Reports and Payments in General Sample Clauses

Reports and Payments in General. If Galapagos exercises its Co-Promotion Option with respect to a Co-Promotion Product, each Party shall report to the other Party, within […***…] ([…***…]) days after the end of each Calendar Quarter following such exercise, with regard to Net Sales and Allowable Expenses incurred by such Party for such Co-Promotion Product during such Calendar Quarter in the Co-Promotion Territory in a manner sufficient to enable the other Party to comply with its reporting requirements; provided that in the case of the first Calendar Quarter for which such report is due, each Party shall additionally report all Allowable Expenses incurred by such Party prior to such Calendar Quarter with respect to such Co-Promotion Product. Such report shall specify in reasonable detail all deductions allowed in the calculation of such Net Sales and all expenses included in Allowable Expenses. Within […***…] ([…***…]) days after the end of each Calendar Quarter (or for the last Calendar Quarter in a Calendar Year, […***…] ([…***…]) days after the end of such Calendar Quarter), the Parties shall reconcile all Net Sales and Allowable Expenses to ascertain whether there is a Net Profit or Net Loss and payments shall be made as set forth in subsections (i) and (ii) below, as applicable. (i) If there is a Net Profit for such Calendar Quarter, then Xxxxxx shall reimburse Galapagos for Allowable Expenses incurred by Galapagos in such Calendar Quarter and shall pay to Galapagos, an amount equal to […***…] percent ([…***…]%) of the Net Profit for such Calendar Quarter within […***…] ([…***…]) days after the end of each Calendar Quarter; or (ii) If there is a Net Loss for such Calendar Quarter, then the Party that has borne less than its share of the Allowable Expenses in such Calendar Quarter shall make a reconciling payment to the other Party within […***…] ([…***…]) days after the end of each Calendar Quarter to assure that each Party bears its share of such Allowable Expenses during such Calendar Quarter. A sample calculation for determining the Net Profits and Net Losses is attached hereto as Schedule 6.10.1.
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Reports and Payments in General. (i) Each Party shall report to the other Party, within thirty (30) days after the end of each Quarter, the Net Sales and Allowable Expenses incurred by such Party for each Collaboration Compound or Product during such Quarter (or in the case of COLLABORATOR, the corresponding PFIZER Quarter) in each country in the Territory in a manner sufficient to enable the other Party to comply with its financial reporting requirements and on a line item basis consistent with the budgetary line items set forth in the Pre‑Launch Commercialization Plan and Budget or Annual Commercialization Plan and Budget, as applicable (except that the first such report shall report with respect to Allowable Expenses incurred from the Cost Sharing Effective Date through the end of such Quarter or PFIZER Quarter, as applicable). Such report shall specify in reasonable detail all deductions allowed in the calculation of such Net Sales and all expenses included in Allowable Expenses for such Collaboration Compound or Product, and, if requested by a Party, any invoices or other supporting documentation for any payments to a Third Party in respect of Allowable Expenses that individually exceed [*] (or such other amount as may be specified by the JEC from time to time) shall be promptly provided not more than thirty (30) days after receipt of a request therefor. [*] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the Securities and Exchange Commission. (ii) For purposes of determining Allowable Expenses and Net Profit/Net Loss, neither Party shall be required to record the actual FTE hours worked and all such FTE expenses shall be charged at the budgeted amount. Out‑of‑pocket costs will be charged based on actual expenses incurred. Each Party shall calculate, and maintain records of, out-of-pocket Allowable Expenses incurred by it in the same manner as used by it for other products which it has developed. Within sixty (60) days after the end of each Quarter (commencing with the Quarter beginning July 1, 2007) (or for the last Quarter in a Year, sixty (60) days after the end of such Quarter), the Parties shall reconcile all Net Sales and Allowable Expenses on a country-by-country basis to ascertain whether there is a Net Profit/Net Loss with respect to any Product in each such country, and not later than [*] following such reconciliation the Parties’ or their local Affiliates in suc...
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Reports and Payments in General. With respect to each Product, BMS shall report to PDL, within [****]* after the end of each [****]*, with regard to Net Sales and Allowable Expenses (including any Allowable Expenses that are incurred by BMS prior to Launch of such Product) for such Product during such quarter in the U.S. Each such report shall specify in reasonable detail all deductions allowed in the calculation of such Net Sales and all expenses included in Allowable Expenses, and, if requested by PDL, any invoices or other supporting documentation for any payments to a Third Party that individually exceed [****]* shall be promptly provided. Within [****]* after the end of each [****]* (or for the last [****]* in a [****]*,[****]* after the end of [****]*), BMS shall reconcile all Net Sales and Allowable Expenses to ascertain whether there is an Operating Profit or an Operating Loss and payments shall be made as set forth in paragraphs (i) and (ii) below, as applicable. (i) If there is an Operating Profit for such quarter, then BMS shall pay to PDL an amount equal to [****]* of the Operating Profit for such quarter within [****]* subsequent to BMS’ preparation of such reconciliation; or (ii) If there is an Operating Loss for such quarter, then PDL shall make a reconciling payment to BMS to assure that PDL bears its share of such Operating Loss during such quarter within [****]* subsequent to PDL’s receipt of such reconciliation.
