Payment for Services Rendered. 3.1 The Client agrees to pay for Services according to a properly authorized Work Order, Change Order, or Letter of Authorization. 3.2 The Client will reimburse AAI for reasonable and customary out-of-pocket expenses including any appropriate handling fees (not including any supplies and services as set forth in Article 3.3 herein) incurred in connection with the performance of the Services set forth in the Work Order provided that AAI obtains the Client’s approval prior to incurring such expenditures and that AAI provides the Client with documentation of such approved expenditures, if requested. AAI shall invoice the Client for such expenses at cost. 3.3 Unless otherwise agreed by the Parties in writing in a Work Order or Change Order, AAI shall charge the Client a fifteen percent (15%) handling fee for all supplies, materials or services acquired for or on behalf of the Client to satisfactorily complete the Services as set forth in the Work Order or Change Order. 3.4 AAI shall not engage any third party for any of the Services as set forth in the Work Order or Change Order without the prior written consent of the Client. 3.5 If the Client delays or temporarily halts a Project after such Project has commenced for reasons beyond the reasonable control of AAI, a monthly fee will be assessed to compensate AAI for reasonable and actual time and expenses incurred related to such delay including the storage of Client’s samples and materials. AAI shall provide an itemized description of such expenses, and shall invoice the Client for such expenses at cost. The Client will pay the expenses associated with such invoices in accordance with Article 3.6 herein. 3.6 Unless otherwise agreed by the Parties in writing, AAI shall invoice the Client on a calendar month basis for Services rendered as set forth in the Work Order. Invoices are due and payable net thirty (30) days after Client’s receipt of invoice. All payments to [ * ] = 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. AAI shall be made in U.S. dollars. Invoice balances not remitted within thirty (30) days of receipt of invoice shall be subject to a one and one-half percent (1.5%) per month interest charge. Should any part of the invoice be in dispute, the Client shall pay any undisputed amount according to the terms and conditions described herein while said dispute is being resolved.
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Samples: Revenue Participation Agreement, Revenue Participation Agreement (Sunesis Pharmaceuticals Inc)
Payment for Services Rendered. 3.1 The Client agrees (a) Compensation for the Services will be as shown in Exhibit H.
(b) Following the first year of commercialization, and for the remaining four years of the term of this Agreement, the parties agree that the prices as shown in Exhibit H shall be adjusted on an annual basis, in accordance with changes in the national (US City Average), Medical Care Consumer Price Index measuring urban consumers for the previous twelve (12) month period as published by the Bureau of Labor and Statistics. At least sixty (60) days prior to pay for Services according to a properly authorized Work Orderthe fifth anniversary of this Agreement, Change Order, or Letter of Authorization.
3.2 The Client the parties will reimburse AAI for reasonable and customary out-of-pocket expenses including any appropriate handling fees (not including any supplies and services as review the terms set forth in Article 3.3 herein) incurred in connection with this Section 12 to mutually assess and revise the performance of the Services pricing terms set forth in herein. In the Work Order provided event that AAI obtains the Client’s approval prior parties agree to incurring revise such expenditures and that AAI provides the Client with documentation of such approved expenditurespricing terms, if requested. AAI Dendreon shall invoice the Client for such expenses at cost.
3.3 Unless otherwise agreed draft an amendment to this Agreement, to be signed by the Parties in writing in a Work Order or Change Orderboth parties, AAI which shall charge the Client a fifteen percent (15%) handling fee for all supplies, materials or services acquired for or on behalf of the Client to satisfactorily complete the Services as set forth in the Work Order or Change Order.
3.4 AAI shall not engage any third revised pricing terms. In the event that the parties are unable to reach an agreement regarding a revision to the pricing terms, either party for any of the Services as set forth in the Work Order or Change Order without the prior written consent of the Client.
3.5 If the Client delays or temporarily halts a Project after such Project has commenced for reasons beyond the reasonable control of AAI, a monthly fee will be assessed to compensate AAI for reasonable and actual time and expenses incurred related to such delay including the storage of Client’s samples and materials. AAI shall provide an itemized description of such expenses, and shall invoice the Client for such expenses at cost. The Client will pay the expenses associated with such invoices may terminate this Agreement in accordance with Article 3.6 hereinSection 11 above.
