Payment Reports and Records Sample Clauses

Payment Reports and Records. 4.1 Licensee will provide quarterly written royalty reports ("Royalty Reports") to Helix, accompanied by payment for royalties due, within thirty (30) days after the last day of March, June, September and December of each calendar year during the term of this Agreement, and thereafter as set forth in Section 6.5. Royalty Reports will be certified as accurate by a duly authorized representative of Licensee and will separately state for the preceding quarterly period the following information: the type, quantity and price of Licensed Products sold or otherwise disposed of by Licensee in the Licensed Territory, the minimum guaranteed royalty payable, if any, the total royalty payable under this Agreement, and the applicable withholding tax by country, if any. Royalty Reports shall be furnished to Helix regardless of whether Licensed Products were sold or otherwise disposed of during the period or whether any actual royalty was owed. The receipt or acceptance by Helix of Royalty Reports or royalty payments shall not prevent Helix from subsequently challenging the validity or accuracy of Royalty Reports or the accompanying royalty payments. 4.2 The first Royalty Report and royalty payment shall be made with respect to all Licensed Products sold or otherwise disposed of by Licensee in the Licensed Territory from the Effective Date to the last day of the first full quarterly period next ending.
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Payment Reports and Records. 7.1 The parties agrees that the following royalty terms shall apply: * 7.3 The royalties for each further undivisable set of 100 copies of the AGFA SOFTWARE in excess of the first set of 100 copies, shall be the following: * * 7.4 All payment to Agfa provided herein shall be made in DEM by transfer to an account of Agfa to be designated in writing. 7.5 Swissray shall, during the continuance of this agreement, maintain a full and accurate record of the number of PRODUCTs provided with the AGFA SOFTWARE in such terms to enable Agfa to ascertain what royalties are due under this agreement. 7.6 So as to permit verification, Swissray shall permit such records to be examined by an independent certified public accountant selected by Agfa on reasonable advance notice, during normal business hours at reasonable intervals no more frequently than once per year. 7.7 All costs and expenses for such an audit shall be borne by Agfa, except in those cases, in which the examining accountant ascertains a discrepancy of more than five percent during the audited period to the disadvantage of Agfa between payments actually made and payments due, in which case Swissray shall bear all costs and expenses for such audit.
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Payment Reports and Records. 7.1 The parties agree that the following royalty terms shall apply: - a fixed royalty of [ * ] shall be payable per undivisable number of 100 copies of the AGFA SOFTWARE for use in combination with the PRODUCT. - a discount rate shall apply for copies in excess of the first 100 copies. 7.2 Initial payment of [ * ] for the first 100 copies of the AGFA SOFTWARE shall be executed in three installments as follows: a) [ * ] to be paid upon delivery of the AGFA SOFTWARE, b) [ * ] to be paid within 3 months from the date of delivery, c) [ * ] to be paid within 6 months from the date of delivery. 7.3 The royalties for each further undivisable set of 100 copies of the AGFA SOFTWARE in excess of the first set of 100 copies, shall be the following: [ * ] for each further set of 100 copies (copies greater than 100) Payment for each further set of 100 copies shall be executed as follows: [ * ] to be paid upon delivery of a further set, [ * ] to be paid within 3 months from the date of delivery, [ * ] to be paid within 6 months from the date of delivery.
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Payment Reports and Records. 7.01 Contemporaneous with the execution of this AMENDED LICENSE AGREEMENT, IVC shall pay DIGITAL a non-refundable payment of ONE HUNDRED FIFTY THOUSAND U.S. DOLLARS (U.S.$150,000.00) ("INITIAL ROYALTY PAYMENT"). No part of the INITIAL ROYALTY PAYMENT shall be refundable for any reason, including a finding of invalidity or unenforceability as to any DIGITAL INTELLECTUAL PROPERTY RIGHTS. DIGITAL CONFIDENTIAL 10 NOVEMBER 5, 1997 11 7.02 Within 30 days after the EFFECTIVE DATE of this AMENDED LICENSE AGREEMENT, IVC shall provide DIGITAL with a written Payment Report, in the format shown in Appendix D, signed by an officer of IVC certifying the NET QUANTITY of Type I and Type II IVC LICENSED PRODUCTS, if any, between June 13, 1996 and the EFFECTIVE DATE of this AMENDED LICENSE AGREEMENT. The ROYALTY amount calculated in accordance with Article 6 shall represent IVC's accrued ROYALTY obligation as of the EFFECTIVE DATE of this AMENDED LICENSE AGREEMENT. An amount equal to One Hundred Thousand U.S. Dollars (U.S.$100,000) of the INITIAL ROYALTY PAYMENT shall be credited first against this accrued ROYALTY obligation. In the event that this accrued ROYALTY obligation shall exceed One Hundred Thousand U.S. Dollars (U.S.$100,000), then IVC shall pay any unsatisfied amount contemporaneously with the submission of its Payment Report.
