Common use of PAYMENT AND STATEMENT Clause in Contracts

PAYMENT AND STATEMENT. 5.1 All payments due to the Company under this Agreement shall be made in United States Dollars in cleared funds to such bank account as Company may notify to CRT from time to time. 5.2 CRT shall pay to Company: 5.2.1 payments due under Clause 4.1, Clause 4.2, and Clause 4.3 within thirty (30) days of CRT receiving the revenue; and 5.2.2 the payments due pursuant to Clause 4.4 Quarterly within thirty (30) days of the end of each Quarter in which the corresponding Royalties are received by CRT. 5.3 Where Licensed Products are sold or Sub-Licence Revenue or Royalties are received by CRT (or a Sub-Licensee) in a currency other than United States Dollars, the rate of exchange to be used for converting such other currency into United States Dollars shall be the relevant mid-spot rate for the currency quoted by the Financial Times on the last day of the Quarter to which they relate. 5.4 All costs of transmission and currency conversion shall be borne by CRT. 5.5 All payments to the Company under this Agreement are expressed to be exclusive of value added tax howsoever arising, and CRT shall pay to the Company in addition to those payments or, if earlier, on receipt of a tax invoice or invoices from the Company, all value added tax for which the Company is liable to account in relation to any supply made or deemed to be made for value added tax purposes pursuant to this Agreement. 5.6 All sums payable under this Agreement shall be paid without deduction or deferment in respect of any claims whatsoever and of any taxes except any tax which CRT is required by law to deduct or withhold. If CRT is required by law to make any such tax deduction or withholding, CRT shall pay to the Company such amount as shall, after deduction, amount to the sum referred to in this Agreement give reasonable assistance to the Company to claim exemption from or (if that is not possible) a credit for the deduction or withholding under any applicable double taxation or similar agreement from time to time in force, and shall promptly give the Company proper evidence as to the deduction or withholding and payment over of the tax deducted or withheld. 5.7 Where the Company does not receive payment of any sums due to it by the due date, interest shall accrue both before and after any judgment on the sum due and owing to the Company at the rate equivalent to an annual rate of two percent (2%) over the then current base rate of the Bank of England, calculated on a monthly basis, until the full amount is paid to the Company, without prejudice to the Company’s right to receive payment on the due date. 5.8 Within thirty (30) days after the end of each Quarter, CRT shall send to the Company a written statement detailing in respect of that Quarter (including a nil report if appropriate): 5.8.1 any payments which became due to Company; 5.8.2 for each sub-licence, details of each item of Sub-Licence Revenue received by CRT during that Quarter and the Sub-Licence Revenue payable to Company thereon; 5.8.3 the quantity of each type of Licensed Product sold or otherwise disposed of by CRT or any Sub-Licensees in each country in the Territory; 5.8.4 the Net Sales Value in respect of each such type of Licensed Product in each country of the Territory; 5.8.5 the aggregate Net Sales Value in respect of that Quarter for Licensed Product; 5.8.6 the type and value of deductions made in the calculation of Net Sales Value by type of Licensed Product and country; 5.8.7 any currency conversions, showing the rates used; 5.8.8 any further information necessary for the calculation of Sub-Licence Revenue and Net Sales Value of Licensed Products and/or the Royalties due to Company; and 5.8.9 the amount of the Royalties due to Company in respect of that Quarter.

Appears in 3 contracts

Samples: Clinical Trial and Option Agreement (Monopar Therapeutics), Clinical Trial and Option Agreement (Monopar Therapeutics), Clinical Trial and Option Agreement (Monopar Therapeutics)