3.6 Unless otherwise agreed by (c) Collection Center will send Dendreon a monthly invoice that itemizes the Parties in writing, AAI shall invoice the Client previous month’s Services on a calendar month per procedure basis for Services rendered as set forth in with the Work Orderassociated purchase order number and chain of identity number referenced to each leukapheresis procedure. Invoices are due and payable net thirty (30) days after Client’s receipt of invoice. All payments to [ * ] = 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. AAI shall be made in U.S. dollars. Invoice balances not remitted Dendreon will pay each such invoice within thirty (30) days of receipt receipt, except that Dendreon may withhold payment on any invoiced amounts that it disputes. In the event that Dendreon disputes any invoiced amount, it shall so notify Collection Center in writing, and the parties shall negotiate in good faith to resolve the matter as expeditiously as possible.
(d) If applicable, Collection Center shall pay all federal, state, and local taxes that arise out of invoice the Services hereunder.
(e) If, for any reason attributable:
1. solely to Collection Center, a leukapheresis procedure is cancelled after it begins or Collection Center cannot accommodate a patient for whom a leukapheresis procedure was previously scheduled with Dendreon’s Call Center, Collection Center shall receive no payment. Collection Center shall report any failure to commence or complete a leukapheresis procedure to Dendreon within one (1) hour of such failure.
2. in part to Collection Center, a leukapheresis procedure is cancelled after it begins or Collection Center cannot accommodate a patient for whom a leukapheresis procedure was previously scheduled with Dendreon’s Call Center, Dendreon and Collection Center will work together in good faith through an agreed-upon resolution process to determine the appropriate payment to Collection Center. Collection Center shall report any failure to commence or complete a leukapheresis procedure to Dendreon within one (1) hour of such failure, and Dendreon and Collection Center shall agree upon the appropriate payment within thirty (30) days of such failure.
3. in no part to Collection Center, a leukpaheresis procedure is canceled after it begins or if a procedure is cancelled with less than the agreed upon advance notice given per Exhibit H, Collection Center shall receive the cancelation fee payment per Exhibit H.
(f) If Dendreon makes a payment to Collection Center and the parties mutually agree that the Collection Center was not entitled to such payment (or a portion thereof), Dendreon shall be subject entitled to a one and one-half percent (1.5%) per month interest charge. Should deduct the amount of such payment from any part of amount due to Collection Center in the invoice be in dispute, immediately following the Client shall pay any undisputed amount according to the terms and conditions described herein while said dispute is being resolved.discovery of such overpayment:
Appears in 1 contract
Payment for Services Rendered. 3.1 The Client agrees to pay for Services according to a properly authorized Work Order, Change Order, or Letter of Authorization.
3.2 The Client will reimburse AAI for reasonable and customary out-of-pocket expenses including any appropriate handling fees (not including any supplies and services as set forth in Article 3.3 herein) incurred in connection with the performance of the Services set forth in the Work Order provided that AAI obtains the Client’s approval prior to incurring such expenditures and that AAI provides the Client with documentation of such approved expenditures, if requested. AAI shall invoice the Client for such expenses at cost.
3.3 Unless otherwise agreed by the Parties in writing in a Work Order or Change Order, AAI shall charge the Client a fifteen percent (15%) handling fee for all supplies, materials or services acquired for or on behalf of the Client to satisfactorily complete the Services as set forth in the Work Order or Change Order.
3.4 AAI shall not engage any third party for any of the Services as set forth in the Work Order or Change Order without the prior written consent of the Client.
3.5 If the Client delays or temporarily halts a Project after such Project has commenced for reasons beyond the reasonable control of AAI, a monthly fee will be assessed to compensate AAI for reasonable and actual time and expenses incurred related to such delay including the storage of Client’s samples and materials. AAI shall provide an itemized description of such expenses, and shall invoice the Client for such expenses at cost. The Client will pay the expenses associated with such invoices in accordance with Article 3.6 herein.
