Common use of Quarterly Payment and Milestone Reports Clause in Contracts

Quarterly Payment and Milestone Reports. On or before each Quarterly Payment Deadline, Licensee will deliver to Licensor a true and accurate report, certified by an officer of Licensee, giving such particulars of the business conducted by Licensee, its Affiliates and its Sublicensees (including copies of reports provided by Sublicensees and Affiliates to Licensee) during the preceding Contract Quarter under the Agreement as necessary for Licensor to account for Licensee’s payments, including royalties, hereunder, even if no payments are due. The reports shall continue to be delivered after the termination or expiration of the Agreement until such time as all Licensed Products permitted to be Sold after termination or expiration have been Sold or destroyed. The report shall include: (a) The name of the Licensee, the Patent & Technology License Agreement number, and the period covered by the report; (b) The name of any Affiliates and Sublicensees whose activities are also covered by the report; (c) Identification of each Licensed Product and Licensed Service for which any royalty payments have become payable; (d) Net Sales segregated on a product-by-product basis, and a country-by-country basis, or an affirmative statement that no Sales were made. The report shall also itemize the permitted deductions from the Gross Consideration used to arrive at the resulting Net Sales, on a product-by-product and country-by-country basis; (e) The applicable royalty rate; (f) An affirmative statement of whether any milestones with deadlines in that Contract Quarter under Section 2.4 and any milestones under Section 3.1(b) were met or not, and the resulting Milestone Fee payable; (g) Non-Royalty Sublicensing Consideration received by Licensee segregated on a Sublicense-by-Sublicense basis, or an affirmative statement that none was received; (h) If any consideration was received in currencies other than U.S. dollars, the report shall describe the currency exchange calculations; and (i) Any changes in accounting methodologies used to account for and calculate the items included in the report since the previous report.

Appears in 15 contracts

Samples: Patent & Technology License Agreement, Patent & Technology License Agreement (American Boarding Co), Patent & Technology License Agreement (American Boarding Co)

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Quarterly Payment and Milestone Reports. On or before each Quarterly Payment Deadline, Licensee will deliver to Licensor a true and accurate report, certified by an officer of Licensee, giving such particulars of the business conducted by Licensee, its Affiliates and its Sublicensees (including copies of reports provided by Sublicensees and Affiliates to Licensee) during the preceding Contract Quarter under the Agreement as necessary for Licensor to account for Licensee’s payments, including royalties, payments hereunder, even if no payments are due. The reports shall continue to be delivered after the termination or expiration of the Agreement until such time as all Licensed Products permitted to be Sold after termination or expiration have been Sold or destroyed. Licensee shall provide information in sufficient detail to enable the royalties payable hereunder to be determined and to calculate all of the amounts payable under the Agreement. The report shall include: (a) The name of the Licensee, the Patent & Technology License Agreement number, and the period covered by the report; (b) The name of any Affiliates and Sublicensees whose activities are also covered by the report; (c) Identification of each Licensed Product and Licensed Service for which any royalty payments have become payable; (d) Net Product Sales and Net Service Sales segregated on a product-by-product basis, and a country-by-country basis, or an affirmative statement that no Sales were made. The report shall also itemize the permitted deductions from the Gross Consideration used to arrive at the resulting Net Product Sales and Net Service Sales, on a product-by-product and country-by-country basis; (e) The applicable royalty rate; (f) An affirmative statement of whether any milestones with deadlines in that Contract Quarter under Section 2.4 and any milestones under Section 3.1(b) were met or not, and the resulting Milestone Fee payable; (g) Non-Royalty Sublicensing Consideration received by Licensee segregated on a Sublicense-by-Sublicense basis, or an affirmative statement that none was received; (h) If any consideration was received in currencies other than U.S. dollars, the report shall describe the currency exchange calculations; and (i) Any changes in accounting methodologies used to account for and calculate the items included in the report since the previous report.

Appears in 5 contracts

Samples: Patent License Agreement (TFF Pharmaceuticals, Inc.), Patent License Agreement (TFF Pharmaceuticals, Inc.), Patent License Agreement

