Common use of Underpayment and Overpayment Clause in Contracts

Underpayment and Overpayment. After review of the auditor’s report: (i) if there is an uncontested underpayment by Licensee for all of the periods covered by such auditor’s report, then Licensee shall pay to COH the full amount of that uncontested underpayment, and (ii) if there is an uncontested overpayment for such periods, then COH shall provide to Licensee a credit against future payments (such credit equal to the full amount of that overpayment), or, if Licensee is not obligated to make any future payments, then COH shall pay to Licensee the full amount of that overpayment. Contested amounts are subject to dispute resolution under ARTICLE 12. If the total amount of any such underpayment (as agreed to by Licensee or as determined under ARTICLE 12) exceeds five percent (5%) of the amount previously paid by Licensee for the period subject to audit, then Licensee shall pay the reasonable costs for the audit. Otherwise, all costs of the audit shall be paid by COH.

Underpayment and Overpayment. After review of the auditor’s report: (i) if there is an uncontested underpayment by Licensee for all of the periods covered by such auditor’s report, then Licensee shall pay to COH the full amount of that uncontested underpayment, and (ii) if there is an uncontested overpayment for such periods, then COH shall provide to Licensee a credit against future payments (such credit equal to the full amount of that overpayment), or, if Licensee is not obligated to make any future payments, then COH shall pay to Licensee the full amount of that overpayment. Contested amounts are subject to dispute resolution under ARTICLE Article 12. If the total amount of any such underpayment (as agreed to by Licensee or as determined under ARTICLE Article 12) exceeds five percent (5%) of the amount previously paid by Licensee for the period subject to audit, then Licensee shall pay the reasonable costs for the audit. Otherwise, all costs of the audit shall be paid by COH.

Underpayment and Overpayment. After review of the auditor’s report: (i) if there is an uncontested underpayment by Licensee for all of the periods covered by such auditor’s report, then Licensee shall pay to COH the full amount of that uncontested underpayment, and (ii) if there is an uncontested overpayment for such periods, then COH shall provide to Licensee a credit against future payments (such credit equal to the full amount of that overpayment), or, if Licensee is not obligated to make any future payments, then COH shall pay to Licensee the full amount of that overpayment. Contested amounts are subject to dispute resolution under ARTICLE Article 12. If the total amount of any such underpayment (as agreed to by Licensee or as determined under ARTICLE Article 12) exceeds five percent (5%) [***] of the amount previously paid by Licensee for the period subject to audit, then Licensee shall pay the reasonable costs for the audit. Otherwise, all costs of the audit shall be paid by COH.

Underpayment and Overpayment. After review of the auditor’s report: (i) if there is an uncontested underpayment by Licensee for all of the periods covered by such auditor’s report, then Licensee shall pay to COH the full amount of that uncontested underpayment, and (ii) if there is an uncontested overpayment for such periods, then COH shall provide to Licensee a credit against future payments (such credit equal to the full amount of that overpayment), or, if Licensee is not obligated to make any future payments, then COH shall pay to Licensee the full amount of that overpayment. Contested amounts are subject to dispute resolution under ARTICLE Article 12. If the total amount of any such underpayment (as agreed to by Licensee or as determined under ARTICLE Article 12) exceeds five percent (5[**]%) percent of the amount previously paid by Licensee for the period subject to audit, then Licensee shall pay the reasonable costs for the audit. Otherwise, all costs of the audit shall be paid by COH.

Underpayment and Overpayment. After review of the auditor’s report: (i) if there is an uncontested underpayment by Licensee Dicerna for all of the periods covered by such auditor’s report, then Licensee Dicerna shall pay to COH the full amount of that uncontested underpayment, and (ii) if there is an uncontested overpayment for such periods, then COH shall provide to Licensee Dicerna a credit against future payments (such credit equal to the full amount of that overpayment), or, if Licensee Dicerna is not obligated to make any future payments, then COH shall pay to Licensee Dicerna the full amount of that overpayment. Contested amounts are subject to dispute resolution under ARTICLE 12Article 11. If the total amount of any such underpayment (as agreed to by Licensee Dicerna or as determined under ARTICLE 12Article 11) exceeds five [***] percent (5%) of the amount previously paid by Licensee Dicerna for the period subject to audit, then Licensee Dicerna shall pay the reasonable costs for the audit. Otherwise, all costs of the audit shall be paid by COH.. ***Text Omitted and Filed Separately with the Securities and Exchange Commission. Confidential Treatment Requested Under

Underpayment and Overpayment. After review of the auditor’s report: (i) if there is an uncontested underpayment by Licensee for all of the periods covered by such auditor’s report, then Licensee shall pay to COH Licensor the full amount of that uncontested underpayment, and (ii) if there is an uncontested overpayment for such periods, then COH Licensor shall provide to Licensee a credit against future payments (such credit equal to the full amount of that overpayment), or, if Licensee is not obligated to make any future payments, then COH Licensor shall pay to Licensee the full amount of that overpayment. Contested amounts are subject to dispute resolution under ARTICLE 1211. If the total amount of any such underpayment (as agreed to by Licensee or as determined under ARTICLE 1211) exceeds five percent (5%) of the amount previously paid by Licensee for the period subject to audit, then Licensee shall pay the reasonable costs for the audit. Otherwise, all costs of the audit shall be paid by COHLicensor.

Underpayment and Overpayment. After review of the auditor’s 's report: (i) if there is an uncontested underpayment by Licensee for all of the periods covered by such auditor’s 's report, then Licensee shall pay to COH Licensor the full amount of that uncontested underpayment, and (ii) if there is an uncontested overpayment for such periods, then COH Licensor shall provide to Licensee a credit against future payments (such credit equal to the full amount of that overpayment), or, if Licensee is not obligated to make any future payments, then COH Licensor shall pay to Licensee the full amount of that overpayment. Contested amounts are subject to dispute resolution under ARTICLE 12?Article 11. If the total amount of any such underpayment (as agreed to by Licensee or as determined under ARTICLE 12Article 11) exceeds five ___________________ percent (5_____%) of the amount previously paid by Licensee for the period subject to audit, then Licensee shall pay the reasonable costs for the audit. Otherwise, all costs of the audit shall be paid by COH.Licensor. ARTICLE 6:

Underpayment and Overpayment. After review of the auditor’s report: (i) if there is an uncontested underpayment by Licensee for all of the periods covered by such auditor’s report, then Licensee shall pay to COH TRIMT the full amount of that uncontested underpayment, and (ii) if there is an uncontested overpayment for such periods, then COH TRIMT shall provide to Licensee a credit against future payments (such credit equal to the full amount of that overpayment), or, if Licensee is not obligated to make any future payments, then COH TRIMT shall pay to Licensee the full amount of that overpayment. Contested amounts are subject to dispute resolution under ARTICLE 12. If the total amount of any such underpayment (as agreed to by Licensee or as determined under ARTICLE 12) exceeds five percent (5%) of the amount previously paid by Licensee for the period subject to audit, then Licensee shall pay the reasonable costs for the audit. Otherwise, all costs of the audit shall be paid by COHTRIMT.