Royalty Reports and Records Retention. Within 60 days after the end of each Calendar Quarter during which Licensed Products have been sold, CTI shall deliver to DFCI, together with the applicable royalty/payment in the nature of royalties payment due, a written report, on a Licensed Product-by-Licensed Product (and specifying non-Covered status, as applicable) and country-by-country basis, of (a) (a) Number of Licensed Products manufactured and sold by CTI, and any Affiliates or Sublicensees, in each country; (b) gross invoiced (or otherwise charged) amounts of sales, by CTI and its Affiliates and Sublicensees, of Licensed Products subject to royalty payments for such Calendar Quarter (and, if non-Covered, subject to royalty/payment in the nature of royalties payments for such Calendar Quarter), (c) amounts deducted by category (following the definition of Net Sales) from such gross invoiced amounts to calculate Net Sales, (d) Net Sales subject to royalty or royalty/payment in the nature of royalties payments for such Calendar Quarter and Calendar Year to date, and (e) the corresponding royalty or royalty/payment in the nature of royalties, and (f) the nature and amount of Sublicense Revenue received by CTI. Such report shall be deemed “Confidential Information” of CTI subject to the obligations of Article VII of this Agreement. For three years after each sale of a Licensed Product (whether Covered or not), CTI shall keep (and shall ensure that its Affiliates and Sublicensees shall keep) complete and accurate records of such sale in sufficient detail to confirm the accuracy of the royalty or royalty/payment in the nature of royalties calculations hereunder.
Royalty Reports and Records Retention. Within [...***...] after the end of each Calendar Quarter during which Product has been sold, Company shall deliver to Licensor, together with the applicable royalty payment due for such Calendar Quarter, a written report of Net Sales on a Product-by-Product and a country-by-country basis, subject to royalty payments for such Calendar Quarter. Such report shall be deemed “Confidential Information” of Company subject to the obligations of ARTICLE 8 of this Agreement. For [...***...] after the end of each Calendar Year in which sale of Product occurs, Company shall, and shall ensure that its Affiliates and Sublicensees, keep complete and accurate records of such sale in sufficient detail to confirm the accuracy of the royalty calculations hereunder. *Confidential Information, indicated by [...***...], has been omitted from this filing and filed separately with the Securities and Exchange Commission.
Royalty Reports and Records Retention. Within forty-five (45) days after the end of each Calendar Quarter during which Licensed Products have been sold, TGTX shall deliver to Checkpoint, together with the applicable royalty/payment in the nature of royalties payment due, a written report, on a Licensed Product-by-Licensed Product and country-by-country basis, of Net Sales for such Calendar Quarter. Such report shall (i) total Net Sales for each Licensed Product and Combination Product (including an itemization of the deductions applied to such gross sales to derive such Net Sales and if a Licensed Product is part of a Combination Product the percentage of the Combination Product’s Net Sales attributed to the Licensed Product) during the relevant Calendar Quarter, in each case on a dosage-by-dosage, country-by-country basis, including a summary of currency exchange rates used in the calculations, and (ii) the calculation of royalties due on the foregoing. In addition for any Sublicense, the report shall provide the information in clauses (i) through (ii) above. Such report shall be deemed “Confidential Information” of TGTX subject to the obligations of Article VII of this Agreement. For three years after each sale of a Licensed Product, TGTX shall keep (and shall cause its Affiliates and Sublicensees to keep) complete and accurate records of such sale in sufficient detail to confirm the accuracy of the royalty or royalty/payment in the nature of royalties calculations hereunder.
Royalty Reports and Records Retention. Within [...***...] after the end of each Calendar Quarter during which Product has been sold, BeiGene shall deliver to Company, together with the applicable royalty payment due for such Calendar Quarter, a written report of Net Sales on a Product-by-Product basis, subject to royalty payments for such Calendar Quarter. Such report shall be deemed “Confidential Information” of BeiGene subject to the obligations of ARTICLE 4 of this Agreement. [...***...] after the end of each Calendar Year in which sale of Product occurs, BeiGene shall, and shall ensure that its Affiliates and Sublicensees, keep complete and accurate records of such sale in sufficient detail to confirm the accuracy of the royalty calculations hereunder.
Royalty Reports and Records Retention. Within forty-five (45) days after the end of each Calendar Quarter during which the Licensed Products have been sold, Merck shall deliver to Licensor, together with the applicable royalty payment due, a written report, on a Licensed Product-by-Licensed Product and a country-by-country basis, setting forth (i) the total number of Licensed Products Sold, (ii) gross amounts invoiced, aggregate Net Sales, and the calculation of Net Sales, including any deductions made, (iii) royalties payable and the calculation thereof, and (iv) applicable exchange rates used. Additionally, within fifteen (15) days after the end of each calendar month during the first year during which the First Commercial Sale of a Licensed Product occurs, Merck shall deliver such written report for such License Product on a country-by-country basis. Such reports shall be deemed Confidential Information of both Parties subject to the obligations of Article 8 of this Agreement. For at least [* * *] after submission of each such report, Merck shall keep (and shall ensure that its Affiliates and Sublicensees shall keep) complete and accurate records of all relevant data in sufficient detail to confirm the accuracy of the royalty calculations and other information to be reported hereunder.
