Reports; Royalty Payments. Until the expiration of a Party's royalty obligations under this Article 6, such Party agrees to make written reports to the other Party within [***] after the end of each Calendar Quarter covering all sales of Products in the Territory by such Party, its Affiliates and Sublicensees for which invoices were sent during such Calendar Quarter, each such written report in reasonable detail as available to such Party stating for the period in question: (a) the total Net Sales for each Product (including an itemization of the deductions applied to such gross sales to derive such Net Sales); and (b) a calculation of the amount of royalty payment due on such Net Sales pursuant to Article 6. The information contained in each report under this Section 6.9 shall be considered Confidential Information of the Party providing the report. Concurrent with the delivery of each such report, the Party delivering such report shall make the royalty payment due the other Party under Article 6 for the Calendar Quarter covered by such report. In the case of transfers or sales of any Product between the royalty-paying Party and an Affiliate or Sublicensee of such Party, a royalty shall be payable only with respect to the sale of such Product to an independent Third Party not an Affiliate or sublicensee of the seller.
Reports; Royalty Payments. 6.10.1 Until the expiration of all applicable Royalty Terms under this Article 6, CELGENE agrees to make written reports to EPIZYME within [**] days after the end of each Calendar Quarter covering Net Sales of Licensed Products, on a Licensed Product-by-Licensed Product and country-by-country basis in the CELGENE Territory by CELGENE, its Affiliates and Sublicensees during such Calendar Quarter. The information contained in each report under this Section 6.10 shall be considered Confidential Information of CELGENE.
6.10.2 Each such written report shall provide Net Sales by country and by Licensed Product for the period in question, adjustments (if any) made pursuant to Sections 6.8.2(b), 6.8.3, 6.8.4 and 6.8.5 and a calculation of royalties due.
6.10.3 Concurrent with the delivery of each such report, CELGENE shall make the royalty payment, if any, due to EPIZYME under Article 6 for the Calendar Quarter covered by such report.
Reports; Royalty Payments. 6.6.1 Until the expiration of each Party’s royalty payment obligations under this Article 6, such Party shall make written reports to the other Party within forty-five (45) days after the end of each Calendar Quarter covering sales of Licensed Products on a product-by-product and country-by-country basis in the applicable part of the Territory by such Party, its Affiliates and Sublicensees during such Calendar Quarter. The information contained in each report under this Section 6.6 shall be considered Confidential Information of the reporting Party.
6.6.2 Each such written report shall provide Net Sales by country by Licensed Product for the period in question, and all adjustments (if any) made pursuant to Sections 6.4.2, 6.4.3 and 6.
Reports; Royalty Payments. 4.4.1 Until the expiration of Novartis’ royalty payment obligations under this Article 4, Novartis agrees to make written reports to XOMA within [*] after the end of each Calendar Quarter covering sales of Product on a country-by-country basis in the Territory by Novartis, its Affiliates and sublicensees during such Calendar Quarter.
4.4.2 Each such written report (“Sales & Royalty Report”) shall, with respect to each country, provide:
(a) number of units sold for the Products;
(b) the Net Sales for the Products; and
(c) the calculation of the royalty payment due on such Net Sales in the Territory pursuant to this Article 4.
4.4.3 Following receipt of each such Sales & Royalty Report, [*], Novartis shall make the royalty payment due to be paid to XOMA under Article 4 for the Calendar Quarter covered by such report.
Reports; Royalty Payments. Until the expiration of a GSK’s royalty obligations under this Article 6, GSK agrees to make written reports to the other Party within [***] after the end of each [***] covering all sales of Products in the Territory by such Party and its Affiliates and Sublicensees for which invoices were sent during such [***], as well as, in the case of GSK, the amount of Sublicense Income received in such [***], each such written report in reasonable detail as available to such Party stating for the period in question: (a) the total Net Sales for each Product, (b) a calculation of the royalty payment due on such Net Sales pursuant to Article 6.3 or 6.5, as the case may be. The information contained in each report under this Section 6.6 shall be considered Confidential Information of the reporting Party. Concurrent with the delivery of each such report, each Party shall make the applicable royalty payment due to the other Party under this Article 6 for the [***] covered by such report. With respect to royalties owed hereunder by GSK to TELETHON-HSR, F. Telethon and F. San Raffaele shall each provide GSK with an invoice for their share of such royalties owed by GSK. In the case of transfers or sales of any Product between the royalty-paying Party and an Affiliate or Sublicensee of such Party, a royalty shall be payable only with respect to the sale of such Product to an independent Third Party and not an Affiliate or Sublicensee of the seller.
