Common use of Government Rebates Clause in Contracts

Government Rebates. Depomed shall process all rebates under the Government Rebate Agreements for Products sold with a Depomed NDC Number. Santarus shall process all government rebates for Products sold with a Santarus NDC Number. On a monthly basis, Depomed shall report to Santarus in writing any Product rebates processed by it for which Depomed is financially responsible pursuant to Section 9.3(b) that are applied to the Depomed Government Rebates Reserve. All other Product rebates under the Government Rebate Agreements processed by Depomed shall be invoiced to Santarus on a monthly basis and paid within thirty (30) days after Santarus’ receipt thereof. In the event there is any remaining Depomed Government Rebates Reserve as of April 1, 2013 (i.e., the Depomed Government Rebates Reserve as of the business day preceding the First Sales Booking Date, less any Product rebates processed against it pursuant to this Section 9.3(e)), Depomed shall remit payment to Santarus within thirty (30) days thereafter in the amount determined as follows: (i) for any remaining portion of the Depomed Government Rebates Reserve taken prior to the Effective Date, [***] of such remainder and (ii) for any remaining portion of the Depomed Government Rebates Reserve taken from and after the Effective Date, the amount obtained by multiplying (x) [***] by (y) [***]. From and after determination of the amount payable to Santarus pursuant to the immediately preceding sentence, for purposes of this Agreement, the Depomed Government Rebates Reserve shall be zero. For clarity, Santarus shall bear financial responsibility for all government rebates for Products sold under a Santarus NDC Number.

Government Rebates. Depomed (i) With respect to Rebates that Sellers are obligated to pay pursuant to any government (federal or state) rebate program for amounts charged to Sellers’ NDC codes relating to sales of the Products whether sold prior to, on, or after the Closing (“Government Rebates”), Sellers shall process be solely responsible for the processing, handling and payment of all rebates under such Government Rebates relating to the Products which are billed to Sellers. Buyer shall reimburse Sellers for all Government Rebates that Sellers pay for all invoices relating to utilization of the Products after the ninetieth (90th) day following the Closing; provided that the Parties hereto acknowledge that Government Rebates are billed on a calendar quarter basis and to the extent that such ninety (90) day period does not end on a calendar quarter, amounts payable for such calendar quarter shall be prorated between Sellers and Buyer in proportion to the number of days during such calendar quarter that fall before, or on or after, the end of such ninety (90) day period. With respect to any Government Rebate Agreements for Products sold with a Depomed NDC Number. Santarus shall process all government rebates for Products sold with a Santarus NDC Number. On a monthly basis, Depomed shall report to Santarus in writing any Product rebates processed by it for which Depomed Buyer is financially responsible pursuant to under this Section 9.3(b) that are applied to the Depomed Government Rebates Reserve. All other Product rebates under the Government Rebate Agreements processed by Depomed 8.16(b), Sellers shall be invoiced to Santarus on a monthly basis and paid invoice Buyer within thirty (30) days after Santarusfollowing Sellers’ receipt thereof. In the event there is any remaining Depomed Government Rebates Reserve as of April 1, 2013 (i.e., the Depomed Government Rebates Reserve as payment of the business day preceding applicable Government Rebate to the First Sales Booking Date, less Government Rebate program. Buyer shall not be responsible for any Product rebates processed against it pursuant amounts otherwise due to Sellers under this Section 9.3(e)), Depomed 8.16(b) that are not billed to Buyer within two (2) years after they are invoiced to Sellers under the applicable Government Rebate program. All payments due under this Section 8.16(b) shall remit payment be made promptly to Santarus within thirty Sellers upon submission to Buyer of invoices that describe the requested payments in reasonable detail. Sellers shall promptly (30but in any event no later than fifteen (15) days thereafter in after notice from Buyer) reimburse Buyer for amounts paid by Buyer which are the amount determined as follows: (i) for any remaining portion responsibility of the Depomed Government Rebates Reserve taken prior to the Effective Date, [***] of such remainder and (ii) for any remaining portion of the Depomed Government Rebates Reserve taken from and after the Effective Date, the amount obtained by multiplying (x) [***] by (y) [***]. From and after determination of the amount payable to Santarus pursuant to the immediately preceding sentence, for purposes of this Agreement, the Depomed Government Rebates Reserve shall be zero. For clarity, Santarus shall bear financial responsibility for all government rebates for Products sold under a Santarus NDC NumberSellers hereunder.