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PAYMENT AND STATEMENT. 5.1 All payments due to the Company CRT under this Agreement shall be made in United States Dollars the Currency in cleared funds to the following bank account: [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] or such bank other account as Company CRT may notify to CRT the Company from time to time. 5.2 CRT The Company shall pay to CompanyCRT: 5.2.1 payments due under the Signature Fee on the date specified in Clause 4.1, Clause 4.2, and Clause 4.3 within thirty (30) days of CRT receiving the revenue; and; 5.2.2 each of the payments due pursuant to Clause 4.4 Quarterly Milestone Payments within thirty (30) days of the end relevant Milestone Event occurring; and 5.2.3 each payment that is due under Clause 4.3 or 4.4, within thirty (30) days of each Quarter in which the Company or any relevant Affiliate receiving the corresponding Royalties Sub-Licence Revenue or percentage of Net Sales Value. All sums due to CRT under Clause 4.3 or 4.4 shall belong to CRT upon the Company’s or its Affiliate’s receipt of the revenue to which such payment corresponds (and is a percentage of) and such sums shall be held on trust for CRT until paid to CRT in accordance with this Clause 5.2.3. The Company shall take all steps necessary to ensure, and to procure that any relevant Affiliate ensures, that sums held on trust are received by separate and identifiable from other monies of the Company or Affiliate, including holding such sums in a separate account to monies that belong to the Company and/or Affiliate. At CRT’s reasonable request, the Company shall provide written evidence of the arrangements required under this Clause 5.2.3. 5.3 Where Licensed Products are sold or Sub-Licence Revenue or Royalties royalties are received by CRT the Company (or a Sub-Licensee) in a currency other than United States Dollarsthe Currency, the rate of exchange to be used for converting such other currency into United States Dollars the Currency shall be the relevant mid-spot rate for the currency quoted by the Financial Times on the last day of the Quarter to which they relate. 5.4 All costs of transmission and currency conversion shall be borne by CRTthe Company. 5.5 All payments to the Company CRT under this Agreement are expressed to be exclusive of value added tax howsoever arising, and CRT the Company shall pay to the Company CRT in addition to those payments or, if earlier, on receipt of a tax invoice or invoices from the CompanyCRT, all value added tax for which the Company CRT is liable to account in relation to any supply made or deemed to be made for value added tax purposes pursuant to this Agreement. 5.6 All sums payable under this Agreement shall be paid without deduction or deferment in respect of any claims whatsoever and of any taxes except any tax which CRT the Company is required by law to deduct or withhold. If CRT the Company is required by law to make any such tax deduction or withholding, CRT the Company shall pay to the Company CRT such amount as shall, after deduction, amount to the sum referred to in this Agreement give reasonable assistance to the Company CRT to claim exemption from or (if that is not possible) a credit for the deduction or withholding under any applicable double taxation or similar agreement from time to time in force, and shall promptly give the Company CRT proper evidence as to the deduction or withholding and payment over of the tax deducted or withheld. 5.7 Where the Company CRT does not receive payment of any sums due to it by the due date, interest shall accrue both before and after any judgment on the sum due and owing to the Company CRT at the rate equivalent to an annual rate of two percent (2%) over the then current base rate of the Bank of England, calculated on a monthly daily basis, until the full amount is paid to the CompanyCRT, without prejudice to the CompanyCRT’s right to receive payment on the due date. 5.8 Within thirty (30) days after the end of each Quarter, CRT the Company shall send to the Company CRT a written statement detailing in respect of that Quarter (including a nil report if appropriate): 5.8.1 any payments Milestone Payments which became due to CompanyCRT; 5.8.2 for each sub-licence, details of each item of Sub-Licence Revenue received by CRT the Company during that Quarter and the Sub-Licence Revenue payable to Company CRT thereon; 5.8.3 the quantity of each type of Licensed Product sold or otherwise disposed of by CRT the Company or any Sub-Licensees in each country in the Territory; 5.8.4 the Net Sales Value in respect of each such type of Licensed Product in each country of the Territory; 5.8.5 the aggregate Net Sales Value in respect of that Quarter for Licensed Product; 5.8.6 the type and value of deductions made in the calculation of Net Sales Value by type of Licensed Product and country; 5.8.7 any currency conversions, showing the rates used;; [***] = Confidential Information has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted information. 5.8.8 any further information necessary for the calculation of Sub-Licence Revenue and Net Sales Value of Licensed Products and/or the Royalties royalties due to CompanyCRT; and 5.8.9 the amount of the Royalties royalties due to Company CRT in respect of that Quarter.

Appears in 2 contracts

Samples: Clinical Trial and Option Agreement (Monopar Therapeutics), Clinical Trial and Option Agreement (Monopar Therapeutics)

