Royalty Reports, Exchange Rates. During the term of this Agreement, following the First Commercial Sale of * covered by the TKT Patent Rights or which uses the TKT Technology in any country in the MMD Territory, MMD shall furnish to TKT a written quarterly report showing with respect to * , on a country by country basis (except as provided below): (i) the gross sales (except for sales to which subsection 7.2.2 applies) of all * covered by the TKT Patent Rights or which uses the TKT Technology sold by MMD and its Affiliates, its distributors and its permitted sublicensees in the MMD Territory during the reporting period; (ii) the calculation of Net Sales (except for sales to which subsection 7.2.2 applies) from such gross sales; (iii) the Gross Margin related sales to which subsection 7.2.2 CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. ASTERISKS DENOTE SUCH OMISSIONS. applies and the calculation of such Gross Margin; (iv) any revenues from sublicensees received by MMD during the reporting period; (v) the royalties and other payments payable in United States dollars which shall have accrued hereunder in respect of such Net Sales, Gross Margin and sublicensee payments; (vi) withholding taxes, if any, required by law to be deducted as a payment by TKT in respect of such Net Sales, Gross Margin and sublicensee payments; (vii) the dates of the First Commercial Sales of * covered by the TKT Patent Rights or which uses the TKT Technology in any country in the MMD Territory during the reporting period; and (viii) the exchange rates used in determining the amount of United States dollars. All amounts payable will first be calculated in the currency of sale and then converted into United States dollars on a quarterly basis using as a rate of exchange the actual foreign currency exchange rate on the last day of the month preceding the end of the quarter or such other method as is consistent with MMD's internal foreign currency translation procedures. MMD shall use best efforts to provide reports due on the sixtieth (60th) day following the close of each quarter. If no royalty is due for any royalty period hereunder, MMD shall so report. MMD shall keep complete and accurate records in sufficient detail to properly reflect all gross sales, Net Sales and Gross Margin and to enable the royalties payable hereunder to be determined.
Royalty Reports, Exchange Rates. During the term of this Agreement following the First Commercial Sale of any Product, the Product Licensee shall provide Product Licensor, within [**] days after the end of each Contract Quarter, an initial quarterly royalty report in a manner sufficient to enable Product Licensor to comply with its reporting requirements. Within [**] days after each Contract Quarter, Product Licensee shall furnish to the Product Licensor a written quarterly report showing, on a Product-by-Product basis:
(a) the gross sales and Net Sales of Products sold by such Product Licensee, its Sublicensees and their respective Affiliates during the reporting period and the calculation of Net Sales from such gross sales;
(b) the royalties payable in United States dollars which shall have accrued hereunder in respect of such Net Sales;
(c) withholding taxes, if any, required by applicable Law to be deducted in respect of such royalties;
(d) the dates of the First Commercial Sales of Products in any country during the reporting period; and
(e) the exchange rates used in determining the amount of United States dollars payable hereunder. Royalties payable on sales in countries other than the United States shall be calculated in accordance with the standard exchange rate conversion practices used by the Product Licensee for financial accounting purposes. If no royalty or payment is due for any royalty period hereunder, the Product Licensee shall so report. Each Product Licensee shall keep, and shall require its Sublicensees to keep (all in accordance with generally accepted accounting principles, consistently applied), complete and accurate records in sufficient detail to properly reflect all gross sales and Net Sales and to enable the royalties payable hereunder to be determined.
Royalty Reports, Exchange Rates. Following the First Commercial Sale of any BI Product in any country, BI shall within thirty (30) days after each calendar quarter furnish to PPI a written quarterly report showing: (i) the gross sales of the BI Product sold by BI, its Affiliates and sublicensees, including sales by BI to Recognized Agents during the reporting period and the calculation of Net Sales from such gross sales; (ii) withholding taxes, if any, required by law to be deducted in respect of such sales; and (iii) the exchange rates used in determining the amount of United States dollars. All sales in currencies other than United States dollars shall first be converted into German marks and then into United States dollars using in both cases the average monthly exchange rates as published regularly by Deutsche Bank in Frankfurt am Main, Germany, and as customarily used by BI in its accounting system. If no royalty is due for any royalty period hereunder, BI shall so report. BI shall keep complete and accurate records in sufficient detail to properly reflect all gross sales and Net Sales and to enable the royalties payable hereunder to be determined.