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Reports and Payments in General. Each Party shall report to the other Party, within *** days after the end of each Calendar Quarter, with regard to Net Sales and Allowable Expenses incurred by such Party for Net Profit/Loss Split Products during such Calendar Quarter in a manner sufficient to enable the other Party to comply with its reporting requirements. Such report shall specify in reasonable detail all deductions allowed in the calculation of such Net Sales and all expenses included in Allowable Expenses. Within *** days after the end of each Calendar Quarter, the Parties shall reconcile all Net Sales and Allowable Expenses to ascertain whether there is a Net Profit or Net Loss and payments shall be made as set forth in subsections (i) and (ii) below, as applicable. (i) If there is a Net Profit for such Calendar Quarter, then AbbVie shall reimburse Receptos for Allowable Expenses incurred by Receptos in such Calendar Quarter and shall pay to Receptos, an amount equal to *** percent (***) of the Net Profit for such Calendar Quarter within *** days after the end of each Calendar Quarter; or (ii) If there is a Net Loss for such Calendar Quarter, then the Party that has borne less than its share of the Allowable Expenses in such Calendar Quarter shall make a reconciling payment to the other Party within *** days after the end of each Calendar Quarter to assure that each Party bears its share of such Allowable Expenses during such Calendar Quarter.
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Reports and Payments in General. In the event that MyoKardia exercises its DCM1 [***] Option, Sanofi shall report to MyoKardia, within sixty (60) days * Confidential Information, indicated by [***], has been omitted from this filing and filed separately with the Securities and Exchange Commission after the end of each Calendar Quarter following such exercise, the [***], as applicable, with respect to the [***] Products, along with an itemized statement of gross invoiced sales, deductions from gross sales to achieve Net Sales, and all expenses included in the calculation of Allowable Expenses. a) If there is a [***] for such Calendar Quarter, then Sanofi shall pay, concurrently with the provision of such report, to MyoKardia MyoKardia’s portion of such [***] in accordance with Section 1.1.1 of this Exhibit J-1; or b) If there is a Net Loss for such Calendar Quarter, then MyoKardia shall pay, within thirty (30) days after its receipt of such report, to Sanofi MyoKardia’s portion of such Net Loss in accordance with Section 1.1.1 of this Exhibit J-1. * Confidential Information, indicated by [***], has been omitted from this filing and filed separately with the Securities and Exchange Commission
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Reports and Payments in General. Within [**] after the end of each Calendar Quarter, Solid will report to Ultragenyx the preliminary Allowable Expenses, and within [**] after the end of each Calendar Quarter, will submit to Ultragenyx the final report of Allowable Expenses, made or to be made by Solid with respect to each Income Share Product in the Option Territory for the just-ended Calendar Quarter. Ultragenyx will report to Solid, within [**] after the end of each Calendar Quarter a preliminary report, and within [**] after the end of each Calendar Quarter, the complete report, in each case, of the outstanding amount a Party will be responsible for paying to the other Party such that the Parties share Net Income or Net Losses, as applicable, with respect to the Income Share Product in accordance with the percentages set forth in Section 1 of this Exhibit B (such report, the “Initial Balancing Report”), along with [**]. Following Ultragenyx’s issuance of the Initial Balancing Report, the Parties will have [**] to discuss such Initial Balancing Report, after which Ultragenyx will issue to Solid a final balancing report which will reflect all of Solid’s reasonable and substantiated comments with respect to the corresponding Initial Balancing Report (such final report, the “Final Balancing Report”). Based on the Final Balancing Report, one Party will make a balancing payment (the “Balancing Payment”) to the other Party as follows: (a) If, based on such Final Balancing Report, Ultragenyx is responsible for making a Balancing Payment to Solid for such Calendar Quarter, then Solid will invoice Ultragenyx for the amount due and Ultragenyx will pay, within [**] after the date of the Initial Balancing Report, the amount due to Solid minus credits for a portion of, or all of, any amounts due from Solid to Ultragenyx (if any), in an amount not to exceed the aggregate amount of such invoice (regardless of whether related to the specific Income Share Product); or (b) If, based on such Final Balancing Report, Solid is responsible for making a Balancing Payment to Ultragenyx for such Calendar Quarter, then Ultragenyx will invoice Solid for the amount due and Solid will pay, within [**] after the date of the Initial Balancing Report, the amount due to Ultragenyx minus credits for a portion of, or all of, any amounts due from Ultragenyx to Solid (if any), in an amount not to exceed the aggregate amount of such invoice (regardless of whether related to the specific Income Share Product).
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Related to Reports and Payments in General

