Common use of Payments and Reporting Clause in Contracts

Payments and Reporting. (a) BMS shall furnish ASCENT, ** , a report setting forth: (i) the retail prescriptions for the Product in the Territory that were written or ordered by (x) Pediatricians and (y) other health care professionals during such period, in each case, as determined by **; and (ii) the retail Pediatrician Prescriptions in clause 12(a) (i) above categorized by Pediatrician as sorted by Zip Code; and (iii) a summary report with an explanation of costs associated with Funded Activities. (b) In addition to the reports provided under Section 12 (a) above, BMS shall furnish ASCENT, within ** after each ** a report setting forth: (i) the calculation of ** in the Territory during such period (including the Net Sales for the applicable period used in determining Net Sales per Script for such period); and (ii) the calculation of ASCENT's compensation under Section 11 with respect to such Net Sales attributable to Pediatricians with respect to such period (and, in addition to a report for the fourth Agreement Quarter, with respect to the entire Agreement Year) (c) BMS shall furnish ASCENT, as of the Effective Date of this Agreement, retail prescription data for the Product on an individual Pediatrician basis for each month in the preceding twelve (12) months sorted by Zip Code with the view to enabling ASCENT to determine the projected base level of sales for each defined ASCENT sales representative territory. (d) The determination of ASCENT's compensation specified in the report shall be made in accordance with Section 11 hereof. (e) All payments to a party under this Agreement shall be made by wire transfer in immediately available funds in legal currency of the United States and shall be delivered to the account of such party designated by it in writing from time to time. (f) The parties will maintain complete and accurate books and records in sufficient detail to enable verification of the detail call activity of ASCENT, the Net Sales of the Product and the basis for calculating the compensation paid by BMS to ASCENT hereunder. Either party may demand an audit of the other party's relevant books and records in order to verify the other's reports on the aforesaid matters. Upon reasonable prior notice to the party to be audited, the independent public accountants of the other party shall have access to the relevant books and records of the party to be audited in order to conduct a review or audit thereof. Such access shall be available during normal business hours not more than once each calendar year during the Copromotion Term and only for a period until two years after the relevant period in question. The accountants shall be entitled to report its conclusions and calculations to the party requesting the audit, except that in no event shall the accountants disclose the names of customers of either party or the prices or terms of sale charged by BMS for the Product. The party requesting the audit shall bear the full cost of the performance of any such audit except as hereinafter set forth. If, as a result of any inspection of the books and records of BMS, it is shown that BMS' payments to ASCENT under this Agreement were less than the amount which should have been paid, then BMS shall make all payments required to be made to eliminate any discrepancy revealed by said inspection within 30 days after ASCENT's demand therefor. If, as a result of any inspection of the books and records of ASCENT, it is shown that BMS's reimbursements for costs associated with Funded Activities to ASCENT under this Agreement were more than the amount which should have been paid, then ASCENT shall reimburse BMS for the discrepancy revealed by said inspection within 30 days after BMS's demand therefor. Furthermore, if the payments were less than the amount which should have been paid by an amount in excess of five percent (5%) of the payments actually made during the period in question, the party responsible for the discrepancy shall also reimburse the auditing party for its out-of-pocket costs of such inspection.

Payments and Reporting. (a) BMS APOTHECON shall furnish ASCENTWCI, ** within fifteen (15) days after each month, a report setting forth: (i) the retail prescriptions for the Product forth in the Territory that were written or ordered by (x) Pediatricians and (y) other health care professionals during such period, in each case, as determined by **; and (ii) the retail Pediatrician Prescriptions in clause 12(a) (i) above categorized by Pediatrician as sorted by Zip Code; and (iii) a summary report with an explanation of costs associated with Funded Activities. (b) In addition to the reports provided under Section 12 (a) above, BMS shall furnish ASCENT, within ** after each ** a report setting forth: (i) reasonable detail the calculation of ** in the Territory during such period (including the Net Sales for the applicable period used in determining Net Sales per Script for such period); and (ii) the calculation of ASCENTWCI's compensation under Section 11 10 with respect to such Net Sales attributable period, including the calculation of gross to Pediatricians with respect to such period net sales (and, in addition to a report for the fourth Agreement QuarterDecember, a report with respect to the entire Agreement Year). (b) Compensation due WCI (or payments due APOTHECON) under Section 10 shall be paid within [REDACTED] days after each Agreement Quarter. (c) BMS shall furnish ASCENT, as of the Effective Date of this Agreement, retail prescription data for the Product on an individual Pediatrician basis for each month in the preceding twelve (12) months sorted by Zip Code with the view to enabling ASCENT to determine the projected base level of sales for each defined ASCENT sales representative territory. (d) The determination of ASCENT's compensation specified in the report shall be made in accordance with Section 11 hereof. (e) All payments to a party under this Agreement shall be made by wire transfer in immediately available funds in legal currency of the United States and shall be delivered to the account of such party designated by it in writing from time to time. (f) The parties will maintain complete and accurate books and records in sufficient detail to enable verification of the detail call activity of ASCENT, the Net Sales of the Product WCI's performance hereunder and the basis for calculating the compensation paid by BMS APOTHECON to ASCENT WCI hereunder. Either party may demand an audit of the other party's relevant books and records in order to verify the other's reports on the aforesaid matters. Upon reasonable prior notice to the party to be audited, the independent public accountants of the other party shall have access