Royalty Reports, Exchange Rates. 20 6.3 Audits............................................20 6.4
Royalty Reports, Exchange Rates. During the term of this Agreement, following the First Commercial Sale of a Product in any country by Allergan, Allergan shall furnish to CNSI a written quarterly report showing, on a country by country basis: (i) the gross sales of all Products sold by Allergan and its Affiliates and its sublicensees during the reporting period and the calculation of Net Sales from such gross sales; (ii) the royalties and other payments payable in United States dollars which shall have accrued hereunder in respect of such sales; (iii) withholding taxes, if any, required by law to be deducted in respect of such sales, as applicable; (iv) the dates of the First Commercial Sales of any Products in any country by Allergan and its Affiliates and its sublicensees during the reporting period; and (v) the exchange rates used in determining the amount of United States dollars. All amounts payable will first be calculated in the currency of sale and then converted into United States dollars using as a rate of exchange the average exchange rate reported in the Wall Street Journal during the calendar quarter to which the payment relates. Reports together with the royalty payable for the periods to which the reports relate shall be due on the sixtieth (60th) day following the close of each calendar quarter. If no royalty is due for any royalty period hereunder, Allergan shall so report. Allergan shall keep complete and accurate records in sufficient detail to properly reflect all gross sales and Net Sales and to enable the royalties payable hereunder to be determined.
Royalty Reports, Exchange Rates. During the term of this Agreement following the First Commercial Sale of any TDCC Product or receipt of any Technology access fees subject to Section 6.4.3, TDCC shall within ninety (90) days after each calendar quarter pay estimated royalties on the Net Sales of the TDCC Product and Biosource's share of any Technology access fee. A royalty report shall accompany the estimated royalty payment and payment of any Technology access fee under Section 6.
Royalty Reports, Exchange Rates. During the term of this Agreement following the First Commercial Sale of any Product, SC shall within sixty (60) days after each calendar quarter furnish to GTC a written quarterly report showing: (i) the gross sales of the Products sold by SC and its Affiliates and sublicensees during the reporting period and the calculation of Net Sales from such gross sales; (ii) the sublicense payments received by SC during the reporting period; (iii) the royalties and other payments payable in United States dollars which shall have accrued hereunder in respect of such sales and sublicense * Confidential information omitted and filed separately with the Commission
Royalty Reports, Exchange Rates. 16 6.4.5. Audits . . . . . . . . . . . . . . . . . . . . 17 6.4.6.
Royalty Reports, Exchange Rates. During the term of this Agreement following the First Commercial Sale of the Licensed Products in the Territory, DRL shall within thirty (30) days after each calendar quarter furnish to Metasyn a written quarterly report showing: (i) the gross sales of the Licensed Products sold by DRL, its Affiliates, and its sublicensees during the reporting period and the calculation of Net Sales from such gross sales; (ii) the royalty due thereon; (iii) withholding taxes, if any, required by law to be deducted in respect of such royalties; and (iv) the exchange rates used in determining the amount of United States dollars. All sales in currencies other than United States dollars shall first be converted into United States dollars calculated under the TT Spot Selling Rate employed by the head office of The Sumitomo Bank Ltd. on the payment date. If no royalty is due for any royalty period hereunder, DRL shall so report. DRL shall keep complete and accurate records in sufficient detail to properly reflect all gross sales and Net Sales and to enable the royalties payable hereunder to be determined.
Royalty Reports, Exchange Rates. During the term of this Agreement, following the First Commercial Sale, Pharmion shall within thirty (30) days after each calendar quarter furnish to Celgene a written quarterly report (the "Quarterly Report") showing: (a) the gross sales of the Product sold by Pharmion and its Affiliates during the reporting period and the calculation of Net Sales from such gross sales on a country by country basis; (b) the specific deductions, by category, permitted by the definition of "Net Sales" taken in connection with the calculation of Net Sales; and