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Payment Reports and Records. 6.01 All cash payments required to be made by Sublicensee to Sublicensor pursuant to this Agreement shall be made to Sublicensor in U.S. Dollars by wire transfer or by check payable to Sublicensor and sent to Sublicensor’s address set out in Section 12.01. All Shares and Marketable Securities shall be issued to Sublicensor at Sublicensor’s address set out in Section 12.01. ***** AZURRX BIOPHARMA, INC. HAS REQUESTED THAT THE OMITTED PORTIONS OF THIS DOCUMENT, WHICH ARE INDICATED BY [*****], BE AFFORDED CONFIDENTIAL TREATMENT. AZURRX BIOPHARMA, INC. HAS SEPARATELY FILED THE OMITTED PORTIONS OF THE DOCUMENT WITH THE SECURITIES AND EXCHANGE COMMISSION. 6.02 All payments required to be made by Sublicensee to Sublicensor pursuant to this Agreement shall be subject to a charge of one and one-half percent (1.5%) per month or Two Hundred and Fifty Dollars (US$250), whichever is greater, if late. Conversion of foreign currency to U.S. dollars shall be made at the conversion rate quoted by the Wall Street Journal, averaged on the last business day of each of the three (3) consecutive calendar months constituting the calendar quarter in which the payment was earned. Sublicensee will bear any loss of exchange or value and pay any expenses incurred in the transfer or conversion to U.S. dollars. 6.03 Payment due from Sublicensee to Sublicensor pursuant to Section 5.01 will be paid within thirty (30) days after the end of each calendar year quarter during which the payment accrued. If no Royalties or other payments are due for any quarter, Sublicensee will send a statement signed by an officer of Sublicensee to that effect to Sublicensor. Payment shall be accompanied by a statement of the number of Licensed Products and Combination Products sold by Sublicensee in each country, total bxxxxxxx for such Licensed Products and Combination Products, the values of A and B used to calculate the Net Sales of Combination Products, deductions applicable to determine the Net Sales thereof, the amount of Net Sales realized by Sublicensee, the amount of any deduction and a detailed listing thereof, and the total payment due from Sublicensee to Sublicensor (the “Royalty Report”). Such Royalty Report shall be signed by an officer of Sublicensee. 6.04 Sublicensee shall maintain complete and accurate books of account and records showing Net Sales. Such books and records of Sublicensee shall be open to inspection, in confidence, during usual business hours, upon at least ten (10) business d...
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Payment Reports and Records. 7.01 All payments required to be made by Licensee to Licensor pursuant to this Agreement shall be made to Licensor in U.S. Dollars by wire transfer or by check payable to Licensor and sent to the address set out in paragraph 13.01 for Licensor. 7.02 Payments due from Licensee to Licensor pursuant to paragraphs 6.01, and 6.05 will be paid within thirty (30) days after the end of each calendar year quarter during which the payment accrued. Payment shall be accompanied by a statement of the amount of Net Sales, the amount of any deduction, and the total payment due from Licensee to Licensor. 7.03 Licensee shall maintain complete and accurate books of account and records showing Net Sales. Such books and records of Licensee shall be open to inspection, in confidence, by Licensor during usual business hours, by an independent certified public accountant to whom Licensee has no reasonable objection, for two (2) years after the calendar year to which they pertain, for the purpose of verifying the accuracy of the payments made to Licensor by Licensee pursuant to this Agreement. Licensee shall use commercially reasonable efforts to require any sublicensees hereunder to maintain such books and allow such inspection by Licensee and shall, on request, disclose such information to Licensor as part of such inspection. Inspection shall be at Licensor's sole expense and reasonably limited to those matters related to Licensee's payment obligations under this Agreement and shall take place not more than once per calendar year.
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Payment Reports and Records. Within forty-five (45) days after the close of each quarter ending March 31, June 30, September 30 and December 31, Sega will deliver to 3Dfx a report which will provide all information reasonably necessary for computation and/or confirmation of (i) the payments, if any, due or credited to 3Dfx for such quarterly period, and (ii) the number of [*] Consoles manufactured in such quarterly period and the number of [*] Graphics [*]s incorporated into [*] Games. Sega will maintain reasonable records to support payments required under this Agreement, regarding purchases of the [*] Units and manufacture of [*] Consoles and the use of [*] Graphics [*]s in [*] Games. *CERTAIN INFORMATION ON THIS PAGE HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS.
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Payment Reports and Records. 6.1 Payment Dates and Reports Within [***] after the end of each [***] during the term of this Agreement [***], Licensee shall pay to Northwestern, all fees (including any [***] and any milestone payments) and royalties accruing during such [***], as well as a calculation of amounts of Sublicensing Revenue received and a calculation of Northwestern’s share thereof. Following the First Commercial Sale of the first Licensed Product hereunder, such payments shall be accompanied by a statement showing the Net Sales of each Licensed Product by Licensee and its sublicensees in each country, the applicable royalty rate and the calculation of the amount of royalty due to Northwestern. 6.2 Accounting (a) Payments in U.S. Dollars All dollar sums referred to in this Agreement are expressed in U.S. dollars and the Net Sales used for calculating the royalties and other sums payable to Northwestern by Licensee pursuant to Paragraph 6.1 shall be computed in U.S. dollars. All payments of such sums and royalties shall be made in U.S. dollars. For purposes of determining the amount of royalties due, the amount of
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Payment Reports and Records 
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Related to Payment Reports and Records

