Common use of Royalty Reports Clause in Contracts

Royalty Reports. 4.6.1 Within *** (***) days after the end of the first, second and third calendar quarters of each calendar year and within *** (***) days after the end of the fourth quarter during each calendar year, commencing with the calendar quarter in which there is a first commercial sale of a Product, to the extent such information is reasonably available, ViroPharma shall furnish to Halozyme a written report showing in reasonably specific detail, on a country-by-country basis, (a) the quantity, average sales price and aggregate gross sales of all Products sold by ViroPharma, its sublicensees and their respective Affiliates during such calendar quarter and the calculation of Net Sales from such gross sales; (b) the calculation of the royalties, if any, which shall have accrued based upon such Net Sales; (c) the withholding taxes, if any, required by law to be deducted with respect to such sales; and (d) the exchange rates, if any, used in determining the amount of United States dollars. 4.6.2 With respect to sales of Products invoiced in United States dollars, all such amounts shall be expressed in United States dollars. With respect to sales of Products invoiced in a currency other than United States dollars, all such amounts shall be expressed both in the currency in which the sale is invoiced and in the United States dollar equivalent. The United States dollar equivalent shall be calculated using the average of the exchange rates (local currency per US$1) published in The Wall Street Journal, Western Edition, under the heading “Currency Trading” on the last business day of each month in the applicable calendar quarter. All royalties payable hereunder shall be calculated based on Net Sales expressed in United States dollars. 4.6.3 ViroPharma shall keep, to the extent such information is reasonably available, complete and accurate records in sufficient detail to properly reflect all gross sales and Net Sales and to enable the royalties payable to be determined. 4.6.4 All royalties shown to have accrued by each royalty report provided under this Section 4.6 shall be payable on the date such royalty report is due. Payment of royalties in whole or in part may be made in advance of such due date.

Appears in 3 contracts

Samples: Collaboration and License Agreement, Licensing Agreement, Collaboration and License Agreement (Viropharma Inc)

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Royalty Reports. 4.6.1 Within *** ([***) **] days after the end of the first, second and third calendar quarters of each calendar year and within *** ([***) **] days after the end of the fourth quarter during each calendar year, commencing with the calendar quarter in which there is a first commercial sale of a Product, to the extent such information is reasonably available, ViroPharma Intrexon shall furnish to Halozyme a written report showing in reasonably specific detail, on a country-by-country basis, (a) the quantity, average sales price quantity and aggregate gross sales of all Products sold by ViroPharmaIntrexon, its sublicensees and their respective Affiliates during such calendar quarter and the calculation of Net Sales from such gross sales; (b) the calculation of the royalties, if any, which shall have accrued based upon such Net Sales; (c) the withholding taxes, if any, required by law to be deducted with respect to such sales; and (d) the exchange rates, if any, used in determining the amount of United States dollars. 4.6.2 With respect to sales of Products invoiced in United States dollars, all such amounts shall be expressed in United States dollars. With respect to sales of Products invoiced in a currency other than United States dollars, all such amounts shall be expressed both in the currency in which the sale is invoiced and in the United States dollar equivalent. The United States dollar equivalent shall be calculated using the average of the exchange rates (local currency per US$1) published in The Wall Street Journal, Western Edition, under the heading “Currency Trading” on the last business day of each month in the applicable calendar quarter. All royalties payable hereunder shall be calculated based on Net Sales expressed in United States dollars. 4.6.3 ViroPharma Intrexon shall keep, to the extent such information is reasonably available, complete and accurate records in sufficient detail to properly reflect all gross sales and Net Sales and to enable the royalties payable to be determined. 4.6.4 All royalties shown to have accrued by each royalty report provided under this Section 4.6 shall be payable on the date such royalty report is due. Payment of royalties in whole or in part may be made in advance of such due date.

Appears in 3 contracts

Samples: Collaboration and License Agreement (Intrexon Corp), Collaboration and License Agreement (Intrexon Corp), Collaboration and License Agreement (Intrexon Corp)

