Common use of Reports on Revenues and Payments Clause in Contracts

Reports on Revenues and Payments. Licensee shall submit to TSRI at the time payment is due after the end of each calendar quarter, on a country-by-country and per Licensed Product and Licensed Process basis, a royalty report (the “Royalty Report”) setting forth for such quarter: a. the number of units of Licensed Products sold by Licensee, its Affiliates and each of its Sublicensees; b. the gross amount due or invoiced for such Licensed Products by Licensee, its Affiliates and each of its Sublicensees; c. the gross amounts due or invoiced for all Licensed Processes performed by Licensee, its Affiliates and each of its Sublicensees; d. a detailed listing of any offsets under Section 3.5 and deductions used to determine Net Sales of Licensed Products and Licensed Processes pursuant to Section 1.8, and calculations on Combination Products under Section 3.6; e. the amount of royalty due under Section 3, or if no royalties are due to TSRI for any reporting period, the statement that no royalties are due and an explanation why they are not due for that quarterly period; f. the amount of Sublicense Revenues received by Licensee; and g. the amount of Sublicense Payments due under Section 4.1, or if no Sublicense Payments are due to TSRI for any reporting period, the statement that no Sublicense Payments are due and an explanation why they are not due for that quarterly period. Such Royalty Report shall be certified as correct by an officer of Licensee. The contents of such Royalty Reports shall be deemed to be Licensee’s Confidential Information.

Appears in 4 contracts

Samples: License Agreement (Fate Therapeutics Inc), License Agreement (Fate Therapeutics Inc), License Agreement (Fate Therapeutics Inc)

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Reports on Revenues and Payments. Licensee shall submit to TSRI at the time payment is due after the end of each calendar quarter, on a country-by-country and per Licensed Product and Licensed Process basis, a royalty report (the “Royalty Report”) setting forth for such quarter: a. (a) the number of units of Licensed Products sold by Licensee, its Affiliates Licensee and each of its Sublicensees; b. (b) the gross amount due or invoiced for such Licensed Products by Licensee, its Affiliates Licensee and each of its Sublicensees; c. the gross amounts due or invoiced for all Licensed Processes performed by Licensee, its Affiliates and each of its Sublicensees; d. (c) a reasonably detailed listing of any offsets under Section 3.5 3.4, and deductions calculations on Combination Products under Section 3.5, and a summary of deductions, itemized by general category, used to determine Net Sales of Licensed Products and Licensed Processes pursuant to Section 1.81.14, and calculations on Combination Products under any refunds or reimbursed amounts previously deducted which are deemed Net Sales pursuant to Section 3.61.14; e. (d) the amount of royalty due under Section 3, or if no royalties are due to TSRI for any reporting period, the statement that no royalties are due and an explanation why they are not due for that quarterly period; f. (e) the amount of Sublicense Revenues received by Licensee; and g. (f) the amount of Sublicense Payments due under Section 4.1, or if no Sublicense Payments are due to TSRI for any reporting period, the statement that no Sublicense Payments are due and an explanation why they are not due for that quarterly perioddue. Such Royalty Report shall be certified as correct by an officer of Licensee. The contents of such Royalty Reports shall be deemed to be Licensee’s Confidential Information.

Appears in 3 contracts

Samples: License Agreement (Receptos, Inc.), License Agreement (Receptos, Inc.), License Agreement (Receptos, Inc.)

Reports on Revenues and Payments. Licensee shall submit to TSRI at the time payment is due TSRI, no later than […***…] after the end of each calendar quarter, on a country-by-country and per Licensed Product and Licensed Process basis, a royalty report (the “Royalty Report”) setting forth for such quarterquarter at least the following information on a country-by-country and Product-by-Product basis: a. (a) the number of units of (i) Licensed Products sold by Licensee, and its Affiliates and each of Sublicensees and (ii) Company Products sold by Licensee and its SublicenseesAffiliates; b. the gross amount due or invoiced for such Licensed Products by Licensee, its Affiliates and each of its Sublicensees; c. (b) the gross amounts due or invoiced for all Licensed Processes performed by Licensee, its Affiliates and each of its Sublicenseessuch Products; d. (c) a reasonably detailed listing of any offsets under Section 3.5 and deductions used applicable to determine the Net Sales of Licensed Products and Licensed Processes pursuant to Section 1.81.16, and calculations on the calculation for Combination Products under Section 3.63.12, and any refunds or reimbursed amounts previously deducted which are deemed Net Sales pursuant to Section 1.16; e. (d) the amount of royalty Sublicensing Revenues received by Licensee; (e) the amount of royalties due under Section 3, or if no royalties are due to TSRI for any reporting quarterly period, the statement that no royalties are due and an explanation why they are not due for that quarterly period; f. the amount of Sublicense Revenues received by Licensee; and g. (f) the amount of Sublicense Payments due under Section 4.1, or if no Sublicense Payments are due to TSRI for any reporting quarterly period, the statement that no Sublicense Payments are due and an explanation of why they are not due for that quarterly period; (g) the amount of Non-Sublicensing Transaction Revenues received by Licensee and its Affiliates; provided, however, that effective upon the Conversion Date, Licensee’s obligation to report Non-Sublicensing Transaction Revenues hereunder shall terminate and be of no further force or effect; and (h) cumulative expenditures (i.e., operating expenses) by Licensee from inception to the end of the applicable calendar quarter; provided, however, that effective upon delivery of the Royalty Report for the quarter in which Licensee’s cumulative expenditures first exceed US$[…***…], Licensee’s obligation to report cumulative expenditures hereunder shall terminate and be of no further force or effect. Such Royalty Report shall be certified as correct by an officer of Licensee. The contents of such Royalty Reports shall be deemed to be Licensee’s Confidential Information.

