Revenue Processing. (a) All revenue from the CVS Products sold by, and Pharmacy Services provided by, any Pharmacy shall accrue to CVS. All other revenue from products sold or services performed in any Store, including by any Pharmacy, that are not CVS Products or Pharmacy Services, shall accrue to Target. (b) Except as explicitly set forth in the Asset Purchase Agreement, each Party shall, at its expense, pay and discharge all license fees and all business, use, sales, gross receipts, income, property or other applicable taxes which may be charged or levied by reason of any act performed in connection with the operation of its business at or in connection with a Store. (c) Target shall wire funds to CVS in an amount equal to the “Reconciliation Amount” by 3:00 p.m. (Eastern Standard Time) on the second Business Day of the week (e.g., on Tuesday if banks are open on Monday or on Wednesday if banks are closed on Monday or Tuesday) (each such date, a “Reconciliation Date”). The Reconciliation Amount shall equal the aggregate sales (net of returns), including all applicable sales taxes, in connection with the Pharmacy Services processed and collected through the Target POS from Sunday through Saturday of the preceding week (the “Sales Amount”), minus the Applicable Rate multiplied by the Sales Amount and minus any applicable sales taxes remitted on behalf of CVS by Target pursuant to the Sales Tax Agreement. In addition, on each Reconciliation Date, Target shall transmit to CVS via a mutually agreed upon data transfer method, a file containing all transaction level sales data for each sale that comprises the Sales Amount paid on that Reconciliation Date. No more than one time in a twelve-month period, Target may notify CVS in writing of changes to the Applicable Rate, including the underlying rationale and the methodology for calculating any such changes. The new Applicable Rate shall go into effect ten (10) Business Days after CVS’s receipt of such notice.
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Sources: Pharmacy Operating Agreement (Target Corp), Pharmacy Operating Agreement (Target Corp)
Revenue Processing. (a) All revenue from the CVS Products sold by, and Pharmacy Services provided by, any Pharmacy shall accrue to CVS. All other revenue from products sold or services performed in any Store, including by any Pharmacy, that are not CVS Products or Pharmacy Services, shall accrue to Target.
(b) Except as explicitly set forth in the Asset Purchase Agreement, each Party shall, at its expense, pay and discharge all license fees and all business, use, sales, gross receipts, income, property or other applicable taxes which may be charged or levied by reason of any act performed in connection with the operation of its business at or in connection with a Store.
(c) Target shall wire funds to CVS in an amount equal to the “Reconciliation Amount” by 3:00 p.m. (Eastern Standard Time) on the second Business Day of the week (e.g., on Tuesday if banks are open on Monday or on Wednesday if banks are closed on Monday or Tuesday) (each such date, a “Reconciliation Date”). The Reconciliation Amount shall equal the aggregate sales (net of returns), including all applicable sales taxestaxes (as calculated by CVS), in connection with the Pharmacy Services processed and collected through the Target POS from Sunday through Saturday of the preceding week (the “Sales Amount”), minus the Applicable Rate multiplied by the Sales Amount and minus any applicable sales taxes remitted on behalf of CVS by Target pursuant to the Sales Tax AgreementAmount. In addition, on each Reconciliation Date, Target shall transmit to CVS via a mutually agreed upon data transfer method, a file containing all transaction level sales data for each sale that comprises the Sales Amount paid on that Reconciliation DateDate (the “Reconciliation File”). Exhibit F contains a list of all data fields to be included in the Reconciliation File. No more than one time in a twelve-month period, Target may notify CVS in writing of changes to the Applicable Rate, including the underlying rationale and the methodology for calculating any such changes. The new Applicable Rate shall go into effect ten (10) Business Days after CVS’s receipt of such notice.
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