Quarterly Royalty Payments. Beginning with the first royalty payment due Tessera from Licensee after the First Addendum Effective Date, royalties shall be calculated and paid in full in quarter annual payment periods ending March 31, June 30, September 30 and December 31 of each year. Beginning with the first such royalty payment, Licensee shall deliver a written report (as shown in Addendum Attachment A) within twenty (20) days from the last day of each quarter annual payment period describing the basis upon and containing the information sufficient to determine the royalties due Tessera for the applicable payment period (by facsimile, with an original by mail courier). Tessera shall then invoice Licensee (by facsimile, with an original by mail courier) for the royalties due Tessera as set forth in each such Licensee written royalty report. Licensee shall then have thirty (30) days from first receipt of Tessera’s invoice to pay the royalties due under Tessera’s invoice. All payments under this Paragraph shall be made in US Dollars by wire transfer to Union Bank of California, 00 Xxxxxxx Xxxx., Xxx Xxxx, XX 00000, Account Name: Tessera, Account No.: 6450148359, Routing No. 000000000, International Swift Code: XXXXXX00, or such other bank or account as Tessera may from time to time designate in writing. The payments of royalties shall be considered to be made as of the day on which such payments are received in Tessera’s designated bank account.
Quarterly Royalty Payments. Separate and apart from IP Purchase Payment and Warrant under Section 1 and the Minimum Annual Royalty Payments under Section 2.1, and subject to Section 2.3 below, Buyer shall provide royalty payments to Seller, payable on a quarterly basis ("Quarterly Royalty Payments"), based on Net Sales by Buyer (or its affiliates, licensees, or subsidiaries) of any device or system developed, in whole or in part, by Xx. Xxxx Xxxxxx under that certain Clinical Advisor and Development Agreement between NuVasive and Xx. Xxxx Xxxxxx dated October 10, 2002, or otherwise enabled by the assignment of the Intellectual Property Rights under Section 1 ("Assigned Technology"), but only to the extent the Quarterly Royalty Payments due Seller during each twelve (12) month period following the Effective Date exceed the Minimum Annual Royalty Payment, according to the following terms:
(a) of Net Sales in the United States;
(b) of Net Sales on direct international sales in countries where patent protection is obtained for the Assigned Technology;
(c) of Net Sales on discounted indirect international dealer sales in countries where patent protection is obtained for the Assigned Technology; and
(d) of Net Sales on international sales in countries where patent protection is not obtained for the Assigned Technology. For purposes of this Agreement, "Net Sales" shall be defined as the actual invoiced price billed to the hospital and/or other professional end users of the Assigned Technology, net of: sales commissions, returns, transportation charges and any applicable taxes.
Quarterly Royalty Payments. Any payment due to Seller under Section 2.2 shall be made by Buyer within thirty (30) days after the end of each calendar quarter and shall be accompanied by an accurate statement of Net Sales of the Assigned Technology and any reduction in Quarterly Royalty Payments based on Section 2.3. The Quarterly Royalty Payments under Section 2.2 shall remain payable and due Seller for the period during which all patent claims covering Assigned Technology resulting from Intellectual Property Rights, or any later acquired patent rights to Assigned Technology developed under that certain Clinical Advisor and Development Agreement between NuVasive and Xx. Xxxx Xxxxxx dated October 10, 2002, remain valid and enforceable.
Quarterly Royalty Payments. All Earned Royalties due by either party to the other party hereunder shall be payable on a calendar quarterly basis. Within sixty (60) days after the end of each Calendar Quarter during the term of this Agreement, each party owing an Earned Royalty under Paragraphs 3.2 or 3.3 shall pay the Earned Royalty owed to the other party through the end of the preceding Calendar Quarter and shall furnish the other party with a written statement setting forth the number of its own Products sold and the Net Sales invoiced during such Calendar Quarter, and the resulting amount of the royalty due under Paragraphs 3.2 and 3.3.
Quarterly Royalty Payments. In respect of Net Sales in all countries in the Rest of Territory, BMS shall, in accordance with Sections 5.9.2 and 5.9.3, be obligated to Otsuka with respect to payment of royalties on all Net Sales of Product by BMS and its Affiliates and Sublicensees, such payments being due each calendar quarter within sixty (60) days of the end of each such quarter. Each royalty payment shall be made in accordance with Section 5.9.6 and shall be accompanied by a report as described in Section 5.9.8. BMS shall pay Otsuka, in a single, consolidated payment, all royalties due on Net Sales in the Rest of Territory in a given calendar quarter, such payment to be in United States Dollars. For purposes of calculating the amount of such royalties due, sales of Product made in currencies other than United States Dollars shall be converted to United States Dollars on the basis of BMS’s customary internal corporate monthly exchange rates (as described in Section 5.9.8) for the last month of the calendar quarter for which remittance is made.
