Common use of Royalty Statements Clause in Contracts

Royalty Statements. At the same time as each royalty payment is due under Clauses 3.4 to 3.6 (inclusive), Nuvectis shall send to University a statement (the template for which will be provided by the University in due course) setting out, in respect of the Quarter to which the royalty payment relates and in respect of each country in the Territory in which Licensed Products and/or Additional Licensed Products are sold, disposed of and/or supplied: (a) the amount of each type of Licensed Product and/or Additional Licensed Products sold, disposed of and/or supplied by Nuvectis, its Affiliates and/or Sub-Licensees in each country in the Territory during that Quarter and, if none, a statement to that effect; (b) the amount of Licensed Products and/or Additional Licensed Products produced during the previous Quarter but not yet supplied, and, if none, a statement to that effect; (c) the Net Sales in respect of each such type of Licensed Product and/or Additional Licensed Products sold, disposed of and/or supplied in each country in the Territory during that Quarter; (d) the aggregate Net Sales in respect of that Quarter for Licensed Product and/or Additional Licensed Product; (e) list of any sub-licences granted and, if none, a statement to that effect; (f) details of all Sub-Licensee Revenues both due to, and received by, Nuvectis and/or its Affiliates during the previous Quarter and, if none, statement to that effect; (g) the sums due and payable under Clause 3 and, if none, a statement to that effect; (h) subject to Clause 4.2.2, any currency conversions, showing the rates used; (i) the amount of royalties due to University in respect of that Quarter; (j) the type and amount of any permitted deductions made by the Company from the sums referred to in Clause 3 (by type of Licensed Product and/or Additional Licensed Product and country); and (k) together with sufficient information to enable University to ascertain whether any Milestone Payments have become due or if any specific diligence conditions have occurred pursuant to Clause 5.2, expressed both in local currency and US Dollars and showing the conversion rates used, during the Quarter to which the royalty payment relates.

Royalty Statements. At the same time each payment of Percentage Royalties is due, the Licensee shall deliver to CKI a royalty accounting statement, substantially in the form of Exhibit B hereto, or as reasonably modified or supplemented by CKI or CKI’s Finance Department from time to time, signed by a responsible manager of the Licensee and certified by such manager as complete and accurate, stating that the Licensee is in compliance with the terms and conditions hereof and setting forth for each royalty payment is due under Clauses 3.4 to 3.6 month during the immediately preceding calendar quarter, and for such quarter (inclusive)or period) in the aggregate, Nuvectis shall send to University a statement (the template for which will be provided by the University in due course) setting outand, in respect the case of the Quarter to which statement for the royalty payment relates and in respect last calendar quarter of each country Annual Period, for such Annual Period in the Territory aggregate, all of the following information by season for each Region and jurisdiction in which Licensed Products and/or Additional Licensed Products are sold, disposed of and/or supplied: the Territory: (ai) Gross Sales; (ii) the amount of each type returns, m▇▇▇-down allowances and discounts from Gross Sales which properly may be deducted therefrom in calculating Net Sales; (iii) a computation of Licensed Product and/or Additional Licensed Products sold, disposed of and/or supplied by Nuvectis, its Affiliates and/or Sub-Licensees in each country in the Territory during that Quarter and, if none, a statement to that effect; (b) the amount of Licensed Products and/or Additional Licensed Products produced during the previous Quarter but not yet supplied, and, if none, a statement to that effect; Percentage Royalties; (civ) the Net Sales by account, including separately Final Third Party Sales by Licensee and the Licensee’s Affiliates, Net Sales to CKI and its Affiliates, to CKI’s employees, and to CKI’s third-party licensees separately by Licensee; (v) total regular price Net Sales, and as specified in respect §6.14.1 and §6.14.2 Seconds and Close-outs and calculations of each such type Net Sales for OP Account purposes and earned Percentage Fees applicable thereto by Region and calculations of Net Sales by Region and Percentage Fees thereon and other earned amounts thereon for purposes of §2.2 MNST’s; and (vi) MAE’s expenditures, Co-operative Advertising Obligation and Sole and Absolute Contributions, as well as shop-in-shop expenditures under §1.6.2, as applicable; and (vii) all of the Licensee’s inventory of Licensed Product and/or Additional Licensed Products soldProducts, disposed by season (“Inventory”). (Licensee will use reasonable efforts to provide Licensor with monthly “flash reports” within ten (10) days, of and/or supplied in each country in the Territory during that Quarter; (d) the estimated aggregate Net Sales and earned Percentage Royalties via e-mail, attention: Licensing Finance Department.) Within 120 days of the end of each Annual Period, the Licensee shall also deliver to CKI a certification from Licensee’s Chief Financial Officer that the accountings and statements applicable to Net Sales, Royalties (and the Advertising Obligation, Co-operative Advertising Obligation and Sole and Absolute Contributions) are accurate and in respect of that Quarter for Licensed Product and/or Additional Licensed Product; (e) list accordance with the provisions hereof. Receipt or acceptance by CKI of any sub-licences granted andstatement furnished, if none, a statement to that effect; (f) details of all Sub-Licensee Revenues both due to, and received by, Nuvectis and/or its Affiliates during the previous Quarter and, if none, statement to that effect; (g) the sums due and payable under Clause 3 and, if none, a statement to that effect; (h) subject to Clause 4.2.2, any currency conversions, showing the rates used; (i) the amount of royalties due to University in respect of that Quarter; (j) the type and amount or of any permitted deductions made sums paid by the Company Licensee, shall not preclude CKI from the sums referred to in Clause 3 (by type of Licensed Product and/or Additional Licensed Product and country); and (k) together with sufficient information to enable University to ascertain whether questioning their correctness at any Milestone Payments have become due or if any specific diligence conditions have occurred pursuant to Clause 5.2, expressed both in local currency and US Dollars and showing the conversion rates used, during the Quarter to which the royalty payment relatestime.