  • Reports and Records The Custodian shall: 11.1 create and maintain records relating to the performance of its obligations under this Agreement; 11.2 make available to the Fund, its auditors, agents and employees, upon reasonable request and during normal business hours of the Custodian, all records maintained by the Custodian pursuant to Section 11.1 above, subject, however, to all reasonable security requirements of the Custodian then applicable to the records of its custody customers generally; and 11.3 make available to the Fund all Electronic Reports; it being understood that the Custodian shall not be liable hereunder for the inaccuracy or incompleteness thereof or for errors in any information included therein except to the extent that such inaccuracy, incompleteness or errors are the result of the Custodian's negligence, bad faith or willful misconduct. All such reports and records shall, to the extent applicable, be maintained and preserved in conformity with the 1940 Act and the rules and regulations thereunder. The Fund shall examine all records, howsoever produced or transmitted, promptly upon receipt thereof and notify the Custodian promptly of any discrepancy or error therein. Unless the Fund delivers written notice of any such discrepancy or error within a reasonable time after its receipt thereof, such records shall be deemed to be true and accurate. It is understood that the Custodian now obtains and will in the future obtain information on the value of assets from outside sources which may be utilized in certain reports made available to the Fund. The Custodian deems such sources to be reliable but it is acknowledged and agreed that the Custodian does not verify nor represent nor warrant as to the accuracy or completeness of such information and accordingly shall be without liability in selecting and using such sources and furnishing such information as long as the Custodian has shown due diligence in attempting to receive complete and accurate information.