Quarterly Royalty Payments. With each such report submitted, LICENSEE shall pay to RTC the royalties due under this Agreement. If no royalties shall be due, LICENSEE shall so report. 5.4
Quarterly Royalty Payments. Section 2.2 of the IP Purchase Agreement entitled “Quarterly Royalty Payments” is superseded and replaced by the following new Section 2.2:
Quarterly Royalty Payments. Separate and apart from IP Purchase Payment and Warrant under Section 1 and the Minimum Annual Royalty Payments under Section 2.1, and subject to Section 2.3 below, Buyer shall provide royalty payments to Seller, payable on a quarterly basis (“Quarterly Royalty Payments”), based on Net Sales by Buyer (or its affiliates, licensees, or subsidiaries) of any device or system developed, in whole or in part, by Xx. Xxxx Xxxxxx under that certain Clinical Advisor and Development Agreement between NuVasive and Xx. Xxxx Xxxxxx dated October 10, 2002, or otherwise enabled by the assignment of the Intellectual Property Rights under Section 1 (“Assigned Technology”), but only to the extent the Quarterly Royalty Payments due Seller during each twelve (12) month period following the Effective Date exceed the Minimum Annual Royalty Payment, according to the following terms:
(a) For sales in the United States: (i) *** % of Net Sales of fixed axis pedicle screws, single balled rods, and dual balled rods falling under the Assigned Technology; and (ii) *** % of Net Sales of multi-axial pedicle screws falling under the Assigned Technology;
(b) For direct international sales in countries where patent protection is obtained for the Assigned Technology: (i) *** % of Net Sales of fixed axis pedicle screws, single balled rods, and dual balled rods falling under the Assigned Technology; and (ii) *** % of Net Sales of multi-axial pedicle screws falling under the Assigned Technology;
(c) For discounted indirect international dealer sales where patent protection is obtained for the Assigned Technology: (i) *** % of Net Sales of fixed axis pedicle screws, single balled rods, and dual balled rods falling under the Assigned *** Material omitted pursuant to a request for confidential treatment. Technology; and (ii) *** % of Net Sales of multi-axial pedicle screws falling under the Assigned Technology; and
(d) For international sales in countries where patent protection is not obtained for the Assigned Technology: (i) *** % of Net Sales of fixed axis pedicle screws, single balled rods, and dual balled rods falling under the Assigned Technology; and (ii) *** % of Net Sales of multi-axial pedicle screws falling under the Assigned Technology. For purposes of this Agreement, “Net Sales” shall be defined as the actual invoiced price billed to the hospital and/or other professional end-users of the Assigned Technology, net of: sales commissions, returns, transportation charges and any applicable...
Quarterly Royalty Payments. Beginning on the Effective Date of this Agreement, royalties shall be calculated and paid in full in quarter annual payment periods ending March 31, June 30, September 30 and December 31 of each year. Beginning with the first such royalty payment, Licensee shall deliver a written report (as shown in Attachment B) describing the basis upon and containing the information sufficient to determine the royalties due Tessera for the applicable payment period. All payments under this Paragraph shall be made in US Dollars by wire transfer to Union Bank of California, 00 Xxxxxxx Xxxx., Xxx Xxxx, XX 00000, Account Name: Tessera, Account No.: 6450148359, Routing No. 000000000, International Swift Code: XXXXXX00, or such other bank or account as Tessera may from time to time designate in writing. The payments of royalties and submission such reports from Licensee to Tessera under this *Confidential Treatment Requested. Paragraph shall be made within thirty (30) days from the end of each quarter annual payment period and shall be considered to be made as of the day on which such payments are received in Tessera's designated bank account.
Quarterly Royalty Payments. Beginning on the WAVE Effective Date, royalties under this Agreement and under the TCC License shall be calculated and paid in full in quarter annual payment periods ending March 31, June 30, September 30 and December 31 of each year. Beginning with the first such royalty payment, Licensee shall deliver a written report (as shown in Attachments B and C, as applicable) describing the basis upon and containing the information sufficient to determine the royalties due Tessera for the applicable payment period. All payments under this section shall be made in US Dollars by wire transfer to Union Bank of California, 99 Axxxxxx Xxxx., Xxx Xxxx, XX 00000, Xxcount Name: Tessera, Account No.: 6450148359, Routing No. 122000000, Xxternational Swift Code: UBLAXX00, xx such other bank or account as Tessera may from time to time designate in writing. The payments of royalties and submission of such reports from Licensee to Tessera under this section shall be made within thirty (30) days from the end of each such quarter annual payment period and shall be considered to be made as of the day on which such payments are received in Tessera's designated bank account.
