Common use of Audit/Inspection Clause in Contracts

Audit/Inspection. Within one hundred eighty (180) days following the close of each calendar year during the term of this Agreement and for a period of twelve (12) months following expiration or earlier termination of this Agreement, upon the request of a Party ("Requesting Party") the other Party shall provide the Requesting Party's accountants, at Requesting Party's sole cost and expense, with access, during regular business hours and upon reasonable prior written notice, and subject to the confidentiality obligations set forth herein, to the other Party's books and records relating to the Product in the Territory solely for purposes of verifying costs and expenses and Profit Share in connection with this Agreement, and for verifying the accuracy of the calculations hereunder for the calendar year then ended and for the two (2) calendar years prior thereto. If any such verification shows any underpayment or overpayment, a correcting payment or a refund shall be made within thirty (30) days of completion of such verification and submission of the results thereof, with details of the calculations included therein.