  • Books and Records Reports (a) The Trustees shall keep a certified copy or duplicate original of this Trust Agreement on file at the office of the Trust and the office of the Administrator available for inspection at all reasonable times during its usual business hours by any Holder. The Trustees shall keep proper books of record and account for all the transactions under this Trust Agreement at the office of the Trust and the office of the Administrator, and such books and records shall be open to inspection by any Holder at all reasonable times during usual business hours. The Trustees shall retain all books and records in compliance with Section 31 of the Investment Company Act and the rules and regulations thereunder. (b) With each payment to Holders the Paying Agent shall set forth, either in the instruments by means of which payment is made or in a separate statement, the amount being paid from the Trust Account expressed as a dollar amount per STRYPES and the other information required under Section 19 of the Investment Company Act and the rules and regulations thereunder. The Trustees shall prepare and file or distribute reports as required by Section 30 of the Investment Company Act and the rules and regulations thereunder. The Trustees shall prepare and file such reports as may from time to time be required to be filed or distributed to Holders under any applicable state or Federal statute or rule or regulation thereunder, and shall file such tax returns as may from time to time be required under any applicable state or Federal statute or rule or regulation thereunder. One of the Trustees shall be designated by resolution of the Trustees to make the filings and give the notices required by Rule 17g-1 under the Investment Company Act. (c) In calculating the net asset value of the Trust as required by the Investment Company Act, (i) the U.S. Treasury Securities will be valued at the mean between the last current bid and asked prices or, if quotations are not available, as determined in good faith by the Trustees, (ii) short-term investments having a maturity of 60 days or less will be valued at cost with accrued interest or discount earned included in interest receivable and (iii) the Contract will be valued at the mean of the bid prices received by the Administrator from at least three independent broker-dealer firms unaffiliated with the Trust to be named by the Trustees who are in the business of making bids on financial instruments similar to the Contract and with terms comparable thereto.

  • Payment; Reports Within twenty (20) days after the close of each calendar quarter, Partner will deliver to SAP a report (“Payment Report”) which will provide all information reasonably required by SAP identifying each Customer by an unique customer number for computation, customer name (no abbreviations), customer address (street, city, postal code, country), group (if any), and/or confirmation of the fees, if any, due or credited to Licensor for the period being reported, including without limitation: (i) license information (material code/software description, license quantity, license metric, license term for non-perpetual licenses, and associated license or subscription fee due SAP), and (ii) SAP support fees, associated support rate and indicating whether it is first year support or a renewal, and associated license fee. The payment report shall be submitted to SAP even if no license and support fee is due. Partner will submit the payment report electronically via a reporting tool made available by SAP to Partner. SAP will inform in writing Partner in case of change to the reporting format and Partner shall submit its payment reports under such new reporting format for all future quarterly reporting periods. Partner agrees that the Payment Report is binding on Partner once it is submitted to SAP and Partner may not withdraw, modify or cancel any orders set forth in the Payment Report. 8. AUDIT. (a) SAP shall have the right to once annually conduct an audit to verify the compliance of (i) Partner, and/or (ii) any of its Affiliates involved in the performance of obligations under any part of the Agreement, with the terms of the Agreement, in particular Partner´s compliance obligations as set forth in Section 12 below. Notwithstanding foregoing, in the event SAP reasonably believes that a breach of the terms of this Agreement, in particular the compliance obligations set forth in Section 12 below, has occurred or will most likely occur, SAP shall have the right to perform an audit. (b) The audit will be conducted by SAP or its nominated independent expert. By choosing the expert, SAP will take into account Partner’s legitimate business interests. SAP will bear the costs of the audit unless the expert establishes a breach by the Partner in which case Partner must bear the costs. (c) SAP will provide one (1) week advance notice of an audit unless a) SAP reasonably believes that evidence to be reviewed will be compromised or b) required by investigating authorities. (d) The audit will take place during normal business hours and SAP will instruct its expert to conduct the audit in such a manner that it will not unreasonably interfere with Partner’s business operations. (e) Partner must make full disclosure to the expert, and ensure that (i) Partner and its Affiliates involved in the performance of obligations under any part of this Agreement and any of (ii) Partner’s Representatives cooperate fully and provide information, grant viewing access to all necessary and useful documents and permit the making of copies of them. Financial records that relate to the subject matter of the audit must be readily available for inspection during audits by SAP or its expert. Partner also agrees to make its employees, officers, and directors involved in the performance of obligations under this Agreement available for meetings and interviews with SAP and/or its expert for the audit. Partner agrees to provide appropriate workspace for the expert. (f) The expert will be bound in writing to confidentiality for the benefit of SAP and the Partner. The expert will undertake not to disclose information to SAP, except for the purpose of providing a report of the audit and, in case of a breach of any part of this Agreement, any information establishing such a breach. (g) Partner’s Confidential Information disclosed during the audit will not be used by SAP for any purpose other than to verify and prove if a breach of any part of this Agreement has occurred. (h) Partner must include audit terms with its agreements with any third party used by Partner in connection with its sales and marketing activities under this Agreement (hereinafter “Intermediary/ies”) which are materially as protective as the terms in this Section 8. (i) SAP reserves the right to suspend new business with the Partner in the event of a lack of reasonable and/or timely cooperation by Partner and its representatives in case of an audit. Furthermore, SAP may terminate the Agreement in accordance with Section 10.1 (Termination) below in case Partner does not cooperate with SAP during an audit as outlined in this Section 8.