Royalty Statements. At the same time as paying each royalty Royalty payment is due under Clauses 3.4 Section 3.2 or, if the Royalty Holder has elected to 3.6 receive the Royalty in kind under Section 3.3 the Company must provide to the Royalty Holder a report setting out in reasonable detail the following information (inclusive), Nuvectis shall send to University a statement (the template for which will be provided by the University in due course) setting out, in respect of the Quarter to which the royalty payment relates and in respect of each country in the Territory in which Licensed Products and/or Additional Licensed Products are sold, disposed of and/or supplied:“Royalty Statement”): (a) the amount quantity, type and grade of each type of Licensed Product and/or Additional Licensed Products sold, disposed of and/or supplied by Nuvectis, its Affiliates and/or Sub-Licensees in each country in the Territory Ore extracted during that Quarter and, if none, a statement to that effectQuarter; (b) the amount quantity, type and grade of Licensed Products and/or Additional Licensed Products produced Product that has been processed during that Quarter and the previous Quarter but not yet supplied, and, if none, a statement to that effectlocation of the relevant facilities; (c) the Net Sales in respect quantity, type and grade of each such type of Licensed all Product and/or Additional Licensed Products sold, disposed of and/or supplied in each country in the Territory that has been Sold during that Quarter; (d) the aggregate Net Sales in respect quantity and type of Product held or unsold during that Quarter for Licensed Product and/or Additional Licensed ProductQuarter; (e) list the quantity and type of any sub-licences granted and, if none, Product that has been processed and is in a statement to form that effectis saleable without being Sold for longer than the Inventory Period where the Inventory Period has ended during that Quarter; (f) the Royalty for that Quarter and details of all Sub-Licensee Revenues both due to, and received by, Nuvectis and/or its Affiliates the Gross Proceeds during the previous Quarter andQuarter, if none, statement to that effectdetails on the Average Silver Price determined as provided in this Agreement and proceeds of Sale for other Product) underlying the calculation of the Royalty; (g) the sums due and payable cumulative total of Royalty payments paid to the Royalty Holder under Clause 3 and, if none, a statement to that effect; this Agreement (h) subject to Clause 4.2.2, any currency conversions, showing including the rates used; (i) the amount of royalties due to University in respect of that Quarter; (j) the type and amount of any permitted deductions made by the Company from the sums referred to in Clause 3 (by type of Licensed Product and/or Additional Licensed Product and countrypayment under Section 6.2(f)); and (kh) together other pertinent information in sufficient detail to explain the calculation of the Royalty payment or credit. The Company must also provide: (i) concurrently with delivery of each Royalty Statement, sufficient documentation for the Royalty Holder to determine the Royalty, including refining invoices, weights, assays and other offtake sales documents, including all documentation prepared by or sent to the Offtaker and, as applicable, any umpire, in connection with every shipment of Product to an Offtaker, and (ii) promptly, any such other information to enable University to ascertain whether any Milestone Payments have become due or if any specific diligence conditions have occurred pursuant to Clause 5.2, expressed both in local currency and US Dollars and showing as the conversion rates used, during the Quarter to which the royalty payment relatesRoyalty Holder may reasonably request.