PAYMENT AND STATEMENT. 5.1 All payments due to the Company CRT under this Agreement shall be made in United States Dollars the Currency in cleared funds to the following bank account: *** or such bank other account as Company CRT may notify to CRT the Company from time to time. 5.2 CRT The Company shall pay to CompanyCRT: 5.2.1 payments due under the Signature Fee on the date specified in Clause 4.1, Clause 4.2, and Clause 4.3 ; 5.2.2 each of the Milestone Payments within thirty (30) days after the relevant Milestone Event occurring; Confidential Materials Omitted and Filed Separately with the Securities and Exchange Commission Pursuant to a Request for Confidential Treatment under Rule 24b-2 of CRT receiving the revenue; andExchange Act of 1934, as amended. Confidential Portions are marked: [***]. 5.2.2 the payments 5.2.3 CRT’s share of Sub-Licence Revenue due pursuant to under Clause 4.4 4.3 Quarterly within thirty (30) days after the end of the Quarter in which the consideration upon which Sub-Licence Revenue is based is received by the Company from Sub-Licensee ; and 5.2.4 the royalties due pursuant to Clause 4.5 Quarterly within thirty (30) days after the end of each Quarter in which the corresponding Royalties are received relevant Net Sales Value is invoiced by CRTthe Company or a Sub-Licensee. 5.3 Where Licensed Products are sold or Sub-Licence Revenue or Royalties are is received by CRT the Company (or a Sub-Licensee) in a currency other than United States Dollarsthe Currency, the rate of exchange to be used for converting such other currency into United States Dollars the Currency shall be the relevant mid-spot rate for the currency quoted by the Financial Times on the last day of the Quarter to which they relate. 5.4 All costs of transmission and currency conversion shall be borne by CRTthe Company. 5.5 All payments to the Company CRT under this Agreement are expressed to be exclusive of value added tax howsoever arising, and CRT the Company shall pay to the Company CRT in addition to those payments or, if earlier, on receipt of a tax invoice or invoices from the CompanyCRT, all value added tax for which the Company CRT is liable to account in relation to any supply made or deemed to be made for value added tax purposes pursuant to this Agreement. 5.6 All sums payable under this Agreement shall be paid without deduction or deferment in respect of any claims whatsoever and of any taxes except any tax which CRT the Company is required by law to deduct or withhold. If CRT the Company is required by law to make any such tax deduction or withholding, CRT the Company shall pay to the Company CRT such amount as shall, after deduction, amount to the sum referred to in this Agreement give reasonable assistance to the Company CRT to claim exemption from or (if that is not possible) a credit for the deduction or withholding under any applicable double taxation or similar agreement from time to time in force, and shall promptly give the Company CRT proper evidence as to the deduction or withholding and payment over of the tax deducted or withheld. 5.7 Where the Company CRT does not receive payment of any sums due to it by the due date, interest shall accrue both before and after any judgment on the sum due and owing to the Company CRT at the rate equivalent to an annual rate of two four percent (24%) over the then current base rate of the Bank of England, calculated on a monthly daily basis, until the full amount is paid to the CompanyCRT, without prejudice to the CompanyCRT’s right to receive payment on the due date. 5.8 Within thirty (30) days after the end of each Quarter, CRT the Company shall send to the Company CRT a written statement detailing in respect of that Quarter (including a nil report if appropriate): 5.8.1 any payments Milestone Payments which became due to CompanyCRT; 5.8.2 for each sub-licence, details of each item of Sub-Licence Revenue received by CRT the Company during that Quarter and the Sub-Licence Revenue payable to Company CRT thereon; 5.8.3 the quantity of each type of Licensed Product sold or otherwise disposed of by CRT the Company or any Sub-Licensees in each country in the Territory; 5.8.4 the Net Sales Value in respect of each such type of Licensed Product in each country of the Territory; 5.8.5 the aggregate Net Sales Value in respect of that Quarter for Licensed Product; 5.8.6 the type and value of deductions made in the calculation of Net Sales Value by type of Licensed Product and country;; Confidential Materials Omitted and Filed Separately with the Securities and Exchange Commission Pursuant to a Request for Confidential Treatment under Rule 24b-2 of the Exchange Act of 1934, as amended. Confidential Portions are marked: [***]. 5.8.7 any currency conversions, showing the rates used; 5.8.8 any further information necessary for the calculation of Sub-Licence Revenue and Net Sales Value of Licensed Products and/or the Royalties royalties due to CompanyCRT; and 5.8.9 the amount of the Royalties royalties due to Company CRT in respect of that Quarter.

Appears in 2 contracts

Samples: Clinical Trial and Option Agreement (Asterias Biotherapeutics, Inc.), Clinical Trial and Option Agreement (Biotime Inc)

PAYMENT AND STATEMENT. 5.1 All payments due to the Company CRT under this Agreement shall be made in United States Dollars (USD) in cleared funds to the following bank account: [***] or such bank other account as Company CRT may notify to CRT the Licencee from time to time. 5.2 CRT The Licencee shall pay to CompanyCRT: 5.2.1 payments the Annual Fee on the dates specified in Clause 4.1; 5.2.2 the Milestone Payments within sixty (60) days of the Milestone Event occurring; 5.2.3 CRT’s share of Sub-Licence Revenue due under Clause 4.1, Clause 4.2, and Clause 4.3 Quarterly within thirty sixty (3060) days of CRT receiving the revenue; andend of the Quarter in which such Sub-Licence Revenue is received by the Licencee; 5.2.2 5.2.4 the payments royalties due pursuant to Clause 4.4 Quarterly within thirty sixty (3060) days of the end of each Quarter in which the corresponding Royalties are received relevant Net Sales is invoiced by CRTthe Licencee or a Sub-Licencee; and 5.2.5 Patent Costs as specified in Clause 7.1. 5.3 Where Licensed Licenced Products are sold or Sub-Licence Revenue or Royalties are is received by CRT (or a Sub-Licensee) in a currency other than United States DollarsDollars (USD), the rate of exchange to be used for converting such other currency into United States Dollars (USD) shall be the relevant mid-spot rate for the currency quoted by the Financial Times on the last day Business Day of the Quarter to which they relate. 5.4 All costs of transmission and currency conversion shall be borne by CRTthe Licencee. 5.5 All payments to the Company CRT under this Agreement are expressed to be exclusive of value added tax howsoever arising, and CRT the Licencee shall pay to the Company CRT in addition to those payments or, if earlier, on receipt of a tax invoice or invoices from the CompanyCRT, all value added tax for which the Company CRT is liable to account in relation to any supply made or deemed to be made for value added tax purposes pursuant to this Agreement. 5.6 All sums payable under this Agreement shall be paid without deduction or deferment in respect of any disputes or claims whatsoever and in respect of any taxes except any tax which CRT the Licencee is required by law to deduct or withhold. If CRT the Licencee is required by law to make any such tax deduction or withholding, CRT the Licencee shall pay to the Company such amount as shall, after deduction, amount to the sum referred to in this Agreement give reasonable assistance to the Company CRT to claim exemption from or (if that is not possible) a credit for the deduction or withholding under any applicable double taxation or similar agreement from time to time in force, and shall promptly give the Company CRT proper evidence as to the deduction or withholding and payment over of the tax deducted or withheld. 5.7 Where the Company CRT does not receive payment of any sums due to it by the due date, interest shall accrue both before and after any judgment judgement on the sum due and owing to the Company CRT at the rate equivalent to an annual rate of two percent (2%) [***] over the then current base rate of the Natwest Bank of EnglandPlc, calculated on a monthly daily basis, until the full amount is paid to the CompanyCRT, without prejudice to the CompanyCRT’s right to receive payment on the due date. 5.8 Within thirty sixty (3060) days after the end of each Quarter, CRT the Licencee shall send to the Company CRT a written statement detailing in respect of that Quarter (including a nil report if appropriate): 5.8.1 any payments Milestone Events achieved by it or any Sub-Licencee and any Milestone Payments which became due to CompanyCRT; 5.8.2 for each sub-licence, details of each item of Sub-Licence Revenue received by CRT the Licencee during that Quarter and the Sub-Licence Revenue payable to Company CRT thereon; 5.8.3 the quantity of each type of Licensed Licenced Product sold or otherwise disposed of by CRT the Licencee or any Sub-Licensees Licencees or their Affiliates in each country in the Territory; 5.8.4 the Net Sales Value in respect of each such type of Licensed Licenced Product in each country of the Territory; 5.8.5 the aggregate Net Sales Value in respect of that Quarter for Licensed Licenced Product; 5.8.6 the type and value of deductions made in the calculation of Net Sales Value by type of Licensed Licenced Product and country; 5.8.7 subject to Clause 5.3, any currency conversions, showing the rates used; 5.8.8 any further information necessary for the calculation of Sub-Licence Revenue and Net Sales Value of Licensed Licenced Products and/or the Royalties royalties due to CompanyCRT; and 5.8.9 the amount of the Royalties royalties due to Company CRT in respect of that Quarter. 5.9 The Licencee shall notify CRT in writing of the occurrence of any Milestone Event within sixty (60) days of the same if achieved by the Licencee and within sixty (60) days of becoming aware of the same if achieved by the Sub-Licencee.

Appears in 2 contracts

Samples: Licensing Agreement (SPK Acquisition Corp.), Licensing Agreement (SPK Acquisition Corp.)

