Reports, Exchange Rates. During the term of this Agreement following the First Commercial Sale of a Product, Allos shall furnish to Licensor a quarterly written report showing in reasonably specific detail, on a country-by-country basis (a) the gross sales of each Product sold by Allos, its Affiliates and its Permitted Sublicensees in the Territory during the reporting period and the calculation of the Net Sales from such gross sales; (b) the royalties and sublicense fees payable in United States dollars, if any, which shall have accrued hereunder based upon the Net Sales of each Product; (c) the withholding taxes, if any, required by law to be deducted in respect of such sales; and (d) for the last quarter of each calendar year, the aggregate royalties and sublicense fees accrued on the Net Sales during such calendar year. With respect to sales of Products invoiced in United States dollars, the gross sales, the Net Sales, and royalties and sublicense fees payable shall be expressed in United States dollars. With respect to sales of Products invoiced in a currency other than United States dollars, the gross sales, the Net Sales and royalties and sublicense fees payable shall be expressed in the domestic currency of the party making the sale together with the United States dollar equivalent of the royalty payable, calculated using the average closing buying rate for such currency quoted in the continental terms method of quoting exchange rates (local currency per US$1) by Bank of America NT&SA in London, England on each of the last business day of each month in the quarter prior to the date of payment. Reports shall be due on the thirtieth (30th) day following the close of each quarter and payment shall be due on the date of such report. Allos shall keep complete and accurate records in sufficient detail to properly reflect all gross sales and the Net Sales and to enable the royalties and sublicense fees payable hereunder to be determined. Allos shall be responsible for reporting to Licensor regarding all Products sold by Affiliates and Permitted Sublicensees and for paying to Licensor the payments due pursuant to Article 3 hereof.
Reports, Exchange Rates. 7.1.1 During the Royalty Term, Licensee shall furnish to SGI, with respect to each [***], a written report showing, on a consolidated basis in reasonably specific detail and on a country-by-country basis, (a) the gross sales of Licensed Products sold by Licensee, its Affiliates and its Sublicensees in the Territory during the [***] and the calculation of Net Sales from such gross sales; (b) the royalties payable in U.S. dollars, if any, which shall have accrued hereunder based upon such Net Sales of Licensed Products; (c) the withholding taxes, if any, required by law to be deducted in respect of such royalties; (d) the dates of the First Commercial Sale of each Licensed Product in each country in the Territory, if it has occurred during the corresponding [***]; and (e) the exchange rates (as determined pursuant to Section 7.1.4 herein) used in determining the royalty amount expressed in U.S. dollars (collectively, “Reports”).
7.1.2 Licensee shall include in each permitted sublicense granted by it pursuant to this Agreement a provision requiring its Affiliates and Sublicensees to make Reports to Licensee within [***] of the close of each [***] and to keep and maintain records of sales made pursuant to such sublicense as if such sales were by Licensee for the purpose of Section 7.1.1.
7.1.3 Reports shall be due on the [***] following the end of the [***] to which such Report relates. Licensee shall keep complete and accurate records in sufficient detail to properly reflect all gross sales and Net Sales and to enable the royalties payable hereunder to be determined.
7.1.4 With respect to sales of Licensed Products invoiced in U.S. dollars, the gross sales, Net Sales, and royalties payable shall be expressed in U.S. dollars. With respect to sales of Licensed Products invoiced in a currency other than U.S. dollars, the gross sales, Net Sales and royalties payable shall be expressed in the currency of the invoice issued by the Party making the sale together with the U.S. dollars equivalent of the royalty due, calculated using the [***].
Reports, Exchange Rates. 8.1.1. During the Royalty Term, Celltech shall furnish to SGI, with respect to each Calendar Quarter following the First Commercial Sale, a written report showing on a consolidated basis in reasonably specific detail and on a country-by-country basis, (a) the gross sales of Licensed Products sold by Celltech, its Affiliates and its Sublicensees in the Territory during the corresponding Calendar Quarter and the calculation of Net Sales from such gross sales; (b) the royalties payable in U.S. dollars, if any, which shall have accrued hereunder based upon Net Sales of Licensed Products; (c) the withholding taxes, if any, required by law to be deducted in respect of such royalties; (d) the dates of the First Commercial Sale of each Licensed Product in each country in the Territory if it has occurred during the corresponding Calendar Quarter; and (e) the exchange rates (as determined pursuant to Section 8.1.3 herein) used in determining the royalty amount expressed in U.S. dollars (collectively, “Reports”).
8.1.2. Reports shall be due on the [***] following the close of each Calendar Quarter. Celltech shall keep complete and accurate records in sufficient detail to properly reflect all gross sales and Net Sales and to enable the royalties payable hereunder to be determined.
8.1.3. With respect to sales (if any) of Licensed Products invoiced in U.S. dollars, the gross sales, Net Sales, and royalties payable shall be expressed in U.S. dollars. With respect to sales of Licensed Products invoiced in a currency other than U.S. dollars, the gross sales, Net Sales and royalties payable shall be expressed in the currency of the invoice issued by the Party making the sale together with the U.S. dollars equivalent of the royalty payable, calculated using [***].
Reports, Exchange Rates. CollaGenex shall furnish to Atrix a quarterly written report (in sufficient detail to determine the relevant amounts and dates specified in this Section 3.03) on a Product-by-Product basis, (a) the calculation of Net Sales; (b) royalties payable in U.S. dollars, if any, which shall have accrued hereunder based upon Net Sales; (c) withholding taxes, if any, required by law to be deducted with respect to such sales; and (d) the dates of the First Commercial Sale of any Product (the "Royalty Statement"). Reports shall be due on the 45th day following the close of each quarter.
