Payment and Reporting. i. Company will pay Royalties owing to University on a quarterly basis, with such amounts due and received by University on or before the sixtieth (60th) day following the end of the Calendar Quarter in which such amounts were earned. ii. Except as otherwise directed, Company will pay all amounts owing to University under this Agreement in U.S. dollars to University at the address provided in Section 9.D or paid via wire transfer, if agreed upon. Any necessary conversion of currency into United States dollars will be at the applicable rate of exchange of Citibank, N.A. (or its successor), in New York, New York, on the last day of the Calendar Quarter in which such transaction occurred. University is exempt from paying income taxes under U.S. law. Therefore, Company will make all payments due under this Agreement without deduction for taxes, assessments, or other charges of any kind which may be imposed on University by any government outside of the United States or any political subdivision of such government with respect to any amounts payable to University pursuant to this Agreement. Company or the applicable Licensed Entity will assume all such taxes, assessments, or other charges that may reduce University’s net royalties, such as bank transfer fees. iii. Company will submit to University a full accounting showing how any amounts owing to University under Section 3 have been calculated along with each such payment therefore. For Royalties, such accounting will be on a per country and product line, model, or tradename basis and will be summarized on the form shown in Schedule B of this Agreement. In the event no payment is owed to University, within sixty (60) days after the end of each Calendar Quarter, Company will provide to University a statement setting forth that fact. iv. Regardless of the circumstances, no payment made to University is refundable and only Royalty payments are creditable toward the minimum royalty as set forth in Section 3.D.
Appears in 2 contracts
Samples: Co Exclusive License Agreement (Aridis Pharmaceuticals, Inc.), Co Exclusive License Agreement (Aridis Pharmaceuticals, Inc.)
Payment and Reporting. i. Company will pay Royalties owing to University on a quarterly basis, with such amounts due and received by University on or before the sixtieth (60th) day [***] following the end of the Calendar Quarter in which such amounts were earned.
ii. Except as otherwise directed, Company will pay all amounts owing to University under this Agreement in U.S. dollars to University at the address provided in Section 9.D or paid via wire transfer, if agreed upon. Any necessary conversion of currency into United States dollars will be at the applicable rate of exchange of Citibank, N.A. (or its successor), in New York, New York, on the last day of the Calendar Quarter in which such transaction occurred. University is exempt from paying income taxes under U.S. law. Therefore, Company will make all payments due under this Agreement without deduction for taxes, assessments, or other charges of any kind which may be imposed on University by any government outside of the United States or any political subdivision of such government with respect to any amounts payable to University pursuant to this Agreement. At Company’s request, University shall cooperate with Company to document University’s tax exempt status so that any such deductions or charges can be avoided. Company or the applicable Licensed Entity will assume all such taxes, assessments, or other charges that may reduce University’s net royalties, such as bank transfer fees. Confidential Portions of this Exhibit marked as [***] have been omitted pursuant to a request for confidential treatment and have been filed separately with the Securities and Exchange Commission.
iii. Company will submit to University a full accounting showing how any amounts owing to University under Section 3 have been calculated along with each such payment therefore. For Royalties, such accounting will be on a per country and product line, model, or tradename Licensed Product basis and will be summarized on the form shown in Schedule B C of this Agreement. Such accounting will include completing a quarterly Royalty forecast section. In the event no payment is owed to University, within sixty (60) days [***] after the end of each Calendar Quarter, Company will provide to University a statement setting forth that fact.
iv. Regardless of the circumstances, no payment made to University is refundable and only Royalty payments are creditable toward the minimum royalty as set forth in Section 3.D.3.C.
Appears in 2 contracts
Samples: Exclusive License Agreement (Evelo Biosciences, Inc.), Exclusive License Agreement (Evelo Biosciences, Inc.)
Payment and Reporting. i. (y) Company will shall pay Royalties owing to University on a quarterly basis, with such amounts due and received by University on or before the sixtieth (60th) day [***] following the end of the Calendar Quarter in which such amounts were earned[***].
ii. (z) [***].
iii. Except as otherwise directed, Company will shall pay all amounts owing to University under this Agreement in U.S. dollars to University at the address provided in Section 9.D or paid via wire transfer, if agreed upontransfer to the account specified by University to Company in writing. Any necessary conversion of currency into United States dollars will be at the applicable rate of exchange (A) of Citibank, N.A. (or its successor), in New York, New York, on the last day of the Calendar Quarter in which the applicable Net Sales were made or such other applicable transaction occurredoccurred or (B) with respect to Net Sales by a Sublicensee, using the methodology consistently applied by such Sublicensee. University is exempt from paying income taxes under U.S. law. Therefore, Company will shall make all payments due under this Agreement without deduction for taxes, assessments, or other charges of any kind which may be imposed on University by any government outside of the United States or any political subdivision of such government with respect to any amounts payable to University pursuant to this Agreement. Subject to the foregoing, Company or the applicable Licensed Entity will shall assume all such taxes, assessments, or other charges that may reduce University’s net royaltiesRoyalties or all other payments due under this Agreement, such as bank transfer fees.
iiiiv. Company will shall submit to University a full accounting showing how any amounts owing to University under this Section 3 have been calculated along with each such payment therefore. For Royalties, such accounting will be on a per country and product line, model, or tradename Licensed Product basis and will be summarized on substantially in the form shown in Schedule B D of this Agreement. Such accounting will include completing a quarterly Royalty forecast section. In the event no payment is owed to University, within sixty (60) days [***] after the end of each Calendar QuarterQuarter after the First Commercial Sale of any Licensed Product in any country, Company will provide to University a statement setting forth that fact.
iv. v. Regardless of the circumstances, no payment made to University is refundable and only Royalty payments are creditable toward the minimum royalty as set forth in Section 3.D.3.C.
Appears in 1 contract
Payment and Reporting. i. Company will shall pay Royalties owing to University on a quarterly basis, with such amounts due and received by University on or before the sixtieth thirtieth (60th30th) day following the end of the Calendar Quarter in which such amounts were earned.
ii. Except as otherwise directed, Company will shall pay all amounts owing to University under this Agreement in U.S. dollars to University at the address provided in Section 9.D or paid via wire transfer, if agreed upon. Any necessary conversion of currency into United States dollars will be at the applicable rate of exchange of Citibank, N.A. (or its successor), in New York, New York, on the last day of the Calendar Quarter in which such transaction occurred. University is exempt from paying income taxes under U.S. law. Therefore, Company will shall make all payments due under this Agreement without deduction for taxes, assessments, or other charges of any kind which may be imposed on University by any government outside of the United States or any political subdivision of such government with respect to any amounts payable to University pursuant to this Agreement. Company or the applicable Licensed Entity will shall assume all such taxes, assessments, or other charges that may reduce University’s net royalties, such as bank transfer fees.
iii. Company will shall submit to University a full accounting showing how any amounts owing to University under Section 3 have been calculated along with each such payment therefore. For Royalties, such accounting will be on a per country and product line, model, or tradename basis and will be summarized on the form shown in Schedule B C of this Agreement. Such accounting will include completing a quarterly Royalty forecast section. In the event no payment is owed to University, within sixty thirty (6030) days after the end of each Calendar Quarter, Company will provide to University a statement setting forth that fact.
iv. Regardless of the circumstances, no payment made to University is refundable and only Royalty payments are creditable toward the minimum royalty as set forth in Section 3.D.refundable.
Appears in 1 contract
Samples: Exclusive License Agreement (First Light Acquisition Group, Inc.)