Royalty Reporting. Each Calendar Quarter following the First Commercial Sale of a Program Product in the Territory, Rayze shall furnish to Nimble a written report within [***] following the end of such Calendar Quarter showing on a Program Product-by-Program Product and country-by-country basis the Net Sales and the royalties payable under this Agreement on account of those Net Sales including the exchange rates and other methodology used in converting into Dollars from the currencies in which the sales were made during such Calendar Quarter. Such report shall contain sufficient detail to permit confirmation of the accuracy of the royalties payable under this Agreement, including gross sales, details of the deductions from gross sales taken in accordance with Section 1.64, any applicable adjustments made pursuant to Section 5.12.3 and details of any royalty reductions taken in accordance with Sections 5.12.4 and 5.12.5. Following ▇▇▇▇▇▇’s receipt of such report, Nimble shall promptly indicate that it disputes such report or shall otherwise send an invoice to Rayze for the royalty payment due for such Calendar Quarter. Within [***] after ▇▇▇▇▇’s receipt of such invoice, Rayze shall pay all undisputed amounts due to Nimble pursuant to this Section 5.12 with respect to Net Sales by ▇▇▇▇▇, its Affiliates and their respective Licensees for such Calendar Quarter. All payments due under this Section 5.12 shall be made by bank wire transfer in immediately available funds to an account designated by Nimble.
Appears in 2 contracts
Sources: Research Collaboration and License Agreement (RayzeBio, Inc.), Research Collaboration and License Agreement (RayzeBio, Inc.)