Royalty Reports. 4.6.1 4.2.1 Within *** sixty (***60) days after the end of each calendar quarter following the first, second and third calendar quarters First Commercial Sale of each calendar year and within *** (***) days after the end of the fourth quarter during each calendar yearProduct by Edge, commencing with the calendar quarter in which there is a first commercial sale of a Productits sublicensees or their respective Affiliates, to the extent such information is reasonably available, ViroPharma Edge shall furnish to Halozyme SurModics a written report showing in reasonably specific detail, on a country-by-country basis, (a) the quantity, average sales price and aggregate gross sales of all Products each Product sold by ViroPharmaEdge, its sublicensees and their respective Affiliates during such calendar quarter and the calculation of Net Sales from such gross sales; (b) the calculation of the royalties, if any, which shall have accrued based upon such Net Sales; (c) the withholding taxes, if any, required by law to be deducted with respect to from such salesroyalties; and (d) the exchange rates, if any, used in determining the amount of United States dollars. 4.6.2 4.2.2 With respect to sales of Products each Product invoiced in United States dollars, all such amounts shall be expressed in United States dollars. With respect to sales of Products each Product invoiced in a currency other than United States dollars, all such amounts shall be expressed both in the currency in which the sale is invoiced and in the United States dollar equivalent. The United States dollar equivalent shall be calculated using the average of the exchange rates rate (local currency per US$1) published in The Wall Street Journal, United States Western Edition, under the heading “Currency Trading” on the last business day of each month in the applicable calendar quarter. All royalties payable hereunder shall be calculated based on Net Sales expressed in United States dollars. 4.6.3 ViroPharma 4.2.3 Edge shall keep, to the extent such information is reasonably available, keep complete and accurate records in sufficient detail to properly reflect all gross sales and Net Sales and to enable the royalties payable to be determined. 4.6.4 4.2.4 All royalties shown to have accrued by each royalty report provided under this Section 4.6 4.2 shall be payable on the date such royalty report is due. Payment of royalties in whole or in part may be made in advance of such due date.

Appears in 2 contracts

Samples: License Agreement (Edge Therapeutics, Inc.), License Agreement (Edge Therapeutics, Inc.)

Royalty Reports. 4.6.1 4.3.1 Within [*** (***) days ] after the end of the first, second and third calendar quarters of each calendar year and within *** (***) days after quarter following the end First Commercial Sale of the fourth quarter during each calendar yearProduct by NUPATHE, commencing with the calendar quarter in which there is a first commercial sale of a Productits sublicensees or their respective Affiliates, to the extent such information is reasonably available, ViroPharma NUPATHE shall furnish to Halozyme SMP a written report showing in reasonably specific detail, on a country-by-country basis, (a) the quantity, average sales price and aggregate gross sales of all Products the Product sold by ViroPharmaNUPATHE, its sublicensees and their respective Affiliates during such calendar quarter and the calculation of Net Sales from such gross sales; (b) the calculation of the royalties, if any, which shall have accrued based upon such Net Sales; (c) the withholding taxes, if any, required by law to be deducted with respect to from such salesroyalties; and (d) the exchange rates, if any, used in determining the amount of United States dollars. 4.6.2 4.3.2 With respect to sales of Products the Product invoiced in United States dollars, all such amounts shall be expressed in United States dollars. With respect to sales of Products the Product invoiced in a currency other than United States dollars, all such amounts shall be expressed both in the currency in which the sale is invoiced and in the United States dollar equivalent. The United States dollar equivalent shall be calculated using at a quarterly conversion rate for each foreign currency calculated for the relevant quarter as the daily average of the noon buying rate in New York City for cable transfers in foreign currencies as certified for customs purposes by the Federal Reserve Bank in New York as these exchange rates (local currency per US$1) are published in The Wall Street Journal, Western Edition, under the heading “Currency Trading” on the last business day of each month in the applicable calendar quarterat xxx.xxxxxxxxxxxxx.xxx/xxxxxxxx/X00/xxxx. All royalties payable hereunder shall be calculated based on Net Sales expressed in United States dollars. 4.6.3 ViroPharma 4.3.3 NUPATHE shall keep, to the extent such information is reasonably available, keep complete and accurate records in sufficient detail to properly reflect all gross sales and Net Sales and to enable the royalties payable to be determined. 4.6.4 4.3.4 All royalties shown to have accrued by each royalty report provided under this Section 4.6 4.3 shall be payable on the date such royalty report is due. Payment of royalties in whole or in part may be made in advance of such due date.

Appears in 2 contracts

Samples: License Agreement (Nupathe Inc.), License Agreement (Nupathe Inc.)

