Adjusted Gross Sales definition
Adjusted Gross Sales means for either party distributing and selling Product (in this Section the “Selling Party”):
Adjusted Gross Sales means Gross Sales minus all fixed costs. Further, the Employee shall be entitled to receive such additional bonus payments or incentive compensation as may be determined at any time or from time to time by the Board of Directors of the Company (or any authorized committee thereof) in its discretion.
Adjusted Gross Sales means the amount of gross sales invoiced by a Developing Party, its Affiliates (which, with respect to Roche Bioscience, shall include Genentech for purposes of this Section 1.2 only), or sublicensees for a Product to Third Parties less deductions of returns (including withdrawals and recalls), rebates (price reductions, including Medicaid and similar types of rebates, e.g. chargebacks), volume (quantity) discounts, discounts granted at the time of invoicing, sales taxes and other taxes (other than income taxes), all to the extent directly linked to and included in the gross sales amount as computed on a product by product basis for the countries concerned.
Examples of Adjusted Gross Sales in a sentence
Landlord shall have all rights of inspection of books and records with respect to such stores or businesses as it has with respect to the Premises; and Tenant shall furnish to Landlord such reports with respect to Gross Sales and Adjusted Gross Sales from such other store or business as it is herein required to furnish with respect to the Premises.
Landlord reserves the right, at ▇▇▇▇▇▇▇▇’s option, to adjust Percentage Rent ▇▇▇▇▇▇▇▇ when actual Adjusted Gross Sales reports are received.
Tenant will preserve for at least three (3) years at Tenant’s notice address all original books and records disclosing information pertaining to Gross Sales and Adjusted Gross Sales and such other information respecting Gross Sales and Adjusted Gross Sales as Landlord requires, including, but not limited to, cash register tapes, sales slips, sales checks, gross income and sales tax returns, bank deposit records, sales journals and other supporting data including itemized records of permitted exclusions.
In addition to the payment of Minimum Rent, Tenant covenants and agrees to pay to Landlord, without notice or demand, at the Remittance Address, an amount, if any, equal to the Percentage Rent Rate applied against that portion of Tenant’s Adjusted Gross Sales during each Lease Year or Partial Lease Year in excess of the Sales Breakpoint for such period (hereinafter referred to as “Percentage Rent”).
Percentage Rent shall become due and payable in each Lease Year on the fifteenth (15th) day of the month immediately following the month during which Adjusted Gross Sales exceed the Sales Breakpoint for such Lease Year, and thereafter shall be paid monthly on all additional Adjusted Gross Sales made during the remainder of such Lease Year, such payments to be made concurrently with the submission by Tenant to Landlord of the written statement of monthly Adjusted Gross Sales as provided for herein.
More Definitions of Adjusted Gross Sales
Adjusted Gross Sales means the aggregate gross revenues derived by Company and its Affiliates from the sale of Products and Services to and practice of Processes for an unaffiliated third party in an arms length transaction, less credits granted on account of price adjustments, recalls, rejection or return of items previously sold.
Adjusted Gross Sales means the cash consideration or Fair Market Value of any non-cash consideration attributable to the Sale of any Rice Licensed Product(s), less qualifying costs directly attributable to such Sale and actually identified on the invoice and borne by the seller. Such qualifying costs shall be limited to the following:
a) Discounts, in amounts customary in the trade for quantity purchases;
b) Credits or refunds, not exceeding the original invoice amount, for claims or returns;
c) Transportation insurance premiums;
d) Outbound transportation expenses; and/or
e) Sales, or use taxes, or duties imposed by a governmental agency paid by or on behalf of seller, other than any non-U.S. taxes or duties paid by or on behalf of Licensee as described in Section 11 below.
