Reporting and Reconciliation. For transactions provided for under this Agreement, EZCheck will provide Merchant with transaction volume reporting and transaction fee record keeping in a format and manner to be determined by EZCheck. Merchant agrees to notify EZCheck promptly of any discrepancies between Merchant’s records or bank statements and the information in the reports provided by EZCheck. If Merchant fails to notify EZCheck within 60 days of the transaction of any such discrepancy or funding error, Merchant shall be precluded from asserting any losses, claims or liability against EZCheck arising from such discrepancies or errors.
Reporting and Reconciliation. Ablynx shall, within […***…] following the end of the first Research Term Year during the Research Program Term and thereafter […***…] following that date, deliver to Merck a written report detailing the number of FTEs actually utilized during said Research Term Year for the performance of Research Program activities under such Research Program, including a description of the activities performed (and Merck shall have the right to audit Ablynx’s records in connection therewith in accordance with Section 5.8, mutatis mutandis). […***…], then at the end of said Research Term Year, Ablynx shall invoice Merck for the additional FTEs actually utilized during said Research Term Year in accordance with the applicable FTE rate, and Merck shall pay the invoiced amount within […***…] from receipt of said invoice. For clarity, in no event shall Ablynx be entitled to receive payment for (and Ablynx shall be solely responsible for) any and all FTEs which are in excess of the number of FTEs authorized to be utilized to conduct the Research Program activities during such period as set forth in the applicable Work Plans.
Reporting and Reconciliation. Wherever possible and practicable, prior to any Funding Event any external Shared Development Costs incurred in accordance with the binding parts of the Development Budget shall initially be invoiced to and borne by Pfizer, but shall be subject to reimbursement in accordance with this Section 5.4.4. All other Shared Development Costs incurred in accordance with the binding parts of the Development Budget shall initially be borne by the Party incurring such costs and shall thereafter be subject to reimbursement in accordance with this Section 5.4.4. Each Party shall report to the other Party, within [***] after the end of each Pfizer US Quarter, the Shared Development Costs incurred by such Party during such Pfizer Quarter. Such report shall specify in reasonable detail all amounts included in such Shared Development Costs during such Pfizer Quarter (broken down by activity), and out-of-pocket costs shall be allocated to the extent possible to a specific activity in the applicable binding part of the Research and Development Plan. Each such report shall enable the receiving Party to compare the reported Shared Development Costs against the applicable binding part of the Development Budget previously approved by the JSC, on both a quarterly basis and a cumulative basis for each activity. The Parties shall seek to resolve any questions related to such accounting statements within [***] following receipt by each Party of the other Party’s report hereunder. Following such resolution, BioNTech shall prepare a reconciliation report for the Shared Development Costs for such Pfizer Quarter (including as against the binding parts of the Development Budget) and shall either (a) deliver an invoice to Pfizer for any amounts due to BioNTech as a result of reconciliation or (b) notify Pfizer that it should issue an invoice to BioNTech for any amounts due to Pfizer as a result of reconciliation. Any such invoice from BioNTech to Pfizer shall be payable within [***] from receipt by Pfizer. Prior to any Funding Event, any such invoice from Pfizer to BioNTech shall not be payable upon receipt, but shall be accounted as BioNTech Deferred Development Costs and shall be payable in accordance with the mechanism described in Section 5.4.2. Following any Funding Event, any such such invoice from Pfizer to BioNTech shall be payable within [***] from receipt by Pfizer.
Reporting and Reconciliation. (i) Within [*] in which there is a Collaboration Product for which one or both Parties are attempting to negotiate a Partnering Agreement pursuant to this Section 6.1, each Party shall report to the JOC or (JFC, if formed) the total of all Partnering Costs it incurred in such quarter with respect to such Collaboration Product. If one Party incurred more such Partnering Costs during such quarter, then the JOC shall promptly send the other Party an invoice for [*]. The other Party shall pay the amount of such invoice to the first Party within [*] of the date of such invoice.