PAYMENT AND STATEMENT. 5.1 All payments due to the Company CRT under this Agreement shall be made in United States Dollars the Currency in cleared funds to the following bank account: [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] or such bank other account as Company CRT may notify to CRT the Company from time to time. 5.2 CRT The Company shall pay to CompanyCRT: 5.2.1 payments due under the Signature Fee on the date specified in Clause 4.1, Clause 4.2, and Clause 4.3 within thirty (30) days of CRT receiving the revenue; and; 5.2.2 each of the payments due pursuant to Clause 4.4 Quarterly Milestone Payments within thirty (30) days of the end relevant Milestone Event occurring; and 5.2.3 each payment that is due under Clause 4.3 or 4.4, within thirty (30) days of each Quarter in which the Company or any relevant Affiliate receiving the corresponding Royalties Sub-Licence Revenue or percentage of Net Sales Value. All sums due to CRT under Clause 4.3 or 4.4 shall belong to CRT upon the Company’s or its Affiliate’s receipt of the revenue to which such payment corresponds (and is a percentage of) and such sums shall be held on trust for CRT until paid to CRT in accordance with this Clause 5.2.3. The Company shall take all steps necessary to ensure, and to procure that any relevant Affiliate ensures, that sums held on trust are received by separate and identifiable from other monies of the Company or Affiliate, including holding such sums in a separate account to monies that belong to the Company and/or Affiliate. At CRT’s reasonable request, the Company shall provide written evidence of the arrangements required under this Clause 5.2.3. 5.3 Where Licensed Products are sold or Sub-Licence Revenue or Royalties royalties are received by CRT the Company (or a Sub-Licensee) in a currency other than United States Dollarsthe Currency, the rate of exchange to be used for converting such other currency into United States Dollars the Currency shall be the relevant mid-spot rate for the currency quoted by the Financial Times on the last day of the Quarter to which they relate. 5.4 All costs of transmission and currency conversion shall be borne by CRTthe Company. 5.5 All payments to the Company CRT under this Agreement are expressed to be exclusive of value added tax howsoever arising, and CRT the Company shall pay to the Company CRT in addition to those payments or, if earlier, on receipt of a tax invoice or invoices from the CompanyCRT, all value added tax for which the Company CRT is liable to account in relation to any supply made or deemed to be made for value added tax purposes pursuant to this Agreement. 5.6 All sums payable under this Agreement shall be paid without deduction or deferment in respect of any claims whatsoever and of any taxes except any tax which CRT the Company is required by law to deduct or withhold. If CRT the Company is required by law to make any such tax deduction or withholding, CRT the Company shall pay to the Company CRT such amount as shall, after deduction, amount to the sum referred to in this Agreement give reasonable assistance to the Company CRT to claim exemption from or (if that is not possible) a credit for the deduction or withholding under any applicable double taxation or similar agreement from time to time in force, and shall promptly give the Company CRT proper evidence as to the deduction or withholding and payment over of the tax deducted or withheld. 5.7 Where the Company CRT does not receive payment of any sums due to it by the due date, interest shall accrue both before and after any judgment on the sum due and owing to the Company CRT at the rate equivalent to an annual rate of two percent (2%) over the then current base rate of the Bank of England, calculated on a monthly daily basis, until the full amount is paid to the CompanyCRT, without prejudice to the CompanyCRT’s right to receive payment on the due date. 5.8 Within thirty (30) days after the end of each Quarter, CRT the Company shall send to the Company CRT a written statement detailing in respect of that Quarter (including a nil report if appropriate): 5.8.1 any payments Milestone Payments which became due to CompanyCRT; 5.8.2 for each sub-licence, details of each item of Sub-Licence Revenue received by CRT the Company during that Quarter and the Sub-Licence Revenue payable to Company CRT thereon; 5.8.3 the quantity of each type of Licensed Product sold or otherwise disposed of by CRT the Company or any Sub-Licensees in each country in the Territory; 5.8.4 the Net Sales Value in respect of each such type of Licensed Product in each country of the Territory; 5.8.5 the aggregate Net Sales Value in respect of that Quarter for Licensed Product; 5.8.6 the type and value of deductions made in the calculation of Net Sales Value by type of Licensed Product and country; 5.8.7 any currency conversions, showing the rates used;; [***] = Confidential Information has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been approved with respect to the omitted information, pursuant to an Order dated January 8, 2018. 5.8.8 any further information necessary for the calculation of Sub-Licence Revenue and Net Sales Value of Licensed Products and/or the Royalties royalties due to CompanyCRT; and 5.8.9 the amount of the Royalties royalties due to Company CRT in respect of that Quarter.

