Common use of Reporting and Payment Clause in Contracts

Reporting and Payment. (a) Unless otherwise provided hereunder, Company will compute all amounts payable to Label and Orchard pursuant to the Term Sheet and any other payments accrued hereunder **** (such proceeds and other monies, the “Wholesale Fees”). (b) In connection with ****, Company will send within **** thereafter: (1) to Label (i) an accounting statement covering the calculation and determination of Wholesale Fees and other sums so accrued and payable in respect of the **** in the format set out in Part II of Exhibit B (each, a “Financial Statement”), such statement covering both SME Materials and Orchard Materials; and (ii) a machine-readable report containing the data and information described in (and otherwise in accordance with) the relevant reporting specifications attached hereto as Part I of Exhibit B (each, a “****”) relating to SME Materials only; and (2) to Orchard (i) a Financial Statement covering Orchard Materials only; and (ii) a **** relating to Orchard Materials only. **** and Financial Statements shall only be deemed received by Label and Orchard once uploaded by Company in an appropriate form to the correct directory on Label’s and Orchard’s FTP servers using access credentials issued by Label and Orchard; provided that Label and Orchard shall be solely responsible for procuring that access to such server is available to Company at all relevant times. (c) Upon receipt of each Financial Statement, Label will prepare and send to Company a full invoice in respect of Wholesale Fees due in relation to SME Materials, and will procure that Orchard prepares and sends to Company a full invoice in respect of Wholesale Fees due in relation to Orchard Materials. Company shall thereafter pay **** (i) Wholesale Fees due in relation to SME Materials that have accrued and are payable to the Label into the bank account designated by Label for such purpose from time-to-time; and (ii) Wholesale Fees due in relation to Orchard Materials that have accrued and are payable to the Label into the bank account designated by Orchard for such purpose from time-to-time, in both cases **** following the date of the relevant invoice. At the same time that Company makes a payment into Label’s bank account, Company shall send an email indicating the amount paid to the email address(es) designated from time to time by Label (as of the Effective Date, such email address designated by Label is ****). For the avoidance of doubt, Label agrees that Company’s payment of Orchard’s share of Wholesale Fees directly to Orchard shall discharge Company’s obligation to account to Label for Orchard’s share of Wholesale Fees hereunder. (d) All amounts payable hereunder, ****. Such exchange rate shall be reported by Company to Label in Financial Statements. (e) Company shall pay ****, on any required payment hereunder that is not made ****, without prejudice to any other rights Label may have in connection with ****.

Reporting and Payment. (a) Unless otherwise provided hereunder, Company will compute all amounts payable to Label and Orchard pursuant to the Term Sheet and any other payments accrued hereunder **** on a country-by-country basis as of the end of each calendar month hereunder (such proceeds and other monies, the “Wholesale Fees”). (b) In connection with ****each such calendar month, Company will send within **** thereafter: (1) to Label (i) an accounting statement covering the calculation and determination of Wholesale Fees and other sums so accrued and payable in respect of the **** calendar month concerned in the country concerned in the format set out in Part II of Exhibit B (each, a “Financial Statement”), such statement covering both SME Materials and Orchard Materials; and (ii) a machine-readable report containing the data and information described in (and otherwise in accordance with) the relevant reporting specifications attached hereto as Part I of Exhibit B (each, a “****Monthly Report”) relating to SME Materials only; and (2) to Orchard (i) a Financial Statement covering Orchard Materials only; and (ii) a **** Monthly Report relating to Orchard Materials only. **** Monthly Reports and Financial Statements shall only be deemed received by Label and Orchard once uploaded by Company in an appropriate form to the correct directory on Label’s and Orchard’s FTP servers using access credentials issued by Label and Orchard; provided that Label and Orchard shall be solely responsible for procuring that access to such server is available to Company at all relevant times. (c) Upon receipt of each Financial Statement, Label will prepare and send to Company a full invoice in respect of Wholesale Fees due in relation to SME Materials, and will procure that Orchard prepares and sends to Company a full invoice in respect of Wholesale Fees due in relation to Orchard Materials. Company shall thereafter pay **** (i) Wholesale Fees due in relation to SME Materials that have accrued and are payable to the Label into the bank account designated by Label for such purpose from time-to-time; and (ii) Wholesale Fees due in relation to Orchard Materials that have accrued and are payable to the Label into the bank account designated by Orchard for such purpose from time-to-time, in both cases **** following the date of the relevant invoice. At the same time that Company makes a payment into Label’s bank account, Company shall send an email indicating the amount paid to the email address(es) designated from time to time by Label (as of the Effective Date, such email address designated by Label is ****). For the avoidance of doubt, Label agrees that Company’s payment of Orchard’s share of Wholesale Fees directly to Orchard shall discharge Company’s obligation to account to Label for Orchard’s share of Wholesale Fees hereunder. (d) All amounts payable hereunder, whether or not ****, shall be made in United States Dollars. To the extent that any amounts payable hereunder are required to be converted from a currency other than United States Dollars, such conversion shall be made based on the average exchange rate for such other currency published by Reuters for the relevant calendar month. Such exchange rate shall be reported by Company to Label in Financial Statements. (e) Company shall pay interest at the rate of ****, from the date due, on any required payment hereunder that is not made ****on or before its due date, without prejudice to any other rights Label may have in connection with such delinquency. ***** Confidential portion omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment.