Party’s methodologies for determining costs, actual amountscharging costs and allocating Sales Representatives to GenIDEC for actuals, forecasts, budgets and long range plans and the results of applying such methodologies [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDEDmethodologies.

Appears in 1 contract

Samples: Collaboration Agreement (Idec Pharmaceuticals Corp / De)

Frequency of Reporting. The fiscal year for the Agreement of GenGain will be a calendar year. [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. Reporting by each Party for GenGain revenues and expenses will be at the times set forth in the following Report Tableperformed as follows, with submissions due on the date indicated or the next business day if such date is a weekend or U.S. holiday: Report --------------------------------------------------------------------------------------- Reporting Event Frequency Timing of Submission --------------------------------------------------------------------------------------- Actuals Quarterly Q1-Q4: [ * ] End of quarter + 30 working days --------------------------------------------------------------------------------------- Forecasts Approximately As soon as practicable after each quarterly Quarterly Q1-Q3: [ * ] Draft Consolidation & Variances Quarterly Quarter end [ * ] meeting of Genentech's board of directors --------------------------------------------------------------------------------------- Preliminary Annually September 1 (one year; by year) Budgets --------------------------------------------------------------------------------------- Final Consolidation & Variances Quarterly Quarter end [ * ] Budgets Annually December 15 [ * ] Long October 17 (one year; by quarter) --------------------------------------------------------------------------------------- Long-Range Plan Annually December 15 [ * ] The Parties may agree April 30 (current year plus 5 years) --------------------------------------------------------------------------------------- Reports of actual results compared to modify the foregoing reporting cycles and deadlines. In the event that a Party substantially or materially changes its internal reporting cycles and deadlines generally, then the Parties budget shall discuss, in good faith, appropriate revisions be made to the foregoing reporting cycles and deadlines to reasonably accommodate such changerelevant Joint Project Team on a quarterly basis. Unless otherwise agreed After approval by the Parties consistent with their responsibilities Joint Project Team as to amounts, such Joint Project Team shall forward the report to the JSC for sales its approval. Variances from the total overall budgets, and marketingsignificant variances in budget line items, shall only be included in calculation of Operating Profit or Loss when approved by the Commercializing JSC after referral by the Joint Project Team. Genentech will be responsible for the preparation of consolidated reporting of GenGain (including Operating Profit or Loss), calculation of the profit/loss sharing and determination of the cash settlement. Genentech will provide the financial representatives from each Party shall record salesa statement showing the consolidated results and calculations of the Operating Profit or Loss sharing and cash settlement required in a format agreed to by the Parties. On a monthly basis, the Commercializing Party Genentech will supply the other Party Magainin with each month’s 's Gross Sales and Net Sales of Profit Share ProductsProducts in units, including the basis for calculation of such amounts, in units local currency and U.S. dollars (using the month-end rate for conversion for such month as shown in Reuters) by country in the United States and in local currency (Territories according to Genentech's sales reporting system, which may shall be converted to U.S. dollars) outside of consistent with the United Statesdefinitions herein. Each such report shall be provided as early as possible, but no later than [ * ] fifteen (15) days after the last day of the month in question, and shall provide monthly and year-to-date cumulative figures. Each Party The financial representatives from the Parties will make available a financial representative meet as appropriate but at least quarterly to discuss review and approve the following, at : . actual results . forecasts . budgets . long range plans . inventory levels ________________________________________________________________________________ ** Certain portions of this exhibit have been omitted based upon a request for confidential treatment that has been filed with the request of Commission. The omitted portions have been filed separately with the other Party: Development Costs Results Forecasts Budgets Long Range Plans Gross Sales Commission. . Sales Returns and Allowances Inventory Levels Sales and Marketing Costs . other financial matters as appropriatematters, including Genentech's methodologies for determining costs, actual amountscharging costs and allocating sales representatives to GenGain for determination of actuals, forecasts, budgets and long long-range plans and the results of applying such methodologies [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDEDmethodologies.