Adjusted Gross Sales means LICENSEE's gross receipts or the fair market monetary equivalent value of consideration received for or dependent upon LICENSED TECHNOLOGY, including PRODUCTS which are used, sold, leased, licensed or otherwise transferred by or for LICENSEE, its AFFILIATES, a SUBLICENSEE, or as otherwise authorized by the express written consent of LICENSOR to a property owner, lessor, lessee or manager, producer, distributor or END USER. ADJUSTED GROSS SALES will include receipts or consideration for consulting, project planning and development, and other project costs that complete the objective of commercializing, marketing and selling the PRODUCTS as performed by LICENSEE, less all costs directly attributable to such use, sale, lease, license or transfer, including costs of goods sold, actually allowed and borne by LICENSEE or a SUBLICENSEE. Such qualifying costs shall include but not be limited to the costs of the following:
A. Trade or quantity discounts actually allowed and taken in such amounts as are customary in the trade;
B. Sales and/or use and excise taxes directly imposed with reference to particular sales; and,
C. Costs of goods sold, No deductions shall be made for payments to third parties as commissions paid to individuals, whether they are regularly employed by LICENSEE or by independent sales agents, or for the cost of collections. For purposes of calculating "ADJUSTED GROSS SALES", the Products shall be considered sold, licensed or transferred when payment has been received.
Adjusted Gross Sales means the amount of gross sales of the Licensed Product invoiced by the Commercializing Party, its Affiliates and its Licensee Partners to Third Parties less deductions of returns and return reserves (including allowances actually given for spoiled, damaged, out-dated, rejected, returned Licensed Product sold, withdrawals and recalls), rebates and rebate reserves (to the extent consistently applied by the Commercializing Party to its products), price reductions, rebates to managed care organizations or social and welfare systems, charge backs or reserves for chargebacks, cash sales incentives (but only to the extent it is a sales related deduction which is accounted for within the Commercializing Party on a product-by-product basis), cash discounts, government mandated rebates and similar types of rebates (e.g., Pharmaceutical Price Regulation Scheme, Medicaid, each as consistently applied by Commercializing Party to its products), volume (quantity) discounts, taxes (value added or sales taxes, government mandated exceptional taxes and other taxes directly linked to the gross sales amount). In the case where a Licensed Product is a Combination Product, the Parties shall meet approximately [**] prior to commercial launch of such Combination Product to negotiate in good faith and agree to an appropriate adjustment to Net Sales to reflect the relative significance of the RNAi Compound and the other pharmaceutically active agent(s) contained in the Combination Product. If the Parties are unable to agree upon such adjustment to Net Sales, royalties with respect to a Combination Product in a country shall be equal to the rates set forth in Section 9.3(a), 9.3(b) or 9.3(c), as applicable, multiplied by a fraction whose numerator is the Commercializing Party’s published sales price in such country for an equivalent dosage of RNAi Compound contained in a given Combination Product, and whose denominator is the Commercializing Party’s published sale prices in such country for an equivalent dosage of all active pharmaceutical ingredients contained therein. If the numerator or denominator cannot be determined in the manner set forth above within ninety (90) days following the meeting between the Parties described in the first sentence of this paragraph, then such matter shall be determined by binding arbitration conducted by one (1) arbitrator in accordance with the rules of Judicial Arbitration and Mediation Services, Inc. (JAMS). The arbitration shall be held in the ...
Adjusted Gross Sales means the gross invoiced sales price from such sales multiplied by the fraction B/(A+B), where A is the gross invoiced sales price for the amount of the other active ingredient(s) used in the combination when distributed separately and B is the gross invoiced sales price for the amount of the Licensed Product used in the combination when distributed separately.
Adjusted Gross Sales means Gross Sales less only advertising agency commissions (not to exceed 15 percent) actually paid by MAI to unaffiliated third parties.
Adjusted Gross Sales means actual gross receipts or the fair market monetary equivalent value of consideration received by LICENSEE, AN AFFILIATE OR A SUBLICENSEE for the sale, lease, license, transfer or use of LICENSED PRODUCTS, less qualifying costs directly attributable to such sale, lease, license or transfer actually allowed and ‘borne by LICENSEE, an AFFILIATE, or a SUBLICENSEE. Such qualifying costs shall be limited to the costs of the following:
A. Trade or quantity discounts and credits for free goods actually allowed and taken in such amounts as are customary in the trade;
B. Sales, import and export duties (or other transportation taxes) and/or production, use, delivery and excise taxes directly imposed with reference to particular sales;
C. Outbound transportation and insurance expenses prepaid or allowed; and
D. Amounts allowed or credited by reason of timely rejections, recalls, destruction or returns, or for rebates or chargebacks. No deductions shall be made for commissions paid to individuals, whether they be regularly employed by LICENSEE or by independent sales agents, or for the cost of collections.