REPORTS, RECORDS AND INSPECTIONS. 9.1 LICENSEE shall, within [***] after the calendar year in which NET SALES first occur, and within [***] after each calendar quarter (March 31, June 30, September 30 and December 31) thereafter, provide YALE with a written report detailing the NET SALES, if any, made by LICENSEE, its SUBLICENSEES and AFFILIATES of LICENSED PRODUCTS during the preceding calendar quarter and calculating the payments due pursuant to Article 6. NET SALES of LICENSED PRODUCTS shall be deemed to have occurred on the date of invoice for such LICENSED PRODUCTS. Each such report shall be signed by an officer of LICENSEE (or the officer’s designee), and must include:
REPORTS, RECORDS AND INSPECTIONS. 9.1. LICENSEE shall, within thirty (30) days after the calendar year in which NET SALES first occur, and within thirty (30) days after each calendar quarter (March 31, June 30, September 30 and December 31) thereafter, provide YALE with a written report detailing the NET SALES and uses, if any, made by LICENSEE, its SUBLICENSEES and AFFILIATES of LICENSED PRODUCTS and LICENSED METHODS during the preceding calendar quarter and calculating the payments due pursuant to Article 6. NET SALES of PRODUCTS IN CLASS or LICENSED METHODS shall be deemed to have occurred as determined in accordance with the GAAP used in the preparation of the financial statement furnished by LICENSEE to YALE pursuant to Section 9.3. Each such report shall be signed by an officer of LICENSEE (or the officer’s designee), and must include:
REPORTS, RECORDS AND INSPECTIONS. 9.1 Biohaven, its AFFILIATES and ASSIGNS shall, within [* * *] days after its accounting firm delivers the annual financials for the applicable calendar year in which NET SALES are calculated, provide ALS with a written report detailing the NET SALES and uses, if any, made by Biohaven, its LICENSEES and AFFILIATES of PATENT PRODUCTS during the preceding calendar quarter and calculating the payments due pursuant to Article 6. NET SALES of PATENT PRODUCTS shall be deemed to have occurred on the date of invoice for such PATENT PRODUCTS. Each such report shall be certified and signed by an officer of Biohaven (or the officer’s designee), and must include:
REPORTS, RECORDS AND INSPECTIONS. 8.1. LICENSEE shall, within thirty (30) days after the calendar quarter in which NET SALES first occur, and within thirty (30) days after each calendar quarter (March 31, June 30, September 30 and December 31) thereafter, provide MOFFITT with a written report, substantially similar to the Xxxxxxx Cancer Center Royalty Report format in Appendix D, detailing the NET SALES and uses, if any, made by LICENSEE, its SUBLICENSEES and AFFILIATES of LICENSED TECHNOLOGY during the preceding calendar quarter and calculating the payments due pursuant to Article 5. NET SALES of LICENSED TECHNOLOGY shall be deemed to have occurred in accordance with GAAP. Each such report shall be signed by an officer of LICENSEE (or the officer’s designee), and must include:
REPORTS, RECORDS AND INSPECTIONS. 9.1 LICENSEE shall, within sixty (60) days after the calendar year in which NET SALES first occur, and within sixty (60) days after each calendar quarter (March 31, June 30, September 30 and December 31) thereafter, provide YALE with a written report detailing all NET SALES, if any, made of LICENSED PRODUCTS or SERVICES during the preceding calendar quarter and calculating the payments due pursuant to Article 6; provided, that LICENSEE shall not be obligated to provide information regarding a particular sublicensee’s net sales until ten (10) days after LICENSEE’ s receipt of any such information from that sublicensee. Each such report shall be signed by an officer of LICENSEE (or the officer’s designee), and must include:
REPORTS, RECORDS AND INSPECTIONS. 9.1 LICENSEE shall, within [**] after the calendar year in which NET SALES first occur, and within [**] after each calendar quarter (March 31, June 30, September 30 and December 31) thereafter, provide YALE with a written report detailing the NET SALES and uses, if any, made by LICENSEE, its SUBLICENSEES and AFFILIATES of LICENSED PRODUCTS and LICENSED METHODS during the preceding calendar quarter and calculating the payments due pursuant to Article 6. NET SALES of PRODUCTS IN CLASS or LICENSED METHODS shall be deemed to have occurred as determined in accordance with the GAAP used in the preparation of the financial statement furnished by LICENSEE to YALE pursuant to Section 9.3. Each such report, using the template provided in Exhibit 9.1 or containing materially the same information contained therein, shall be signed by an officer of LICENSEE (or the officer’s designee), and must include:
REPORTS, RECORDS AND INSPECTIONS. 9.1 LICENSEE shall, within thirty (30) days after the calendar year in which NET SALES first occur, and within thirty (30) days after each calendar quarter (March 31, June 30, September 30 and December 31) thereafter, provide YALE with a written report detailing the NET SALES and uses, if any, made by LICENSEE, its SUBLICENSEES and AFFILIATES of LICENSED PRODUCTS and LICENSED METHODS during the preceding calendar quarter and calculating the payments due pursuant to Article 6. NET SALES of LICENSED PRODUCTS or LICENSED METHODS shall be deemed to have occurred on the date of invoice for such LICENSED PRODUCTS or LICENSED METHODS. Each such report must include:
REPORTS, RECORDS AND INSPECTIONS. Portions of this page have been omitted pursuant to a request for Confidential Treatment and filed separately with the Commission.
REPORTS, RECORDS AND INSPECTIONS. 9.1 On or before the ninetieth (90th) day following the close of LICENSEE’s fiscal year, LICENSEE shall provide YALE with LICENSEE’s financial statements for the preceding fiscal year including, at a minimum, a balance sheet and an income statement. LICENSEE shall provide audited financial statements for any year in which such have been generated. Until a CHANGE OF CONTROL, LICENSEE will provide to YALE, at least as frequently as the following reports are distributed to the Board of Directors or management of LICENSEE, copies of: (a) all Board and managerial reports that relate to the LICENSED INTELLECTUAL PROPERTY or the LICENSED PRODUCTS; and (b) all business plans, projections and financial statements for LICENSEE.
REPORTS, RECORDS AND INSPECTIONS. 7.1 LICENSOR, or any 3rd party on its behalf, shall have the right at any time during the Term, upon fifteen (15) days advance written notice and during normal business hours, to inspect and audit LICENSEE’s principle place of business, computer systems, financial records and other documents to determine LICENSEE's compliance with the terms and conditions of this Agreement, including, but not limited to, the use of the Systems, and compliance with the License. Provided LICENSOR does not find any material breach of this Agreement, any such audit shall be at LICENSOR's sole expense.