Appears in 1 contract

Samples: License and Collaboration Agreement (Magainin Pharmaceuticals Inc)

Frequency of Reporting. The fiscal year for the Agreement of GenGain will be a calendar year. [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. Reporting by each Party for GenGain revenues and expenses will be at the times set forth in the following Report Tableperformed as follows, with submissions due on the date indicated or the next business day if such date is a weekend or U.S. holiday: Report ------------------------------------------------------------------------------------- Reporting Event Frequency Timing of Submission ------------------------------------------------------------------------------------- Actuals Quarterly Q1-Q4: [ * ] End of quarter + 30 working days ------------------------------------------------------------------------------------- Forecasts Approximately As soon as practicable after each Quarterly Q1-Q3: [ * ] Draft Consolidation & Variances Quarterly Quarter end [ * ] Final Consolidation & Variances Quarterly Quarter end [ * ] quarterly meeting of Genentech's board of directors ------------------------------------------------------------------------------------- Preliminary Budgets Annually December 15 [ * ] Long September 1 (one year; by year) ------------------------------------------------------------------------------------- Final Budgets Annually October 17 (one year; by quarter) ------------------------------------------------------------------------------------- Long-Range Plan Annually December 15 [ * ] The Parties may agree April 30 (current year plus 5 years) ------------------------------------------------------------------------------------- Reports of actual results compared to modify the foregoing reporting cycles and deadlines. In the event that a Party substantially or materially changes its internal reporting cycles and deadlines generally, then the Parties budget shall discuss, in good faith, appropriate revisions be made to the foregoing reporting cycles and deadlines to reasonably accommodate such changerelevant Joint Project Team on a quarterly basis. Unless otherwise agreed After approval by the Parties consistent with their responsibilities Joint Project Team as to amounts, such Joint Project Team shall forward the report to the JSC for sales its approval. Variances from the total overall budgets, and marketingsignificant variances in budget line items, shall only be included in calculation of Operating Profit or Loss when approved by the Commercializing JSC after referral by the Joint Project Team. Genentech will be responsible for the preparation of consolidated reporting of GenGain (including Operating Profit or Loss), calculation of the profit/loss sharing and determination of the cash settlement. Genentech will provide the financial representatives from each Party shall record salesa statement showing the consolidated results and calculations of the Operating Profit or Loss sharing and cash settlement required in a format agreed to by the Parties. On a monthly basis, the Commercializing Party Genentech will supply the other Party Magainin with each month’s 's Gross Sales and Net Sales of Profit Share ProductsProducts in units, including the basis for calculation of such amounts, in units local currency and U.S. dollars (using the month-end rate for conversion for such month as shown in Reuters) by country in the United States and in local currency (Territories according to Genentech's sales reporting system, which may shall be converted to U.S. dollars) outside of consistent with the United Statesdefinitions herein. Each such report shall be provided as early as possible, but no later than [ * ] fifteen (15) days after the last day of the month in question, and shall provide monthly and year-to-date cumulative figures. Each Party The financial representatives from the Parties will make available a financial representative meet as appropriate but at least quarterly to discuss review and approve the following, at : . actual results . forecasts . budgets . long range plans . inventory levels ________________________________________________________________________________ ** Certain portions of this exhibit have been omitted based upon a request for confidential treatment that has been filed with the request of Commission. The omitted potions have been filed separately with the other Party: Development Costs Results Forecasts Budgets Long Range Plans Gross Sales Commission. . Sales Returns and Allowances Inventory Levels Sales and Marketing Costs . other financial matters as appropriatematters, including Genentech's methodologies for determining costs, actual amountscharging costs and allocating sales representatives to GenGain for determination of actuals, forecasts, budgets and long long-range plans and the results of applying such methodologies [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDEDmethodologies.

Appears in 1 contract

Samples: License and Collaboration Agreement (Magainin Pharmaceuticals Inc)