Appears in 1 contract

Samples: Clinical Trial and Option Agreement (Monopar Therapeutics)

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PAYMENT AND STATEMENT. 5.1 All payments due to the Company CRT under this Agreement shall be made in United States Dollars the Currency in cleared funds to the following bank account: *** Confidential treatment has been requested for certain portions of this exhibit pursuant to a request for confidential treatment under Rule 24b-2 of the Exchange Act of 1934, as amended. Confidential materials omitted and filed separately with the Securities and Exchange Commission. Confidential portions are marked: [***]. *** or such bank other account as Company CRT may notify to CRT the Company from time to time. 5.2 CRT The Company shall pay to CompanyCRT: 5.2.1 payments due under the Signature Fee on the date specified in Clause 4.1, Clause 4.2, and Clause 4.3 ; 5.2.2 each of the Milestone Payments within thirty (30) days after the relevant Milestone Event occurring; 5.2.3 CRT’s share of CRT receiving the revenue; and 5.2.2 the payments Sub-Licence Revenue due pursuant to under Clause 4.4 4.3 Quarterly within thirty (30) days after the end of the Quarter in which the consideration upon which Sub-Licence Revenue is based is received by the Company from Sub-Licensee ; and 5.2.4 the royalties due pursuant to Clause 4.5 Quarterly within thirty (30) days after the end of each Quarter in which the corresponding Royalties are received relevant Net Sales Value is invoiced by CRTthe Company or a Sub-Licensee. 5.3 Where Licensed Products are sold or Sub-Licence Revenue or Royalties are is received by CRT the Company (or a Sub-Licensee) in a currency other than United States Dollarsthe Currency, the rate of exchange to be used for converting such other currency into United States Dollars the Currency shall be the relevant mid-spot rate for the currency quoted by the Financial Times on the last day of the Quarter to which they relate. 5.4 All costs of transmission and currency conversion shall be borne by CRTthe Company. 5.5 All payments to the Company CRT under this Agreement are expressed to be exclusive of value added tax howsoever arising, and CRT the Company shall pay to the Company CRT in addition to those payments or, if earlier, on receipt of a tax invoice or invoices from the CompanyCRT, all value added tax for which the Company CRT is liable to account in relation to any supply made or deemed to be made for value added tax purposes pursuant to this Agreement. 5.6 All sums payable under this Agreement shall be paid without deduction or deferment in respect of any claims whatsoever and of any taxes except any tax which CRT the Company is required by law to deduct or withhold. If CRT the Company is required by law to make any such tax deduction or withholding, CRT the Company shall pay to the Company CRT such amount as shall, after deduction, amount to the sum referred to in this Agreement give reasonable assistance to the Company CRT to claim exemption from or (if that is not possible) a credit for the deduction or withholding under any applicable double taxation or similar agreement from time to time in force, and shall promptly give the Company CRT proper evidence as to the deduction or withholding and payment over of the tax deducted or withheld. 5.7 Where the Company CRT does not receive payment of any sums due to it by the due date, interest shall accrue both before and after any judgment on the sum due and owing to the Company CRT at the rate equivalent to an annual rate of two four percent (24%) over the then current base rate of the Bank of England, calculated on a monthly daily basis, until the full amount is paid to the CompanyCRT, without prejudice to the CompanyCRT’s right to receive payment on the due date. 5.8 Within thirty (30) days after the end of each Quarter, CRT the Company shall send to the Company CRT a written statement detailing in respect of that Quarter (including a nil report if appropriate): 5.8.1 any payments Milestone Payments which became due to CompanyCRT; 5.8.2 for each sub-licence, details of each item of Sub-Licence Revenue received by CRT the Company during that Quarter and the Sub-Licence Revenue payable to Company CRT thereon;; Confidential treatment has been requested for certain portions of this exhibit pursuant to a request for confidential treatment under Rule 24b-2 of the Exchange Act of 1934, as amended. Confidential materials omitted and filed separately with the Securities and Exchange Commission. Confidential portions are marked: [***]. 5.8.3 the quantity of each type of Licensed Product sold or otherwise disposed of by CRT the Company or any Sub-Licensees in each country in the Territory; 5.8.4 the Net Sales Value in respect of each such type of Licensed Product in each country of the Territory; 5.8.5 the aggregate Net Sales Value in respect of that Quarter for Licensed Product; 5.8.6 the type and value of deductions made in the calculation of Net Sales Value by type of Licensed Product and country; 5.8.7 any currency conversions, showing the rates used; 5.8.8 any further information necessary for the calculation of Sub-Licence Revenue and Net Sales Value of Licensed Products and/or the Royalties royalties due to CompanyCRT; and 5.8.9 the amount of the Royalties royalties due to Company CRT in respect of that Quarter.

Appears in 1 contract

Samples: Clinical Trial and Option Agreement (Asterias Biotherapeutics, Inc.)

