Net Sales

Net Sales. Shall mean the sum of all amounts actually received and all other consideration actually received (or, when in a form other than cash or its equivalent, the fair market value thereof when received) by Company and its Sublicensees from persons or entities due to or by reason of the sale, distribution or use of Licensed [***] Product, less the following deductions and offsets, to the extent such sums are otherwise included in the computation of Net Sales, or are paid and credited by Company and... its Sublicensees and not otherwise reimbursed: (i) [***]; (ii) any tax, excise, or other governmental charges upon or measured by the production, sales, transportation, delivery or use of said Licensed [***] Product contained therein; (iii) [***] other than those described above; (iv) [***]; (v) [***]; (vi) taxes paid by Company or Sublicensees to a government or an instrumentality thereof under a tax regulatory scheme equivalent to USC Title 42, Chapter 6A, Subchapter XIX, Part 2, Subpart a, Section 300 aa-11 et seq., or other similar legislation. Sales of Licensed [***] Product intended for resale to third parties, and made internally amongst Company and its Sublicensees shall not be deemed sales for purposes of calculating "Net Sales" (however, sales to a third party other than a Sublicensee shall be included in the calculation of "Net Sales" and subject to royalties). View More

Net Sales. As used in this Agreement means the amount actually received by Licensee and its Affiliates from the sale of Sensors or Instruments, as the case may be, less the sum of the following deductions where applicable: cash, trade or quantity discounts, sales, use, tariff, import/export duties or other excise or similar taxes imposed upon particular sales, transportation and related insurance charges and allowances or credits to customers because of rejections or returns,... as calculated in accordance with consistently applied and generally accepted accounting principles as utilized by Licensee in its normal financial reporting. In the event Sensors or Instruments are bundled with or included as part of another product (a "Combined Product"), the amount received by Licensee for the Sensor and/or Instrument shall be deemed to be that portion of the total amount received by Licensee for the Combined Product that the cost of the Sensor and/or Instrument bears to the total cost of the Combined Product. "Net Sales" shall not include any mark-up charged by sales agents of Licensee which are not Affiliates and shall only 4 include amounts actually received by Licensee as specified herein. View More

Net Sales. The total invoice price charged on all sales (i) by ACT of GTC Products and/or Services, or (ii) by GTC of ACT Products and/or Services, as applicable, in any country after deducting, to the extent not already deducted, normal and customary trade, dealer, quantity, and cash discounts actually allowed; allowances for credits granted on account of rejections, returns, or price reductions; governmental sales taxes and other charges imposed on such sales; and freight, insurance, customs, duties,... and other landing charges. In the event any product is sold as a component of a combination of functional elements, net sales price for purposes of determining royalty payments on such combination shall be calculated by multiplying the average per unit net sales price of the product portion of the combination when sold separately in the applicable country during the accounting period in which the sale was made by the number of units of product sold as part of such combination product. In addition, Net Sales of a party shall include the amount of any milestone payment received based on the performance of such party in connection with the development (i) of GTC Products and/or Services by ACT or (ii) of ACT Products and/or Services by GTC, as applicable. View More

Net Sales. Shall mean, for any period, the gross amount received for sales of the Product in the Field by Corbus or any Corbus Affiliate, sublicensee or transferee as applicable (a "Selling Person"), to a non-Affiliate of the Selling Person, less the following deductions, in each case to the extent specifically related to the Product and taken by the Selling Person or otherwise paid for or accrued by the Selling Person ("Permitted Deductions"): 14 trade, cash, promotional and quantity discounts... and inventory management fees paid to wholesalers; tariffs, duties, excises and taxes on sales (including sales or use taxes or value added taxes) to the extent imposed upon and paid directly with respect to such sales (and excluding national, sales or local taxes based on income); freight, insurance, packing costs and other transportation charges allocated to the sale; invoiced amounts that are written off as uncollectible in accordance with Selling Person's accounting policies, consistently applied; amounts repaid or credits taken by reason of damaged goods, rejections, defects, expired dating, recalls or returns or because of retroactive price reductions, billing errors, or trial prescriptions; charge back payments, rebates and discounts granted to (i) managed healthcare organizations, (ii) federal, state or provincial or local governments or other agencies, (iii) purchasers and reimbursers or (iv) trade customers, including wholesalers and chain and pharmacy buying groups; discounts paid under state legislated or seller-sponsored discount prescription drug programs or reductions for coupon and voucher programs; and documented custom duties actually paid by the Selling Person. Sales of the Product between or among Corbus and its Affiliates and sublicensees for resale, or for use in the production or manufacture of the Product, shall not be included within Net Sales; provided, however, that any subsequent sale of the Product (or any Product produced or manufactured using the Product) by Corbus or its Affiliate or sublicensee or transferee to another non-Affiliate third party shall be included within Net Sales. Net Sales shall exclude any sale or other distribution for use in a clinical trial or other Development activity, for compassionate or named-patient use or for test marketing. View More

