Common use of Reports, Exchange Rates Clause in Contracts

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. 8.1.1UP shall notify AltaRex in writing promptly upon the First Commercial Sale of a Product by UP, its Affiliates or its sublicensees. During the Royalty Term, Celltech shall furnish to SGI, with respect to each Calendar Quarter term of this Agreement following the First Commercial SaleSale of a Product, UP shall furnish to AltaRex a quarterly written report showing on a consolidated basis in reasonably specific detail and detail, on a country-by-country by country basis, : (ai) the gross sales of Licensed Products each Product sold by CelltechUP, its Affiliates and its Sublicensees in the Territory sublicensees during the corresponding Calendar Quarter reporting period and the calculation of Net Sales from such gross sales; (bii) the royalties payable in U.S. dollarsDollars, if any, which shall have accrued hereunder based upon Net Sales of Licensed Productseach Product; (ciii) the withholding taxes, if any, required by law to be deducted in respect of such royaltiessales; (div) the dates date of the First Commercial Sale Sales of each Licensed Product in each country in the Territory if it has occurred during the corresponding Calendar Quarterreporting period; and (ev) the exchange rates (as determined pursuant to Section 8.1.3 herein) used in determining the royalty amount of Dollars. With respect to sales of Products invoiced in Dollars, the gross sales, Net Sales, and royalties payable shall be expressed in U.S. dollars Dollars. With respect to sales of Products invoiced in a currency other than Dollars, the gross sales, Net Sales and royalties payable shall be expressed in the domestic currency of the party making the sale together with the Dollar equivalent of the royalty payable. The Dollar equivalent shall be calculated using the average exchange rate (collectivelylocal currency per US$1) published in The Wall Street Journal, “Reports”). 8.1.2Western Edition, under the heading "Currency Trading," on the last business day of each month during the applicable calendar quarter. Reports shall be due on the [***] sixtieth (60th) day following the close of each Calendar Quarterquarter. Celltech UP, its Affiliates and its sublicensees 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. 8.1.1. During 5.1.1 Following the Royalty TermFIRST COMMERCIAL SALE and for the remaining term of this AGREEMENT, Celltech deCODE shall furnish to SGIBAYER, with respect to each Calendar Quarter following the First Commercial SaleQuarter, a written report showing on a consolidated basis in reasonably specific detail and detail, on a country-by-country basis, basis and based on local currency, (a) the gross sales of Licensed Products each PRODUCT sold by Celltech, its Affiliates deCODE and its Sublicensees SUBLICENSEES in the Territory TERRITORY during the corresponding Calendar Quarter and the calculation of Net Sales NET SALES from such gross sales; (b) the royalties payable in U.S. dollarslocal currency, if any, which shall have accrued hereunder based upon Net Sales NET SALES of Licensed ProductsPRODUCT; (c) the withholding taxes, if any, required by law to be deducted in respect of such royaltieslaw; (d) the dates date of the First Commercial Sale FIRST COMMERCIAL SALE of each Licensed Product PRODUCT in each country in the Territory if it has occurred TERRITORY during the corresponding applicable Calendar Quarter; and , 1.1 shall be the official closing buying rates against US Dollars (eUS $) for such currencies reported by the exchange rates (as determined pursuant to Section 8.1.3 herein) used in determining Wall Street Journal for the royalty amount expressed in U.S. dollars (collectively, “Reports”). 8.1.2last business day of the applicable calendar quarter. Reports shall be due on the [***] within forty five (45) days following the close of each Calendar Quarter. Celltech deCODE shall keep complete and accurate records in sufficient detail to properly reflect all gross sales and Net Sales NET SALES and to enable the royalties payable hereunder to be determineddetermined for a period of five (5) years after the year in which the sales occurred. 8.1.3. With respect 5.1.2 In the event payment of all or part of the payments is not made by deCODE within ten (10) days of the due date of the reports according to sales Article 5.1.1, under this AGREEMENT, an interest rate per annum for late payment at two (if any2) percent points above the interbank offering rate of Licensed Products invoiced in U.S. dollars, the gross sales, Net Sales, and royalties payable US Federal Reserve Bank of the unpaid amount shall be expressed in U.S. dollarsautomatically due and become payable by deCODE without further notice. With respect to sales The interbank offering rate of Licensed Products invoiced in a currency other than U.S. dollars, the gross sales, Net Sales and royalties payable US Federal Reserve Bank shall be expressed in derived from the currency Wall Street Journal of the invoice issued by the Party making the sale together with the U.S. dollars equivalent of the royalty payable, calculated using [***]due date.

Reports, Exchange Rates. 8.1.1UP shall notify AltaRex in writing promptly upon the First Commercial Sale of a Product by UP, its Affiliates or its sublicensees. During the Royalty Term, Celltech shall furnish to SGI, with respect to each Calendar Quarter term of this Agreement following the First Commercial SaleSale of a Product, UP shall furnish to AltaRex a quarterly written report showing on a consolidated basis in reasonably specific detail and detail, on a country-by-country by country basis, : (auu) the gross sales of Licensed Products each Product sold by CelltechUP, its Affiliates and its Sublicensees in the Territory sublicensees during the corresponding Calendar Quarter reporting period and the calculation of Net Sales from such gross sales; (bvv) the royalties payable in U.S. dollarsDollars, if any, which shall have accrued hereunder based upon Net Sales of Licensed Productseach Product; (cww) the withholding taxes, if any, required by law to be deducted in respect of such royaltiessales; (dxx) the dates date of the First Commercial Sale Sales of each Licensed Product in each country in the Territory if it has occurred during the corresponding Calendar Quarterreporting period; and (eyy) the exchange rates (as determined pursuant to Section 8.1.3 herein) used in determining the royalty amount of Dollars. With respect to sales of Products invoiced in Dollars, the gross sales, Net Sales, and royalties payable shall be expressed in U.S. dollars Dollars. With respect to sales of Products invoiced in a currency other than Dollars, the gross sales, Net Sales and royalties payable shall be expressed in the domestic currency of the party making the sale together with the Dollar equivalent of the royalty payable. The Dollar equivalent shall be calculated using the average exchange rate (collectivelylocal currency per US$1) published in The Wall Street Journal, Western Edition, under the heading “Reports”). 8.1.2Currency Trading,” on the last business day of each month during the applicable calendar quarter. Reports shall be due on the [***] sixtieth (60th) day following the close of each Calendar Quarterquarter. Celltech UP, its Affiliates and its sublicensees 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 [***].