Appears in 2 contracts

Samples: License Agreement (Synthorx, Inc.), License Agreement (Synthorx, Inc.)

Reports on Revenues and Payments. Licensee shall submit to TSRI at the time payment is due TSRI, no later than sixty (60) days after the end of each calendar quarter, on a country-by-country and per Licensed Product and Licensed Process basis, a royalty report (the “Royalty Report”) setting forth for such quarterquarter at least the following information: a. (a) the number of units of Licensed Products sold by LicenseeLicensee and its sublicensees; * Confidential Information, its Affiliates indicated by [***], has been omitted from this filing and each of its Sublicensees;filed separately with the Securities and Exchange Commission b. the gross amount due or invoiced for such Licensed Products by Licensee, its Affiliates and each of its Sublicensees; c. (b) the gross amounts due or invoiced charged for such Licensed Products; (c) the gross amounts due or charged for all Licensed Processes used or sold by Licensee and its sublicensees; (d) the gross amounts due or charged for all Licensed Services performed by Licensee, Licensee and its Affiliates and each of its Sublicenseessublicensees; d. a detailed listing of any offsets under Section 3.5 and (e) deductions used applicable to determine the Net Sales of Licensed Products Products, Licensed Processes and Licensed Processes Services pursuant to Section 1.8, and calculations on Combination Products under Section 3.61.14; e. (f) the amount of Sublicense Revenues received by Licensee; and (g) the amount of royalty due under pursuant to Section 33 hereof, or if no royalties are due to TSRI for any reporting period, the statement that no royalties are due and an explanation why they are not due for that quarterly period; f. the amount of Sublicense Revenues received by Licensee; and g. the amount of Sublicense Payments due under Section 4.1, or if no Sublicense Payments are due to TSRI for any reporting period, the statement that no Sublicense Payments are due and an a detailed explanation why they are not due for that quarterly period. Such Royalty Report shall be certified as correct in all material respects by an officer of Licensee and shall include a detailed listing of all deductions from royalties. Such Royalty Report shall constitute Confidential Information of Licensee. The contents of such Royalty Reports shall be deemed to be Licensee’s Confidential Information.

Appears in 2 contracts

Samples: Research Funding and Option Agreement (aTYR PHARMA INC), Research Funding and Option Agreement (aTYR PHARMA INC)

Reports on Revenues and Payments. Licensee shall submit to TSRI TSRI, at the time that each royalty payment and Sublicense Payment pursuant to Section 5 is due after the end of each calendar quarterdue, on a country-by-country and per Licensed Product and Licensed Process basis, a royalty report (the “Royalty Report”) setting forth for such quarter: a. (a) the number of units of Licensed Products sold by Licensee, Licensee and the number of units of Licensed Products reported sold by each of its Affiliates and each of its Sublicensees; b. (b) the gross amount due or invoiced for such Licensed Products by Licensee, Licensee and the gross amount invoiced for such Licensed Products as reported by each of its Affiliates and each of its Sublicensees; c. the gross amounts due or invoiced for all Licensed Processes performed by Licensee, its Affiliates and each of its Sublicensees; d. (c) a reasonably detailed listing of any offsets under Section 3.5 and deductions used to determine Net Sales of Licensed Products and Licensed Processes pursuant to Section 1.83.6, and calculations on Combination Products under Section 3.63.7, and a summary of deductions, itemized by general category, used to determine Net Sales included in each Royalty Report, and any refunds or reimbursed amounts previously deducted which are deemed Net Sales pursuant to Section 1.10; e. (d) the amount of royalty due under Section 3, or if no royalties are due to TSRI for any reporting period, the statement that no royalties are due and an explanation why they are not due for that quarterly period; f. (e) the amount of Sublicense Revenues received by LicenseeLicensee and/or reported as received by Affiliates; and g. (f) the amount of Sublicense Payments due under Section 4.1, or if no Sublicense Payments are due to TSRI for any reporting period, the statement that no Sublicense Payments are due and an explanation why they are not due for that quarterly perioddue. Such Royalty Report shall be certified as correct by an officer of Licensee. The contents of such Royalty Reports shall be deemed to be Licensee’s Confidential Information.

Appears in 2 contracts

Samples: License Agreement (Poniard Pharmaceuticals, Inc.), License Agreement (Poniard Pharmaceuticals, Inc.)

