Common use of Remittance of Royalties Clause in Contracts

Remittance of Royalties. (a) The amount of any royalty payments due hereunder shall be calculated as of the end of each six-month period ending June 30 and December 31, and such payments shall be made within sixty (60) days after the end of such period. Each payment shall be accompanied by a report setting forth: (i) Net Sales of each Licensed Product by Therapeutics and its Affiliates on a country-by-country basis, and (ii) net revenue received by Therapeutics or any of its Affiliates under any Sublicense. Additionally, such report shall set forth the calculation of the accompanying royalty payment. (b) The amount of all royalty payments shall be calculated, and all payments shall be made in U.S. dollars to the extent possible. Conversion of Net Sales from any foreign currency shall be made at the New York foreign exchange selling rates applicable to trading among banks in amounts of one million dollars and more, as quoted at 3 p.m. Eastern time by Bankers Trust Co. in New York on June 30 or December 31, as the case may be, or if such day is not a business day, on the preceding business day. (c) Therapeutics shall be permitted to deduct or withhold from any royalty payments and pay to the proper authority any and all taxes or fees required by law or regulation to be deducted or withheld with respect to such payments, and all such taxes or fees shall be for the individual accounts of both Samaritan and RI-MUHC. Therapeutics will obtain and send to both Samaritan and RI-MUHC any receipts for such payments. (d) If at any time exchange controls or other restrictions or conditions beyond the control of Therapeutics prevent the prompt remittance of the royalties in any country, both Samaritan and RI-MUHC agree that Therapeutics or its Affiliate or Sublicensee may make such payments by depositing the amount thereof in local currency to Samaritan and RI-MUHC individual accounts in a bank or other depository in such country. (e) Royalties payable under Section 3 hereof or any other license granted to LICENSEE by LICENSOR pursuant to or in connection with the Master Agreement, shall be computed only once with respect to any Net Sales of any products or any Sublicenses, regardless of the number of licenses or patents which relate to a given product or Sublicense. (f) Therapeutics shall make any individual payments due to Samaritan or RI-MUHC under this Agreement by check payable to “Samaritan Pharmaceuticals” or “Research Institute at XxXxxx University Health Center” respectively. Any such checks shall state that the payment is in connection with the “Exclusive License Agreement — [insert short name for technology], dated , between Samaritan Pharmaceuticals and Samaritan Therapeutics. Such checks shall be mailed to: Samaritan Pharmaceuticals , or such other person or address as requested in writing by Samaritan; or , Director, Research & Technology Development Services, Research Institute at XxXxxx University Health Center, , or such other person or address as requested in writing by RI-MUHC, respectively. (g) In connection with the calculation of the amount of any royalty payments due hereunder, Therapeutics shall receive credit for (1) any and all costs, expenses and/or fees related to patent prosecution, maintenance and enforcement, paid by Therapeutics or its Affiliates including any such amounts paid by Therapeutics to Samaritan as a reimbursement therefore pursuant to the Master Agreement; and (2) costs, expenses and fees relating to product development, clinical trials and the FDA approval process and/or any other Regulatory Approval process but only to the extent that a Sublicensee expressly reimburses Therapeutics for such costs, expenses and fees.