PAYMENT AND STATEMENT. 5.1 All payments due to the Company CRT under this Agreement shall be made in United States Dollars the Currency in cleared funds to such the following bank account as Company may notify to CRT from time to time.account: [***] 5.2 CRT The Company shall pay to CompanyCRT: 5.2.1 payments due under the Signature Fee on the date specified in Clause 4.1, Clause 4.2, and Clause 4.3 ; 5.2.2 each of the Milestone Payments within thirty (30) days after the relevant Milestone Event occurring; 5.2.3 CRT’s share of CRT receiving the revenue; and 5.2.2 the payments Sub-Licence Revenue due pursuant to under Clause 4.4 4.3 Quarterly within thirty (30) days after the end of the Quarter in which the consideration upon which Sub-Licence Revenue is based is received by the Company from Sub-Licensee ; and 5.2.4 the royalties due pursuant to Clause 4.5 Quarterly within thirty (30) days after the end of each Quarter in which the corresponding Royalties are received relevant Net Sales Value is invoiced by CRTthe Company or a Sub-Licensee. 5.3 Where Licensed Products are sold or Sub-Licence Revenue or Royalties are is received by CRT the Company (or a Sub-Licensee) in a currency other than United States Dollarsthe Currency, the rate of exchange to be used for converting such other currency into United States Dollars the Currency shall be the relevant mid-spot rate for the currency quoted by the Financial Times on the last day of the Quarter to which they relate. 5.4 All costs of transmission and currency conversion shall be borne by CRTthe Company. 5.5 All payments to the Company CRT under this Agreement are expressed to be exclusive of value added tax howsoever arising, and CRT the Company shall pay to the Company CRT in addition to those payments or, if earlier, on receipt of a tax invoice or invoices from the CompanyCRT, all value added tax for which the Company CRT is liable to account in relation to any supply made or deemed to be made for value added tax purposes pursuant to this Agreement. 5.6 All sums payable under this Agreement shall be paid without deduction or deferment in respect of any claims whatsoever and of any taxes except any tax which CRT the Company is required by law to deduct or withhold. If CRT the Company is required by law to make any such tax deduction or withholding, CRT the Company shall pay to the Company CRT such amount as shall, after deduction, amount to the sum referred to in this Agreement give reasonable assistance to the Company CRT to claim exemption from or (if that is not possible) a credit for the deduction or withholding under any applicable double taxation or similar agreement from time to time in force, and shall promptly give the Company CRT proper evidence as to the deduction or withholding and payment over of the tax deducted or withheld. 5.7 Where the Company CRT does not receive payment of any sums due to it by the due date, interest shall accrue both before and after any judgment on the sum due and owing to the Company CRT at the rate equivalent to an annual rate of two four percent (24%) over the then current base rate of the Bank of England, calculated on a monthly daily basis, until the full amount is paid to the CompanyCRT, without prejudice to the CompanyCRT’s right to receive payment on the due date. 5.8 Within thirty (30) days after the end of each Quarter, CRT the Company shall send to the Company CRT a written statement detailing in respect of that Quarter (including a nil report if appropriate): 5.8.1 any payments Milestone Payments which became due to CompanyCRT; 5.8.2 for each sub-licence, details of each item of Sub-Licence Revenue received by CRT the Company during that Quarter and the Sub-Licence Revenue payable to Company CRT thereon; 5.8.3 the quantity of each type of Licensed Product sold or otherwise disposed of by CRT the Company or any Sub-Licensees in each country in the Territory; 5.8.4 the Net Sales Value in respect of each such type of Licensed Product in each country of the Territory; 5.8.5 the aggregate Net Sales Value in respect of that Quarter for Licensed Product; 5.8.6 the type and value of deductions made in the calculation of Net Sales Value by type of Licensed Product and country; 5.8.7 any currency conversions, showing the rates used; 5.8.8 any further information necessary for the calculation of Sub-Licence Revenue and Net Sales Value of Licensed Products and/or the Royalties royalties due to CompanyCRT; and 5.8.9 the amount of the Royalties royalties due to Company CRT in respect of that Quarter.

Appears in 1 contract

Samples: Confidentiality Agreement (Lineage Cell Therapeutics, Inc.)