  • Reports and Payments All Returns (as defined below in clause (c) of this Section) required to be filed by or on behalf of the Borrower, the Guarantors, or any member of the Controlled Group (hereafter collectively called the “Tax Group”) have been duly filed on a timely basis or appropriate extensions have been obtained and such Returns are and will be true, complete and correct, except where the failure to so file would not be reasonably expected to cause a Material Adverse Change; and all Taxes shown to be payable on the Returns or on subsequent assessments with respect thereto will have been paid in full on a timely basis, and no other Taxes will be payable by the Tax Group with respect to items or periods covered by such Returns, except in each case to the extent of (i) reserves reflected in the Financial Statements and the Interim Financial Statements, or (ii) taxes that are being contested in good faith. The reserves for accrued Taxes reflected in the financial statements delivered to the Lenders under this Agreement are adequate in the aggregate for the payment of all unpaid Taxes, whether or not disputed, for the period ended as of the date thereof and for any period prior thereto, and for which the Tax Group may be liable in its own right, as withholding agent or as a transferee of the assets of, or successor to, any Person.

  • Royalty Reports and Payments After the first sale of a Product on which royalties are payable by a Party hereunder, such Party shall make quarterly written reports to the other Party within sixty (60) days after the end of each calendar quarter, stating in each such report, separately the number, description, and aggregate Net Sales, by territory, of each such Product sold during the calendar quarter upon which a royalty is payable under Section 6.3 or Section 6.4 above, as applicable. Concurrently with the making of such reports, such Party shall pay to the other Party royalties due at the rates specified in Section 6.3 or Section 6.4 above, as applicable.

  • Statements and Payments The Fig Share and the Developer Royalty shall be paid by Developer and Fig, respectively, no later than thirty (30) days after the end of the calendar month in which the Gross Receipts are received by the applicable Party together with a statement detailing calculation of the Fig Share or the Developer Royalty, as applicable (including copies of payment statements from Distributors and calculation of any adjustment to reflect Third-Party Distributor terms as provided in the definition of Fig Share). Upon request, Distributor will provide Fig with access to real-time reporting posted or made available by any Distributor.