Quarterly Payment and Milestone Reports. On or before each Quarterly Payment Deadline, Licensee will deliver to Licensor MD Xxxxxxxx a true and accurate report, certified by an officer of Licensee, giving such particulars of the business conducted by Licensee, its Affiliates and its Sublicensees (including copies of reports provided by Sublicensees and Affiliates to Licensee) during the preceding Contract Quarter under the this Agreement as necessary for Licensor MD Xxxxxxxx to account for Licensee’s payments, including royalties, hereunder, even if no payments are due. The reports shall continue to be delivered after the termination or expiration of the this Agreement until such time as all Licensed Products permitted to be Sold after termination or expiration Sold, if any, have been Sold or destroyed. The report shall include: (a) The name of the Licensee, the Patent & Technology License Agreement numbertitle and date of this Agreement, and the period covered by the report; (b) The name of any Affiliates and Sublicensees whose activities are also covered by the report; (c) Identification of each Licensed Product and Licensed Service for which any royalty payments have become payable; (d) Net Product Sales and Net Service Sales segregated on a product-by-product basisproduct, service-by service, and a country-by-country basis, or an affirmative statement that no Sales were made. The report shall also itemize the permitted deductions from the Gross Consideration used to arrive at the resulting Net Product Sales and Net Service Sales, on a product-by-product product, service-by service, and country-by-country basis; (e) The applicable royalty rate; (f) An affirmative statement of whether any milestones with deadlines in that Contract Quarter under Section Paragraph 2.4 and any milestones under Section 3.1(bParagraph 3.1(c) were met achieved or notnot achieved, and the resulting Milestone Fee payable; (g) Non-Royalty Sublicensing Consideration received by Licensee segregated on a Sublicense-by-Sublicense basis, or an affirmative statement that none was received; (h) If any consideration was received in currencies other than U.S. dollars, the report shall describe the currency exchange calculations; and (i) Any changes in accounting methodologies used to account for and calculate the items included in the report since the previous report.

Appears in 3 contracts

Samples: Patent & Technology License Agreement, Patent & Technology License Agreement, Patent & Technology License Agreement

Quarterly Payment and Milestone Reports. On or before each Quarterly Payment Deadline, Licensee will deliver to Licensor LLU a true and accurate report, certified by an officer of Licensee, giving such particulars of the business conducted by Licensee, its Affiliates and its Sublicensees (including copies of reports provided by Sublicensees and Affiliates to Licensee) during the preceding Contract Quarter under the this Agreement as necessary for Licensor LLU to account for Licensee’s payments, including royalties, hereunder, even if no payments are due. The reports shall continue to be delivered after the termination or expiration of the this Agreement until such time as all Licensed Products permitted to be Sold after termination or expiration Sold, if any, have been Sold or destroyed. The report shall include: (a) The name of the Licensee, the Patent & Technology License Agreement numbertitle and date of this Agreement, and the period covered by the report; (b) The name of any Affiliates and Sublicensees whose activities are also covered by the report; (c) Identification of each Licensed Product and Licensed Service for which any royalty payments have become payable; (d) Net Product Sales and Net Service Sales segregated on a product-by-product basisproduct, service-by service, and a country-by-country basis, or an affirmative statement that no Sales were made. The report shall also itemize the permitted deductions from the Gross Consideration used to arrive at the resulting Net Product Sales and Net Service Sales, on a product-by-product product, service-by service, and country-by-country basis; (e) The applicable royalty rate; (f) An affirmative statement of whether any milestones with deadlines in that Contract Quarter under Section 2.4 and any milestones under Section 3.1(b3.1(c) were met achieved or notnot achieved, and the resulting Milestone Fee payable; (g) Non-Royalty Sublicensing Consideration received by Licensee segregated on a Sublicense-by-Sublicense basis, or an affirmative statement that none was received; (h) If any consideration was received in currencies other than U.S. dollars, the report shall describe the currency exchange calculations; and (i) Any changes in accounting methodologies used to account for and calculate the items included in the report since the previous report.

Appears in 3 contracts

Samples: Patent & Technology License Agreement (ADiTx Therapeutics, Inc.), Patent & Technology License Agreement, Patent & Technology License Agreement (ADiTx Therapeutics, Inc.)

Quarterly Payment and Milestone Reports. On or before each Quarterly Payment Deadline, Licensee will deliver to Licensor a true and accurate report, certified by an officer of Licensee, giving such particulars of the business conducted by Licensee, its Affiliates and its Sublicensees (including copies of reports provided by Sublicensees and Affiliates to Licensee) during the preceding Contract Quarter under the Agreement as necessary for Licensor to account for Licensee’s payments, including royalties, hereunder, even if no payments are due. The reports shall continue to be delivered after the termination or expiration of the Agreement until such time as all Licensed Products permitted to be Sold after termination or expiration have been Sold or destroyed. The report shall include: (a) The name of the Licensee, the Patent & Technology License Agreement number, and the period covered by the report; (b) The name of any Affiliates and Sublicensees whose activities are also covered by the report; (c) Identification of each Licensed Product and Licensed Service for which any royalty payments have become payable; (d) Net Product Sales and Net Service Sales segregated on a product-by-product basis, and a country-by-country basis, or an affirmative statement that no Sales were made. The report shall also itemize the permitted deductions from the Gross Consideration used to arrive at the resulting Net Product Sales and Net Service Sales, on a product-by-product and country-by-country basis; (e) The applicable royalty rate; (f) An affirmative statement of whether any milestones with deadlines in that Contract Quarter under Section 2.4 and any milestones under Section 3.1(b) were met or not, and the resulting Milestone Fee payable; (g) Non-Royalty Sublicensing Consideration received by Licensee segregated on a Sublicense-by-Sublicense basis, or an affirmative statement that none was received; (h) If any consideration was received in currencies other than U.S. dollars, the report shall describe the currency exchange calculations; and (i) Any changes in accounting methodologies used to account for and calculate the items included in the report since the previous report.