3.6 Unless otherwise agreed by the Parties in writing, AAI shall invoice the Client on a calendar month basis for Services rendered as set forth in the Work Order. Invoices are due and payable net thirty (30) days after Client’s receipt of invoice. All payments to [ * ] = 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. AAI shall be made in U.S. dollars. Invoice balances not remitted within thirty (30) days of receipt of invoice shall be subject to a one and one-half percent (1.5%) per month interest charge. Should any part of the invoice be in dispute, the Client shall pay any undisputed amount according to the terms and conditions described herein while said dispute is being resolved.
Appears in 1 contract
Samples: Master Services Agreement (Sunesis Pharmaceuticals Inc)
Payment for Services Rendered. 3.1 The Client 4.1 YMB agrees to pay to ALLPHASE for Services according provided, and all expenses incurred by ALLPHASE pursuant to a this Agreement and properly authorized Work Order, Change Order, or Letter of Authorizationexecuted Service Documents.
3.2 The Client will 4.2 YMB shall reimburse AAI ALLPHASE for all reasonable airfare, hotel, and customary out-of-pocket other travel expenses incurred by ALLPHASE in its performance of the Services, including any appropriate handling fees (but not including any supplies and services as set forth in Article 3.3 herein) limited to, expenses incurred by ALLPHASE in connection with the site selection visits, initiation visits, monitoring visits, and closeout visits and in connection with attendance at Project Meetings and Investigators' Meetings. YMB shall also reimburse ALLPHASE for all photocopying, courier, and other similar expenses incurred by ALLPHASE in its performance of its duties under this Agreement. Original receipts will not accompany pass-through invoices. All original and pass-through receipts will be housed at ALLPHASE and will be available for YMB's audit upon request. In the Services set forth case where ALLPHASE anticipates that travel expenses described in this Paragraph 4.2 may exceed the Work Order provided amount budgeted for such expenses in Service Documents, ALLPHASE shall be responsible for (i) notifying YMB that AAI obtains the Client’s travel expenses exceed the budget, and (ii) receiving prior written approval from YMB prior to incurring any such expenditures excess travel expenses. Any amounts approved by YMB in excess of those specified in Service Documents, shall be separately invoiced to YMB and that AAI provides YMB shall pay these invoices according to the Client with documentation terms of such approved expenditures, if requested. AAI shall invoice the Client for such expenses at costParagraph 4.3 and 4.4 below.
3.3 Unless otherwise agreed by the Parties in writing in a Work Order or Change Order, AAI shall charge the Client a fifteen percent (15%) handling fee for all supplies, materials or services acquired for or on behalf of the Client to satisfactorily complete the Services as set forth in the Work Order or Change Order.
3.4 AAI shall not engage any third party for any of the Services as set forth in the Work Order or Change Order without the prior written consent of the Client.
3.5 If the Client delays or temporarily halts a Project after such Project has commenced for reasons beyond the reasonable control of AAI, a monthly fee will be assessed to compensate AAI for reasonable and actual time and expenses incurred related to such delay including the storage of Client’s samples and materials. AAI shall provide an itemized description of such expenses, and shall invoice the Client for such expenses at cost. The Client will pay the expenses associated with such invoices in accordance with Article 3.6 herein.
3.6 4.3 Unless otherwise agreed by the Parties in writing, AAI ALLPHASE shall invoice the Client provide to YMB one or more appropriate invoices on a calendar month basis for Services rendered as set forth in the Work Orderrespective Service Documents. Invoices are due and payable net thirty (30) days after Client’s receipt of invoicereceipt, unless YMB notifies ALLPHASE of any disputes with the invoiced amounts. All payments to [ * ] = 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. AAI ALLPHASE shall be made in U.S. dollarsdollars unless otherwise agreed upon in writing by the parties. Invoice balances not remitted within thirty (30) days of YMB's receipt of each invoice shall be subject to a one and one-half percent (1.5%) per month interest charge. Should any part of the invoice be in dispute, the Client YMB shall pay any the balance of the undisputed amount according to the terms and conditions described herein while said dispute is being resolved.
