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Common use of Audit Request Clause in Contracts

Audit Request. At the request and expense (except as provided below) of OSIRIS, JCR and its Affiliates and its Sublicensees and co-marketers shall permit an independent certified public accountant appointed by OSIRIS and reasonably acceptable to JCR, at reasonable times and upon reasonable notice, to examine those records and all other material documents relating to or relevant to Net Sales or Net Profits in the possession or control of JCR and/or its Affiliates or its Sublicensees and co-marketers, for a period of three years after such royalties or Net Profit share have accrued. Said accountant shall not disclose to OSIRIS any information other than information relating to said reports, royalties, and payments. If, as a result of any inspection of the books and records of JCR or its Affiliates or its Sublicensees and co-marketers it is shown that JCR’s royalty payments or Net Profit share under this Agreement were less than the amount which should have been paid, then JCR shall make all payments required to be made to eliminate any discrepancy revealed by said inspection within forty-five (45) days after OSIRIS’ demand therefore. Furthermore if the royalty payments or Net Profit share was less than the amount which should have been paid by an amount in excess of five percent (5%) of the royalty payments or Net Profit share actually made during the period in question, JCR shall also reimburse OSIRIS for the cost of such inspection.

Appears in 2 contracts

Samples: License Agreement (Mesoblast LTD), License Agreement (Mesoblast LTD)

Audit Request. At the request and expense (except as provided below) of OSIRISBMS, JCR and SGI, its Affiliates and its Sublicensees and co-marketers sublicensees shall permit an independent certified public accountant appointed by OSIRIS and reasonably acceptable to JCRBMS, at reasonable times and upon reasonable noticenotice (but in no event more than once per calendar year), to examine those records and all other material documents relating to or relevant to Net Sales or Net Profits in the possession or control of JCR and/or SGI, its Affiliates or its Sublicensees and co-marketerssublicensees, for a period of three years after such royalties or Net Profit share have accrued, as may be necessary to: (i) determine the correctness of any report or payment made under this Agreement; or (ii) obtain information as to the royalties payable for any calendar quarter in the case of SGI's failure to report or pay pursuant to this Agreement. Said accountant shall not disclose to OSIRIS BMS any information other than information relating to said reports, royalties, and payments. The results of any such examination shall be made available to both Parties. BMS shall bear the full cost of the performance of any such audit except as hereinafter set forth. If, as a result of any inspection of the books and records of JCR SGI or its Affiliates or its Sublicensees and co-marketers sublicensees, it is shown that JCR’s SGI's royalty payments or Net Profit share under this Agreement were less than the amount which should have been paid, then JCR SGI shall make all payments required to be made to eliminate any discrepancy revealed by said inspection within forty-five (45) 15 days after OSIRIS’ BMS's demand thereforetherefor. Furthermore Furthermore, if the royalty payments or Net Profit share was made by SGI were less than 95% of the amount of royalty payments which should have been paid by an amount in excess of five percent (5%) of the royalty payments or Net Profit share actually made during with respect to the period in question, JCR SGI shall also reimburse OSIRIS BMS for the cost of such inspectionexamination.

Appears in 2 contracts

Samples: License Agreement (Seattle Genetics Inc /Wa), License Agreement (Seattle Genetics Inc /Wa)

Audit Request. At the request and expense (except as provided below) of OSIRISBMS, JCR and SGI, its Affiliates and its Sublicensees and co-marketers sublicensees shall permit an independent certified public accountant appointed by OSIRIS and reasonably acceptable to JCRBMS, at reasonable times and upon reasonable noticenotice (but in no event more than once per calendar year), to examine those records and all other material documents relating to or relevant to Net Sales or Net Profits in the possession or control of JCR and/or SGI, its Affiliates or its Sublicensees and co-marketerssublicensees, for a period of three years after such royalties or Net Profit share have accrued, as may be necessary to: (i) determine the correctness of any report or payment made under this Agreement; or (ii) obtain information as to the royalties payable for any calendar quarter in the case of SGI’s failure to report or pay pursuant to this Agreement. Said accountant shall not disclose to OSIRIS BMS any information other than information relating to said reports, royalties, and payments. The results of any such examination shall be made available to both Parties. BMS shall bear the full cost of the performance of any such audit except as hereinafter set forth. If, as a result of any inspection of the books and records of JCR SGI or its Affiliates or its Sublicensees and co-marketers sublicensees, it is shown that JCRSGI’s royalty payments or Net Profit share under this Agreement were less than the amount which should have been paid, then JCR SGI shall make all payments required to be made to eliminate any discrepancy revealed by said inspection within forty-five (45) 15 days after OSIRIS’ BMS’s demand thereforetherefor. Furthermore Furthermore, if the royalty payments or Net Profit share was made by SG1 were less than 95% of the amount of royalty payments which should have been paid by an amount in excess of five percent (5%) of the royalty payments or Net Profit share actually made during with respect to the period in question, JCR SGI shall also reimburse OSIRIS BMS for the cost of such inspectionexamination.

Appears in 1 contract

Samples: License Agreement (Seattle Genetics Inc /Wa)