Appears in 2 contracts

Samples: Patent & Technology License Agreement, Patent License Agreement

Quarterly Payment and Milestone Reports. On or before each Quarterly Payment Deadline, Licensee will deliver to Licensor a true and accurate report, certified by an officer of Licensee, giving such particulars of the business conducted by Licensee, its Affiliates and its Sublicensees (including copies of reports provided by Sublicensees and Affiliates to Licensee) during the preceding Contract Quarter under the Agreement as necessary for Licensor to account for Licensee’s payments, including royalties, payments hereunder, even if no payments are due. The reports shall continue to be delivered after the termination or expiration of the Agreement until such time as all Licensed Products permitted to be Sold sold after termination or expiration have been Sold sold or destroyed. Licensee shall provide information in sufficient detail to enable the royalties payable hereunder to be determined and to calculate all of the amounts payable under the Agreement. The report shall include: (a) The name of the Licensee, the Patent & Technology License Agreement number, and the period covered by the report; (b) The name of any Affiliates and Sublicensees whose activities are also covered by the report; (c) Identification of each Licensed Product and Licensed Service for which any royalty payments have become payable; (d) Net Product Sales segregated on a product-by-product basis, and a country-by-country basis, or an affirmative statement that no Sales were made. The report shall also itemize the permitted deductions from the Gross Consideration gross revenue used to arrive at the resulting Net Sales, Product Sales on a product-by-product and country-by-country basis; (e) The applicable royalty rate; (f) An affirmative statement of whether any milestones with deadlines in that Contract Quarter under Section 2.4 and any milestones under Section 3.1(b) were met or not, and the resulting Milestone Fee payable;; [***]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 406 of the Securities Act of 1933, as amended. Confidential treatment has been requested with respect to this information. Licensee: AEMase Inc. CONFIDENTIAL Exclusive PLA (g) Non-Royalty Sublicensing Consideration received by Licensee segregated on a Sublicense-by-Sublicense basis, or an affirmative statement that none was received; (h) If any consideration was received in currencies other than U.S. dollars, the report shall describe the currency exchange calculations; and (i) Any changes in accounting methodologies used to account for and calculate the items included in the report since the previous report.

Appears in 2 contracts

Samples: Patent License Agreement (Aeglea BioTherapeutics, Inc.), Patent License Agreement (Aeglea BioTherapeutics, Inc.)

Quarterly Payment and Milestone Reports. On or before each Except in the case of payments under Sections 3.1, 3.8 and 3.9, all payments are due by the Quarterly Payment DeadlineDeadline for the respective Contract Quarter during the term of the Agreement, at which time Licensee will also deliver to Licensor a true and accurate report, certified by an the chief financial officer or similar officer of Licensee, giving such particulars of the business conducted by Licensee, its Affiliates and its Sublicensees (including copies of reports provided by Sublicensees and Affiliates to Licensee) Sublicensees, if any exist, during the preceding Contract Quarter under the Agreement as necessary for Licensor to account for Licensee’s paymentspayments hereunder. This report will include the information called for in Exhibit A-1 to the extent applicable. Simultaneously with the delivery of each such report, including royaltiesLicensee agrees to pay Licensor the amount due, hereunderif any, for the period of such report. These reports are required even if no payments are due. The reports Notwithstanding the foregoing, if Licensee does not receive payment and a report from a Sublicensee sufficient to enable Licensee to meet its obligations under the foregoing, at least ten (10) business days in advance of the date on which payment and the report is due to Licensor in accordance with the foregoing, then Licensee shall still submit the report as scheduled with whatever information is available, together with a description of the Sublicensee’s delay failure. This report will affirmatively state whether or not each particular form of license consideration (e.g., Milestone Fees, running royalties, minimum royalties, scheduled license fees, annual maintenance fees, Sublicense Fees, or assignment fee) was earned in such period and, if so, the method of calculation. This report will be prepared and delivered in a form as is reasonably appropriate and acceptable to Licensor, which shall include the information described in Exhibit A-2 to the extent relevant, plus other information reasonably requested by Licensor from time to time. Licensee will continue to be delivered deliver quarterly reports to Licensor after the termination or expiration of the Agreement until such time as all Licensed Products permitted to be Sold after termination or expiration have been Sold or destroyed. The report shall include: Within forty-five (a45) The name days following the end of each Contract Year, whether or not there have been Sales of Licensed Products or Licensed Services, Licensee will deliver to Licensor a true and accurate written progress report, certified by the chief operating officer or similar officer of Licensee, the Patent & Technology License Agreement number, and the period covered by the report; (b) The name of any Affiliates and Sublicensees whose activities are also covered by the report; (c) Identification of each Licensed Product and Licensed Service for which any royalty payments have become payable; (d) Net Sales segregated on a product-by-product basis, and a country-by-country basis, or an affirmative statement that no Sales were made. The report shall also itemize the permitted deductions from the Gross Consideration used to arrive at the resulting Net Sales, on a product-by-product and country-by-country basis; (e) The applicable royalty rate; (f) An affirmative statement of whether any milestones with deadlines in that Contract Quarter under Section 2.4 and any milestones under Section 3.1(b) were met or not, and the resulting Milestone Fee payable; (g) Non-Royalty Sublicensing Consideration received by Licensee segregated on a Sublicense-by-Sublicense basis, or an affirmative statement that none was received; (h) If any consideration was received in currencies other than U.S. dollars, the report shall describe the currency exchange calculations; and summarizes (i) Any changes Licensee’s efforts and accomplishments during the preceding Contract Year in accounting methodologies used developing and/or commercializing Licensed Products and Licensed Services, and (ii) Licensee’s development and commercialization plans with respect to account Licensed Products and Licensed Services for the upcoming Contract Year. Within that same timeframe, Licensee will obtain and calculate provide to Licensor a like report from any Affiliate or Sublicensee. The annual report will be prepared and delivered in a form as is reasonably appropriate and acceptable to Licensor, which will include the items included information described in Exhibit A-2 to the extent relevant, plus other information reasonably requested by Licensor from time to time. If the Effective Date is within the last three months of the Contract Year, then the annual report will not be required at the end of that Contract Year, but the report since for the previous reportfollowing Contract Year shall cover activities for the stub period of that first Contract Year.