4.4 All payment will be made payable to ALLPHASE Clinical Research Inc. and reference GST # 88554 4213 RT0001. Payments shall be sent to the following address: Attn. Accounts Receivable Allphase Clinical Research Inc. 00 Xxxxxxx Xxxxx Xxxxxx, XX, X0X 0X0
4.5 If advances or other payments by YMB exceed the amount owed for work actually performed under the Protocol and Service Documents, ALLPHASE agrees to return the excess balance to YMB within thirty (30) days of the effective date of termination or completion of Closeout Services by ALLPHASE.
4.6 In the event of a dispute regarding payment or the performance of Services pursuant to this Agreement or a Service Document (each, a “Dispute”),the Parties shall endeavour to negotiate in good faith an agreeable solution. If after ten (l0) business days following receipt of a Party's written notification of a Dispute such Dispute has not been resolved, the Dispute shall be brought to the attention of the CEO of each Party and such CEO or his/her designee will negotiate in good faith to define and implement a final resolution. The intent of this Section 4.6 is to encourage the Parties to work together to resolve any Dispute without having to rely on arbitration or any other legal proceeding. However, nothing in this Section 4.6 shall prevent or inhibit either Party to institute any other action to resolve such Dispute(s).
Appears in 1 contract
Payment for Services Rendered. 3.1 The Client agrees to pay for Services according as agreed upon in a Project-Specific Agreement executed by the Client and delivered to a properly authorized Work Order, Change Order, or Letter of AuthorizationSCI.
3.2 The Client will shall reimburse AAI SCI for reasonable and customary out-of-pocket expenses expenses, including any appropriate handling fees (not including any supplies and services as set forth in Article 3.3 herein) incurred in connection with the performance of the Services set forth in the Work Order Project-Specific Agreements provided that AAI obtains the Client’s approval prior to incurring such expenditures and that AAI SCI provides the Client with documentation of such approved expenditures, if requested. AAI Unless otherwise agreed by the Parties in writing in a Project-Specific Agreement, SCI shall invoice the Client for such expenses at cost.
3.3 Unless otherwise agreed by the Parties in writing in a Work Order or Change OrderProject-Specific Agreement, AAI SCI shall charge the Client a fifteen five percent (155%) handling fee for all supplies, materials or services acquired for or on behalf of the Client to satisfactorily complete the Services as set forth in the Work Order or Change OrderProject-Specific Agreement.
3.4 AAI shall not engage any third party for any of the Services as set forth in the Work Order or Change Order without the prior written consent of the Client.[reserved]
3.5 If the Client delays or temporarily halts a Project after such Project has commenced for reasons beyond the commercially reasonable control of AAISCI, the Parties will negotiate a reasonable fee, payable on a monthly fee will be assessed basis, to compensate AAI SCI for reasonable and actual time and expenses incurred related to such delay delay, including the storage of Client’s samples and materials. AAI SCI shall provide the Client with an itemized description of invoice describing such expenses, and shall invoice the Client for such expenses at cost. The Client will pay the expenses associated with such invoices in accordance with Article 3.6 herein.
3.6 Unless otherwise agreed by the Parties in writing, AAI SCI shall invoice the Client on a calendar month basis for Services rendered rendered, for agreed upon costs, milestone, and other payment terms and conditions as set forth in the Work Orderany Project-Specific Agreement. Invoices are due and payable net thirty (30) days after Client’s receipt of invoice. All payments to [ * ] = 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. AAI SCI shall be made in U.S. dollars. Invoice balances not remitted within thirty (30) days of receipt of invoice shall be subject to a one and one-half percent (1.5%) per month interest charge. Should any part of the invoice be in dispute, the Client shall pay any undisputed amount according to the terms and conditions described herein while said dispute is being resolved.part
Appears in 1 contract
Payment for Services Rendered. 3.1 The Client 4.1 YMB USA agrees to pay to AAIPharma for Services according provided, and all expenses incurred by AAIPharma pursuant to a this Agreement and properly authorized Work Order, Change Order, or Letter of Authorizationexecuted Service Documents.