Royalty Reports. 4.6.1 Within *** Beginning with the earlier of (***i) days after the end first Sale or other uses of a Licensed Product described in Section 1.23(iii), or (ii) the firstfirst transaction that results in Sublicense Fees accruing to EndoChem, second the Licensee will make quarterly Earned Royalty and third calendar quarters Sublicensee Fee reports to EndoChem on or before each February 15 (for the quarter ending December 31), May 15 (for the quarter ending March 31), August 15 (for the quarter ending June 30) and November 15 (for the quarter ending September 30) of each calendar year year. Each Earned Royalty and within *** (***) days after the end of the fourth quarter during each calendar year, commencing with the calendar quarter in which there is a first commercial sale of a Product, to the extent such information is reasonably available, ViroPharma shall furnish to Halozyme a written Sublicensee Fee report showing in reasonably specific detail, on a country-by-country basis, (a) the quantity, average sales price and aggregate gross sales of all Products sold by ViroPharma, its sublicensees and their respective Affiliates during such will cover Licensee's most recently completed calendar quarter and will, at a minimum, show: 5.6.1 the calculation of gross invoice prices and Net Sales from such of Licensed Products Sold or otherwise exploited as described in the Net Sales definition (itemizing the applicable gross sales; (b) proceeds and any deductions therefrom); 5.6.2 the calculation quantity of each type of Licensed Product Sold or otherwise exploited; 5.6.3 the royalties, if any, country in which shall have accrued based upon such Net Sales; (c) the withholding taxes, if any, required by law to be deducted with respect to such sales; and (d) the exchange rates, if anyeach Licensed Product was made, used in determining or Sold or otherwise exploited; 5.6.4 the amount of United States dollars. 4.6.2 With respect to sales of Products invoiced Earned Royalties, in United States dollars, all such amounts shall be expressed payable with respect to Net Sales; 5.6.5 the Sublicense Fees, in United States dollars. With , payable with respect to sales Attributed Income; 5.6.6 the method used to calculate the Earned Royalty, specifying all deductions taken and the dollar amount of Products invoiced in a currency other than United States dollars, all each such amounts shall be expressed both in the currency in which the sale is invoiced and in the United States dollar equivalent. The United States dollar equivalent shall be calculated using the average of deduction; 5.6.7 the exchange rates (local currency per US$1) published in The Wall Street Journalused, Western Editionif any; QuatRx EndoChem License 5.6.8 the amount of the cash and the amount of the cash equivalent of any non-cash consideration including the method used to calculate the non-cash consideration; and 5.6.9 any other information reasonably necessary to confirm Licensee's calculation of its financial obligations hereunder. If no Sales of Licensed Products have been made and no Licensed Products have been otherwise exploited during any reporting period, under then a statement to this effect must be provided by the heading “Currency Trading” on the last business day of each month Licensee in the applicable calendar quarterimmediately subsequent royalty report. All royalties payable hereunder EndoChem shall be calculated based on Net Sales expressed in United States dollars. 4.6.3 ViroPharma shall keeppermitted to provide any reports required under this Article 5 to UC for reporting purposes under Article 12 of the UC Agreement, subject to the extent such information is reasonably available, complete and accurate records in sufficient detail to properly reflect all gross sales and Net Sales and to enable the royalties payable to be determinedconfidentiality obligations herein. 4.6.4 All royalties shown to have accrued by each royalty report provided under this Section 4.6 shall be payable on the date such royalty report is due. Payment of royalties in whole or in part may be made in advance of such due date.

Appears in 2 contracts

Samples: Exclusive License Agreement (Quatrx Pharmaceuticals Co), Exclusive License Agreement (Quatrx Pharmaceuticals Co)

Royalty Reports. 4.6.1 Within *** GSK shall, within thirty (***30) days following each Calendar Quarter, make quarterly written reports to Santarus stating in each report, separately for GSK and each of its Affiliates and Sublicensees, and by country: (a) the number, description and aggregate gross amounts invoiced and Net Sales of each Licensed Product sold in the GSK Territory during the immediately preceding quarter, including reasonably detailed descriptions of all itemized deductions from gross amounts invoiced; (b) the number of Licensed Products sold or distributed on a product-by-product basis; (c) the calculated amount of royalties due Santarus on account of such Net Sales; (d) the basis for calculation of royalties due to Santarus, including applicable deductions or adjustments; (e) the exchange rates used in making such calculations; and (f) the date of first commercial sale of each Licensed Product. If no royalties are due for a particular quarter, GSK shall so report to Santarus. GSK shall also make monthly interim written reports to Santarus stating in each such report the aggregate Net Sales of Licensed Products sold in each country in the GSK Territory during the immediately preceding month. GSK’s reports under this Section 7.5 shall be transmitted to Santarus by email (to xxxxxxxxx@xxxxxxxx.xxx and xxxxxxx@xxxxxxxx.xxx, or to such other e-mail address(es) as Santarus may from time to time designate in writing). Quarterly reports shall be sent within thirty (30) days after the end of the first, second each Calendar Quarter and third calendar quarters of each calendar year and monthly interim reports shall be sent within *** ten (***10) days after the end of the fourth quarter during each calendar year, commencing with the calendar quarter in which there is a first commercial sale of a Product, to the extent such information is reasonably available, ViroPharma shall furnish to Halozyme a written report showing in reasonably specific detail, on a country-by-country basis, (a) the quantity, average sales price and aggregate gross sales of all Products sold by ViroPharma, its sublicensees and their respective Affiliates during such calendar quarter and the calculation of Net Sales from such gross sales; (b) the calculation of the royalties, if any, which shall have accrued based upon such Net Sales; (c) the withholding taxes, if any, required by law to be deducted with respect to such sales; and (d) the exchange rates, if any, used in determining the amount of United States dollars. 4.6.2 With respect to sales of Products invoiced in United States dollars, all such amounts shall be expressed in United States dollars. With respect to sales of Products invoiced in a currency other than United States dollars, all such amounts shall be expressed both in the currency in which the sale is invoiced and in the United States dollar equivalentmonth. The United States dollar equivalent shall be calculated using the average of the exchange rates (local currency per US$1) published in The Wall Street Journal, Western Edition, under the heading “Currency Trading” on the last business day of each month in the applicable calendar quarter. All royalties payable hereunder shall be calculated based on Net Sales expressed in United States dollars. 4.6.3 ViroPharma shall keep, to the extent such information is reasonably available, complete and accurate records in sufficient detail to properly reflect all gross sales and Net Sales and to enable the royalties payable to be determined. 4.6.4 All royalties shown to have accrued by each royalty report provided reports required under this Section 4.6 shall be payable on the date such royalty report is due. Payment of royalties in whole or in part 7.5 may be made combined with royalty reports due under the Distribution Agreement; provided that any such combined report shall set forth the required information separately for each country in advance of such due datethe GSK Territory.

