Royalty Reports; Records. During the Term and following the first Commercial Sale by MedImmune or its Affiliates or sublicensees, as the case may be, of a Product in the Territory, MedImmune shall furnish to Avalon, within * after the close of each Calendar Quarter, a written report or reports covering each Calendar Quarter, which report will set forth separately for each Product, in reasonable detail, the calculation of the royalties and/or other payments due from MedImmune, its Affiliates and sublicensees, including, for example, in the case of royalty payments, the gross amount billed or invoiced for the sale or distribution of the Product, itemized deductions against such gross amount, and Net Sales on a country-by-country and Product-by-Product basis. Such report shall contain reference to Net Sales by country in United States Dollars. MedImmune shall have the right to make corrections to the reports for each Calendar Quarter for any errors in calculation of any royalty or other payment due under this Agreement. Upon the expiration of * following the end of any Calendar Quarter, the calculation of royalties and/or other payments due from MedImmune with respect to such Calendar Quarter shall be binding and conclusive upon Avalon, and MedImmune, its Affiliates or sublicensees, as the case may be, shall be released from any liability or accountability with respect to such royalties and/or other payments for such Calendar Quarter. * If no payment is due for any such Calendar Quarter, MedImmune shall so report. MedImmune agrees to discuss any report and the information contained therein in good faith with Avalon, should questions regarding such reports arise. MedImmune shall keep, and shall require its Affiliates and sublicensees to keep, accurate records in sufficient detail to enable royalties payable hereunder (and all related calculations) to be determined. Such records will be maintained until Avalon's right to audit under Section 6.2 has expired.
Royalty Reports; Records. During the term of this Agreement, llex shall furnish to B.W. Co., in respect of Net Sales of Products in the U.S., and to WFL, in respect of Net Sales of Products in the Non-U.S. Territory, a written report or reports covering each calendar quarter (a "Royalty Period") showing (i) the Net Sales of all products in the U.S. or the Non-U.S. Territory, as applicable, during the Royalty Period; (ii) the royalties, payable in the Base Currency, which shall have accrued hereunder in respect of such sales; (L[i) withholding taxes, if any, required by law to be deducted in respect of such sales; and (iv) the exchange rates used in determining the amount of the royalties payable in the Base Currency. With respect to sales of Products invoiced in the Base Currency, the Net Sales and royalty payable shall be expressed in such Base Currency. With respect to sales of Products invoiced in a currency other than the Base Currency, the Net Sales and royalty payable shall be expressed in the domestic currency of the party making the sale together with the Base Currency equivalent of the royalty payable, calculated using the simple average of the exchange rates published in the London Financial Times under the heading "World Value of the Pound" on the last day of each month during the Royalty Period in which the London Financial Times' Guide is published (currently Tuesdays). If any sublicensee makes any sales invoiced in a currency other than its domestic currency, the Net Sales shall be converted
Royalty Reports; Records. During the term of this Agreement, NEWCO shall furnish to ILEX, in respect of Net Sales of Products in the U.S. and in respect of Net Sales of Products in the Non-U.S. Territory, a written report or reports covering each calendar quarter (a "Royalty Period") showing (i) the Net Sales of all Products in the U.S. or the Non-U.S. Territory, as applicable, during the Royalty Period; (ii) the royalties, payable in the Base Currency, 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; and (iv) the exchange rates used in determining the amount of the royalties payable in the Base Currency. With respect to sales of Products invoiced in the Base Currency, the Net Sales and royalty payable shall be expressed in such Base Currency. With respect to sales of Products invoiced in a currency other than the Base Currency, the Net Sales and royalty payable shall be expressed in the domestic currency of the party making the sale together with the Base Currency equivalent of the royalty payable, calculated using the simple average of the exchange rates published in the London Financial Times under the heading "World Value of the Pound" on the last day of each month during the Royalty Period in which the London Financial Times' Guide