Appears in 2 contracts

Samples: Patent License Agreement, Patent License Agreement

Quarterly Payment and Milestone Reports. On or before each Quarterly Payment Deadline, Licensee will deliver to Licensor a true and accurate report, certified by an officer of Licensee, giving such particulars of the business conducted by Licensee, its Affiliates and its Sublicensees (including copies of reports provided by Sublicensees and Affiliates to Licensee) during the preceding Contract Quarter under the Agreement as necessary for Licensor to account for Licensee’s payments, including royalties, hereunder, even if no payments are due. The reports shall continue to be delivered after the termination or expiration of the Agreement until such time as all Licensed Products permitted to be Sold after termination or expiration have been Sold or destroyed. The report shall include: (a) The name of the Licensee, the Patent & Technology License Agreement number, and the period covered by the report; (b) The name of any Affiliates and Sublicensees whose activities are also covered by the report; (c) Identification of each Licensed Product and Licensed Service for which any royalty payments have become payable; (d) Net Product Sales and Net Service Sales segregated on a product-by-product basis, and a country-by-country basis, or an affirmative statement that no Sales were made. The report shall also itemize the permitted deductions from the Gross Consideration used to arrive at the resulting Net Product Sales and Net Service Sales, on a product-by-product and country-by-country basis; (e) The applicable royalty rate; (f) An affirmative statement of whether any milestones with deadlines in that Contract Quarter under Section 2.4 and any milestones under Section 3.1(b) were met or not, and the resulting Milestone Fee payable; (g) Non-Royalty Sublicensing Consideration received by Licensee segregated on a Sublicense-by-Sublicense basis, or an affirmative statement that none was received; (h) If any consideration was received in currencies other than U.S. dollars, the report shall describe the currency exchange calculations; and (i) Any changes in accounting methodologies used to account for and calculate the items included in the report since the previous report.

Appears in 1 contract

Samples: Patent License Agreement

Quarterly Payment and Milestone Reports. On Immediately starting after the first Sale of a Licensed Product or Licensed Service and thereafter, on or before each Quarterly Payment Deadline, Licensee will deliver to Licensor a true and accurate report, certified by an officer of Licensee, giving such particulars of the Licensee: Regulus Therapeutics Inc. CONFIDENTIAL Exclusive License (Life Sciences) Licensor: UT Southwestern Medical Center business conducted by Licensee, its Affiliates and its Sublicensees (including copies of reports provided by Sublicensees and Affiliates to Licensee) during the preceding Contract Quarter under the Agreement as necessary for Licensor to account for Licensee’s payments, including royalties, hereunder, even if no payments are due. The reports shall continue to be delivered after the termination or expiration of the Agreement until such time as all Licensed Products permitted to be Sold after termination or expiration have been Sold or destroyed. The report shall include: (a) The name of the Licensee, the Patent & Technology License Agreement number, and the period covered by the report; (b) The name of any Affiliates and Sublicensees whose activities are also covered by the report; (c) Identification of each Licensed Product and Licensed Service for which any royalty payments have become payable; (d) Net Product Sales and Net Service Sales segregated on a product-by-product basis, and a country-by-country basis, or an affirmative statement that no Sales were made. The report shall also itemize the permitted deductions from the Gross Consideration used to arrive at the resulting Net Product Sales and Net Service Sales, on a product-by-product and country-by-country basis; (e) The applicable royalty rate; (f) An affirmative statement of whether any milestones with deadlines in that Contract Quarter under Section 2.4 and any milestones under Section 3.1(b3.1(c) were met or not, and the resulting Milestone Fee payable; (g) Non-Royalty Sublicensing Consideration received by Licensee segregated on a Sublicense-by-Sublicense basis, or an affirmative statement that none was received; (h) If any consideration was received in currencies other than U.S. dollars, the report shall describe the currency exchange calculations; and (ih) Any changes in accounting methodologies used to account for and calculate the items included in the report since the previous report.