Reports, Exchange Rates. During the term of this Agreement following the First Commercial Sale of a Product, the selling party shall furnish to the other party a written report within sixty (60) days of the end of each calendar quarter showing, in reasonably-specific detail:
(a) the gross sales of all Products sold by the selling party, its Affiliates, and its sublicensee(s) during the Reporting Period, as defined below, to which the report is applicable, and the calculation of Net Sales from such gross sales;
(b) the royalties payable in U.S. dollars, if any, which shall have accrued hereunder based upon Net Sales of Products;
(c) the dates of the First Commercial Sale of any Product(s) in any country during the Reporting Period; and
(d) the exchange rates used in determining the amount of U.S. Dollars due the non-selling party on Net Sales.
Reports, Exchange Rates. During the term of this Agreement following the First Commercial Sale of Product, Sankyo shall furnish to MTI a written quarterly report showing, on a country by country basis, (i) the gross sales of all Products sold by Sankyo and its sublicensees in the Territory during the reporting period and the calculation of Net Sales from such gross sales; (ii) the royalties payable in U.S. dollars, which shall have accrued hereunder in respect of such sales; (iii) withholding taxes, if any, required by law to be deducted in respect of such royalties; [***]
Reports, Exchange Rates. During the term of the Agreement following the First Commercial Sale of the Product, Trinity shall furnish to IRC a quarterly written report showing in reasonably specific detail, on a country by country basis, (a) the quantity of all Product sold or distributed by Trinity, its Affiliates and its sublicensees in the Territory during the reporting period; (b) the withholding taxes, if any, required by law with respect to such sale or distribution; and (c) the date of the First Commercial Sale of the Product in each country in the Territory during the reporting period. Reports shall be due on the thirtieth (30th) day following the close of each quarter. Trinity shall keep complete and accurate records in sufficient detail to properly reflect all sales and distributions of the Product.
Reports, Exchange Rates. Within seventy five (75) days after the end of each QUARTER in which NET SALES occurs, INNOVIVE shall make a payment of royalty to SHINYAKU together with a written report for such QUARTER showing:
i) NET SALES and the gross sales of the PRODUCT sold by INNOVIVE and its SUBLICENSEES for each country in the TERRITORY during [*] Confidential treatment requested; certain information omitted and filed separately with the SEC. the QUARTER to which the report is applicable and the calculation of NET SALES from such gross sales for each such country, including the deductions set forth in Section 1.1 (Q), if any;
ii) The exchange rates for each currency used in determining the amount of United States Dollars;
iii) the dates of the first commercial sales of the PRODUCT in any country in the TERRITORY during the QUARTER; and
iv) the aggregation of royalty in each country of the TERRITORY based on the calculation pursuant to Section 5.4. Payments by INNOVIVE to SHINYAKU under this Agreement shall be made in United States Dollars. Where payments are based on NET SALES of the PRODUCT in countries other than the United States, the amount of such NET SALES expressed in the currency of such a country shall be converted into United States Dollars at the exchange rate of the last business day of the applicable QUARTER. The applicable exchange rate shall be the central rate set forth in the Financial Times as Foreign Exchange Rates.
Reports, Exchange Rates. Following the First Commercial Sale, Athena shall furnish to Apollo a quarterly written report showing in reasonably specific detail, on a country-by-country basis, (a) the number of Products sold which generated Net Products Revenue to Athena, its Affiliates and its sublicensees in the Territory during the reporting period; (b) the royalties payable in United States dollars, if any, which shall have accrued hereunder for such reporting period; (c) the withholding taxes, if any, required by law to be deducted in respect of such sales; (d) the date of the First Commercial Sale in each country in the Territory during the reporting period; and (e) a calculation of the credits, if any, to which Athena is entitled under Section 5.3 above. Reports shall be due no later than the sixtieth (60th) day following the close of each calendar quarter. Athena shall keep complete and accurate records in sufficient detail to properly reflect all Products sold which generated Net Products Revenue and to enable the royalties payable hereunder to be determined.
Reports, Exchange Rates. During the term of this Agreement and while Royalties or Profit Payments are payable hereunder, Allergan shall furnish to Ista a written quarterly report showing, on a country by country basis:
(i) the Net Sales during such quarter and the calculation thereof; (ii) the Royalties and Profit Payments payable in United States dollars which shall have accrued in respect of such Net Sales and the calculation thereof; (iii) withholding taxes, if any, required by law to be deducted in respect of such sales, as applicable; and (iv) the exchange rates used in determining the amount of United States dollars. All amounts payable shall first be calculated in the currency of sale and then converted on a monthly basis into United States dollars using the rate of exchange used by Allergan in preparing its quarterly financial reports. Reports, together with the Royalties and Profit Payments payable for the periods to which the reports relate shall be due on the sixtieth (60th) day following the close of each calendar quarter. Allergan shall keep, in accordance with generally accepted accounting principles consistently applied, complete and accurate records concerning sales of the Product in the Territory in sufficient detail to enable the Royalties or Profit Payments payable hereunder to be determined. During the term of this Agreement and while Profit Payments are payable hereunder, Ista shall furnish to Allergan a written quarterly report showing Ista's Marketing and Distribution Expenses for such period.