  • Prices and Payments 1. The price listed by the Contractor or otherwise the price commonly charged by the Contractor for the respective service is decisive, plus statutory value-added tax insofar as such is applicable. In case of transnational services, any possibly applicable taxes, fees, customs fees, and other charges (of any kind) incurred for the transnational service shall be borne by the Principal. 2. If, within the scope of contracts for the performance of a continuing obligation and long-term contracts, the Contractor's prime costs increase and such increase is not within the Contractor's own scope of responsibility, the Contractor is authorized to an appropriate price increase commensurate with the increase of its prime costs; if the Principal does not consent to such price increase it is authorized to terminate the Agreement within four weeks after receipt of such notification of a price increase; otherwise, the increase is deemed to be mutually agreed upon. A right to a price increase pursuant to this provision does not exist if the Principal is a Consumer. 3. The Principal shall pay the remuneration owed without any cash discounts, free of charge to the Contractor, and within two weeks after receipt of the invoice, to the bank account stated by the Contractor. Credit entry at the Contractor's account is decisive for the timeliness of the payment. The Contractor reserves the right to request appropriate installment payments and appropriate advance payments. 4. If the Agreement is based on a cost estimate, and if it turns out that the costs will be significantly higher than the amount estimated vis-a-vis the Principal, then the Contractor will inform the Principal of such in text form. In this case the Principal is authorized to terminate the Agreement in writing, within two weeks after receipt of such notification. In the event of a termination, the Contractor is authorized to request partial remuneration commensurate with the services already provided. Furthermore, the Contractor is authorized to request compensation for any expenses not included in the remuneration but incurred due to the provision of services. 5. If the Principal owes interest and expenses in addition to a possibly existing principal claim, any payment by the Principal that does not fully redeem the total sum will first be credited against expenses, secondly against interest, and lastly against the principal claim. 6. The Principal is entitled to offset and retention rights only if its counterclaims are legally ascertained, undisputed, or acknowledged in writing by the Contractor. This limitation does not apply to the Principal's claims for defects arising from the same contractual relation as the Contractor's payment claim. If the contract partner is a Consumer, then in contrast to clause 1, such contract partner is on principle entitled to unlimited retention rights for claims arising from the same contractual relation. 7. If, after conclusion of the Agreement, it becomes clear that the Contractor's claims vis-a-vis the Principal are at risk due to the Principal's lack of ability to perform, the Contractor is authorized to perform outstanding services only against advance payment or provision of a security as well as settlement of possibly still outstanding receivables for partial services already provided and arising from the Agreement, and - after unsuccessful expiration of a grace period - is authorized to withdraw from the Agreement; No. 4 clause 3 of this provision applies accordingly. 8. In case of payment default, the Principal owes default interest in the amount of 9 percentage points above the base interest rate if the Principal is an Entrepreneur; in the amount of 5 percentage points above the base interest rate if the Principal is a Consumer. The Contractor is entitled to assert further claims if it can prove higher damage to the Principal. The Contractor is furthermore entitled to charge a flat rate of € 40.00 if the Principal is an Entrepreneur. This shall also apply if the payment default relates to any kind of an installment. In case the Contractor may claim further compensation for damage, the flat rate has to be credited against such claims, . If the Principal is a Consumer the Contractor is entitled to charge a flat rate of € 5.00 per reminder. The Principal is entitled to provide evidence that the Contractor did not incur any damage or incurred significantly lower damage.

  • Transfers and Payments 1. Each Party shall permit transfers and payments for current transactions relating to its specific commitments to be made freely and without delay into and out of its territory. 2. Each Party shall permit such transfers and payments relating to the supply of services to be made in a freely usable currency at the market rate of exchange prevailing on the date of transfer. 3. Notwithstanding paragraphs 1 and 2, a Party may prevent or delay a transfer or payment through the equitable, non- discriminatory and good faith application of its laws relating to: (a) bankruptcy, insolvency or the protection of the rights of creditors; (b) issuing, trading or dealing in securities, futures, options, or derivatives; (c) financial reporting or record keeping of transfers when necessary to assist law enforcement or financial regulatory authorities; (d) criminal or penal offences; or

  • Invoices and Payments 5.5.1 The Contractor shall invoice the County only for providing the tasks, deliverables, goods, services, and other work specified in Exhibit A - Statement of Work and elsewhere hereunder. The Contractor shall prepare invoices, which shall include the charges owed to the Contractor by the County under the terms of this Contract. The Contractor’s payments shall be as provided in Exhibit B - Pricing Schedule, and the Contractor shall be paid only for the tasks, deliverables, goods, services, and other work approved in writing by the County. If the County does not approve work in writing no payment shall be due to the Contractor for that work. 5.5.2 The Contractor’s invoices shall be priced in accordance with Exhibit B - Pricing Schedule. 5.5.3 The Contractor’s invoices shall contain the information set forth in Exhibit A - Statement of Work describing the tasks, deliverables, goods, services, work hours, and facility and/or other work for which payment is claimed. 5.5.4 The Contractor shall submit the monthly invoices to the County by the 15th calendar day of the month following the month of service. 5.5.5 All invoices under this Contract shall be submitted to the County Project Manager in one (1) set to the following address: County of Los Angeles Chief Executive Office, Service Integration Branch 000 X. Xxxx Street, Fifth Floor Los Angeles, CA 90012 Attn: Xxxxxxx Xxxxxxxx 5.5.6 County Approval of Invoices