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Reports on Revenues and Payments. Licensee shall submit to TSRI at the time payment is due after the end of each calendar quarter, on a country-by-country and per Licensed Product and Licensed Process basis, a royalty report (the “Royalty Report”) setting forth for such quarter: a. the number of units of Licensed Products sold by Licensee, its Affiliates and each of its Sublicensees; b. the gross amount due or invoiced for such Licensed Products by Licensee, its Affiliates and each of its Sublicensees; c. the gross amounts due or invoiced for all Licensed Processes performed by Licensee, its Affiliates and each of its Sublicensees; d. a detailed listing of any offsets under Section 3.5 and deductions used to determine Net Sales of Licensed Products and Licensed Processes pursuant to Section 1.8, and calculations on Combination Products under Section 3.6;; * Confidential Information, indicated by [***], has been omitted from this filing and filed separately with the Securities and Exchange Commission e. the amount of royalty due under Section 3, or if no royalties are due to TSRI for any reporting period, the statement that no royalties are due and an explanation why they are not due for that quarterly period; f. the amount of Sublicense Revenues received by Licensee; and g. the amount of Sublicense Payments due under Section 4.1, or if no Sublicense Payments are due to TSRI for any reporting period, the statement that no Sublicense Payments are due and an explanation why they are not due for that quarterly period. Such Royalty Report shall be certified as correct by an officer of Licensee. The contents of such Royalty Reports shall be deemed to be Licensee’s Confidential Information.

Appears in 1 contract

Samples: License Agreement (Fate Therapeutics Inc)

Reports on Revenues and Payments. Licensee shall submit to TSRI at the time payment is due after the end of each calendar quarter, on a country-by-country and per Licensed Product and Licensed Process basis, a royalty report (the “Royalty Report”) setting forth for such quarter: a. the number of units of Licensed Products sold by Licensee, its Affiliates and each of its Sublicensees;; * Confidential Information, indicated by [***], has been omitted from this filing and filed separately with the Securities and Exchange Commission b. the gross amount due or invoiced for such Licensed Products by Licensee, its Affiliates and each of its Sublicensees; c. the gross amounts due or invoiced for all Licensed Processes performed by Licensee, its Affiliates and each of its Sublicensees; d. a detailed listing of any offsets under Section 3.5 and deductions used to determine Net Sales of Licensed Products and Licensed Processes pursuant to Section 1.8, and calculations on Combination Products under Section 3.6; e. the amount of royalty due under Section 3, or if no royalties are due to TSRI for any reporting period, the statement that no royalties are due and an explanation why they are not due for that quarterly period; f. the amount of Sublicense Revenues received by Licensee; and g. the amount of Sublicense Payments due under Section 4.1, or if no Sublicense Payments are due to TSRI for any reporting period, the statement that no Sublicense Payments are due and an explanation why they are not due for that quarterly period. Such Royalty Report shall be certified as correct by an officer of Licensee. The contents of such Royalty Reports shall be deemed to be Licensee’s Confidential Information.

Appears in 1 contract

Samples: License Agreement (Fate Therapeutics Inc)

Reports on Revenues and Payments. Following the earlier of (a) the first commercial sale of a Product by Licensee or its Affiliate and (b) [***], Licensee shall submit to TSRI at the time any payment is due after the end of each calendar quarter, on a country-by-country and per Licensed Product and Licensed Process basis, in accordance with Section 5 a royalty report (the “Royalty Report”) setting forth for such quarter: a. (a) the number of units of Licensed Products sold by LicenseeLicensee and its Affiliates, its Affiliates and each of or by its Sublicensees, as applicable; b. (b) the gross amount due or amounts invoiced for such Licensed Products by Licensee, its Affiliates and each of its SublicenseesProducts; c. the gross amounts due or invoiced for all Licensed Processes performed by Licensee, its Affiliates and each of its Sublicensees; d. (c) a reasonably detailed listing of any offsets under pursuant to Section 3.5 3.6 and deductions used to determine Net Sales of Licensed Products and Licensed Processes pursuant to Section 1.81.12, and calculations on Combination Products under any refunds or reimbursed amounts previously deducted which are deemed Net Sales pursuant to Section 3.61.12; e. (d) the amount of royalty royalties due under Section 33.5, or if no royalties are due to TSRI for any reporting quarterly period, the statement that no royalties are due and an explanation of why they are not due for that quarterly period; f. (e) the amount of Sublicense Revenues and Marketing Fees received by Licensee; and; g. (f) the amount of Sublicense Payments due under Section 4.1, or if no Sublicense Payments are due to TSRI for any reporting quarterly period, the statement that no Sublicense Payments are due and an explanation of why they are not due for that quarterly period; and (g) any Marketing Payments received by Licensee and payments thereon due under Section 4.2. Such Royalty Report shall be certified as correct by an officer of Licensee. The contents of such Royalty Reports shall be deemed to be Licensee’s Confidential Information.

Appears in 1 contract

Samples: License Agreement (Vividion Therapeutics, Inc.)

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