Appears in 2 contracts

Samples: License Agreement, License Agreement (Salix Pharmaceuticals LTD)

Royalty Reports. 4.6.1 5.4.1 Biodel shall keep complete and accurate records in sufficient detail to properly reflect all gross sales and Net Sales, and to enable the royalties payable to Aegis under Section 5.3.2 to be determined. 5.4.2 Within [*** (***) ] days after the end of the first, second and third calendar quarters of each calendar year and within *** (***) days after quarter during the end term of this Agreement following the First Commercial Sale of the fourth quarter during each calendar yearfirst Product by Biodel, commencing with the calendar quarter in which there is a first commercial sale of a Productits sublicensees or their respective Affiliates, to the extent such information is reasonably available, ViroPharma Biodel shall furnish to Halozyme Aegis a written report showing in reasonably specific detail, on a country-by-country and Product-by-Product basis, (a) the quantity, average sales price and aggregate gross sales of all Products sold by ViroPharmaBiodel, its Affiliates and sublicensees and their respective Affiliates during such calendar quarter and the calculation of Net Sales from such gross sales; (b) the calculation of the royalties, if any, royalties which shall have accrued based upon such Net Sales; (c) the withholding taxes, if any, required by law to be deducted with respect to such sales; and (d) the exchange rates, if any, used in determining the amount of United States dollars. 4.6.2 5.4.3 With respect to sales of Products invoiced in United States dollars, all such amounts shall be expressed in United States dollars. With respect to sales of Products invoiced in a currency other than United States dollars, all such amounts shall be expressed both in the currency in which the sale is invoiced and in the United States dollar equivalent. The United States dollar equivalent shall be calculated using the average of the exchange rates (local currency per US$1) published in The Wall Street Journal, Western Edition, under the heading “Currency Trading” on the last each business day of each month in the applicable calendar quarter. All royalties payable hereunder shall be calculated based on Net Sales expressed in United States dollars. 4.6.3 ViroPharma shall keep, to the extent such information is reasonably available, complete and accurate records in sufficient detail to properly reflect all gross sales and Net Sales and to enable the royalties payable to be determined. 4.6.4 5.4.4 All royalties shown to have accrued by each royalty report provided under this Section 4.6 5.4 shall be payable on the date such royalty report is due. Payment of royalties in whole or in part may be made in advance of such due date.

Appears in 1 contract

Samples: License Agreement (Biodel Inc)