Appears in 1 contract

Samples: Patent & Technology License Agreement (Regulus Therapeutics Inc.)

Quarterly Payment and Milestone Reports. On or before each Quarterly Payment Deadline, Licensee will deliver to Licensor a true and accurate report, certified by an officer of Licensee, report giving such particulars of the business conducted by Licensee, its Affiliates and its Sublicensees (including copies of reports provided by Sublicensees and Affiliates to Licensee) during the preceding Contract Quarter under the Agreement as necessary for Licensor to account for Licensee’s payments, including royalties, payments hereunder, even if no payments are due. The reports shall continue to be delivered after the termination or expiration of the Agreement until such time as all Licensed Products permitted to be Sold after termination or expiration have been Sold or destroyed. Licensee shall provide information in sufficient detail to enable the royalties payable hereunder to be determined and to calculate all of the amounts payable under the Agreement. The report shall include: (a) The name of the Licensee, the Patent & Technology License Agreement number, and the period covered by the report; (b) The name of any Affiliates and Sublicensees whose activities are also covered by the report; (c) Identification of each Licensed Product and Licensed Service for which any royalty payments have become payable, including information regarding each Licensed Product Lease sufficient to allow Licensor to calculate the amount of Net Lease Sales owed for such Licensed Product Leases; (d) Net Product Sales, Net Lease Sales and Net Service Sales segregated on a product-by-product basis, and a country-by-country basis, or an affirmative statement that no Sales were made. The report shall also itemize the permitted deductions from the Gross Consideration used to arrive at the resulting Net Product Sales, Net Lease Sales and Net Service Sales, on a product-by-product and country-by-country basis; (e) The applicable royalty rate; (f) An affirmative statement of whether any milestones with deadlines in that Contract Quarter under Section 2.4 and any milestones under Section 3.1(b) were met or not, and the resulting Milestone Fee payable; (g) Non-Royalty Sublicensing Consideration received by Licensee segregated on a Sublicense-by-Sublicense basisbasis and indicating which Patent Rights were sublicensed, or an affirmative statement that none was received; (h) If any consideration was received in currencies other than U.S. dollars, the report shall describe the currency exchange calculations; and (i) Any changes in accounting methodologies used to account for and calculate the items included in the report since the previous report.

Appears in 1 contract

Samples: Patent License Agreement (Energy Exploration Technologies, Inc.)

Quarterly Payment and Milestone Reports. On or before each Quarterly Payment Deadline, Licensee will deliver to Licensor a true and accurate report, certified by an officer of Licensee, giving such particulars of the business conducted by Licensee, its Affiliates and its Sublicensees (including copies of reports provided by Sublicensees and Affiliates to Licensee) during the preceding Contract Quarter under the Agreement as necessary for Licensor to account for Licensee’s payments, including royalties, hereunder, even if no payments are due. The reports shall continue to be delivered after the termination or expiration of the Agreement until such time as all Licensed Products permitted to be Sold after termination or expiration have been Sold or destroyed. The report shall be in the format of Exhibit B, and shall include: (a) The name of the Licensee, the Patent & Technology License Agreement number, and the period covered by the report;; Licensee: Blue Water Vaccines, Inc.OTC Exclusive License (Life Sciences) CONFIDENTIAL (b) The name of any Affiliates and Sublicensees whose activities are also covered by the report; (c) Identification of each Licensed Product and Licensed Service for which any royalty payments have become payable; (d) Net Product Sales and Net Service Sales segregated on a product-by-product basis, and a country-by-country basis, or an affirmative statement that no Sales were made. The report shall also itemize the permitted deductions from the Gross Consideration used to arrive at the resulting Net Product Sales and Net Service Sales, on a product-by-product and country-by-country basis; (e) The applicable royalty rate; (f) An affirmative statement of whether any milestones with deadlines in that Contract Quarter under Section 2.4 and any milestones under Section 3.1(b) were met or not, and the resulting Milestone Fee payable; (g) Non-Royalty Sublicensing Consideration received by Licensee segregated on a Sublicense-by-Sublicense basis, or an affirmative statement that none was received; (h) If any consideration was received in currencies other than U.S. dollars, the report shall describe the currency exchange calculations; and (i) Any changes in accounting methodologies used to account for and calculate the items included in the report since the previous report. In addition, within 45 days of achieving each of the milestone obligations per Section 2.4(b) and within 30 days of achieving the milestones per Section 3.1(b), Licensee will submit a report to Licensor detailing the achievement of such milestone. For cash Milestone Fees, details of any calculation shall follow the requirements of reporting per this Section 4.1 (a) through (i).

