Reports Payments and Accounting. 7.1 Quarterly Royalty Payment and Report. GEN-PROBE shall make written reports and royalty payments to STANFORD within ninety (90) days after the end of each calendar quarter. This report shall state the number, description, and aggregate Net Sales of Licensed Product(s) during such completed calendar quarter, and resulting calculation pursuant to Paragraph 6.2 of earned royalty payment due STANFORD for such completed calendar quarter. Concurrent with the making of each such report, GEN-PROBE shall include payment due STANFORD of royalties for the calendar quarter covered by such report.
Reports Payments and Accounting. 5.1 Beginning with the calendar quarter in which MSIL or an Affiliate makes a first commercial sale of SIMOX Wafers, MSIL shall provide to IBIS, within thirty (30) days following the end of such quarter, a written report setting forth the total Net Sales and the royalty due and payable to IBIS for such quarter, and MSIL shall remit to IBIS with such report the amount of royalty payments shown thereby to be due. Royalties shall be remitted in United States dollars. For converting any royalty that accrued in another currency into United States dollars, there shall be used the closing buying rates quoted by the WALL STREET JOURNAL for the last business day of the month in which the royalties were earned.
5.2 MSIL shall keep complete and accurate records for the latest three (3) years showing the Net Sales by MSIL of SIMOX Wafers subject to royalty under this Agreement. Such records shall be in sufficient detail to enable the royalties payable hereunder by MSIL to be determined. MSIL agrees to permit such books and records to be examined, but not more often than twice in any calendar year. The examination shall be by an independent certified public accounting firm designated by IBIS and reasonably acceptable to and approved by MSIL. Any such audit shall be conducted during business hours of MSIL upon reasonable notice to MSIL. The purpose of any such audit shall solely be for verifying the royalties payable as provided for in this Agreement and said accounting firm shall only disclose to IBIS Net Sales and royalties on SIMOX Wafers sales and royalties due and payable thereon to IBIS. Any such audit shall be at the expense of IBIS unless any such audit reveals that MSIL has underpaid or understated royalties due to IBIS by more than five percent (5%), in which case MSIL shall reimburse IBIS for the cost of any such audit.
5.3 Any tax required to be paid under the laws or governmental regulations of any country with respect to royalties payable to IBIS shall be promptly paid by MSIL provided, however , that any payments from MSIL to IBIS may be reduced by whatever taxes or charges, if any, which MSIL is required by law to withhold from such payments. MSIL shall furnish IBIS with proof of payment of such withholding taxes or charges to the appropriate governmental authority.
Reports Payments and Accounting. 7.1 Quarterly Royalty Payment and Report. GEN-PROBE shall make written reports and royalty payments to [***] within ninety (90) days after the end of each calendar quarter. This report shall state the number, description, and aggregate Net Sales of Licensed Product(s) during such completed calendar quarter, and resulting calculation pursuant to Paragraph 6.2 of earned royalty payment due [***] for such completed calendar quarter. Concurrent with the making of each such report, GEN-PROBE shall include payment due [***] of royalties for the calendar quarter covered by such report.
Reports Payments and Accounting. Within 30 days after the first day of January, April, July and October of each year, Praxis shall provide to ANUTECH a true and accurate royalty report. This royalty report will cover payments due under clause 3 (Licence Consideration) and specify:
Reports Payments and Accounting. (a) INTERMUNE agrees to make written progress reports to MCWRF within sixty (60) days of each June 30 and each December 31 during the life of this Agreement covering activities related to the development and testing of all Licensed Products and the status of government approvals necessary for marketing. Progress reports are required for each Licensed Product until the first commercial sale of that Licensed Product occurs in the United States. Progress reports submitted under Paragraph 5.a. shall include, but are not limited to, the following topics:
(i) summary of work completed;
(ii) key scientific discoveries;
(iii) summary of work in progress;
(iv) schedule of anticipated events or milestones;
(v) marketing plans for introducing Licensed Products; and
(vi) summary of resources (dollar value) expended during the reporting period.
(b) INTERMUNE agrees to make written reports to MCWRF within sixty (60) days of each June 30 and each December 31 during the life of this Agreement stating in each such report the number of Licensed Product(s) used, sold, given, included in sales of other products or equipment, transferred or leased by INTERMUNE, upon which royalties are payable pursuant to Article 4. hereof for the prior six (6) month period.
(c) INTERMUNE also agrees to make a similar written report to MCWRF within ninety (90) days after the date of the termination of this Agreement on Licensed Product(s) sold, given, included in sales of other products or equipment, transferred or leased by INTERMUNE and upon which royalties are payable hereunder but which were not previously reported.
(d) Concurrently with the making of each report required under this Article 5.b. and 5.c., INTERMUNE shall pay to MCWRF all royalties due hereunder in connection with the transactions so reported.