  • Records Reports To maintain records and to prepare and file reports required by law to be filed by the Trustee or required by agreement with the Company;

  • Books Records Reports and Bank Accounts 8.1 Maintenance of Books 45 8.2 Reports 46 8.3 Information Rights 46 8.4 Bank Accounts 46 8.5 Fiscal Year 46

  • Progress Reports and Invoices The goals of this subtask are to: (1) periodically verify that satisfactory and continued progress is made towards achieving the project objectives of this Agreement; and (2) ensure that invoices contain all required information and are submitted in the appropriate format. • Submit a monthly Progress Report to the CAM. Each progress report must: o Summarize progress made on all Agreement activities as specified in the scope of work for the preceding month, including accomplishments, problems, milestones, products, schedule, fiscal status, and an assessment of the ability to complete the Agreement within the current budget and any anticipated cost overruns. See the Progress Report Format Attachment for the recommended specifications. • Submit a monthly or quarterly Invoice that follows the instructions in the “Payment of Funds” section of the terms and conditions, including a financial report on Match Fund and in-state expenditures. • Progress Reports • Invoices

  • Management Reports Promptly upon receipt thereof, copies of all detailed financial and management reports submitted to the Company by independent auditors in connection with each annual or interim audit made by such auditors of the books of the Company.

  • Audits and Records 7.5.1 The Contractor agrees that the representatives of the Office of the City Auditor or other authorized representatives of the City shall have access to, and the right to audit, examine, or reproduce, any and all records of the Contractor related to the performance under this Contract. The Contractor shall retain all such records for a period of three (3) years after final payment on this Contract or until all audit and litigation matters that the City has brought to the attention of the Contractor are resolved, whichever is longer. The Contractor agrees to refund to the City any overpayments disclosed by any such audit.

  • Reports and Statements The Lending Agent shall furnish the Client with the reports and statements set forth in the Securities Lending Guidelines or as otherwise agreed from time to time.

  • Other Reports and Filings Promptly after the filing or delivery thereof, copies of all financial information, proxy materials and reports, if any, which the Borrower or any of its Subsidiaries shall publicly file with the Securities and Exchange Commission or any successor thereto (the "SEC") or deliver to holders (or any trustee, agent or other representative therefor) of its material Indebtedness pursuant to the terms of the documentation governing such Indebtedness.

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