Royalty Reports, Exchange Rates. During the term of this Agreement, following the First Commercial Sale of GA-EPO covered by the TKT Patent Rights or which uses the TKT Technology in any country in the MMD Territory, MMD shall furnish to TKT a written quarterly report showing with respect to GA-EPO, on a country by country basis (except as provided below): (i) the gross sales (except for sales to which subsection 7.2.2 applies) of all GA-EPO covered by the TKT Patent Rights or which uses the TKT Technology sold by MMD and its Affiliates, its distributors and its permitted sublicensees in the MMD Territory during the reporting period; (ii) the calculation of Net Sales (except for sales to which subsection 7.2.2 applies) from such gross sales; (iii) the Gross Margin related to sales to which subsection 7.2.2 applies and the calculation of such Gross Margin; (iv) any revenues from sublicensees received by MMD during the reporting period; (v) the royalties and other payments payable in United States dollars which shall have accrued hereunder in respect of such Net Sales, Gross Margin and sublicensee payments; (vi) withholding taxes, if any, required by law to be deducted as a payment by TKT in respect of such Net Sales, Gross Margin and sublicensee payments; (vii) the dates of the First Commercial Sales of GA-EPO covered by the TKT Patent Rights or which uses the TKT Technology in any country in the MMD Territory during the reporting period; and (viii) the exchange rates used in determining the amount of United States dollars. All amounts payable will first be calculated in the currency of sale and then converted into United States dollars on a quarterly basis using as a rate of exchange the actual foreign currency exchange rate on the last day of the month preceding the end of the quarter or such other method as is consistent with MMD's internal foreign currency translation procedures. MMD shall use its best efforts to provide such reports on the sixtieth (60th) day following the close of each quarter. If no royalty is due for any royalty period hereunder, MMD shall so report. MMD shall keep complete and accurate records in sufficient detail to properly reflect all gross sales, Net Sales and Gross Margin and to enable the royalties payable hereunder to be determined.
Royalty Reports, Exchange Rates. During the term of this Agreement following the First Commercial Sale of any Product in any country, AHP shall within sixty (60) days after each calendar quarter furnish to GTC a written quarterly report showing: (i) the gross sales of the Products sold by AHP and its Affiliates and sublicensees during the reporting period and the calculation of Net Sales from such gross sales; (ii) the sublicense payments received by AHP during the reporting period; (iii) the royalties and other payments payable in United States dollars which shall have accrued hereunder in respect of such sales and sublicense payments; (iv) withholding taxes, if any, required by law to be deducted in respect of such royalties and sublicense payments; (v) the dates of the First Commercial Sales of Products in any country during the reporting period; and (iv) the exchange rates used in determining the amount of United States dollars payable hereunder. Royalties payable on sales in countries other than the United States shall be calculated by multiplying the appropriate royalty rate times the sales in each currency in which they are made and converting the resulting amount into United States dollars at the rates of exchange used by AHP for reporting such sales for United States financial statement purposes. If no royalty or payment is due for any royalty period hereunder, AHP shall so report. AHP shall keep complete and accurate records in sufficient detail to properly reflect all gross sales and Net Sales and to enable the royalties payable hereunder to be determined.
Royalty Reports, Exchange Rates. Following the First Commercial Sale of any BI Product in any country, BI shall within thirty (30) days after each calendar quarter furnish to PPI a written quarterly report showing: (i) the gross sales of the BI Product sold by BI, its Affiliates and sublicensees, including sales by BI to Recognized Agents during the reporting period and the calculation of Net Sales from such gross sales; (ii) withholding taxes, if any, required by law to be deducted in respect of such sales; and (iii) the exchange rates used in determining the amount of United States dollars. All sales in currencies other than United States dollars shall first be converted into German marks and then into United States dollars using in both cases the average monthly exchange rates as published regularly by Deutsche Bank in Frankfurt am Main, Germany, and as customarily used by BI in its accounting system. If no royalty is due for any royalty period hereunder, BI shall so report. BI shall keep complete and accurate records in sufficient detail to properly reflect all gross sales and Net Sales and to enable the royalties payable hereunder to be determined.
