US Net Sales means [***].
US Net Sales means the net sales recorded by (i) Novartis during the [***] and (ii) Purchaser and any of its Affiliates or Third Party designees thereafter for the Product sold in the US Territory to Third Parties other than sublicensees, as determined in accordance with the applicable Party's usual and customary accounting methods, which are in accordance with the Accounting Standards consistently applied at such Party. The deductions booked by the recording Party or its Affiliates under the Accounting Standards to calculate the recorded net sales from gross sales include the following:
US Net Sales means NET SALES of PRODUCT in the United States.
Examples of US Net Sales in a sentence
All such converted Net Sales shall be consolidated with U.S. Net Sales for each Calendar Quarter and the applicable royalty payable determined therefrom.
All such converted Net Sales and cost items shall be consolidated with U.S. Net Sales for each calendar quarter and the applicable payments determined therefrom.
Under the License, the Company will pay the patent issuer an earned royalty of two percent (2%) of the first ten million dollars ($10.0 million) of annual US Net Sales of Licensed Products and three (3%) percent of annual US Net Sales above ten million dollars ($10.0 million), where one or more Valid Claims reads on the manufacture, use, or sale of such Licensed Products.
If GSK in a different calendar year records Net Sales in the U.S. of [***] Dollars ($[***]), then GSK shall pay a royalty rate of [***] percent ([***]%) on the $[***] portion of annual U.S. Net Sales, and a royalty rate of [***] percent ([***]%) on the remaining [***] Dollars ($[***]) portion of cumulative annual U.S. Net Sales.
All such converted Net Sales shall be consolidated with U.S. Net Sales for the applicable quarter and the applicable Enbrel Gross Profits allocation or residual royalties payable determined therefrom.
More Definitions of US Net Sales
US Net Sales means U.S. Gross Receipts less Reserves; (ii) “Other Distribution Charges” means the charges, discounts and deductions set forth in clauses 5.02
US Net Sales shall have the meaning ascribed to it in Section 4.7(ii) of this First Amendment.
US Net Sales has the meaning set forth in Section 6.9.
US Net Sales means all Net Sales with respect to Licensed Products for use in the Licensed Field in the United States.
US Net Sales means the amount invoiced by CTI, its Affiliates or its sublicensees on account of sales of the Product to Third Parties in the United States , less reasonable and customary deductions applicable to the Product for (i) transportation charges and charges such as insurance relating thereto paid by the selling party; (ii) sales and excise taxes or customs duties paid by the selling party and any other governmental charges imposed upon the sale of the Product and paid by the selling party; (iii) distributors fees or rebates or allowances actually granted, allowed or incurred in the ordinary course of business in connection with the sale of the Product in an arms length transaction; (iv) quantity discounts, cash discounts or chargebacks actually granted, allowed or incurred in the ordinary course of business in connection with the sale of the Product, not in excess of the selling price of the Product, on account of governmental requirements, rejection, outdating, recalls or return of the Product.
US Net Sales means the amount invoiced by CTI, its Affiliates or its sublicensees on account of sales of the Product to Third Parties in the United States , less reasonable and customary deductions applicable to the Product for (i) transportation charges and charges such as insurance relating thereto paid by the selling party; (ii) sales and excise taxes or customs duties paid by the selling party and any other governmental charges imposed upon the sale of the Product and paid by the selling party; (iii) distributors fees or rebates or allowances actually granted, allowed or incurred in the ordinary course of business in connection with the sale of the Product in an arms length transaction; (iv) quantity discounts, cash discounts or chargebacks actually granted, allowed or incurred in the ordinary course of business in connection with the sale of the Product, not in excess of the selling price of the Product, on account of governmental requirements, rejection, outdating, recalls or return of the Product. For the purpose of calculating US Net Sales, the Parties recognize that (a) a Party’s customers may include persons in the chain of commerce who enter into agreements with a Party as to price even though title to the Product does not pass directly from a Party to such customers, and even though payment for such Product is not made by such customers directly to a Party, and (b) in such cases, chargebacks paid by a Party to or through a Third Party (such as a wholesaler) can be deducted by a Party from gross revenue in order to calculate US Net Sales. For example, CTI may distribute a product to a hospital through a network of pharmacies managed by a contractor. Neither the contractor nor the distributing pharmacies take title to the product. Instead, they perform their role (order, processing, receipt of product, etc.) for a fixed fee. The contractor adds the fee to the CTI sales price, then collects the total amount from the hospital. The contractor then remits the amount collected, net of the fee, to CTI. As CTI never receives the fee, it is excluded from the calculation of US Net Sales. Any deductions listed above which involve a payment by a Party shall be taken as a deduction against aggregate sales for the period in which the payment or deduction is made. Sales of the Product between CTI and its Affiliates or sublicensees shall be excluded from the computation of US Net Sales except where any such Affiliate or sublicense is an end user of the Product. US Net Sales...
US Net Sales means with respect to sales of Erwinaze Product in the United States: the gross amount invoiced by the Buyer or its Affiliates, licensees, sublicenses or joint venture or other partners (without double counting) for sales of such Erwinaze Product to third parties, less: (a) cash and wholesaler discounts consistent with customary practices in the industry and the policies and practices of Buyer for similar products as consistently applied across Buyer’s products; (b) Credits and Chargebacks consistent with customary practices in the industry and the policies and practices of Buyer for similar products as consistently applied across Buyer’s products; (c) sales credits, refunds, recalls, returns and allowances consistent with customary practices in the industry and the policies and practices of Buyer for similar products as consistently applied across Buyer’s products; (d) bad debts, Taxes (other than income Taxes or franchise Taxes) and similar customary deductions consistent with customary practices in the industry and the policies and practices of Buyer for similar products as consistently applied across Buyer’s products; and (e) reasonable distributors’ fees consistent with customary practices in the industry and the policies and practices of Buyer for similar products as consistently applied across Buyer’s products. Such amounts shall be determined from the relevant books and records of Buyer, which Buyer shall maintain in accordance with GAAP, such that U.S. Net Sales is equal to net sales for Erwinaze Products in the United States as recorded in the Buyer’s financial statements in accordance with GAAP and otherwise applied in a manner consistent with the application of GAAP by the Buyer to similar products of the Buyer. Anything to the contrary notwithstanding, in no event shall U.S. Net Sales for any period be a negative number. Sales in the United States between the Buyer, its Affiliates or joint venture or other partners shall be disregarded for the purposes of calculating U.S. Net Sales as long as the Erwinaze Product is (i) resold to an unrelated third party in which case the final sale to such unrelated third party shall be included in U.S. Net Sales or (ii) transferred or disposed of by the Buyer, its Affiliates or joint venture or other partners for a purpose specified in this paragraph. Transfers or dispositions of Erwinaze Products in the United States in commercially reasonable quantities (consistent with the Companies’ pre-Closing practices...