Net Sales. As used herein shall mean the total invoiced amount of any Product Sold to Customers by BioDrain and/or its licensees, less all discounts and allowances actually shown on the invoice, and less any bona fide returns actually made or allowed as supported by credit memoranda actually issued to Customers, and excluding all shipping charges, duties, sales taxes and excise taxes.

Net Sales. Shall mean the gross sales of Licensed Product in finished packaged form sold by Licensee, less returns or replacements actually granted, less excise, value added and other taxes applicable to sales of Licensed Product which Licensee has to pay or absorb on such sales in the Territory.

Net Sales. Means the gross revenues invoiced by Par and derived from sales of the Generic Product in the Territory by Par and its Affiliates, less (a) all customary discounts, including cash and volume discounts, chargebacks, allowances, shelf stock adjustments, rebates 3 (including Medicaid, Medicare and similar rebates), returns, credits, sales rejections and price protection adjustments, and (b) all customary freight, shipping, insurance costs, duties and taxes; all of the foregoing... calculated in accordance with GAAP. View More

Net Sales. Means the actual sales receipts received by a Party, its Affiliates, sub-licensees, permitted assignees, and other parties acting for or on behalf of such Party ("Selling Parties") from third parties, less any charges for (a) sales taxes, tariffs, duties or other taxes separately stated on the invoice, (b) shipping and insurance charges (c) third party licenses and (d) returns, discounts rebates and the like of... any Products or other goods developed with Program funds intended for sale to patients in other than Malaria Endemic Countries (Sales between a Party, and any other Selling Party as aforesaid shall be excluded from the computation of Net Sales and no royalties shall be payable on such sales). View More

Net Sales. All revenues recognized in accordance with generally accepted accounting principles from the sale of Products, less returns and allowances (actually paid or allowed, including, but not limited to, prompt payment and volume discounts, charge backs from wholesalers and other allowances granted to customers or wholesalers of Products, whether in cash or trade), freight packing, insurance, rebates, and sales and other taxes based on sales prices when included in gross sales, but not including taxes... when assessed on income derived from such sales. View More

Net Sales. Means the total amount invoiced to Third Parties in connection with the sales of the Product in all of its final packaged forms by Allergan, its sublicensees or its Affiliates in the Territory, less, to the extent actually incurred: (a) allowances and adjustments credited or payable, including credit for damaged, outdated and returned products; (b) trade, cost or quantity discounts earned or granted; (c) transportation charges (including insurance... costs), sales taxes, excise taxes and duties, and other similar charges; 3 6 (d) wholesaler chargebacks; (e) Medicare, Medicaid and other rebates and management fees mandated, earned or granted; and (f) taxes on sale, transportation or use paid by Allergan. Net Sales shall be calculated in accordance with Allergan's standard internal policies and procedures. Any discount, allowance, rebate, management fee or wholesaler chargeback for the Product which is given to a customer due to the purchase of a product other than the Product or due to the purchase of any service, shall not be taken into consideration for the calculation of Net Sales. Net Sales shall not include sales by Allergan to its Affiliates or sublicensees for resale, provided that if Allergan sells the Product to an Affiliate or sublicensee for resale, Net Sales shall include the amounts invoiced by such Affiliate or sublicensee to Third Parties on the resale of such Product. A "sale" shall also include a transfer or other disposition for consideration other than cash, in which case such consideration shall be valued at the fair market value thereof View More