Royalty Reports. 4.6.1 Within On a Licensed Product-by-Licensed Product basis, until the expiration of the Royalty Term with respect to such Licensed Product in the Territory, Hutchmed agrees to (i) send an email to Epizyme within [*** (***) days ] after the end of each Calendar Quarter with a good faith, non-binding estimate of the first, second amount of the royalties owed with respect to such Licensed Product in the Territory in such Calendar Quarter and third calendar quarters of each calendar year and (ii) provide quarterly written reports to Epizyme within [*** (***) days ] after the end of each Calendar Quarter, covering all Net Sales of such Licensed Product in the fourth quarter Territory by any Hutchmed Entity, each such written report stating for the period in question the number of units sold of each Licensed Product in Xxxxxxxx Xxxxx, Xxxxxx, Xxxx Xxxx, xxx Xxxxx during the applicable Calendar Quarter (including such amounts expressed in local currency and as converted to Dollars), the gross sales for each calendar year, commencing with the calendar quarter in which there is a first commercial sale of a Licensed Product, ​ as applicable, a calculation of the adjustments to the extent such information is reasonably available, ViroPharma shall furnish to Halozyme a written report showing in reasonably specific detail, on a country-by-country basis, Net Sales for Combination Products (aif applicable) the quantity, average sales price and aggregate gross sales of all Products sold by ViroPharma, its sublicensees and their respective Affiliates during such calendar quarter and the calculation of the royalty payment due on such Net Sales from for such gross sales; (b) the Calendar Quarter pursuant to this Article 9. Such report shall also include a calculation of the royalties, if any, which shall have accrued based upon such Net Sales; (c) the withholding taxes, if any, required by law to be deducted with respect to such sales; and (d) the exchange rates, if any, used in determining the amount of United States dollars. 4.6.2 With respect to sales of Products invoiced in United States dollars, all such amounts shall be expressed in United States dollars. With respect to sales of Products invoiced in a currency other than United States dollars, all such amounts shall be expressed both in the currency in which the sale is invoiced and in the United States dollar equivalent. The United States dollar equivalent shall be calculated using the average of the exchange rates (local currency per US$1) published in The Wall Street Journal, Western Edition, under the heading “Currency Trading” on the last business day of each month in the applicable calendar quarter. All royalties payable hereunder shall be calculated based royalty payment due on Net Sales expressed for such Calendar Quarter that are payable pursuant to any Epizyme New In-License Agreement, or if such calculation cannot be made by Hutchmed, such report shall include the information reasonably needed from Hutchmed in United States dollars. 4.6.3 ViroPharma shall keeporder for Epizyme to make such calculation, as communicated in writing by Epizyme to the extent such Hutchmed. The information is reasonably available, complete and accurate records contained in sufficient detail to properly reflect all gross sales and Net Sales and to enable the royalties payable to be determined. 4.6.4 All royalties shown to have accrued by each royalty report provided under this Section 4.6 9.6(d) shall be payable on considered the date such royalty report is due. Payment Confidential Information of royalties in whole or in part may be made in advance of such due dateHutchmed.

Appears in 1 contract

Samples: License Agreement (HUTCHMED (China) LTD)

Royalty Reports. 4.6.1 Within *** (***) days after During the end term of the firstthis Agreement, second and third calendar quarters of each calendar year and within *** (***) days after the end of the fourth quarter during each calendar year, commencing with the calendar quarter in which there is a first commercial sale of a Product, to the extent such information is reasonably available, ViroPharma Cepheid shall furnish to Halozyme Abaxis a quarterly written report showing in reasonably specific detail, on a country-by-country basisdetail , (a) the quantity, average sales price and aggregate gross sales of all Products each Licensed Product sold by ViroPharmaCepheid, its sublicensees Affiliates and their respective Affiliates its distributors, (except sales by Cepheid Foreign Distributors and NGSS to the US Postal Service) in the Territory during such calendar quarter the reporting period and the calculation of Net Sales from such gross sales; (b) the calculation of the royaltiesroyalties payable in United States dollars, if any, which shall have accrued hereunder based upon such Net SalesSales of each Licensed Product; (c) the withholding taxes, if any, required by law to be deducted with in respect to of such sales; and (d) the exchange rates, if any, rates used in determining the amount of United States dollars. 4.6.2 . With respect to sales of Licensed Products invoiced in United States dollars, all such amounts shall be expressed in United States dollars. With respect to sales of Licensed Products invoiced in a currency other than United States dollars, all such amounts shall be expressed both in the domestic currency in which of the party making the sale is invoiced and in together with the United States dollar equivalent. The United States dollar equivalent shall be calculated using the average of the exchange rates rate (local currency per US$1) published in The Wall Street Journal, Western Edition, under the heading “Currency Trading” on the last business day of each month in during the applicable calendar quarter. All royalties payable hereunder Reports shall be calculated based due on Net Sales expressed in United States dollars. 4.6.3 ViroPharma the sixtieth (60th) day following the close of each quarter. Cepheid shall keep, to the extent such information is reasonably available, 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. 4.6.4 All royalties shown to have accrued by each . For the purpose of this Section 5.1 and Section 6.1, the first quarterly royalty report provided under this Section 4.6 shall be payable on will cover the date such royalty report period of October 1, 2005 to December 31, 2005. The symbol [***] is dueused to indicate that a portion of the exhibit has been omitted and filed separately with the Securities and Exchange Commission. Payment of royalties in whole or in part may be made in advance of such due dateConfidential treatment has been requested with respect to the omitted portion.

