Reports; Payment of Royalty; Payment Exchange Rate and Currency Conversions. (a) Royalties Paid Quarterly. Within [***] calendar days following the end of each Calendar Quarter, following the First Commercial Sale of a Licensed Product, Licensee shall furnish to Merck a written report for the Calendar Quarter showing the Net Sales of Licensed Product sold by Licensee, its Affiliates and its sublicensees in the Territory during such Calendar Quarter and the royalties payable under this Agreement for such Calendar Quarter. Such written report shall include the gross sales of Licensed Product on a country-by-country basis, an itemized calculation of any deductions taken from such gross sales to arrive at Net Sales for the applicable Calendar Quarter and the calculation of the amount of royalty payment due on such Net Sales. Simultaneously with the submission of the written report, Licensee shall pay to Merck, for the account of Licensee or the applicable Affiliate or sublicensee, as the case may be, a sum equal to the aggregate royalty due for such Calendar Quarter calculated in accordance with this Agreement. *** CERTAIN INFORMATION IN THIS DOCUMENT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS.
Reports; Payment of Royalty; Payment Exchange Rate and Currency Conversions. (a) Royalties Paid Quarterly. Within [ * ] calendar days following the close of each Calendar Quarter, following the First Commercial Sale of a Licensed Product, SPL shall furnish to Licensor a written report for the Calendar Quarter showing the Net Sales of Licensed Product(s) sold by SPL, its Affiliates and its Sublicensees in the Territory during such Calendar Quarter and the royalties payable under this Agreement for such Calendar Quarter. Simultaneously with the submission of the written report, SPL shall pay to Licensor, for the account of SPL or the applicable Affiliate or Sublicensee, as the case may be, a sum equal to the aggregate royalty due for such Calendar Quarter calculated in accordance with this Agreement (reconciled for any previous overpayments or underpayments).
Reports; Payment of Royalty; Payment Exchange Rate and Currency Conversions. (a) Royalties Paid Quarterly. Within [ * ] calendar days following the close of each Calendar Quarter, following the First Commercial Sale of a Licensed Product, Schering shall furnish to Licensor a written report for the Calendar Quarter showing the Net Sales of Licensed Product(s) sold by Schering, its Affiliates and its Sublicensees in the Territory during such Calendar
Reports; Payment of Royalty; Payment Exchange Rate and Currency Conversions. (a) Royalties Paid Quarterly. Within sixty (60) calendar days following the end of each Calendar Quarter, following the First Commercial Sale of a Licensed Product, Licensee shall furnish to Merck a written report for the Calendar Quarter showing the Net Sales of Licensed Product sold by Licensee and its Related Parties in the Territory during such Calendar Quarter and the royalties payable under this Agreement for such Calendar Quarter. Such written report shall include the gross sales of Licensed Product on a country-by-country basis, an itemized calculation of any deductions taken from such gross sales to arrive at Net Sales for the applicable Calendar Quarter and the calculation of the amount of royalty payment due on such Net Sales. Simultaneously with the submission of the written report, Licensee shall pay to Merck the royalty due for such Calendar Quarter calculated in accordance with this Agreement. **CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND WILL BE FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A CONFIDENTIAL TREATMENT REQUEST.
Reports; Payment of Royalty; Payment Exchange Rate and Currency Conversions. (a) Royalties Paid Quarterly. Within sixty (60) calendar days following the end of each Calendar Quarter, following the First Commercial Sale of a Licensed Product, Licensee shall furnish to Merck a written report for the Calendar Quarter showing the Net Sales of Licensed Product sold by Licensee and its Related Parties in the Territory during such Calendar Quarter and the royalties payable under this Agreement for such Calendar Quarter. Such written report shall include the gross sales of Licensed Product on a country-by-country basis, an itemized calculation of any deductions taken from such gross sales to arrive at Net Sales for the applicable Calendar Quarter and the calculation of the amount of royalty payment due on such Net Sales. Simultaneously with the submission of the written report, Licensee shall pay to Merck the royalty due for such Calendar Quarter calculated in accordance with this Agreement.
Reports; Payment of Royalty; Payment Exchange Rate and Currency Conversions. (a) Royalties Paid Quarterly. Within forty-five (45) calendar days following the end of each Calendar Quarter, following the First Commercial Sale of a Licensed Product, Licensee shall furnish to Merck a written report for the Calendar Quarter showing the Net Sales of Licensed Product, on a Licensed Product-by-Licensed Product and country-by-country basis, sold by Licensee, its Affiliates and its sublicensees in the Territory during such Calendar Quarter and the royalties payable under this Agreement for such Calendar Quarter. Such written report shall include the gross sales of each Licensed Product on a country-by-country basis, an itemized calculation of any deductions taken from such gross sales to arrive at Net Sales for the applicable Calendar Quarter and the calculation of the amount of royalty payment due on such Net Sales. Simultaneously with the submission of the written report, Licensee shall pay to Merck, for the account of Licensee or the applicable Affiliate or sublicensee, as the case may be, a sum equal to the aggregate royalty due for such Calendar Quarter calculated in accordance with this Agreement.
