Common use of BOOKS OF ACCOUNT AND AUDITS Clause in Contracts

BOOKS OF ACCOUNT AND AUDITS. Davidson shall keep books of account relating to expenses and the distribution of Products on the same basis and in the same manner and for the same periods as such records are customarily kept by Davidson. Capitol may, upon reasonable notice and at its own expense, audit the applicable records at Davidson's office, in order to verify any Statements rendered hereunder. Any such audit shall be conducted only by a certified public accountant whom is not held on retainer by Capitol nor EXHIBIT 10.54 LICENSING AND DISTRIBUTION AGREEMENT WITH DAVIDSON & ASSOCIATES, INC. working on a contingency fee and shall take place only during reasonable business hours and in such manner so as not to interfere with Davidson's normal business activities. However, no audit may be conducted during the first three (3) weeks of any calendar quarter. All of the information contained in Davidson's books and records shall be kept confidential except to the extent necessary to permit enforcement of Capitol's rights hereunder, and Capitol agrees that such information inspected and/or copied on behalf of Capitol hereunder shall be used only for the purposes of determining the accuracy of the Statements, and shall be revealed only to such employees, agents and/or representatives of Capitol as necessary to verify the accuracy of the Statements except to the extent necessary to permit enforcement of Capitol's rights hereunder. Davidson shall be furnished with a copy of Capitol's auditor report within thirty (30) days after the completion of such report. In no event shall an audit with respect to any Statement rendered hereunder commence after the date on which such Statement has become incontestable pursuant to Paragraph 13 above nor shall any audit continue for longer than ten (10) consecutive business days nor shall audits be made hereunder more frequently than once annually nor shall the records supporting any such Statements be audited more than once. In addition, Davidson shall be responsible for all reasonable documented costs incurred by Capitol to conduct such an examination should an underpayment of five (5%) percent or greater be discovered.

BOOKS OF ACCOUNT AND AUDITS. Davidson Madacy shall keep books of account relating to expenses and the distribution of Products Video Devices on the same basis and in the same manner and for the same periods as such records are customarily kept by DavidsonMadacy. Capitol MediaNet may, upon reasonable notice and at its own expense, audit the applicable records at Davidson's Madacy' office, in order to verify any Statements statements rendered hereunder. Any such audit shall be conducted only by a certified public accountant whom is not held on retainer by Capitol nor EXHIBIT 10.54 LICENSING AND DISTRIBUTION AGREEMENT WITH DAVIDSON & ASSOCIATESor accounting professional, INC. working on a contingency fee and shall take place only during reasonable business hours and in such manner so as not to interfere with Davidson's Madacy' normal business activities. However, no audit may be conducted during the first three (3) weeks of any calendar quarter. All of the information contained in Davidson's Madacy' books and records shall be kept confidential except to the extent necessary to permit enforcement of Capitol's rights hereunderconfidential, and Capitol MediaNet agrees that such information inspected and/or copied on behalf of Capitol MediaNet hereunder shall be used only for the purposes purpose of determining the accuracy of the Statementsstatements, and shall be revealed only to such officers, directors, employees, agents and/or representatives of Capitol MediaNet as necessary to verify the accuracy of the Statements except to the extent necessary to permit enforcement of Capitol's rights hereunderstatements. Davidson Madacy shall be furnished with a copy of CapitolMediaNet's auditor auditor's report within thirty (30) days after the completion of such report. In no event shall an audit with respect to any Statement statement rendered hereunder commence after the date on which such Statement statement has become incontestable pursuant to Paragraph 13 subsection 4.2 above nor shall any audit continue for longer than ten (10) consecutive business days nor shall audits be made hereunder more frequently than once annually nor shall the records supporting any such Statements statements be audited more than once. In addition, Davidson shall be responsible for all reasonable documented costs incurred by Capitol to conduct such an examination should an underpayment of five (5%) percent or greater be discovered.

BOOKS OF ACCOUNT AND AUDITS. Davidson GoodTimes shall keep books of account relating to expenses and the distribution of Products Video Devices on the same basis and in the same manner and for the same periods as such records are customarily kept by DavidsonGoodTimes. Capitol Media Net may, upon reasonable notice and at its own expense, audit the applicable records at Davidson's GoodTimes' office, in order to verify any Statements statements rendered hereunder. Any such audit shall be conducted only by a certified public accountant whom is not held on retainer by Capitol nor EXHIBIT 10.54 LICENSING AND DISTRIBUTION AGREEMENT WITH DAVIDSON & ASSOCIATESor accounting professional, INC. working on a contingency fee and shall take place only during reasonable business hours and in such manner so as not to interfere with Davidson's GoodTimes' normal business activities. However, no audit may be conducted during the first three (3) weeks of any calendar quarter. All of the information contained in Davidson's GoodTimes' books and records shall be kept confidential except to the extent necessary to permit enforcement of Capitol's rights hereunderconfidential, and Capitol Media Net agrees that such information inspected and/or copied on behalf of Capitol Media Net hereunder shall be used only for the purposes purpose of determining the accuracy of the Statementsstatements, and shall be revealed only to such officers, directors, employees, agents and/or representatives of Capitol Media Net as necessary to verify the accuracy of the Statements except to the extent necessary to permit enforcement of Capitol's rights hereunderstatements. Davidson GoodTimes shall be furnished with a copy of CapitolMedia Net's auditor auditor's report within thirty (30) days after the completion of such report. In no event shall an audit with respect to any Statement statement rendered hereunder commence after the date on which such Statement statement has become incontestable pursuant to Paragraph 13 subsection 4.2 above nor shall any audit continue for longer than ten (10) consecutive business days nor shall audits be made hereunder more frequently than once annually nor shall the records supporting any such Statements statements be audited more than once. In addition, Davidson shall be responsible for all reasonable documented costs incurred by Capitol to conduct such an examination should an underpayment of five (5%) percent or greater be discovered.