Net Trade Sales means, with respect to a Milestone Product for any period, the total amount of “Net Sales” of such Milestone Product during such period by a Milestone Party to any Person (including sublicensees and distributors) other than any other Milestone Party (except where such Milestone Party is an end-user), calculated in accordance with the standard internal policies and procedures of a Milestone Party or its Affiliates, which must be in accordance with GAAP. To the extent any deduction is not specific to a Milestone Product and applies to the Milestone Product as well as any other products of a Milestone Party, all such discounts, allowances, credits, rebates and other deductions shall be fairly and equitably allocated to the Milestone Product and other products of each Milestone Party such that the Milestone Product does not bear a disproportionate portion of such deductions. If any Milestone Product is sold in the form of a product containing (or packaged with) a DLL3 Product or one or more Alternate Therapeutic Products (the “Sonoma Compounds”) and one or more other active pharmaceutical ingredients (a “Combination Product”), the Net Trade Sales of such Milestone Product shall be determined as follows: first, Parent shall determine the actual Net Trade Sales of such Combination Product (calculated using the conventions specified in this definition of Net Trade Sales, as set forth above) and then (i) such amount shall be multiplied by the fraction A/(A+B), where A is the invoice price of such Sonoma Compounds, if sold separately, and B is the total invoice price of the other active pharmaceutical ingredient(s) in the Combination Product, if sold separately, or (ii) if all the Sonoma Compounds are sold separately but any of the other active pharmaceutical ingredient(s) in the Combination Product are sold separately, Net Trade Sales shall be calculated by multiplying actual Net Trade Sales of such Combination Product (calculated using the conventions specified in this definition of Net Trade Sales, as set forth above) by the fraction A/C, where A is the invoice price of such Sonoma Compounds, and C is the invoice price of the Combination Product; in each case of clause (i) or (ii), in the same country as the Combination Product during the applicable reporting period or, if sales of both such Sonoma Compounds sold separately and the other active pharmaceutical ingredients in the Combination Product did not occur during the applicable reporting period, then the re...
Net Trade Sales means the amount invoiced by PPC, its Affiliates and its sublicensees for the sale of Licensed Products to independent third parties less the following amounts (i) discounts, including cash discounts, coupons, or rebates actually allowed or granted, (ii) credits or allowances actually granted upon claims or returns, regardless of the party requesting the return, (iii) freight charges paid for delivery, to the extent included in revenue received; and (iv) taxes or other governmental charges levied on or measured by reference to the invoiced amount, whether absorbed by the billing party or the billed party, and separately stated on the invoice. Net Trade Sales shall not include promotional samples, including any samples affixed to or accompanying other products of PPC.
Net Trade Sales means the aggregate billing revenue for Product sold by Gamida-MedEquip Ltd. or any of its affiliates to an unaffiliated entity minus (i) discounts allowed on a uniform basis in a manner consistent with other products sold by Gamida-MedEquip Ltd. or such affiliate(s), (ii) credits for allowances and returns, (iii) prepaid freight, and (iv) taxes and other governmental charges added to the face of the invoices for such Product and paid by Gamida-MedEquip Ltd. and/or any of its affiliates; provided, however, that the Net Trade Sales for Product sold by Gamida-MedEquip Ltd. shall be the billing revenue charges to the first unaffiliated entity to which Product is sold. 1.10 "Products" shall mean the products and wound dressings (described in Exhibit A) and any product improvements and line extensions in such forms as lotions, sprays, gels and creams for the treatment of chronic wounds based on the technology. 1.11 "Product Improvement" shall mean (a) the use, without substantial modification, of Product to perform a function not initially intended for it or (b) any improvement, redesign, or modification of any Product. 1.12 "Technology" shall mean the technology related to the manufacture of the products listed in Exhibit A. 1.13 "Territory" shall mean a particular country, state or other political subdivision of the world (attached as Exhibit B). 1.14 "Trademarks" shall mean the Trademarks listed in Exhibit C. 1.15 "Unit" shall mean a single, separate Product. 1.16 "Year" shall mean each 12 month period during the Term, each of which shall commence with the first day of the month, the first of which shall be the first full month following the Effective Date.
Examples of Net Trade Sales in a sentence
The Reconciliation Procedures shall provide that [***] after the end of each Calendar Quarter, each Party shall submit to the Finance Working Group a report, in such reasonable detail and format as is established by the Finance Working Group, of all Net Trade Sales and Allowable Expenses and other amounts necessary to calculate Pre-Tax Profit or Loss for the United States, Greater China and for the Xxxxxxx Territory.
A separate determination of Net Trade Sales, Allowable Expenses and Operating Profits or Losses shall be made for each Collaboration Product as outlined in Exhibit B.