Royalty Reports and Records Retention. Within [*] days after the end of each Calendar Quarter during which Product has been sold, Merck shall deliver to Sutro, together with the applicable royalty payment due for such Calendar Quarter, a written report, on a Product-by-Product and a country-by-country basis, that includes the Net Sales by country, the applicable royalty rate, the royalties payable in USD, the applicable exchange rate for such Calendar Quarter. Such report shall be deemed Confidential Information of Merck subject to the obligations of Article 9 of this Agreement. For two (2) years after each sale of Product occurs, Merck shall, and shall ensure that its Affiliates and Sublicensees, keep complete and accurate records of such sale in sufficient detail to confirm the accuracy of the royalty calculations hereunder.
Royalty Reports and Records Retention. Within forty-five (45) days after the end of each calendar quarter during which PPAR-d Products have been sold, Metabolex shall deliver to Xxxxxxx a written report of the amount of gross sales of each PPAR-d Product in each country during the applicable calendar quarter, an itemized calculation of Net Sales, consistent with Metabolex’s normal and customary reporting procedure, and a calculation of the amount of royalty payment due on such sales during such calendar quarter. For three (3) years after each sale of each PPAR-d Product, Metabolex shall keep (and shall ensure that its Affiliates and sublicensees shall keep) complete and accurate records of such sale in sufficient detail to confirm the accuracy of the royalty and other payment calculations hereunder.
Royalty Reports and Records Retention. Within [***] days after the end of each Calendar Quarter during which Product has been sold, Company shall deliver to Licensor a written royalty report in the form attached hereto as Schedule 6.9. Such report shall be deemed “Confidential Information” of Company subject to the obligations of Article 8 of this Agreement. For two (2) years (unless Company’s, or any of its relevant Affiliate’s, internal company procedures require a shorter period) after each sale of Product occurs, Company shall, and shall ensure that its Affiliates and Sublicensees, keep complete and accurate records of such sale in sufficient detail to confirm the accuracy of the royalty calculations hereunder.
Royalty Reports and Records Retention. Within […***…] days after the end of each […***…] during which the Licensed Products have been sold, Viking shall deliver to Metabasis and/or Ligand, together with the applicable royalty payment due, a written report, on a Licensed Product-by-Licensed Product and a country-by-country basis, of (i) gross invoiced (or otherwise charged) amounts of sales, by Viking and its Affiliates and Sublicensees, of Licensed Product subject to royalty payments for such […***…], (ii) amounts deducted by category (following the definition of Net Sales) from such gross invoiced amounts to calculate Net Sales, (iii) Net Sales subject to royalty payments for such […***…] and (iv) the corresponding royalty. Such report shall be deemed “Confidential Information” of Viking subject to the obligations of Article VII of this Agreement. For […***…] after each sale of a Licensed Product, Viking shall keep (and shall ensure that its Affiliates and Sublicensees shall keep) complete and accurate records of such sale in sufficient detail to confirm the accuracy of the royalty calculations hereunder.
Royalty Reports and Records Retention. Within [*] after the end of each Calendar Quarter following the First Commercial Sale of any Licensed Product, Ipsen shall deliver to Sutro, together with the applicable payment due for such Calendar Quarter, a written report, on a country-by-country basis, summarizing the total amount of applicable payments, if any, received during such Calendar Quarter. Such report shall include, on a country-by-country basis (i) the Gross Sales of Licensed Products subject to payments to Sutro for such Calendar Year, (ii) amounts deducted by category (following the definition of Net Sales) from such Gross Sales to calculate Net Sales, (iii) a calculation by category of any applicable reductions under Section 7.6 and (iv) a calculation of the amount of royalty payment due on such Net Sales. Such report shall be deemed Confidential Information of Ipsen subject to the obligations of Article 9 of this Agreement. Further, each such royalty report shall indicate Gross Sales and Net Sales in each country’s currency, the applicable royalty rate, the royalties payable for each country in such country’s currency, the applicable exchange rate to convert from each country’s currency to U.S. Dollars, and the royalties payable in U.S. Dollars. For [*] (or such longer period as required by Applicable Law) after each sale of each Licensed Product occurs, Ipsen shall, and shall ensure that its Affiliates and its and their Sublicensees, keep complete and accurate records of such sale in sufficient detail to confirm the accuracy of the payments made to Sutro hereunder.
