Common use of Over-or Underpayment Clause in Contracts

Over-or Underpayment. If the audit reveals an overpayment to the auditing Party, the auditing Party shall reimburse the other Party for the amount of the overpayment within [**]. If the audit reveals an underpayment to the auditing Party, the audited Party shall make up such underpayment with the next royalty payment or, if no royalty payment is or will be due within the [**] after completion of such audit, within [**]. The audited Party shall pay for the audit costs if its underpayment of the royalty or milestone exceeds [**] percent ([**]%) of the aggregate amount of amounts owed with regard to the subject of the audit. Section 6.3(e) shall apply to this Section 6.4(e) if the audited Party had overstated the amount to be paid to the audited Party or understated the amount to be paid to the auditing Party.

Appears in 3 contracts

Samples: License and Collaboration Agreement (Constellation Pharmaceuticals Inc), License and Collaboration Agreement (Constellation Pharmaceuticals Inc), License and Collaboration Agreement (Constellation Pharmaceuticals Inc)

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Over-or Underpayment. If the audit reveals an overpayment to the auditing Partyoverpayment, the auditing Party shall reimburse the other audited Party for the amount of the overpayment within [**]. If the audit reveals an underpayment to the auditing Partyunderpayment, the audited Party shall make up such underpayment with the next royalty payment or Profit and Loss balancing payment or, if no royalty payment is or will be due within further payments are owed by the [**] after completion audited Party, the audited Party shall reimburse the auditing Party for the amount of such audit, the underpayment within [**]. The audited Party shall pay for the audit costs if its the underpayment of the royalty or milestone audited Party exceeds [**] percent ([**]%) of the aggregate amount of amounts payments owed with regard to the statements subject of to the audit. Interest due pursuant to Section 6.3(e) 9.10 shall apply to this Section 6.4(e) if the audited Party had overstated the amount to be paid to the audited Party or understated the amount to be paid to the auditing Party10.2(c).

Appears in 2 contracts

Samples: Development, and Commercialization Agreement (Prothena Corp PLC), Development, and Commercialization Agreement (Prothena Corp PLC)

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Over-or Underpayment. If the audit reveals an overpayment to the auditing Partyoverpayment, the auditing Party shall reimburse the other audited Party for the amount of the overpayment within [**]. If the audit reveals an underpayment to the auditing Partyunderpayment, the audited Party shall make up such underpayment with the next royalty payment or Profit and Loss balancing payment or, if no royalty payment is or will be due within further payments are owed by the [**] after completion audited Party, the audited Party shall reimburse the auditing Party for the amount of such audit, the underpayment within [**]. The audited Party shall pay for the audit costs if its the underpayment of the royalty or milestone audited Party exceeds [**] percent ([**]%) of the aggregate amount of amounts payments owed with regard to the statements subject of to the audit. Interest due pursuant to Section 6.3(e) 9.10 shall apply to this Section 6.4(e) if the audited Party had overstated the amount to be paid to the audited Party or understated the amount to be paid to the auditing Party.10.2(c). (d)

Appears in 1 contract

Samples: And Commercialization Agreement

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