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Frequency of Reporting. The fiscal year for of the Agreement Collaboration will be a calendar year. [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENTUnless the schedule of such reporting is altered pursuant to an agreement between the financial representatives from the Parties, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. Reporting reporting by each Party for the Collaboration revenues and expenses will be at the times set forth in the following Report Table, with submissions due on the date indicated or the next business day if such date is a weekend or U.S. holiday: Report performed as follows:Reporting Event Frequency Timing of Submission ------------------------- ------------ --------------------------------- Actuals - Net Sales Monthly 5 days Actuals - Product profit Quarterly Q1-Q4: [ * ] 30 days Forecasts Quarterly Q1-Q3: [ * ] Draft Consolidation & Variances Quarterly 15 days prior to Quarter end [ * ] Final Consolidation & Variances Quarterly Quarter end [ * ] End (rest of year - by month) Preliminary Budgets Annually December October 22 (one year - by month) Final Budgets Annually November 15 [ * ] (one year - by month) Long Range Plan Annually December 15 [ * ] The Parties may agree October 22 (current year plus 3 years) Reports of actual results compared to modify the foregoing reporting cycles and deadlines. In the event that a Party substantially or materially changes its internal reporting cycles and deadlines generally, then the Parties shall discuss, in good faith, appropriate revisions budget will be made to the foregoing reporting cycles and deadlines to reasonably accommodate such change. Unless Finance Committee described in Section 2.5 (the "Finance Committee") unless otherwise agreed determined by the Parties consistent with their responsibilities for sales and marketingSteering Committee. After approval by the Finance Committee as to amounts, the Commercializing Finance Committee will forward the report to the Steering Committee for its approval. Spending variances from the total overall budgets, and significant expense variances in budget line items, will only be included in calculation of Product Profits and Losses when approved by the Finance Committee and the Steering Committee. SangStat will be responsible for the preparation of consolidated reporting of the Collaboration (including Product Profit or Loss), calculation of the profit/loss sharing and determination of the cash settlement. SangStat will provide the financial representatives from each Party shall record saleswithin fifteen (15) working days of the submission date shown above, a statement showing the consolidated results and calculations of the Product Profit or Loss sharing and cash settlement required in a format agreed to by the Parties. On a monthly basis, the Commercializing each Party selling Licensed Product will supply the other Party with each month’s 's Gross Sales and Net Sales of Profit Share ProductsLicensed Products in units, including the basis for calculation of such amounts, in units local currency and U.S. dollars ( (using the average foreign exchange rate used by each Party for that month's transactions in accordance with US GAAP)) by country in the United States Territory according to such Party's sales reporting system, which shall be consistent with the Financial Planning, Accounting and in local currency (which may be converted to U.S. dollars) outside of the United StatesReporting Procedures. Each such report shall be provided as early as possible, but no later than [ * ] five (5) working days after the last day of the month in question, and shall separately provide monthly monthly, quarterly and year-to-date cumulative figures. Each Party The financial representatives from the Parties will make available a financial representative meet as appropriate but at least quarterly to discuss review the following, at the request of the other Party: Development Costs Results Forecasts Budgets Long Range Plans Gross Sales - actual results - forecasts - budgets - inventory levels - Sales Returns and Allowances Inventory Levels Sales and Marketing Costs - other financial matters as appropriatematters, including each Party's methodologies for determining charging and allocating costs, actual amounts, forecasts, budgets and long range plans and the results of applying such methodologies [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

Appears in 1 contract

Samples: License Agreement (Sangstat Medical Corp)

