Common use of Audit Disputes Clause in Contracts

Audit Disputes. Any disputes with respect to the findings of such accounting firm may be referred by either Party to the dispute resolution procedure set forth in Section 13.8 (Dispute Resolution). If either Party is found to have been underpaid any amounts payable to such Party hereunder or to have overpaid to the other Party any amounts payable hereunder, then such first Party will be entitled to recover any undisputed discrepancy, plus interest as set forth in Section 7.9 (Late Payments), no later than [***] after delivery to the Parties of the final report of such accounting firm. The fees charged by such accounting firm will be paid by the Auditing Party; provided that if the audit discloses a net underpayment of amounts owed or overreporting of expenses by the Audited Party of more than [***] of total amounts owed or expenses reported by the Audited Party for any Calendar Year period covered by the audit, then the Audited Party will pay the reasonable fees and expenses charged by such accounting firm. The Auditing Party will treat all financial information disclosed by its accounting firm pursuant to this Section 7.11 (Financial Audits) as Confidential Information of the Audited Party for purposes of Article 9 (Confidentiality) of this Agreement, and will cause its accounting firm to do the same.

Audit Disputes. Any disputes with respect to the findings of such accounting firm Auditor may be referred by either Party to the dispute resolution procedure set forth in Section 13.8 15.3 (Dispute Resolution). If either Party is found to have been underpaid any amounts payable to such Party hereunder or to have overpaid to the other Party any amounts payable hereunder, then such first Party will be entitled to recover any undisputed discrepancy, plus interest as set forth in Section 7.9 9.11.9 (Late PaymentsInterest Due), no later than [***] after delivery to the Parties of the final report of such accounting firmthe Auditor. The fees charged by such accounting firm the Auditor will be paid by the Auditing Party; provided that if the audit discloses a net underpayment of amounts owed or overreporting of expenses by the Audited Party of more than [**] percent ([*] *]%) of total amounts owed or expenses reported by the Audited Party for any Calendar Year period covered by the audit, then the Audited Party will pay the reasonable fees and expenses charged by such accounting firmthe Auditor. The Auditing Party will treat all financial information disclosed by its accounting firm the Auditor pursuant to this Section 7.11 9.11.3 (Financial Records Retention and Audits) as Confidential Information of the Audited Party for purposes of Article 9 10 (ConfidentialityConfidentiality and Publication) of this Agreement, and will cause its accounting firm the Auditor to do the same.

Audit Disputes. Any disputes with respect to the findings of such accounting firm may be referred by either Party to the dispute resolution procedure set forth in Section 13.8 (Dispute Resolution). If either Party is found to have been underpaid any amounts payable to such Party hereunder or to have overpaid to the other Party any amounts payable hereunder, then such first Party will be entitled to recover receive any undisputed discrepancy, plus interest as set forth in Section 7.9 7.7 (Late Payments), no later than [***] after delivery to the Parties of the final report of such accounting firm. For clarity, in the case of Biogen, all or any portion of the amount of such discrepancy may be set of against any other payments owed to Catalyst under this Agreement. The fees charged by such accounting firm will be paid by the Auditing Party; provided that if the audit discloses a net underpayment of amounts owed or overreporting over-reporting of expenses by the Audited Party of more than [***] of total amounts owed or expenses reported by the Audited Party for any Calendar Year period covered by the audit, then then, in addition to the payment of the underpaid amount (or reimbursement of the overpaid amount, as applicable), the Audited Party will pay the reasonable fees and expenses charged by such accounting firm. The Auditing Party will treat all financial information disclosed by its accounting firm pursuant to this Section 7.11 7.9 (Financial Audits) as Confidential Information of the Audited Party for purposes of Article ARTICLE 9 (Confidentiality) of this Agreement, and will cause its accounting firm to do the same.