(ii) Within [*] following the execution of a Partnering Agreement entered into pursuant to this Section 6.1, each Party shall report to the JOC or (JFC, if formed) the Partnering Costs it incurred during such quarter with respect to such Partnering Agreement and the Licensing Revenues it received during such quarter with respect to such Partnering Agreement. Within [*] after receipt of such reports, the JOC shall calculate the amount of any payment due from one Party to another to achieve the allocation of Partnering Costs and Licensing Revenue set forth in Section 6.1(c) and shall send such Party an invoice for such amount. The invoiced Party shall pay the amount of such invoice to the other Party within [*] of the date of such invoice.
(iii) Either Party may audit, in accordance with the procedures set forth in Section 10.7, the accuracy of the other Party’s reports pursuant to this Section 6.1(d). [*] Confidential treatment requested; certain information omitted and filed separately with the SEC.
Reporting and Reconciliation. Ambrx shall, within forty-five (45) days following the end of each Calendar Quarter during the Research Term, deliver to Agensys a written report detailing the number of FTEs actually utilized in such Calendar Quarter for the performance of Research Program activities and MTA activities, including a description of the activities performed (and Agensys shall have the right to audit Ambrx’s records in connection therewith in accordance with Section 5.6, mutatis mutandis). In the event that the number of FTEs actually utilized in such Calendar Quarter is less than the number of FTEs for which Agensys made payment in advance pursuant to Section 5.1, 5.2.1, or 5.2.2, then at Agensys’ option, Ambrx shall either refund or credit Agensys for the difference between the payment made by Agensys and the actual payment due for such FTEs (provided that if Agensys opts for a refund, such refund shall be made by Ambrx within thirty (30) days following notice by Agensys thereof and if Agensys opts for a credit, Agensys shall be entitled to a credit against any future FTE amounts payable by Agensys pursuant to this Section 5.2). For clarity, in no event shall Ambrx be entitled to receive payment for (and Ambrx shall be solely responsible for) any and all FTEs in a given Calendar Quarter which are in excess of the number of FTEs authorized to be utilized to conduct the Research Program activities in such Calendar Quarter as set forth in the Research Plan, an MTA or as otherwise expressly approved in writing by the JPT. In all events Ambrx shall be entitled to receive payment for at least two (2) FTEs in a given Calendar Quarter.
Reporting and Reconciliation. (i) Within sixty (60) days after the end of each calendar quarter following the first receipt of revenues under this Agreement (which may be either from Net Sales or Licensing Revenue), Nuvelo shall prepare and submit to Archemix a statement of quarterly Product Profit and Loss, prepared on an accrual basis in accordance with GAAP in substantially the form attached as Exhibit H, which shall include a calculation of the equalization payment which is necessary to cause the ratio of the participation of Nuvelo and Archemix in the Product Profit and Loss for such quarter on an accrual basis to be seventy-five percent/twenty-five percent (75%/25%), respectively (the “Financial Statement”). The reports and equalization payments for the fourth quarter of the fiscal year may include reconciliations and year-end adjustments with respect to previous quarters. All payments required by this Section 7.5 shall be made concurrently with the submittal of the Financial Statement or, if a payment is due from Archemix to Nuvelo, within ten (10) days after receipt thereof by Archemix. Nuvelo will provide to Archemix such supporting information for the Financial Statement as Archemix may reasonably request. Archemix may audit, in accordance with the procedures set forth in Article 8, the accuracy of Nuvelo’s submissions pursuant to this Section 7.5(b)(i).
(ii) By way of example, on an accrual basis, if during a particular quarter Nuvelo realized revenues from Licensed Products for which Archemix has exercised its
Reporting and Reconciliation. Within 30 days after the Effective Date, NewCo and Microsoft will agree on a quarterly reporting mechanism to exchange information about the gross revenue portion of Net Revenue that each party transacts during the prior quarter, the information necessary to calculate Net Revenue for such period, as well as any remittances it made to the other during such period. Within 30 days after the Effective Date, NewCo and Microsoft will also agree on a quarterly true-up process to validate (a) the total Net Revenue for such period, (b) the cumulative Revenue Share Service Fee paid to Microsoft to date for the relevant Contract Year, and (c) any further remittances by NewCo to Microsoft needed to pay unpaid Revenue Share Service Fees payable for the relevant Contract Year in accordance with Section 7.2. NewCo and Microsoft will agree on a mechanism for submitting any such remittances required as a result of this true-up process. Any disputes related to Section 7.2.2 or this Section 7.3 (to the extent related thereto) will be resolved through Formal Escalation and, if that does not resolve the dispute, Expedited Arbitration.