Reports; Payment of Royalty; Payment Exchange Rate and Currency Conversions. (a) Royalties Paid Quarterly. Within [ * ] following the end of each Calendar Quarter, following the First Commercial Sale of a Licensed Product, Licensee shall furnish to Schering a written report for the Calendar Quarter showing the Net Sales of Licensed Product sold by Licensee, its Affiliates and its sublicensees in the Territory during such Calendar Quarter and the royalties payable under this Agreement for such Calendar Quarter. Such written report shall include the gross sales of Licensed Product on a country-by-country basis, an itemized calculation of any deductions taken from such gross sales to arrive at Net Sales for the applicable Calendar Quarter and the calculation of the amount of royalty payment due on such Net Sales. Simultaneously with the submission of the written report, Licensee shall pay to Schering, for the account of Licensee or the applicable Affiliate or sublicensee, as the case may be, a sum equal to the aggregate royalty due for such Calendar Quarter calculated in accordance with this Agreement.
Reports; Payment of Royalty; Payment Exchange Rate and Currency Conversions. (a) Royalties Paid Quarterly. Within [**] calendar days following the close of each Calendar Quarter, following the First Commercial Sale of a Licensed Product, Schering shall furnish to Sepracor a written report for the Calendar Quarter showing the Net Sales of Licensed Product(s) sold by Schering, its Affiliates and its Sublicensees in the Territory during such Calendar Quarter and the royalties payable under this Agreement for such Calendar Quarter. In addition, such written report shall include a detailed reconciliation of gross sales to Net Sales including units sold and units sold at zero value, donated, or otherwise disposed of, and details relating to any overpayments and underpayments. Simultaneously with the submission of the written report, Schering shall pay to Sepracor, for the account of Schering or the applicable Affiliate or Sublicensee, as the case may be, a sum equal to the aggregate royalty due for such Calendar Quarter calculated in accordance with this Agreement (reconciled for any previous overpayments or underpayments).
Reports; Payment of Royalty; Payment Exchange Rate and Currency Conversions. (a) Royalties Paid Quarterly. Within [***] calendar days following the end of each Calendar Quarter, following the First Commercial Sale of a Licensed Product, Licensee shall furnish to Merck and Cerecor a written report for the Calendar Quarter showing the Net Sales of Licensed Product. Such written report shall include [***]. Simultaneously with the submission of the written report, Licensee shall pay to Merck and/or Cerecor the royalties due for such Calendar Quarter calculated in accordance with this Agreement.
Reports; Payment of Royalty; Payment Exchange Rate and Currency Conversions. (a) Within seventy-five (75) calendar days following the end of each calendar quarter following the First Commercial Sale of a Fluorinov Product, Purchaser shall furnish to each of the Shareholders a written report for the calendar quarter showing the Net Sales of Fluorinov Products sold by the Company, Purchaser, their Affiliates and their Licensees during such calendar quarter, itemizing such Net Sales and the amount of actual payments from Net Sales received by the Company, Purchaser and their Affiliates from Licensees during such calendar quarter, the currencies in which such sales were made, the currencies in which such amounts were paid to the Company, Purchaser and their Affiliates, Third Party Amounts, as applicable and the royalties payable under this Agreement for such calendar quarter. Such written report shall include the gross sales of Fluorinov Products, an itemized calculation of any deductions taken from such gross sales to arrive at Net Sales for the applicable calendar quarter and the calculation of the amount of royalty payment due on such Net Sales. Simultaneously with the submission of the written report, Purchaser shall pay to each Shareholder a sum equal to the aggregate royalty due to such Shareholder for such calendar quarter calculated in accordance with this Agreement. For greater certainty, and notwithstanding anything contained herein:
(i) Purchaser's obligation to make payments pursuant to Sections 2.2 and 2.3 shall be subject to receipt by the Company, Purchaser and/or their Affiliates of the corresponding amounts payable by Licensees thereto; and
(ii) any reports in respect of Net Sales generated by Licensees shall not require the disclosure by Purchaser of any information which is not otherwise provided by the Licensee(s) notwithstanding that Company and Purchaser shall use reasonable commercial efforts in the Contract with each Licensee with which the Company, the Purchaser or their respective Affiliates have direct contractual relations to seek to obtain such information to the extent practicable.
(b) For the purposes of calculating the amounts payable by Purchaser in respect of Net Sales generated by Licensees, such amounts shall only be payable on the basis of the methodologies and scheduling contemplated in this Section 2.3 in respect of the calendar quarter (and only in respect of the funds) in respect of which the Company, Purchaser or any of their Affiliates receives payment in such calendar quarter in respect of Ne...