Remittance of Royalties. (a) The amount of any royalty payments due hereunder shall be calculated as of the end of each six-month period ending June 30 and December 31, and such payments shall be made within sixty (60) days after the end of such period. Each payment shall be accompanied by a report setting forth: (i) Net Sales of each Licensed Product by Therapeutics Samaritan and its Affiliates on a country-by-country basis, and (ii) net revenue received by Therapeutics Samaritan or any of its Affiliates under any Sublicense. Additionally, such report shall set forth the calculation of the accompanying royalty payment. (b) The amount of all royalty payments shall be calculated, and all payments shall be made in U.S. dollars to the extent possible. Conversion of Net Sales from any foreign currency shall be made at the New York foreign exchange selling rates applicable to trading among banks in amounts of one million dollars and more, as quoted at 3 p.m. Eastern time by Bankers Trust Co. in New York on June 30 or December 31, as the case may be, or if such day is not a business day, on the preceding business day. (c) Therapeutics Samaritan shall be permitted to deduct or withhold from any royalty payments and pay to the proper authority any and all taxes or fees required by law or regulation to be deducted or withheld with respect to such payments, and all such taxes or fees shall be for the individual accounts account of both Samaritan and RI-MUHC. Therapeutics Samaritan will obtain and send to both Samaritan and RI-MUHC any receipts for such payments. (d) If at any time exchange controls or other restrictions or conditions beyond the control of Therapeutics Samaritan prevent the prompt remittance of the royalties in any country, both Samaritan and RI-MUHC agree agrees that Therapeutics Samaritan or its Affiliate or Sublicensee may make such payments by depositing the amount thereof in local currency to Samaritan and RI-MUHC individual accounts MUHC’s account in a bank or other depository in such country. (e) Royalties payable under Section 3 hereof or any other license granted to LICENSEE Samaritan by LICENSOR RI-MUHC pursuant to or in connection with the Master Agreement, shall be computed only once with respect to any Net Sales of any products or any Sublicenses, regardless of the number of licenses or patents which relate to a given product or Sublicense. (f) Therapeutics Samaritan shall make any individual payments due to Samaritan or RI-MUHC under this Agreement by check payable to “Samaritan Pharmaceuticals” or “Research Institute at XxXxxx University Health Center.” respectively. Any such checks shall state that the payment is in connection with the “Exclusive License Agreement — [insert short name for technology], dated , between Samaritan Pharmaceuticals Research Institute at XxXxxx University Health Center and Samaritan Therapeutics. Pharmaceuticals, Inc.” Such checks shall be mailed to: Samaritan Pharmaceuticals , or such other person or address as requested in writing by Samaritan; or , Director, Research & Technology Development Services, Research Institute at XxXxxx University Health Center University Medical Center, , or such other person or address as requested in writing by RI-MUHC, respectively. (g) In connection with the calculation of the amount of any royalty payments due hereunder, Therapeutics Samaritan shall receive credit for (1) any and all costs, expenses and/or fees related to patent prosecution, maintenance and enforcement, paid by Therapeutics Samaritan or its Affiliates including any such amounts paid by Therapeutics Samaritan to Samaritan RI-MUHC as a reimbursement therefore pursuant to the Master Agreement; and (2) costs, expenses and fees relating to product development, clinical trials and the FDA approval process and/or any other Regulatory Approval process but only to the extent that a Sublicensee expressly reimburses Therapeutics Samaritan for such costs, expenses and fees.

Remittance of Royalties. (a) The amount of any royalty payments due hereunder shall be calculated as of the end of each six-month period ending June 30 and December 31, and such payments shall be made within sixty (60) days after the end of such period. Each payment shall be accompanied by a report setting forth: (i) Net Sales of each Licensed Product by Therapeutics Samaritan and its Affiliates on a country-by-country basis, and (ii) net revenue received by Therapeutics Samaritan or any of its Affiliates under any Sublicense. Additionally, such report shall set forth the calculation of the accompanying royalty payment. (b) The amount of all royalty payments shall be calculated, and all payments shall be made in U.S. dollars to the extent possible. Conversion of Net Sales from any foreign currency shall be made at the New York foreign exchange selling rates applicable to trading among banks in amounts of one million dollars and more, as quoted at 3 p.m. Eastern time by Bankers Trust Co. in New York on June 30 or December 31, as the case may be, or if such day is not a business day, on the preceding business day. (c) Therapeutics Samaritan shall be permitted to deduct or withhold from any royalty payments and pay to the proper authority any and all taxes or fees required by law or regulation to be deducted or withheld with respect to such payments, and all such taxes or fees shall be for the individual accounts account of both Georgetown. Samaritan and RI-MUHC. Therapeutics will obtain and send to both Samaritan and RI-MUHC Georgetown any receipts for such payments. (d) If at any time exchange controls or other restrictions or conditions beyond the control of Therapeutics Samaritan prevent the prompt remittance of the royalties in any country, both Georgetown agrees that Samaritan and RI-MUHC agree that Therapeutics or its Affiliate or Sublicensee may make such payments by depositing the amount thereof in local currency to Samaritan and RI-MUHC individual accounts Georgetown's account in a bank or other depository in such country. (e) Royalties payable under Section 3 hereof or any other license granted to LICENSEE by LICENSOR pursuant to or in connection with the Master Agreement, shall be computed only once with respect to any Net Sales of any products or any Sublicenses, regardless of the number of licenses or patents which relate to a given product or Sublicense. (f) Therapeutics shall make any individual payments due to Samaritan or RI-MUHC under this Agreement by check payable to “Samaritan Pharmaceuticals” or “Research Institute at XxXxxx University Health Center” respectively. Any such checks shall state that the payment is in connection with the “Exclusive License Agreement — [insert short name for technology], dated , between Samaritan Pharmaceuticals and Samaritan Therapeutics. Such checks shall be mailed to: Samaritan Pharmaceuticals , or such other person or address as requested in writing by Samaritan; or , Director, Research & Technology Development Services, Research Institute at XxXxxx University Health Center, , or such other person or address as requested in writing by RI-MUHC, respectively. (g) In connection with the calculation of the amount of any royalty payments due hereunder, Therapeutics shall receive credit for (1) any and all costs, expenses and/or fees related to patent prosecution, maintenance and enforcement, paid by Therapeutics or its Affiliates including any such amounts paid by Therapeutics to Samaritan as a reimbursement therefore pursuant to the Master Agreement; and (2) costs, expenses and fees relating to product development, clinical trials and the FDA approval process and/or any other Regulatory Approval process but only to the extent that a Sublicensee expressly reimburses Therapeutics for such costs, expenses and fees.