PAYMENT AND STATEMENT. 5.1 All payments due to the Company CRH under this Agreement shall be made in United States Dollars pounds sterling (£) in cleared funds to such the following bank account: Account name: [***] Account number: [***] Sort code: [***] IBAN: [***] BIC: [***] Address: [***] or any other account as Company may notify that CRH notifies to CRT the Licensee from time to time. 5.2 CRT The Licensee shall pay to CompanyCRH: 5.2.1 payments the Signature Fee on the date specified in Clause 4.1; 5.2.2 each Milestone Payment within [***] of the corresponding Milestone Event occurring; 5.2.3 the royalties due under Clause 4.14.5, Clause 4.2, and Clause 4.3 within thirty (30) days of CRT receiving the revenue; and 5.2.2 the payments due pursuant to Clause 4.4 Quarterly within thirty (30) [***] days of the end of each Quarter in which the corresponding Royalties relevant Net Sales are received invoiced by CRT. 5.3 Where Licensed Products are sold or Sub-Licence Revenue or Royalties are received by CRT (the Licensee or a Sub-Licensee) ; and 5.2.4 As provided in Clause 7.2, Patent Costs, within [***] of receipt of an invoice for the same from CRH. 5.3 If any Licensed Products are sold in a currency other than United States DollarsDollars (US$), the rate of exchange to be used for converting such that other currency into United States Dollars (US$) shall be the relevant mid-spot rate for the currency quoted by the Financial Times on the last day (other than Saturday, Sunday or any public holiday in the United States recognised by Federal law or in the United Kingdom) of the Quarter to which they relate. 5.4 All The Licensee shall bear all costs of transmission and currency conversion shall be borne by CRTrelating to payments made under this Agreement. 5.5 All payments to the Company CRH under this Agreement are expressed to be exclusive of value added tax howsoever arising. If CRH is liable to pay value added tax in relation to any supply made or deemed to have been made for value added tax purposes pursuant to this Agreement, the Licensee shall pay that value added tax to CRH at the same time as, and CRT shall pay to the Company in addition to, the payment(s) to those payments which the tax relates or, if earlier, on receipt of a tax invoice or invoices from the Company, all value added tax for which the Company is liable to account in relation to any supply made or deemed to be made for value added tax purposes pursuant to this AgreementCRH. 5.6 All The Licensee shall pay all sums payable due under this Agreement shall be paid without deduction or deferment in respect of any disputes or claims whatsoever and in respect of any taxes except any tax which CRT the Licensee is required by law to deduct or withhold. If CRT the Licensee is required by law to make any such tax deduction or withholding, CRT the Licensee shall pay to the Company such amount as shall, after deduction, amount to the sum referred to in this Agreement give reasonable assistance to the Company CRH to claim exemption from or (if that is not possible) a credit for the deduction or withholding under any applicable double taxation or similar agreement from time to time in force, and . The Licensee shall promptly give the Company CRH proper evidence as to the any deduction or withholding and payment over of the tax deducted or withheld. 5.7 Where the Company If CRH does not receive any payment of any sums due to it by the due date, interest shall accrue both before and after any judgment judgement on the sum due and owing to the Company CRH at the rate equivalent to an annual rate of two percent (2%) [***] over the then current base rate of the Natwest Bank of EnglandPlc, calculated on a monthly daily basis, until the full amount is paid to the CompanyCRH, without prejudice to the CompanyCRH’s right to receive payment on the due date. 5.8 Within thirty (30) days [***] after the end of each Quarter, CRT the Licensee shall send to the Company CRH a written statement detailing in respect of that Quarter (including a nil report if appropriate): 5.8.1 all Milestone Events achieved by it or any payments Sub-Licensee and all Milestone Payments which became due to CompanyCRH; 5.8.2 for each sub-licence, details of each item of Sub-Licence Revenue received by CRT during that Quarter and the Sub-Licence Revenue payable to Company thereon; 5.8.3 the quantity of each type of Licensed Product sold or otherwise disposed of by CRT the Licensee or any each Sub-Licensees Licensee in each country in the Territory; 5.8.4 5.8.3 the Net Sales Value in respect of each such type of Licensed Product in each country of the Territory; 5.8.5 5.8.4 the aggregate Net Sales Value in respect of that Quarter for Licensed Product; 5.8.6 5.8.5 the type and value of deductions made in the calculation of Net Sales Value by type of Licensed Product and country; 5.8.7 5.8.6 any currency conversionsconversions made in accordance with Clause 5.3, showing the rates used; 5.8.8 any further information necessary for the calculation of Sub-Licence Revenue and Net Sales Value of Licensed Products and/or the Royalties due to Company; and 5.8.9 5.8.7 the amount of the Royalties royalties due to Company CRH in respect of that Quarter. 5.9 The Licensee shall notify CRH in writing of the occurrence of each Milestone Event within [***] of that Milestone Event occurring.

Appears in 1 contract

Samples: Licence Agreement (Eliem Therapeutics, Inc.)

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