Appears in 1 contract

Samples: License Agreement (Cepheid)

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Royalty Reports. 4.6.1 Within *** sixty (***60) days after the end of the first, second and third calendar quarters of each calendar year and within *** quarter during the term of this Agreement following (***i) days after the end execution by Company or its Affiliate of the fourth quarter during each calendar yearfirst sublicense agreement for the Licensed IP Rights, commencing with or (ii) the calendar quarter in which there is a first commercial sale First Commercial Sale of a Product, to the extent such information is reasonably available, ViroPharma Company shall furnish to Halozyme Licensor a quarterly written report showing in reasonably specific detail, on a country-by-country basis, detail (a) the quantitycalculation of Net Sales, average sales price Non-Royalty Sublicensing Income and aggregate gross sales of all Products sold by ViroPharma, its sublicensees and their respective Affiliates Royalty Sublicensing Revenues during such calendar quarter and quarter; (b) the calculation of Net Sales all royalties Company or its Affiliates have received from sublicensees for such gross salesquarter; (bc) the calculation of the royalties, if any, which that shall have accrued based upon such Net Sales, Non-Royalty Sublicensing Income and Royalty Sublicensing Revenues; and (cd) the withholding taxes, if any, required by law to be deducted with respect to such sales; and (de) the exchange rates, if any, used in determining the amount of United States dollars. 4.6.2 . With respect to sales of Products invoiced in United States dollars, all such amounts the gross sales, Net Sales, Non-Royalty Sublicensing Income, Royalty Sublicensing Revenues and royalties payable shall be expressed in United States dollars. With respect to sales of Products (i) Net Sales, Non-Royalty Sublicensing Income and Royalty Sublicensing Revenues invoiced in a currency other than United States dollarsdollars and (ii) cash consideration paid in a currency other than United States dollars by Company’s sublicensees hereunder, all such amounts shall be expressed both in the currency in which the sale distribution is invoiced and in the United States dollar equivalent. The United States dollar equivalent shall be calculated using the average of the exchange rates rate (local currency per US$1) published in The Wall Street Journal, Western Edition, under the heading “Currency Trading” on the last business day of each month in during the applicable calendar quarter. All royalties payable hereunder shall be calculated based on Net Sales expressed in United States dollars. 4.6.3 ViroPharma shall keep, to the extent such information is reasonably available, complete and accurate records in sufficient detail to properly reflect all gross sales and Net Sales and to enable the royalties payable to be determined. 4.6.4 All royalties shown to have accrued by each royalty report provided under this Section 4.6 shall be payable on the date such royalty report is due. Payment of royalties in whole or in part may be made in advance of such due date.

Appears in 1 contract

Samples: License Agreement (Innovive Pharmaceuticals, Inc.)

Royalty Reports. 4.6.1 Within On a Licensed Product-by-Licensed Product basis, until the expiration of the Royalty Term with respect to such Licensed Product in the Territory, Hutchmed agrees to (i) send an email to Epizyme within [*** (***) days ] after the end of each Calendar Quarter with a good faith, non-binding estimate of the first, second amount of the royalties owed with respect to such Licensed Product in the Territory in such Calendar Quarter and third calendar quarters of each calendar year and (ii) provide quarterly written reports to Epizyme within [*** (***) days ] after the end of each Calendar Quarter, covering all Net Sales of such Licensed Product in the fourth quarter Territory by any Hutchmed Entity, each such written report stating for the period in question the number of units sold of each Licensed Product in Mxxxxxxx Xxxxx, Xxxxxx, Xxxx Xxxx, xxx Xxxxx during the applicable Calendar Quarter (including such amounts expressed in local currency and as converted to Dollars), the gross sales for each calendar year, commencing with the calendar quarter in which there is a first commercial sale of a Licensed Product, as applicable, a calculation of the adjustments to the extent such information is reasonably available, ViroPharma shall furnish to Halozyme a written report showing in reasonably specific detail, on a country-by-country basis, Net Sales for Combination Products (aif applicable) the quantity, average sales price and aggregate gross sales of all Products sold by ViroPharma, its sublicensees and their respective Affiliates during such calendar quarter and the calculation of the royalty payment due on such Net Sales from for such gross sales; (b) the Calendar Quarter pursuant to this Article 9. Such report shall also include a calculation of the royalties, if any, which shall have accrued based upon such Net Sales; (c) the withholding taxes, if any, required by law to be deducted with respect to such sales; and (d) the exchange rates, if any, used in determining the amount of United States dollars. 4.6.2 With respect to sales of Products invoiced in United States dollars, all such amounts shall be expressed in United States dollars. With respect to sales of Products invoiced in a currency other than United States dollars, all such amounts shall be expressed both in the currency in which the sale is invoiced and in the United States dollar equivalent. The United States dollar equivalent shall be calculated using the average of the exchange rates (local currency per US$1) published in The Wall Street Journal, Western Edition, under the heading “Currency Trading” on the last business day of each month in the applicable calendar quarter. All royalties payable hereunder shall be calculated based royalty payment due on Net Sales expressed for such Calendar Quarter that are payable pursuant to any Epizyme New In-License Agreement, or if such calculation cannot be made by Hutchmed, such report shall include the information reasonably needed from Hutchmed in United States dollars. 4.6.3 ViroPharma shall keeporder for Epizyme to make such calculation, as communicated in writing by Epizyme to the extent such Hutchmed. The information is reasonably available, complete and accurate records contained in sufficient detail to properly reflect all gross sales and Net Sales and to enable the royalties payable to be determined. 4.6.4 All royalties shown to have accrued by each royalty report provided under this Section 4.6 9.6(d) shall be payable on considered the date such royalty report is due. Payment Confidential Information of royalties in whole or in part may be made in advance of such due dateHutchmed.