3.2 The Client will 4.2 YMB USA shall reimburse AAI AAIPharma for all reasonable airfare, hotel, and customary out-of-pocket other travel expenses incurred by AAIPharma in its performance of the Services, including any appropriate handling fees (but not including any supplies and services as set forth in Article 3.3 herein) limited to, expenses incurred by AAIPharma in connection with the site selection visits, initiation visits, monitoring visits, and closeout visits and in connection with attendance at Project Meetings and Investigators' Meetings. YMB USA shall also reimburse AAIPharma for all photocopying, courier, and other similar expenses incurred by AAIPharma in its performance of its duties under this Agreement. Original receipts will not accompany pass-through invoices. All original and pass-through receipts will be housed at AAIPharma and will be available for YMB USA's audit upon request. Notwithstanding the Services set forth foregoing, YMB USA shall not be responsible for any costs described in this Paragraph 4.2 that exceed the Work Order provided that AAI obtains the Client’s approval prior to incurring such expenditures and that AAI provides the Client with documentation of such approved expenditures, if requested. AAI shall invoice the Client amount budgeted for such expenses at costin Service Documents, without prior written approval being obtained from YMB. Any amounts approved by YMB USA in excess of those specified in Service Documents, shall be separately invoiced to YMB USA and YMB USA shall pay these invoices according to the terms of Paragraph 4.3 and 4.4 below.
3.3 Unless otherwise agreed by the Parties in writing in a Work Order or Change Order, AAI shall charge the Client a fifteen percent (15%) handling fee for all supplies, materials or services acquired for or on behalf of the Client to satisfactorily complete the Services as set forth in the Work Order or Change Order.
3.4 AAI shall not engage any third party for any of the Services as set forth in the Work Order or Change Order without the prior written consent of the Client.
3.5 If the Client delays or temporarily halts a Project after such Project has commenced for reasons beyond the reasonable control of AAI, a monthly fee will be assessed to compensate AAI for reasonable and actual time and expenses incurred related to such delay including the storage of Client’s samples and materials. AAI shall provide an itemized description of such expenses, and shall invoice the Client for such expenses at cost. The Client will pay the expenses associated with such invoices in accordance with Article 3.6 herein.
3.6 4.3 Unless otherwise agreed by the Parties in writing, AAI AAIPharma shall invoice the Client provide to YMB USA one or more appropriate invoices on a calendar month basis for Services rendered as set forth in the Work Orderrespective Service Documents. Invoices are due and payable net thirty (30) days after Client’s receipt of invoicereceipt, unless YMB USA notifies AAIPharma of any disputes with the invoiced amounts. All payments to [ * ] = 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. AAI AAIPharma shall be made in U.S. dollarsthe currency mutually agreed upon and set forth in a respective Work Order. Invoice balances not remitted within thirty (30) days of YMB USA's receipt of each invoice shall be subject to a one and one-half percent (1.5%) per month interest charge. Should any part of the invoice be in dispute, the Client YMB USA shall pay any the balance of the undisputed amount according to the terms and conditions described herein while said dispute is being resolved.
4.4 All payment will be made payable to AAIPharma Inc. Payments shall be sent to the following address: Attn. Accounts Receivable AAIPharma Inc. XX Xxx 000000 Xxxxxxx, XX 00000-0000 Wire Transfers: Bank of America ABA #0000-0000-0, Account # 3756316029
4.5 If advances or other payments by YMB USA exceed the amount owed for work actually performed under the Protocol and Service Documents, AAIPharma agrees to return the excess balance to YMB USA within thirty (30) days of the effective date of termination or completion of Closeout Services by AAIPharma.
4.6 In the event of a dispute regarding payment or the performance of Services pursuant to this Agreement or a Service Document (each, a “Dispute”),the Parties shall endeavour to negotiate in good faith an agreeable solution. If after ten (l0) business days following receipt of a Party's written notification of a Dispute such Dispute has not been resolved, the Dispute shall be brought to the attention of the CEO of each Party and such CEO or his/her designee will negotiate in good faith to define and implement a final resolution. The intent of this Section 4.6 is to encourage the Parties to work together to resolve any Dispute without having to rely on arbitration or any other legal proceeding. However, nothing in this Section 4.6 shall prevent or inhibit either Party to institute any other action to resolve such Dispute(s).
Appears in 1 contract