(e) During the term of this Agreement, and for a period of seven (7) years after the termination of this Agreement, INTERMUNE agrees to keep records showing the manufacture, sales, use, leases, gifts, inclusions and transfers of Licensed Product(s) in sufficient detail to enable the royalties due and payable hereunder by INTERMUNE to be determined, and further agrees to permit its books and records to be examined from time to time to the extent necessary, but not more than once a year, to verify reports provided for in Paragraphs 5.b. and 5.c. hereof. Such examination is to be made by an independent certified accountant appointed by MCWRF, with the fees and expenses to be borne by MCW...
Reports Payments and Accounting. 7.1. Beginning with the first sale of an Orphan Drug Product, LICENSEE shall make written reports of royalty payments due, if any, to INSTITUTION within [***] days of [***] and [***]. This report shall state the number, description, and aggregate Net Sales of the applicable Product(s) received by LICENSEE during the previous completed calendar half year, and resulting calculations of royalty payments due INSTITUTION pursuant to Sections 6.2 through 6.5 for such completed calendar half year. Concurrent with the submission of each such report, LICENSEE shall pay INSTITUTION any royalties due for the [***] covered by such report.
7.2. LICENSEE agrees to keep and maintain records for a period of [***] years showing the sale, use and other disposition of Orphan Drug Products sold or otherwise disposed of under the license herein granted. Such records will include sufficient detail to enable the royalties payable hereunder by LICENSEE to be determined. LICENSEE further agrees to permit its books and records to be examined by an independent certified public accountant selected by INSTITUTION and acceptable to LICENSEE once per calendar year during the term of this Agreement, for the sole purpose of verifying the reports and payments made by LICENSEE. Such examination shall be made at LICENSEE’S place of business during ordinary business hours with at least [***] days prior written notice. Such examination is to be at the expense of INSTITUTION except in the event that the results of the audit reveal an under reporting of payments due INSTITUTION of [***] percent ([***]%) or more, then the audit costs shall be paid by LICENSEE within [***] days of notice by INSTITUTION to LICENSEE.
Reports Payments and Accounting. 6.1 Semi-Annual Earned Royalty Payment and Report. NATUS shall make written reports and earned royalty payments to STANFORD within ninety (90) days after the end of June and December throughout the term of this Agreement. This report shall state the number, description and aggregate Net Sales of Licensed Product(s) during such completed six-month period, and resulting calculation pursuant to Paragraph 5.2 of earned royalty payment due STANFORD for such completed six-month period. Concurrent with the making of each such report, NATUS shall include payment due STANFORD of royalties for the six-month period covered by such report.
6.2 The royalty payments set forth in this Agreement shall, if overdue, bear interest until payment at a per annum rate of the prime rate in effect at the Bank of America (San Francisco) on the due date. The payment of such interest shall not foreclose STANFORD from exercising any other rights it may have as a consequence of the delay in payment.
Reports Payments and Accounting. 5.1 Licensing Income received from licensing Patent Rights as well as any tangible material associated therewith shall be distributed as follows:
a) First, any Patent Prosecution Expenses not being reimbursed by the licensee shall be deducted, commencing pro rata with each party’s Sunk Costs (as defined in Exhibit B). Both CMCC and MIT shall be reimbursed to the extent of each Party’s obligations and right to reimbursement under Section 3.2.
b) Second, in consideration of its efforts to administer and license Patent Rights, CMCC shall receive […***…] percent ([…***…]%) of the balance of Licensing Income as an Administrative Fee.
c) Third, CMCC will distribute to all the inventors (including MIT inventors) according to CMCC internal policy.
d) Fourth, the remaining balance shall be divided into income based on U.S. patents and income based on foreign patents, and of the income based on U.S. patents, CMCC shall receive 50% and MIT shall receive 50%, offset however by any unsatisfied obligation under Section 3.2.
e) Each Institution shall be solely responsible for any asserted claim of its own Inventor(s), and hereby agrees to indemnify and hold harmless the other Institution(s) against any Inventor’s claims so asserted, including claims arising from the Institution’s default on meeting any obligations under this Agreement.
Reports Payments and Accounting. 7 12. CONFIDENTIALITY........................................................ 8 13. PUBLICATION............................................................ 9
Reports Payments and Accounting. 5.1 Quarterly Royalty Payment and Report. LICENSEE shall make written reports and royalty payments to ARIZONA within [+] days after the end of each calendar quarter following the First Commercial Sale. This report shall state the number, description, and aggregate Net Sales of Licensed Product(s) during such completed calendar quarter, and resulting calculation of earned royalty payment due the LICENSORS for such completed calendar quarter. Concurrent with the making of each such report, LICENSEE shall include payment due LICENSORS of royalties for the calendar quarter covered by such report. [+] DESIGNATES PORTIONS OF THIS DOCUMENT THAT HAVE BEEN OMITTED FOR CONFIDENTIALITY PURPOSES All Payments pursuant to the License shall be made and sent to the following address: Office of Technology Transfer The University of Arizona P. X. Xxx 000000 Xxxxxx, XX 00000-0000 if express mail: Xxxxxxx Bldg., Rm. 3205 0000 Xxxxxxxx Xxxx. Xxxxxx, XX 00000-0000