Frequency of Reporting. The fiscal year for the Agreement of GenRoche Development will be a calendar year. [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDEDAn Annual Budget for each year will be defined and agreed between the Parties on or before December 1 of the previous year. Reporting by each Party for GenRoche Development revenues, expenses and royalties will be at performed as follows (with copies provided to the times set forth in JFC and to the following Report Table, with submissions due on the date indicated or the next business day if such date is a weekend or U.S. holiday: Report other Party): Reporting Event Frequency Timing of Submission Actuals Quarterly Q1-Q3: Q4: [ * ] +30 days +45 days Development Costs (Actuals) Monthly Jan-Nov: Dec: +30 days +45 days Settlement Payments Quarterly +90 days Annual Budget Annually October-December Forecasts (current and following 5 quarters) Quarterly Q1-Q3: [ * ] Draft Consolidation & Variances Quarterly Quarter end [ * ] Final Consolidation & Variances Quarterly Quarter end [ * ] Budgets Annually December 15 [ * ] Within first 10 (ten) business days of the third month of quarter excluding Q4, where the Forecasting event is replaced by the Annual Budget Long Range Plan (next 5 calendar years) Annually May-July * * - ROCHE acknowledges that GENENTECH's current internal Long Range Plan timing is completed annually in December 15 [ * ] and that until such time as the two Parties are further coordinated on the timing of their efforts, GENENTECH submissions may be out-dated. The Parties may agree committee appointed by the Management Committee with oversight responsibility for the particular Molecules, Drug Candidates, and Products (i.e. the JRC, JDC or JCC, as applicable) ("Committee(s)") will be responsible for the applicable portions of the Budget and Long Range Plan with regard to modify Products. The applicable Committee(s) will develop budgets for research, development and commercialization in coordination with the foregoing JFC for review and approval by the Management Committee. Unless otherwise mutually agreed by the Parties, ROCHE will be responsible for the preparation of consolidated global and ROW reporting cycles (actuals, budgets, forecasts, and deadlineslong range plans), calculation of the profit/loss sharing and determination of the consolidated Settlement Payments. In the event that US, the Lead Party will be responsible for the preparation of consolidated US reporting (actuals, budgets, forecasts, and long range plans and reporting such to ROCHE), calculation of the profit/loss sharing, development costs, and determination of the US-related Settlement Payments. ROCHE will provide the JFC (and GENENTECH) within five (5) working days of the submission date shown above, the Commercial Income Statement, a Party substantially or materially changes its internal reporting cycles statement showing the global consolidated results (and deadlines generallyforecasts) and calculations of the profit/loss sharing, then development costs and royalties and resulting Settlement Payments required in a format agreed to by the Parties shall discussParties. Reports of actual results compared to budget (as to all Molecules, in good faithDrug Candidates, appropriate revisions and Products and also on a product-by-product basis) will be made, if requested, to the foregoing reporting cycles and deadlines to reasonably accommodate such changeapplicable Committee on a quarterly basis. Unless otherwise agreed After acceptance by the Parties consistent with their responsibilities for sales and marketingJFC as to amounts, the Commercializing JFC will forward the report to the applicable Committee for its acceptance. The Parties will work together to keep actual spend within the Annual Budget. Any deviations greater than five percent (5%) above the Annual Budget will have to be accepted by the JFC. In this event, each Party shall record saleswill be given the time to receive internal approval from their respective decision making bodies before making any firm commitment on additional spending. On a monthly basis, the Commercializing Party within seven (7) working days following that particular month end, each party will supply the other Party party with Net Sales (as to all Products and also on a product-by-product basis) in units, local currency and US dollars (by GENENTECH) or Swiss Francs (by ROCHE) by country of each month’s Gross Sales and Net Sales of Profit Share Products's sales according to the selling Party's sales reporting system, including the basis for calculation of such amounts, in units and U.S. dollars in the United States and in local currency (which may be converted to U.S. dollars) outside of the United States. Each such report shall be provided as early as possible, but no later than [ * ] days after consistent with the last day of the month definitions in question, and shall provide monthly and year-to-date cumulative figuresSection A.3. Each Party The JFC will make available a financial representative to discuss the following, at the request of the other Party: Development Costs Results Forecasts Budgets Long Range Plans Gross Sales Sales Returns and Allowances Inventory Levels Sales and Marketing Costs other financial matters meet as appropriate, at least twice a year and alternating between the locations of GENENTECH and ROCHE, to review and approve the reporting events (Actuals, Annual Budget, Forecasts and Long Range Plan) as to all Molecules, Drug Candidates, and Products and also on a product-by-product basis. The minimum scope that the JFC will cover in this work is: - FTE rate to be charged between the parties - inventory levels and write offs - sales returns and allowances - other financial matters, including each Party's methodologies for determining costs, actual amounts, forecasts, budgets and long range plans and the results of applying such methodologies [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDEDcharging costs to GenRoche Development.

Appears in 1 contract

Samples: Collaborative Agreement (Genentech Inc)

Frequency of Reporting. The fiscal year for the Agreement of GenIDEC will be a calendar year. [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. Reporting by each Party for GenIDEC revenues and expenses will be at performed as follows (with copies provided to the times set forth in JFC and to the following Report Table, with submissions due on the date indicated or the next business day if such date is a weekend or U.S. holiday: Report other Party): Reporting Event Frequency Timing of Submission Actuals Quarterly Q1-Q3: +30 days Q4: [ * ] +45 days Forecasts (rest of year—by month) Quarterly Q1-Q3: [ * ] Draft Consolidation & Variances Quarterly Mid Quarter end [ * ] Final Consolidation & Variances Quarterly Quarter end [ * ] Budgets (one year—by month) Annually December 15 [ * ] October 31st Long Range Plan (current year plus 5 years) Annually December 15 [ * ] The Parties may agree July 31st Genentech will be responsible for the preparation of consolidated reporting (actuals, budgets, forecasts, and long range plans), calculation of the profit/loss sharing and determination of the cash settlement. Genentech will provide the JFC (and IDEC) within five working days of the submission date shown above, a statement showing the consolidated results (and forecasts) and calculations of the profit/loss sharing and cash settlement required in a format agreed to modify by the foregoing reporting cycles Parties. Reports of actual results compared to budget (as to all Franchise Products and deadlines. In the event that also on a Party substantially or materially changes its internal reporting cycles and deadlines generally, then the Parties shall discuss, in good faith, appropriate revisions product-by-product basis) will be made to the foregoing reporting cycles and deadlines to reasonably accommodate such changeOperating Committees on a quarterly basis. Unless otherwise agreed After approval by the Parties consistent with their responsibilities for sales and marketingJFC as to amounts, the Commercializing Party shall record salesJFC will forward the report to the Management Committee for its approval. Line item variances from budgets judged to be significant by the JFC will only be included in calculation of Operating Profit and Loss when approved by the JCC and the Management Committee. On a monthly basis, the Commercializing Party basis Genentech will supply the other Party IDEC with each month’s Gross Sales (as to all Franchise Products and Net Sales of Profit Share Productsalso on a product-by-product basis) in units, including the basis for calculation of such amounts, in units local currency and U.S. dollars in the United States and in local currency (by country of each month's sales according to Genentech's sales reporting system, which may be converted to U.S. dollars) outside of the United States. Each such report shall be provided consistent with the definitions in Section A.4. The Joint Finance Committee will meet as early appropriate to review and approve the following (as possible, but no later than [ * ] days after the last day of the month in question, to all Franchise Products and shall provide monthly and yearalso on a product-toby-date cumulative figures. Each Party will make available a financial representative to discuss the following, at the request of the other Party: Development Costs product basis): - Actual Results - Forecasts Budgets Long Range Plans Gross Sales - Budget - Inventory Levels - Sales Returns and Allowances Inventory Levels Sales and Marketing Costs other - Other financial matters as appropriatematters, including each Party's methodologies for determining costs, actual amountscharging costs and allocating Sales Representatives to GenIDEC for actuals, forecasts, budgets and long range plans and the results of applying such methodologies [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDEDmethodologies.

