Common use of Payment and Reports Clause in Contracts

Payment and Reports. Within [***] after the end of each calendar [***] in which Net Sales have occurred, Genoa shall submit to PARI a written report setting forth for such preceding calendar [***] the Net Sales received and the calculation of the Royalty payable to PARI pursuant to Section 5.4 (Royalties) broken down to a country-by-country level and indicating the amount of allowed deductions according the definition of Net Sales. Such report shall be accompanied by the total Royalty due, if any, to PARI pursuant to Section 5.4 (Royalties). If the Royalty paid for any Year of Sales set forth in the table in Section 5.5 (Annual Minimum Royalty) is less than the applicable Annual Minimum Royalty for such Year of Sales, then [***] after the end of such Year of Sales, Genoa shall pay to PARI the difference between the applicable Annual Minimum Royalty and the actual Royalties paid for such Year of Sales. All Royalty and Annual Minimum Royalty payments shall be made in United States Dollars. Sales made in currencies other than United States Dollars shall be converted to United States Dollars on the basis of the average exchange rate for the calendar [***] in which such sales were made. Such calendar [***] average exchange rate shall be calculated by averaging [***] exchange rates published by The Wall Street Journal, Eastern U.S. Edition.