to the relevant books and records of the party to be audited in order to conduct a review or audit thereof. Such access shall be available during normal business hours not more than once each calendar year quarter during the Copromotion Term and only for a period until two years after the relevant period in question. The accountants shall be entitled to report its conclusions and calculations to the party requesting the audit, except that in no event shall the accountants disclose the names of customers of either party or the prices prices, discounts, rebates, or other terms of sale charged by BMS APOTHECON for the ProductProducts. The party requesting the audit shall bear the full cost of the performance of any such audit except as hereinafter set forth. If, as a result of any inspection of the books and records of BMSAPOTHECON, it is shown that BMS' APOTHECON's payments to ASCENT WCI under this Agreement were less than the amount which should have been paid, then BMS APOTHECON shall make all payments required to be made to eliminate any discrepancy revealed by said inspection within 30 days after ASCENTWCI's demand therefor. If, as a result of any inspection of the books and records of ASCENTWCI, it is shown that BMSAPOTHECON's reimbursements for funding of costs associated with Funded Activities to ASCENT its funding obligations under this Agreement were more than the amount which should have been paid, then ASCENT WCI shall reimburse BMS APOTHECON for the discrepancy revealed by said inspection within 30 days after BMSAPOTHECON's demand therefor. Furthermore, if the payments were more or less than the amount which should have been paid by an amount in excess of five [REDACTED] percent (5%) [REDACTED] of the payments actually made during the period in question, the party responsible for the discrepancy shall also reimburse the auditing party for its documented out-of-pocket costs of such inspection.

Payments and Reporting. (a) BMS WFHC shall furnish ASCENTEssentia, ** within 60 days after the end of each Agreement Quarter (within 90 days at the end of each Agreement Year), a report setting forth: (i) the retail prescriptions for the Product forth in the Territory that were written or ordered by (x) Pediatricians and (y) other health care professionals during such period, in each case, as determined by **; and (ii) the retail Pediatrician Prescriptions in clause 12(a) (i) above categorized by Pediatrician as sorted by Zip Code; and (iii) a summary report with an explanation of costs associated with Funded Activities. (b) In addition to the reports provided under Section 12 (a) above, BMS shall furnish ASCENT, within ** after each ** a report setting forth: (i) reasonable detail the calculation of ** in the Territory during such period (including the Net Esclim(TM) Sales for the applicable period used in determining Net Sales per Script Attributable to Covered Physicians for such period); and Agreement Quarter (iiand Agreement Year) and the calculation of ASCENTNet ORTHO-EST(R) Sales Attributable to Covered Physicians for such Agreement Quarter (and Agreement Year), and the calculation of Essentia's compensation under Section 11 with respect to such Net Sales attributable to Pediatricians with respect to such period (and, in addition to a report for the fourth Agreement Quarter, with respect to the entire Agreement Year) (c) BMS shall furnish ASCENT, as of the Effective Date of this Agreement, retail prescription data for the Product on an individual Pediatrician basis for each month in the preceding twelve (12) months sorted by Zip Code with the view to enabling ASCENT to determine the projected base level of sales for each defined ASCENT sales representative territory. (d) The determination of ASCENT's compensation specified in the report shall be made in accordance with Section 11 hereof. (eb) All payments to a party under this Agreement shall be made by wire transfer in immediately available funds in legal currency of the United States and shall be delivered to the account of such party designated by it in writing from time to time. (fc) The parties will maintain complete and accurate books and records in sufficient detail to enable verification of the detail call activity of ASCENTNet Esclim(TM) Sales Attributable to Covered Physicians, the Net ORTHO-EST(R) Sales of the Product Attributable to Covered Physicians and the basis for calculating the compensation paid by BMS WFHC to ASCENT Essentia hereunder. Either party may demand an audit of the other party's relevant books and records in order to verify the other's reports on the aforesaid matters. Upon reasonable prior notice to the party to be audited, the independent public accountants of the other party shall have access to the relevant books and records of the party to be audited in order to conduct a review or audit thereof and, in the case of the Esclim(TM) Product, the independent accountants of Laboratoires Fourxxxx X.X. xxxll have access to the books and records of Essentia in order to conduct a review or audit thereof. Such access shall be available during normal business hours not more than once each calendar year during the Copromotion Term and only for a period until two years after the relevant period in question. The accountants shall be entitled to report its their conclusions and calculations to the party requesting the audit, except that in no event shall the accountants disclose the names of customers of either party or the prices prices, discounts, rebates, or other terms of sale charged by BMS WFHC for the ProductProducts. The party requesting the audit shall bear the full cost of the performance of any such audit except as hereinafter set forth. If, as a result of any inspection of the books and records of BMSeither party, it is shown that BMS' such party's payments to ASCENT the other under this Agreement were less than the amount which should have been paid, then BMS the audited party shall make all payments required to be made to eliminate any discrepancy revealed by said inspection within 30 days after ASCENT's demand therefor. If, as a result of any inspection of the books and records of ASCENT, it is shown that BMS's reimbursements for costs associated with Funded Activities to ASCENT under this Agreement were more than the amount which should have been paid, then ASCENT shall reimburse BMS for the discrepancy revealed by said inspection within 30 days after BMSother party's demand therefor. Furthermore, if the payments were less than the amount which should have been paid by an amount in excess of five percent (5%) of the payments actually made during the period in question, the party responsible for the discrepancy shall also reimburse the auditing party for its out-of-pocket costs of such inspection.

Payments and Reporting. (a) BMS shall furnish ASCENTWFHC, ** within 60 days after the end of each Agreement Quarter (within 90 days at the end of each Agreement Year), a report setting forth: (i) the retail prescriptions for the Product forth in the Territory that were written or ordered by (x) Pediatricians and (y) other health care professionals during such period, in each case, as determined by **; and (ii) the retail Pediatrician Prescriptions in clause 12(a) (i) above categorized by Pediatrician as sorted by Zip Code; and (iii) a summary report with an explanation of costs associated with Funded Activities. (b) In addition to the reports provided under Section 12 (a) above, BMS shall furnish ASCENT, within ** after each ** a report setting forth: (i) reasonable detail the calculation of ** in the Territory during such period (including the Net Sales for the applicable period used in determining Net Sales per Script Attributable to Covered Physicians for such periodAgreement Quarter (and Agreement Year); and (ii) , and the calculation of ASCENTWFHC's compensation under Section 11 with respect to such Net Sales attributable to Pediatricians with respect to such period (and, in addition to a report for the fourth Agreement Quarter, with respect to the entire Agreement Year) (c) BMS shall furnish ASCENT, as of the Effective Date of this Agreement, retail prescription data for the Product on an individual Pediatrician basis for each month in the preceding twelve (12) months sorted by Zip Code with the view to enabling ASCENT to determine the projected base level of sales for each defined ASCENT sales representative territory. (d) The determination of ASCENT's compensation specified in the report shall be made in accordance with Section 11 hereof. (eb) All payments to a party under this Agreement shall be made by wire transfer in immediately available funds in legal currency of the United States and shall be delivered to the account of such party designated by it in writing from time to time. (fc) The parties will maintain complete and accurate books and records in sufficient detail to enable verification of the detail call activity of ASCENTWFHC, the Net Sales of the Product attributable to Covered Physicians and the basis for calculating the compensation paid by BMS to ASCENT WFHC hereunder. Either party may demand an audit of the other party's relevant books and records in order to verify the other's reports on the aforesaid matters. Upon reasonable prior notice to the party to be audited, the independent public accountants of the other party shall have access to the relevant books and records of the party to be audited in order to conduct a review or audit thereof. Such access shall be available during normal business hours not more than once each calendar year during the Copromotion Term and only for a period until two years after the relevant period in question. The accountants shall be entitled to report its conclusions and calculations to the party requesting the audit, except that in no event shall the accountants disclose the names of customers of either party or the prices prices, discounts, rebates, or other terms of sale charged by BMS for the Product. The party requesting the audit shall bear the full cost of the performance of any such audit except as hereinafter set forth. If, as a result of any inspection of the books and records of BMS, it is shown that BMS' payments to ASCENT WFHC under this Agreement were less than the amount which should have been paid, then BMS shall make all payments required to be made to eliminate any discrepancy revealed by said inspection within 30 days after ASCENTWFHC's demand therefor. If, as a result of any inspection of the books and records of ASCENTWFHC, it is shown that BMS's ' reimbursements for costs associated with Funded Activities to ASCENT WFHC under this Agreement were more than the amount which should have been paid, then ASCENT WFHC shall reimburse BMS for the discrepancy revealed by said inspection within 30 days after BMS's ' demand therefor. Furthermore, if the payments were less than the amount which should have been paid by an amount in excess of five percent (5%) of the payments actually made during the period in question, the party responsible for the discrepancy shall also reimburse the auditing party for its out-of-pocket costs of such inspection.