  • Reporting and Payment 8.1. Unless otherwise agreed between the Parties, reporting numbers are based on xxxxx://xx.xxxxxxxxxxxxxx.xxx/ dashboard reports of the Advertiser and/or any other databases and/or dashboards that the Advertiser may decide from time to time. The report shall summarize data including but not limited to, the number of registrations and/or actions according to the payment model agreed between the Parties, the amount of payment of reporting month/biweek and other variables of the products. 8.2. If the Advertiser believes that fraud has occurred, it must notify the Publisher within a period of two (2) weeks of closing of a lead transaction and provide evidence. Failure of Advertiser to notify Publisher of any fraudulent activity within 2 (two) weeks of closing of lead transaction shall not waive any right or claim of Advertiser against Publisher. 8.3. Without prejudice to the rest of the provisions of the present Agreement, the Advertiser shall process its payment of the previous billing cycle to the Publisher on or before the 20th day of the following month (hereinafter referred to as “biweekly payments”), subject to the provisions of clause 8.4. 8.4. Despite any provisions to the contrary the Advertiser reserves the right to effect biweekly payments on a monthly basis. Moreover, payment of Publisher Commission may be delayed or not be paid or annulled/cancelled or suspended in the following circumstances: a. If the activity in the Partner Account or any other account managed or controlled by the Publisher or any of the Introduced Clients assigned to the Publisher is considered by the Advertiser as suspicious; b. If the Advertiser determines that the Publisher Commission is derived from activity related, directly or indirectly, to fraudulent or illegal or deceptive practices; c. The Introduced Client performs actions in bad faith; d. If the Partner Account, any account maintained in the name of the Publisher or attracted Introduced Client Account is blocked or placed in the archive in a manner required by sections of this Agreement or the “Temporary Block of the Client Account” and “Inactive and Dormant Client Accounts” of the Client agreement and General Business Terms between the Advertiser and the Client if applicable. The provisions of this clause are applicable to the full period of archiving and/or blocking of Partner Account or any account maintained in the name of the Publisher or Introduced Client linked to the Publisher; e. If there is reasonable suspicion by the Advertiser based on direct or circumstantial evidence (as determined by the Advertiser in its sole discretion), that auto-referral activity (that is when the Publisher gets or attempts to get Publisher Commission from referring himself or an otherwise controlled account by the Publisher as an Introduced Client) has occurred, or a reasonable suspicion that the Publisher has allowed relatives, friends and other people he knows to register by his links or do so himself on their behalf;. f. If there is reasonable suspicion by the Advertiser based on direct or circumstantial evidence of Fraud Traffic; g. If the Introduced Clients are not Referred Clients and/or Qualified Traders; h. If the Publisher failed and/or omitted to introduce at least five (5) Qualified Traders in total within the first three (3) consecutive months from the start of the business relationship with the Advertiser (one-off action); i. The payment is due in the Probation Period; j. The trading volume of all the Qualified Traders introduced by the Publisher is deemed in the Advertiser’s sole discretion, disproportionate to the segmented payout; k. The Publisher has failed to satisfy any requests from the Advertiser in relation to due diligence and know your customer (KYC) requirements. 8.5. Without prejudice to the rest of the provisions of the Agreement, if the trading and/or other activities of an Introduced Client within the Probation Period, are not deemed satisfactory by the Advertiser and/or any of its Affiliated Entities and the Introduced Client is recognised by the Advertiser as an incentivised user, the payout to the Publisher may be done according to separate offer rates (% on spread). 8.6. The Publisher undertakes to pay all tax, money transfer fees, currency conversion fees, and other mandatory payments applicable to it.

  • Orders and Payment You will be invoiced upon execution of and according to the terms of an order. All fees due to us will be payable, in full and in the currency listed on an order, thirty (30) days from the date of the invoice, and will be deemed overdue if they remain unpaid thereafter. All fees are net of any taxes, which will be your responsibility, except for taxes on our income. Any dispute to an invoice must be raised within thirty (30) days from the date of invoice or the invoice will be deemed correct. You agree to negotiate in good faith a prompt resolution of any disputed amounts. If any undisputed invoice governed by this Agreement remains unpaid for 30 or more days after it is due, we may, without limiting our other rights and remedies, accelerate all unpaid fee obligations under all orders so that all amounts payable by you become immediately due and payable. In addition, any amounts which remain unpaid after the due date will be subject to a late charge equal to one and one-half percent (1.5%) per month or the highest rate allowable by law, whichever is lower, from the due date until such amount is paid. Except as otherwise noted, all orders are firm and not subject to cancellation, return, refund or offset by you.

  • Billings and Payments Billings and payments shall be sent to the addresses set out in Appendix F.

  • Authorization and payment If you use the card to purchase goods or services by instalments or to make payments on a recurring basis, you thereby authorize us to pay such instalments for you as they become due and you agree to make payment for each such instalment when we debit the same to your card account.

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