Royalty Reports, Exchange Rates. During the term of this Agreement following the First Commercial Sale of any Product, the Product Licensee shall provide Product Licensor, within [**] days after the end of each Contract Quarter, an initial quarterly royalty report in a manner sufficient to enable Product Licensor to comply with its reporting requirements. Within [**] days after each Contract Quarter, Product Licensee shall furnish to the Product Licensor a written quarterly report showing, on a Product-by-Product basis:
Royalty Reports, Exchange Rates. During the term of this Agreement, following the First Commercial Sale, Pharmion shall within thirty (30) days after each calendar quarter furnish to Celgene a written quarterly report (the "Quarterly Report") showing: (a) the gross sales of the Product sold by Pharmion and its Affiliates during the reporting period and the calculation of Net Sales from such gross sales on a country by country basis; (b) the specific deductions, by category, permitted by the definition of "Net Sales" taken in connection with the calculation of Net Sales; and (c) the exchange rates used in determining the amount of United States dollars reflected in the report. For purposes of calculating Net Sales, all Net Sales in each quarter that are in currencies other than United States dollars shall be converted into United States dollars as follows: the exchange rate will be the average of: (1) the rate applicable on the last business day of the month prior to the month of sale, and (2) the rate applicable on the last business day of the month in which the sale was made (each published in the New York edition of the Wall Street Journal). Pharmion shall keep complete and accurate records in sufficient detail to properly reflect all gross sales and Net Sales and to enable the royalties payable hereunder to be determined. All payments of royalties shall be made in U.S. dollars.
Royalty Reports, Exchange Rates. 20 6.3 Audits............................................20 6.4
Royalty Reports, Exchange Rates. During the term of this Agreement following the First Commercial Sale of any Product, the Product Licensee shall, within [**] after each calendar quarter, furnish to the Product Licensor a written quarterly report showing: (i) the gross sales and Net Sales of Products sold during the reporting period and the calculation of Net Sales from such gross sales; (ii) the royalties payable in United States dollars which shall have accrued hereunder in respect of such Net Sales; (iii) withholding taxes, if any, required by law to be deducted in respect of such royalties; (iv) the dates of the First Commercial Sales of Products in any country during the reporting period; and (v) the exchange rates used in determining the amount of United States dollars payable hereunder. Royalties payable on sales in countries other than the United States shall be calculated in accordance with the standard exchange rate conversion practices used by the Product Licensee for financial accounting purposes. If no royalty or payment is due for any royalty period hereunder, the Product Licensee shall so report. Each Product Licensee shall keep, and shall require its sublicensees to keep (all in accordance with generally accepted accounting principles, consistently applied), complete and accurate records in sufficient detail to properly reflect all gross sales and Net Sales and to enable the royalties payable hereunder to be determined.
Royalty Reports, Exchange Rates. During the term of this Agreement, following the First Commercial Sale of the Licensed Products in any country, BI shall within forty five (45) days after each calendar quarter furnish to Transcend a written quarterly report showing, on a country by country basis: (a) the gross sales of the Licensed Products sold by BI and its Affiliates, Recognized Agents and its permitted sublicensees during the reporting period and the calculation of Net Sales from such gross sales; (b) withholding taxes, if any, required by law to be deducted in respect of such sales; (c) the specific deductions permitted by the definition of "Net Sales" taken in connection with the calculation of Net Sales; and (d) the exchange rates used in determining the amount of United States dollars. All sales in currencies other than United States dollars shall first be converted into German marks and then into United States dollars using in both cases the average monthly exchange rates as published regularly by Deutsche Bank in Frankfurt am Main, Germany, and as customarily used by BI in its accounting system. If no royalty is due for any royalty period hereunder, BI shall so report. BI shall keep complete and accurate records in sufficient detail to properly reflect all gross sales and Net Sales and to enable the royalties payable hereunder to be determined.
Royalty Reports, Exchange Rates. 9.1.1 Licensee shall, with respect to each Calendar Quarter (or portion thereof), provide a written report showing, on a consolidated aggregated basis in reasonable detail (a) the Gross Sales of Licensed Products sold by Licensee, its Affiliates or Sublicensees in the Licensee Territory during the corresponding Calendar Quarter on which royalties are due hereunder and the Net Sales from such Gross Sales; (b) the royalties payable in U.S. dollars, if any, which shall have accrued hereunder based upon such Net Sales of Licensed Products; (c) the Net Sales ([***]) of Licensed Products sold by Licensee, its Affiliates or Sublicensees in the Licensee Territory during the corresponding Calendar Quarter, (d) the royalties payable in U.S. dollars, if any, which shall have accrued under the [***] based upon such Net Sales ([***]) and payable to Mersana in accordance with Section 8.4.1, (e) the withholding taxes, if any, required by law to be deducted in respect of any such royalties; (f) the dates of the First Commercial Sale of each Licensed Product in each country in the Licensee Territory for which royalties are due hereunder, if it has occurred during the corresponding Calendar Quarter; and (g) the exchange rates (as determined pursuant to Section 9.1.3 herein) used in determining the royalty amount expressed in U.S. dollars (each, a “Royalty Report”).
Royalty Reports, Exchange Rates. 16 6.4.5. Audits . . . . . . . . . . . . . . . . . . . . 17 6.4.6.