Appears in 1 contract

Samples: Patent & Technology License Agreement (Blue Water Biotech, Inc.)

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Quarterly Payment and Milestone Reports. On or before each Quarterly Payment Deadline, Licensee will deliver to Licensor a true and accurate report, certified by an officer of Licensee, giving such particulars of the business conducted by Licensee, its Affiliates and its Sublicensees (including copies of reports provided by Sublicensees and Affiliates to Licensee) during the preceding Contract Quarter under the Agreement as necessary for Licensor to account for Licensee’s payments, including royalties, hereunder, even if no payments are due. The reports shall continue to be delivered after the termination or expiration of the Agreement until such time as all Licensed Products permitted to be Sold after termination or expiration have been Sold or destroyed. Licensee shall provide information in sufficient detail to enable the royalties payable hereunder to be determined and to calculate all of the amounts payable under the Agreement. The report shall include: (a) The name of the Licensee, the Patent & Technology License Agreement number, and the period covered by the report; (b) The name of any Affiliates and Sublicensees whose activities are also covered by the report; (c) Identification of each Licensed Product and Licensed Service for which any royalty payments have become payable; (d) Net Product Sales and Net Service Sales segregated on a product-by-product basis, and a country-by-country basis, or an affirmative statement that no Sales were made. The report shall also itemize the permitted deductions from the Gross Consideration used to arrive at the resulting Net Product Sales and Net Service Sales, on a product-by-product and country-by-country basis; (e) The applicable royalty rate; (f) An affirmative statement of whether any milestones with deadlines in that Contract Quarter under Section 2.4 and any milestones under Section 3.1(b) were met or not, and the resulting Milestone Fee payable; (g) Non-Royalty Sublicensing Consideration received by Licensee segregated on a Sublicense-by-Sublicense basis, or an affirmative statement that none was received; (h) If any consideration was received in currencies other than U.S. dollars, the report shall describe the currency exchange calculations; and (i) Any changes in accounting methodologies used to account for and calculate the items included in the report since the previous report.

Appears in 1 contract

Samples: Patent License Agreement (Premier Biomedical Inc)

Quarterly Payment and Milestone Reports. On or before each Quarterly Payment Deadline, Licensee will deliver to Licensor a true and accurate report, certified by an officer of Licensee, giving such particulars of the business conducted by Licensee, its Affiliates and its Sublicensees (including copies of reports provided by Sublicensees and Affiliates to Licensee) during the preceding Contract Quarter under the Agreement as necessary for Licensor to account for Licensee’s payments, including royalties, hereunder, even if no payments are due. The reports shall continue to be delivered after the termination or expiration of the Agreement until such time as all Licensed Products permitted to be Sold after termination or expiration have been Sold or destroyed. The report shall include: (a) The name of the Licensee, the Patent & Technology License Agreement number, and the period covered by the report; (b) The name of any Affiliates and Sublicensees whose activities are also covered by the report; (c) Identification of each Licensed Product and Licensed Service for which any royalty payments have become payable; (d) Net Product Sales and Net Service Sales segregated on a product-by-product basis, and a country-by-country basis, or an affirmative statement that no Sales were made. The report shall also itemize the permitted deductions from the Gross Consideration used to arrive at the resulting Net Product Sales and Net Service Sales, on a product-by-product and country-by-country basis; (e) The applicable royalty rate; (f) An affirmative statement of whether any milestones with deadlines in that Contract Quarter under Section 2.4 and any milestones under Section 3.1(b) were met or not, and the resulting Milestone Fee payable; (g) Non-Royalty Sublicensing Consideration received by Licensee segregated on a Sublicense-by-Sublicense basis, or an affirmative statement that none was received; (h) If any consideration was received in currencies other than U.S. dollars, the report shall describe the currency exchange calculations; and (i) Any changes in accounting methodologies used to account for and calculate the items included in the report since the previous report.