Reporting and Reconciliation. Ambrx shall, within [***] days following the end of each Calendar Quarter during the Research Program Term, deliver to Merck a ***Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. written report detailing the number of FTEs actually utilized in such Calendar Quarter for the performance of Research Program activities, including a description of the activities performed (and Merck shall have the right to audit Ambrx’s records in connection therewith in accordance with Section 5.7, mutatis mutandis). In the event that the number of FTEs actually utilized in such Calendar Quarter is less than the number of FTEs for which Merck made payment in advance pursuant to Section 5.2.1, then at Merck’s option, Ambrx shall either refund or credit Merck for the difference between the payment made by Merck and the actual payment due for such FTEs (provided that if Merck opts for a refund, such refund shall be made by Ambrx within [***] days following notice by Merck thereof and if Merck opts for a credit, Merck shall be entitled to a credit against any future FTE amounts payable by Merck pursuant to this Section 5.2). For clarity, in no event shall Ambrx be entitled to receive payment for (and Ambrx shall be solely responsible for) any and all FTEs in a given Calendar Quarter which are in excess of the number of FTEs authorized to be utilized to conduct the Research Program activities in such Calendar Quarter as set forth in the applicable Research Plan or as otherwise expressly approved in writing by the Committee.
Reporting and Reconciliation. Within thirty (30) days after the end of each calendar quarter during the term of the Research Program, Curis will provide to Wyeth a report setting forth the number of Curis FTE Scientists devoted to the Research Program in such calendar quarter along with their names and titles. In the event that Curis shall, in any calendar quarter, devote to the conduct of the Research Program a number of Curis FTE Scientist that is less than the then current Curis Staffing Level, Curis shall in good faith endeavor to devote, at its own expense, additional Curis FTE Scientists to the conduct of the Research Program in subsequent calendar quarters to make up for the shortfall (the “Additional FTE Scientists”). If, despite Curis’ good faith efforts to make up any shortfall in number of Curis FTE Scientists devoted to the Research Program, it is determined at the end of each calendar year during the term of the Research Program that Curis has, over such calendar year, utilized less than the number of Curis FTE Scientists funded by Wyeth hereunder, Curis shall within thirty (30) days after such determination refund to Wyeth the excess Research Program funding provided to Curis under Section 3.4.1 above, which refund shall be equal to the FTE Rate multiplied by the difference between (x) the number (in the aggregate) of Curis FTE Scientists that were funded by Wyeth over the calendar year of the Research Program in accordance with Section 3.4.1 and (y) the actual number of Curis FTE Scientists, in the aggregate, that were devoted to the Research Program during such calendar year of the Research Program. For example, if the number of Curis FTE Scientists funded by Wyeth during the calendar year of the Research Program was eight ([**]) and Curis, in fact, only utilized [**] ([**]) Curis FTE Scientists during the calendar year of the Research Program,, Curis would refund [**] ($[**]) to Wyeth (i.e. [**] x $[**]).
Reporting and Reconciliation. Within fifteen (15) days after the end of each calendar quarter during negotiation of, or following the execution of, a Partnering Agreement, each Party shall provide a written report to the JSC (with a copy to the other Party) specifying and documenting, both in reasonable detail, the Licensing Revenues it received, and Partnering Costs that it incurred, during such quarter with respect to such Partnering Agreement. Within thirty (30) days after the end of each such calendar quarter, the JSC shall provide each Party with an accounting in reasonable detail of the Parties’ Partnering Costs and Licensing Revenues for such quarter, and the JSC shall promptly direct by written notice the remittance between the Parties of a payment that will result in the sharing of Licensing Revenues and Partnering Costs as set forth in Section 4.3. All payments required by this Section 4.4 shall be made within thirty (30) days after receipt of a written notice. Each Party shall keep detailed records of the Partnering Costs it incurs, and all Licensing Revenues it receives, including all supporting documentation for such costs and revenues. Each Party shall keep such records for at least three (3) years after the date that such expense was incurred or revenue received. Either Party may audit, in accordance with the procedures set forth in Section 7.4, such records for the sole purpose of verifying the accuracy of the other Party’s reports pursuant to this Section 4.4.