Remittance of Royalties. (a) The amount of any royalty payments due hereunder shall be calculated as of the end of each six-month period ending June 30 and December 31, and such payments shall be made within sixty (60) days after the end of such period. Each payment shall be accompanied by a report setting forth: (i) Net Sales of each Licensed Product by Therapeutics Samaritan and its Affiliates on a country-by-country basis, and (ii) net revenue received by Therapeutics Samaritan or any of its Affiliates under any Sublicense. Additionally, such report shall set forth the calculation of the accompanying royalty payment. (b) The amount of all royalty payments shall be calculated, and all payments shall be made in U.S. dollars to the extent possible. Conversion of Net Sales from any foreign currency shall be made at the New York foreign exchange selling rates applicable to trading among banks in amounts of one million dollars and more, as quoted at 3 p.m. Eastern time by Bankers Trust Co. in New York on June 30 or December 31, as the case may be, or if such day is not a business day, on the preceding business day. (c) Therapeutics Samaritan shall be permitted to deduct or withhold from any royalty payments and pay to the proper authority any and all taxes or fees required by law or regulation to be deducted or withheld with respect to such payments, and all such taxes or fees shall be for the individual accounts account of both Georgetown. Samaritan and RI-MUHC. Therapeutics will obtain and send to both Samaritan and RI-MUHC Georgetown any receipts for such payments. (d) If at any time exchange controls or other restrictions or conditions beyond the control of Therapeutics Samaritan prevent the prompt remittance of the royalties in any country, both Georgetown agrees that Samaritan and RI-MUHC agree that Therapeutics or its Affiliate or Sublicensee may make such payments by depositing the amount thereof in local currency to Samaritan and RI-MUHC individual accounts Georgetown's account in a bank or other depository in such country. (e) Royalties payable under Section 3 hereof or any other license granted to LICENSEE Samaritan by LICENSOR Georgetown pursuant to or in connection with the Master Agreement, shall be computed only once with respect to any Net Sales of any products or any Sublicenses, regardless of the number of licenses or patents which relate to a given product or Sublicense. (f) Therapeutics Samaritan shall make any individual payments due to Samaritan or RI-MUHC under this Agreement by check payable to “Samaritan Pharmaceuticals” or “Research Institute at XxXxxx University Health Center” respectively. "Georgetown University." Any such checks shall state that the payment is in connection with the “"Exclusive License Agreement — -- [insert short name for technology], dated ______________, between Samaritan Pharmaceuticals Georgetown University and Samaritan Therapeutics. Pharmaceuticals, Inc." Such checks shall be mailed to: Samaritan Pharmaceuticals ________________, or such other person or address as requested in writing by Samaritan; or , Director, Research & Technology Development Services, Research Institute at XxXxxx University Health Center, , or such other person or address as requested in writing by RI-MUHC, respectivelyGeorgetown. (g) In connection with the calculation of the amount of any royalty payments due hereunder, Therapeutics Samaritan shall receive credit for (1) any and all costs, expenses and/or fees related to patent prosecution, maintenance and enforcement, paid by Therapeutics Samaritan or its Affiliates including any such amounts paid by Therapeutics Samaritan to Samaritan Georgetown University as a reimbursement therefore pursuant to the Master Agreement; and (2) costs, expenses and fees relating to product development, clinical trials and the FDA approval process and/or any other Regulatory Approval process but only to the extent that a Sublicensee expressly reimburses Therapeutics Samaritan for such costs, expenses and fees.