Appears in 1 contract

Samples: Patent & Technology License Agreement

Quarterly Payment and Milestone Reports. On or before each Quarterly Payment Deadline, Licensee will deliver to Licensor a true and accurate report, certified by an officer of Licensee, giving such particulars of the business conducted by Licensee, its Affiliates and its Sublicensees (including copies of reports provided by Sublicensees and Affiliates to Licensee) during the preceding Contract Quarter under the Agreement as necessary for Licensor to account for Licensee’s payments, including royalties, hereunder, even if no payments are due. The reports shall continue to be delivered after the termination or expiration of the Agreement until such time as all Licensed Products permitted to be Sold after termination or expiration have been Sold or destroyed. The report shall include: (a) The name of the Licensee, the Patent & Technology License Agreement number, and the period covered by the report; (b) The name of any Affiliates and Sublicensees whose activities are also covered by the report; (c) Identification of each Licensed Product and Licensed Service for which any royalty payments have become payable; (d) Net Sales segregated on a product-by-product basis, and a country-by-country basis, or an affirmative statement that no Sales were made. The report shall also itemize the permitted deductions from the Gross Consideration used to arrive at the resulting Net Sales, on a product-by-product and country-by-country basis; (e) The applicable royalty rate; (f) An affirmative statement of whether any milestones with deadlines in that Contract Quarter under Section 2.4 and any milestones under Section 3.1(b) were met or not, and the resulting Milestone Fee payable; (g) Non-Royalty Sublicensing Consideration received by Licensee segregated on a Sublicense-by-Sublicense basis, or an affirmative statement that none was received; (h) If any consideration was received in currencies other than U.S. dollars, the report shall describe the currency exchange calculations; and (i) Any changes in accounting methodologies used to account for and calculate the items included in the report since the previous report.

Appears in 1 contract

Samples: Patent & Technology License Agreement (Microlin Bio, Inc.)

Quarterly Payment and Milestone Reports. On or before each Quarterly Payment Deadline, Licensee will deliver to Licensor a true and accurate report, certified by an officer of Licensee, giving such particulars of the business conducted by Licensee, its Affiliates and its Sublicensees (including copies of reports provided by Sublicensees and Affiliates to Licensee) during the preceding Contract Quarter under the Agreement as necessary for Licensor to account for Licensee’s payments, including royalties, payments hereunder, even if no payments are due. The reports shall continue to be delivered after the termination or expiration of the Agreement until such time as all Licensed Products permitted to be Sold after termination or expiration have been Sold or destroyed. Licensee shall provide information in sufficient detail to enable the royalties payable hereunder to be determined and to calculate all of the amounts payable under the Agreement. The report shall include: (a) The name of the Licensee, the Patent & Technology License Agreement number, and the period covered by the report; (b) The name of any Affiliates and Sublicensees whose activities are also covered by the report; (c) Identification of each Licensed Product and Licensed Service for which any royalty payments have become payable; (d) Net Product Sales and Net Service Sales segregated on a product-by-product basis, and a country-by-country basis, or an affirmative statement that no Sales were made. The report shall also itemize the permitted deductions from the Gross Consideration used to arrive at the resulting Net Product Sales and Net Service Sales, on a product-by-product and country-by-country basis; (e) The applicable royalty rate;; Licensee: TFF Pharmaceuticals, Inc. CONFIDENTIAL Amended and Restated Patent License Agreement (f) An affirmative statement of whether any milestones with deadlines in that Contract Quarter under Section 2.4 and any milestones under Section 3.1(b3.1(a) were met or not, and the resulting Milestone Fee payable; (g) Non-Royalty Sublicensing Consideration received by Licensee segregated on a Sublicense-by-Sublicense basis, or an affirmative statement that none was received; (h) If any consideration was received in currencies other than U.S. dollars, the report shall describe the currency exchange calculations; and (i) Any changes in accounting methodologies used to account for and calculate the items included in the report since the previous report.

Appears in 1 contract

Samples: Patent License Agreement (TFF Pharmaceuticals, Inc.)

Quarterly Payment and Milestone Reports. On or before each Quarterly Payment Deadline, Licensee will deliver to Licensor a true and accurate report, certified by an officer of Licensee, giving such particulars of the business conducted by Licensee, its Affiliates and its Sublicensees (including copies of reports provided by Sublicensees and Affiliates to Licensee) during the preceding Contract Quarter under the Agreement as necessary for Licensor to account for Licensee’s payments, including royalties, payments hereunder, even if no payments are due. The reports shall continue to be delivered after the termination or expiration of the Agreement until such time as all Licensed Products permitted to be Sold sold after termination or expiration have been Sold sold or destroyed. Licensee shall provide information in sufficient detail to enable the royalties payable hereunder to be determined and to calculate all of the amounts payable under the Agreement. The report shall include: (a) The name of the Licensee, the Patent & Technology License Agreement number, and the period covered by the report; (b) The name of any Affiliates and Sublicensees whose activities are also covered by the report; (c) Identification of each Licensed Product and Licensed Service for which any royalty payments have become payable; (d) Net Product Sales segregated on a product-by-product basis, and a country-by-country basis, or an affirmative statement that no Sales were made. The report shall also itemize the permitted deductions from the Gross Consideration gross revenue used to arrive at the resulting Net Sales, Product Sales on a product-by-product and country-by-country basis; (e) The applicable royalty rate;; Licensee: Aeglea BioTherapeutics, Inc. CONFIDENTIALExclusive PLA The University of Texas at Austin Page 9 Agreement No. PM1401501 US 4915892v.1 (f) An affirmative statement of whether any milestones with deadlines in that Contract Quarter under Section 2.4 and any milestones under Section 3.1(b) were met or not, and the resulting Milestone Fee payable; (g) Non-Royalty Sublicensing Consideration received by Licensee segregated on a Sublicense-bySublicense Agreement -by-Sublicense Agreement basis, or an affirmative statement that none was received; (h) If any consideration was received in currencies other than U.S. dollars, the report shall describe the currency exchange calculations; and (i) Any changes in accounting methodologies used to account for and calculate the items included in the report since the previous report.

