Common use of Reports; Payment Clause in Contracts

Reports; Payment. Following the first Sale of a Licensed Product, on or before the day that is sixty (60) days after the end of each MBI fiscal quarter, and for so long as royalties are payable under this Agreement, MBI shall render to USNY a report in writing setting forth Net Revenues and the number of units of Licensed Products Sold in each country during such quarter by MBI and Sublicensees during the preceding fiscal quarter (to the extent royalties are payable to USNY based on such revenues). Each such report shall also set forth an explanation of the calculation of the royalties payable hereunder and be accompanied by payment of the royalties shown by said report to be due USNY, as well as payment of any underpayment in any prior period revealed by any audit by MBI or USNY. Notwithstanding the foregoing, if (a) USNY materially breaches this Agreement, (b) MBI gives USNY written notice of the breach, and (c) USNY has not cured the breach by the time a payment is due under this Section 9.2, then MBI may make the required payment into an interest bearing escrow account to be released to USNY when the breach is cured, less any damages that are payable to MBI by virtue of USNY’s breach.