Each Party and its Affiliates shall keep complete and accurate records of the items underlying Development Costs, Allowable Expenses, Other Income, Net Trade Sales, payments under Existing Third Party Agreements, Blocking Third Party Patent Costs and the other elements required to prepare the reports or calculate payments required by Sections 4.5.3, 4.5.4, 7.3, 7.4 and 7.5 and the Reconciliation Procedures, and any other payments under this Agreement.
The License Territory Commercialization Plan shall include an overall strategy for the Commercialization of the Products in the Field throughout the License Territory, a tactical plan to accomplish such strategy, the License Territory Commercialization Budget, and annual Net Trade Sales forecasts for the License Territory.
Pre-Tax Profit or Loss in the United States shall be calculated for each Calendar Quarter by determining the Net Trade Sales of Products in the United States, adding any Other Income and subtracting the sum of the Allowable Expenses incurred with regard to the United States during such Calendar Quarter.
More Definitions of Net Trade Sales
Net Trade Sales. Net Trade Sales shall mean, with respect to a Product, the gross amounts invoiced on sales of such Product by a Party or any of its Affiliates or Sublicensees to a Third Party purchaser in an arms-length transaction, less the following customary deductions, determined in accordance with GAAP and standard internal policies and procedures and accounting standards consistently applied throughout the Party recording such sales to calculate revenue for financial reporting purposes, to the extent specifically and solely allocated to the sale of such Product to such purchaser and actually taken, paid, accrued, allowed, or included in the gross sales prices with respect to such sales (and consistently applied as set forth below):
Net Trade Sales equals Gross Trade Sales less deductions, as of the last year of the Performance Period.
Net Trade Sales means, with respect to Working Capital Turns, the dollar value of Sales to external Customers.
Net Trade Sales means the net amount received by Supplier for sale of products or chipsets after accounting for returns, allowances, customer rebates and channel cost (ie distribution margins).
Net Trade Sales means, [ ] All aforementioned deductions shall only be allowable to the extent they are commercially reasonable, and shall be determined, on a country-by-country basis, as incurred in the ordinary course of business in type and amount consistent with the Party’s, the Affiliate’s, or Sublicensee’s (as the case may be) business practices consistently applied across its product lines and accounting standards and verifiable. All such discounts, allowances, credits, rebates and other deductions shall be fairly and equitably allocated to such mAb Product and other products of the Party and its Affiliates and Sublicensees such that such mAb Product does not bear a disproportionate portion of such deductions. Sales of a mAb Product by and between a Party and its Affiliates and Sublicensees, or between the Parties (or their respective Affiliates or Sublicensees), are not sales to Third Parties and shall be excluded from Net Trade Sales calculations for all purposes so long as such mAb Product is subsequently resold to a Third-party end user. In the event a mAb Product is sold as part of a Combination Product (as defined below) in a country, the JSC shall establish a procedure to calculate the Net Trade Sales of such Product for the purposes of determining Pre-Tax Profit or Loss;
Net Trade Sales means, with respect to a Milestone Product for any period, the total amount of “Net Sales” of such Milestone Product during such period by a Milestone Party to any Person (including sublicensees and distributors) other than any other Milestone Party (except where such Milestone Party is an end-user), calculated in accordance with the standard internal policies and procedures of a Milestone Party or its Affiliates, which must be in accordance with GAAP. To the extent any deduction is not specific to a Milestone Product and applies to the Milestone Product as well as any other products of a Milestone Party, all such discounts, allowances, credits, rebates and other deductions shall be fairly and equitably allocated to the Milestone Product and other products of each Milestone Party such that the Milestone Product does not bear a disproportionate portion of such deductions.
Net Trade Sales means the amount invoiced by a Party or its Affiliate for ----------------- sales of Collaboration Products to a Third Party in the Profit/Loss Sharing Territory, less estimates which will be adjusted to actual on a periodic basis of: (i) discounts, including cash discounts, discounts to managed care or similar organizations, rebates paid, credit, accrued or actually taken, including government rebates such as Medicaid chargebacks, and retroactive price reductions or allowances actually allowed or granted from the billed amount, and commercially reasonable and customary fees paid to distributors (other than to a distributor that is an Affiliate of such Party), (ii) credits or allowances actually granted upon claims, rejections or returns of such sales of Collaboration Products, including recalls, regardless of the Party requesting such recalls, and (iii) taxes, duties or other governmental charges levied on or measured by the billing amount when included in billing, as adjusted for rebates, chargebacks, and refunds. "Non-Manufacturing Party" shall be any Party that is not a Manufacturing ------------------------- Party.