Appears in 1 contract

Samples: Patent License Agreement (Aeglea BioTherapeutics, Inc.)

Quarterly Payment and Milestone Reports. On or before each Quarterly Payment Deadline, Licensee will deliver to Licensor a true and accurate report, certified by an officer of Licensee, giving such particulars of the business conducted by Licensee, its Affiliates and its Sublicensees (including copies of reports provided by Sublicensees and Affiliates to Licensee) during the preceding Contract Quarter under the Agreement as necessary for Licensor to account for Licensee’s payments, including royalties, payments hereunder, even if no payments are due. The reports shall continue to be delivered after the termination or expiration of the Agreement until such time as all Licensed Products permitted to be Sold after termination or expiration have been Sold or destroyed. Licensee shall provide information in sufficient detail to enable the royalties payable hereunder to be determined and to calculate all of the amounts payable under the Agreement. The report shall include: (a) The name of the Licensee, the Patent & Technology License Agreement number, and the period covered by the report; (b) The name of any Affiliates and Sublicensees whose activities are also covered by the report; (c) Identification of each Licensed Product and Licensed Service for which any royalty payments have become payable;; Licensee: Synthetic Biologics, Inc. CONFIDENTIAL Exclusive PLA Exhibit A (d) Net Product Sales and Net Service Sales segregated on a product-by-product basis, and a country-by-country basis, or an affirmative statement that no Sales were made. The report shall also itemize the permitted deductions from the Gross Consideration used to arrive at the resulting Net Product Sales and Net Service Sales, on a product-by-product and country-by-country basis; (e) The applicable royalty rate; (f) An affirmative statement of whether any milestones with deadlines in that Contract Quarter under Section 2.4 and any milestones under Section 3.1(b) were met or not, and the resulting Milestone Fee payable; (g) Non-Royalty Sublicensing Consideration received by Licensee segregated on a Sublicense-by-Sublicense basis, or an affirmative statement that none was received; (h) If any consideration was received in currencies other than U.S. dollars, the report shall describe the currency exchange calculations; and (i) Any changes in accounting methodologies used to account for and calculate the items included in the report since the previous report.

Appears in 1 contract

Samples: Patent License Agreement (Synthetic Biologics, Inc.)

Quarterly Payment and Milestone Reports. On or before each Quarterly Payment Deadline, Licensee will deliver to Licensor a true and accurate report, certified by an officer of Licensee, giving such particulars of the business conducted by Licensee, its Affiliates and its Sublicensees (including copies of reports provided by Sublicensees and Affiliates to Licensee) during the preceding Contract Quarter under the Agreement as necessary for Licensor to account for Licensee’s payments, including royalties, hereunder, even if no payments are due. The reports shall continue to be delivered after the termination or expiration of the Agreement until such time as all Licensed Products permitted to be Sold after termination or expiration have been Sold or destroyed. The report shall include: (a) The name of the Licensee, the Patent & Technology License Agreement number, and the period covered by the report; (b) The name of any Affiliates and Sublicensees whose activities are also covered by the report; (c) Identification of each Licensed Product and Licensed Service for which any royalty payments have become payable; (d) Net Product Sales and Net Service Sales segregated on a product-by-product basis, and a country-by-country basis, or an affirmative statement that no Sales were made. The report shall also itemize the permitted deductions from the Gross Consideration used to arrive at the resulting Net Product Sales and Net Service Sales, on a product-by-by- product and country-by-country basis; (e) The applicable royalty rate; (f) An affirmative statement of whether any milestones with deadlines in that Contract Quarter under Section 2.4 and any milestones under Section 3.1(b) were met or not, and the resulting Milestone Fee payable; (g) Non-Royalty Sublicensing Consideration received by Licensee segregated on a Sublicense-Sublicense- by-Sublicense basis, or an affirmative statement that none was received; (h) If any consideration was received in currencies other than U.S. dollars, the report shall describe the currency exchange calculations; and (i) Any changes in accounting methodologies used to account for and calculate the items included in the report since the previous report.

Appears in 1 contract

Samples: Patent License Agreement

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