Royalty Reports; Records. During the term of this Agreement, LUNG RX shall furnish or cause to be furnished to P&U on a semiannual basis a written report or reports covering LUNG RX's fiscal half year (currently ending on or about the last day of February and August; each such fiscal half year being sometimes referred to herein as a royalty period) showing (a) the Net Sales of all Products in the Territory during the reporting period; (b) the royalties, payable in Dollars, which shall have accrued hereunder in respect of such sales with a
Royalty Reports; Records. LICENSEE agrees that it will render to LICENSOR or its designee on or before the 28th day of each of the months of January, April, July and October of each year during which this Agreement is in force, a written detailed report setting forth the total gross sales receipts from its royalty-bearing sales, the country of ultimate destination, number of units and parts involved and their serial numbers (which shall be provided by LICENSOR for marking on the Licensed Devices by LICENSEE) and the royalty calculation during the period covered by such report. LICENSEE shall maintain accurate records as to all LICENSED DEVICES sold by it hereunder, which shall be open to the inspection of LICENSOR or his duly authorized agent at all reasonable times during normal business hours during the continuance of this Agreement and for a period of six (6) months after termination hereof, provided that LICENSEE will not be required to retain any such record for more than three (3), years after the making thereof. Should any such inspection show a significant shortage error was made by LICENSEE in the amount of royalties due, LICENSEE shall pay for the costs of the inspection.
Royalty Reports; Records. Article 5 - Confidentiality; Article 7 - Indemnification; and, Article 10 - Miscellaneous.
Royalty Reports; Records. During the term of this Agreement after first commercial sale of the first Product, Elixir shall furnish or cause to be furnished to Kissei within sixty (60) days after the end of each Royalty Period a written report or reports (the “Royalty Report”) covering the applicable Royalty Period:
(a) the Net Sales of Products in each country of the Territory during the Royalty Period;
(b) the royalties, payable in U.S. Dollars, which shall have accrued hereunder in respect to such Net Sales;
(c) withholding taxes, if any, required by Law to be deducted in respect of such royalties;
(d) the exchange rates used in determining the amount of U.S. Dollars; and
(e) the major market channels of the Product distributed by Elixir, its Affiliates and Elixir Sublicensees.
Royalty Reports; Records. Company shall report to the Holders the Net Revenues on which Holders are entitled to Royalties hereunder on an annual basis during the Term; provided however, upon the commencement of royalty payments, the Company shall provide the report on a quarterly basis during the term (each, a “Royalty Report”).
Royalty Reports; Records. During the term of this Agreement and following the first Commercial Sale by ViroPharma or its Affiliates or Sublicensees of a Product in the Territory, ViroPharma shall furnish to GSK and MICHIGAN, within thirty (30) days after the close of each calendar quarter (March 31, June 30, September 30 and December 31) (each a “Royalty Period”), a written report or reports covering each Royalty Period, which report will contain separately for each Product (each Product to be described separately by ViroPharma) and for ViroPharma (including its Affiliates) and each Sublicensee, the information identified in Schedule 4.1 attached hereto and incorporated herein by reference. ViroPharma agrees to report royalties with respect to the United States (including Puerto Rico) separate and distinct from the royalties with respect to other countries in the Territory. ViroPharma agrees to discuss any report and the information contained therein in good faith with GSK should questions regarding such reports arise. ViroPharma shall keep, and shall require its Affiliates and Sublicensees to keep, accurate records in sufficient detail to enable royalties payable hereunder (and all related calculations) to be determined. Such records will be maintained until GSK’s right to audit under Section 4.2 has expired. ViroPharma acknowledges that it is responsible for all royalties and other payments that are due from ViroPharma to GSK and MICHIGAN as expressly provided for hereunder but have not been paid by ViroPharma’s Affiliates or Sublicensees. ViroPharma hereby guarantees all payment obligations of its Affiliates and Sublicensees.
Royalty Reports; Records. Article 7 - Indemnification and Insurance; and, Article 8 - Disclaimer of Warranties; and, Section