Appears in 1 contract

Samples: Collaboration Agreement (Idec Pharmaceuticals Corp / De)

Frequency of Reporting. The fiscal year for the Agreement will be a calendar year. [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. Reporting by each Party for revenues and expenses will be at the times set forth in the following Report Table, with submissions due on the date indicated or the next business day if such date is a weekend or U.S. holidayperformed as follows: Report Reporting Event Frequency Timing of Submission Actuals Quarterly Q1-Q4: [ * ] Forecasts (including draft settlement statements) Quarterly Q1-Q3: [ * ] Draft Consolidation & Variances +45 days Q4: +45 days Forecasts (rest of year—by month) Quarterly Q1-Q3 +60 days Settlement payments between the Parties Quarterly Quarter end [ * ] +60 days Preliminary budgets (one year) Annually September 15 Final Consolidation & Variances Quarterly Quarter end [ * ] Budgets combined commercial and development budget (one year—by quarter) Annually December October 15 [ * ] Long Range Plan (current year plus 5 years) Annually December April 15 [ * ] The Parties may agree Reports of actual results compared to modify the foregoing reporting cycles and deadlines. In the event that a Party substantially or materially changes its internal reporting cycles and deadlines generally, then the Parties shall discuss, in good faith, appropriate revisions to the foregoing reporting cycles and deadlines to reasonably accommodate such change. Unless otherwise agreed budget will be made by the Parties consistent to the CSC on a quarterly basis. Variances from the total overall budgets, and significant variances in budget line items for costs or revenue line items, will be included in the calculation of Operating Profits and Losses only when approved by the CSC. Genentech will be responsible for the preparation of consolidated reporting of the Collaboration (including Development Costs and any Operating Profit or Loss), calculation of the sharing and initial determination of the cash settlement (subject to approval by the CSC). Within forty-five (45) days of each quarter end, Genentech will provide the financial representatives from each Party with their responsibilities for sales a statement showing the consolidated results and marketing, calculations of the Commercializing Party Operating Profit or Loss sharing (or calculation of expenses to be shared) and cash settlement required in a format substantially as depicted above. Genentech shall record salessales in the United States. On a monthly basis, the Commercializing Party Genentech will supply the other Party Curis with each month’s Gross Sales gross sales and Net Sales of Profit Share Products, including the basis for calculation of such amounts, Collaboration Products in units and U.S. dollars in the United States and in local currency (which may be converted to U.S. dollars) outside of the United States. Each such report shall be provided as early as possible, but no later than [ * ] ten (10) days after the last day of the month in question, and shall provide monthly and year-to-date cumulative figures. Each Party The financial representatives from the Parties will make available a financial representative meet as appropriate but at least quarterly to discuss review and approve the following, at the request of the other Party: - Development Costs Results Forecasts Budgets Long Range Plans Gross Sales Sales Returns and Allowances Inventory Levels Sales - Costs of Products Sold - Selling and Marketing Costs expenses - actual results - forecasts - budgets - inventory levels - sales returns and allowances - other financial matters as appropriatematters, including each Party’s methodologies for determining costscharging costs to the collaboration, actual amountsfor determination of actuals, forecasts, budgets and long range plans and the results of applying such methodologies [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDEDmethodologies.

Appears in 1 contract

Samples: And License Agreement (Curis Inc)

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