Reports; Royalty Payments. Until the expiration of all royalty payment obligations under this Section 4.3, HaiChang shall make written reports and Calendar Quarterly payments to Rexahn within forty-five (45) calendar days after the end of each Calendar Quarter during which there was Net Sales of a Licensed Product in the Territory, each such written report in reasonable detail as available stating, on a Licensed Product-by-Licensed Product basis, (i) gross sales of each Licensed Product sold by or on behalf of HaiChang or its Affiliates, in local currency and Dollars, (ii) a calculation of Net Sales of each Licensed Product sold by or on behalf of HaiChang and its Affiliates, in local currency and Dollars, and (iii) a calculation of the royalties due to Rexahn under this Section 4.3 with respect to such Licensed Product. Concurrent with the delivery of each such report, HaiChang shall make the royalty payment due to Rexahn for the Calendar Quarter covered by such report.
Reports; Royalty Payments. Until the expiration of all applicable Royalty Terms, Biosense shall make written reports and Calendar Quarter payments to Rexahn within [***] calendar days after the end of each Calendar Quarter covering all sales of Licensed Products in the Territory by Biosense, its Affiliates and Sublicensees, each such written report in reasonable detail as available stating: (a) the total Net Sales for each Licensed Product on a country-by-country or region-by-region basis; and (b) a calculation of the amount of royalty payment due on such Net Sales for each Licensed Product pursuant to Section 6.5 on a country-by-country or region-by-region basis.
Reports; Royalty Payments. Until the expiration of all applicable Royalty Terms, EyePoint shall make written reports and Calendar Quarterly payments to Equinox within sixty (60) calendar days after the end of each Calendar Quarter covering Net Sales of Licensed Products in the Territory by EyePoint, its Affiliates and Sublicensees during the preceding Calendar Quarter, each such written report in reasonable detail as available stating (a) gross sales of the Licensed Product sold by EyePoint, its Affiliates and Sublicensees, in local currency and U.S. Dollars, (b) calculation of Net Sales of the Licensed Product including all deductions and currency conversions, and (c) a calculation of the royalties due to Equinox. Concurrent with the delivery of each such report, EyePoint shall make the royalty payment due to Equinox for the Calendar Quarter covered by such report.
Reports; Royalty Payments. Until the expiration of all royalty payment obligations under this Section 5.3, 3DMed, within [***] of the end of each Calendar Quarter during which there was Net Sales of a Licensed Product in the Territory, shall deliver to SELLAS true and accurate reports, giving such particulars of the business conducted by 3DMed and its Sublicensees during the preceding period. The reports shall include at least the following information, to be itemized per Licensed Product by Relevant Region of sales origin: (i) product number; (ii) units sold; (iii) unit price; (iv) extended sales dollars; (v) royalty rate; (vi) extended royalty dollars due; (vii) the portion of Net Sales that was received from Sublicensees; (viii) country of sale; (ix) foreign currency conversion rate; and (x) any reduction to royalties taken in accordance with Section 5.3(c) above and documentation supporting 3DMed’s right to take such reduction. With each such report submitted, 3DMed shall pay to SELLAS the royalties due and payable under this Agreement. If no royalties shall be due, 3DMed shall so report.
Reports; Royalty Payments. Until the expiration of all the Royalty Term in all Relevant Regions, Betta shall make written reports and Calendar Quarterly payments to EyePoint within sixty (60) calendar days after the end of each Calendar Quarter covering Net Sales of Licensed Products in the Territory by Betta, its Affiliates and Sublicensees during the preceding Calendar Quarter, each such written report in reasonable detail as available stating (a) gross sales of the Licensed Product sold by Betta, its Affiliates and Sublicensees, in local currency and Dollars, (b) calculation of Net Sales of the Licensed Product including all deductions and currency conversions, and (c) a calculation of the royalties due to EyePoint. Concurrent with the delivery of each such report, Betta shall make the royalty payment due to EyePoint for the Calendar Quarter covered by such report. CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY “[***]”, HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.