Appears in 1 contract

Samples: License Agreement (Epizyme, Inc.)

Royalty Reports. 4.6.1 Within *** (During the Royalty Term, Gen-Probe shall furnish to AdnaGen, within [...***) ...] days after of 31 March, 30 June, 30 September and 31 December in each year during the end term of the firstthis Agreement, second and third calendar quarters of each calendar year and within *** (***) days after the end of the fourth quarter during each calendar year, commencing with the calendar quarter in which there is a first commercial sale of a Product, to the extent such information is reasonably available, ViroPharma shall furnish to Halozyme a written report showing in reasonably specific detail, on a country-by-country basis, (a) detail the quantity, average sales price and aggregate gross calculation of royalties owing for the reporting period. Each quarterly report shall set forth all sales of all Licensed Products or Services, as applicable, details of the quantities of each type of Licensed Products sold by ViroPharmaor Services performed in the respective territories and the country of manufacture, its sublicensees if different, gross revenues from such sales, other allowances and their respective Affiliates during such calendar quarter discounts allowed and taken, Net Sales (and the calculation of Net Sales from thereof) and the royalties due to the payee thereon. Concurrently with providing each such gross sales; (b) report, Gen-Probe shall pay AdnaGen all amounts payable for the calculation of the royalties, if any, which shall have accrued based upon period covered by such Net Sales; (c) the withholding taxes, if any, required by law to be deducted with respect to such sales; and (d) the exchange rates, if any, used in determining the amount of United States dollars. 4.6.2 report. With respect to sales of Licensed Products or Services invoiced in United States dollars, all such amounts shall be expressed in United States dollars. With respect to sales of Licensed Products or Services invoiced in a currency other than United States dollars, all such amounts shall be expressed both in the domestic currency in which of the party making the sale is invoiced and in together with the United States dollar equivalent. The United States dollar equivalent shall be calculated using the average of the exchange rates rate (local currency per US$1) published in The Wall Street Journal, Western Edition, under the heading "Currency Trading" on the last business day of each month in the applicable calendar quarter. All royalties payable hereunder Reports shall be calculated based due on Net Sales expressed in United States dollars. 4.6.3 ViroPharma the [...***...] day following the close of each quarter for sales made by Gen-Probe or its Affiliates and reports shall keep, to be due on the extent such information is reasonably available, [...***...] day following the close of each quarter for sales made by Third Party distributors. Gen-Probe 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. 4.6.4 All royalties shown to have accrued by each royalty report provided under this Section 4.6 shall be payable on the date such royalty report is due. Payment of royalties in whole or in part may be made in advance of such due date.***CONFIDENTIAL TREATMENT REQUESTED

Appears in 1 contract

Samples: License Agreement (Gen Probe Inc)

Royalty Reports. 4.6.1 Within *** (Norgine shall, within [***] days following each Calendar Quarter, make quarterly written reports to Santarus stating in each report, separately for Norgine and each of its Affiliates and Sublicensees, and by country: (a) days after the end of the firstnumber, second description and third calendar quarters aggregate gross amounts invoiced and Net Sales of each calendar year Licensed Product sold in the Territory during the immediately preceding Calendar Quarter, including reasonably detailed descriptions of all itemized deductions from gross amounts invoiced; (b) the number of Licensed Products sold or distributed on a product-by-product basis; (c) the calculated amount of royalties due Santarus on account of such Net Sales; (d) the basis for calculation of royalties due to Santarus, including applicable deductions or adjustments; (e) the exchange rates used in making such calculations; and within *** (***f) days after the end date of the fourth quarter during each calendar year, commencing with the calendar quarter in which there is a first commercial sale of each Licensed Product. If no royalties are due for a Productparticular Calendar Quarter, Norgine shall so report to the extent such information is reasonably available, ViroPharma Santarus. These reports shall furnish to Halozyme a written report showing in reasonably specific detail, be prepared on a country-by-country basisbasis in accordance with IFRS accounting principles, (a) the quantity, average sales price and aggregate gross sales of all Products sold by ViroPharma, its sublicensees and their respective Affiliates during such calendar quarter and the calculation consistently applied. Each Calendar Quarter Norgine shall also produce a consolidated figure of Net Sales from such gross sales; (b) made in the calculation of the royalties, if anyentire Territory in that Calendar Quarter, which figure shall have accrued based upon be provided in accordance with GAAP. Norgine shall also make monthly interim written reports to Santarus stating in each such report the aggregate Net Sales; (c) Sales of Licensed Products sold in each country in the withholding taxes, if any, required by law to be deducted with respect to such sales; and (d) Territory during the exchange rates, if any, used immediately preceding month. This monthly report shall also state the aggregate Net Sales of Licensed Product in determining the amount Territory in the relevant month in Euro plus the equivalent value of United States dollars. 4.6.2 With respect to sales of Products invoiced Net Sales in United States US dollars, all such amounts shall be expressed in United States dollars. With respect to sales of Products invoiced in a currency other than United States dollars, all such amounts shall be expressed both in with the currency in which the sale is invoiced and in the United States dollar equivalent. The United States dollar equivalent shall be calculated using relevant exchange rate being the average of monthly exchange rate for the exchange rates (local currency per US$1) published month in question as quoted by The Wall Street Journal, Western Edition, under the heading “Currency Trading” Journal on the last business day Business Day of each the month in the applicable calendar quarter. All royalties payable hereunder shall be calculated based on question, adjusted at an aggregate level to Net Sales expressed in United States dollars. 4.6.3 ViroPharma shall keep, to the extent such information is reasonably available, complete and accurate records in sufficient detail to properly reflect all gross sales and Net Sales and to enable the royalties payable to be determined. 4.6.4 All royalties shown to have accrued by each royalty report provided accordance with GAAP. Norgine’s reports under this Section 4.6 7.9 shall be payable on transmitted to Santarus by email (to [***] and [***], or to such other e-mail address(es) as Santarus may from time to time designate in writing). Monthly interim reports shall be sent within seven (7) Business Days after the date such royalty report is due. Payment end of royalties in whole or in part may be made in advance of such due dateeach calendar month.

Appears in 1 contract

Samples: License Agreement (Santarus Inc)

Royalty Reports. 4.6.1 Within *** (GSK shall, within [***] days following each Calendar Quarter, make quarterly written reports to Santarus stating in each report, separately for GSK and each of its Affiliates and Sublicensees, and by country: (a) the number, description and aggregate gross amounts invoiced and Net Sales of each Licensed Product sold in the GSK Territory during the immediately preceding quarter, including reasonably detailed descriptions of all itemized deductions from gross amounts invoiced; (b) the number of Licensed Products sold or distributed on a product-by-product basis; (c) the calculated amount of royalties due Santarus on account of such Net Sales; (d) the basis for calculation of royalties due to Santarus, including applicable deductions or adjustments; (e) the exchange rates used in making such calculations; and (f) the date of first commercial sale of each Licensed Product. If no royalties are due for a particular quarter, GSK shall so report to Santarus. GSK shall also make monthly interim written reports to Santarus stating in each such report the aggregate Net Sales of Licensed Products sold in each country in the GSK Territory during the immediately preceding month. GSK’s reports under this Section 7.5 shall be transmitted to Santarus by email (to [***] and [***], or to such other e-mail address(es) as Santarus may from time to time designate in writing). Quarterly reports shall be sent within thirty (30) days after the end of the first, second each Calendar Quarter and third calendar quarters of each calendar year and monthly interim reports shall be sent within *** ten (***10) days after the end of the fourth quarter during each calendar year, commencing with the calendar quarter in which there is a first commercial sale of a Product, to the extent such information is reasonably available, ViroPharma shall furnish to Halozyme a written report showing in reasonably specific detail, on a country-by-country basis, (a) the quantity, average sales price and aggregate gross sales of all Products sold by ViroPharma, its sublicensees and their respective Affiliates during such calendar quarter and the calculation of Net Sales from such gross sales; (b) the calculation of the royalties, if any, which shall have accrued based upon such Net Sales; (c) the withholding taxes, if any, required by law to be deducted with respect to such sales; and (d) the exchange rates, if any, used in determining the amount of United States dollars. 4.6.2 With respect to sales of Products invoiced in United States dollars, all such amounts shall be expressed in United States dollars. With respect to sales of Products invoiced in a currency other than United States dollars, all such amounts shall be expressed both in the currency in which the sale is invoiced and in the United States dollar equivalentmonth. The United States dollar equivalent shall be calculated using the average of the exchange rates (local currency per US$1) published in The Wall Street Journal, Western Edition, under the heading “Currency Trading” on the last business day of each month in the applicable calendar quarter. All royalties payable hereunder shall be calculated based on Net Sales expressed in United States dollars. 4.6.3 ViroPharma shall keep, to the extent such information is reasonably available, complete and accurate records in sufficient detail to properly reflect all gross sales and Net Sales and to enable the royalties payable to be determined. 4.6.4 All royalties shown to have accrued by each royalty report provided reports required under this Section 4.6 shall be payable on the date such royalty report is due. Payment of royalties in whole or in part 7.5 may be made combined with royalty reports due under the Distribution Agreement; provided that any such combined report shall set forth the required information separately for each country in advance of such due datethe GSK Territory.

Appears in 1 contract

Samples: License Agreement (Santarus Inc)

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