Common use of Books of Account; Audit Clause in Contracts

Books of Account; Audit. Each Party shall maintain true and complete books of account containing an accurate record of all data necessary for the proper computation of amounts charged by it and payments due from it under this Agreement. Upon [*] prior written notice, each Party shall have the right, through the independent certified public accountants engaged by the requesting Party, to conduct its regular annual audit, or through a firm of independent public accountants selected by mutual agreement of the Parties, to examine the books and records of the other Party as they relate to this Agreement, at any time within [*] years after the date of the payment or charges to which they relate [*] for the purpose of verifying the amount of such payments or charges and the accuracy of such books and records. Such examination shall be made during normal business hours at the place of business of the Party whose books and records are being examined. The Parties agree that information furnished as a result of any such examination shall be limited to a written statement by such certified public accountants to the effect that they have reviewed the books and records of such Party and either (i) the amounts paid or charged under this Agreement are in conformity with such books and *Confidential Treatment Requested. records and the applicable provisions of this Agreement, or (ii) setting forth any required adjustments. The fees and expenses of the accountants performing such verification shall be borne by the Party requesting the examination. If any such examination shows any underpayment or overpayment, or overcharge or undercharge, a correcting payment or refund shall be made within [*] days after receipt of the written statement described above providing the non-challenging Party agrees with the findings of the challenging Party. If the non-challenging Party disagrees with the finding of the challenging Party, the Parties will attempt, in good faith, to resolve the difference. If after [*] the Parties fail to settle the difference, the dispute resolution provisions of Article 13 will be followed. Notwithstanding the foregoing, if any such examination indicates that there was any underpayment with respect to any Calendar Quarter of more than [*] of the payment actually due or the amount that should actually have been charged, then the Party whose books are being examined shall bear all costs of the examination.

Books of Account; Audit. Each Party shall maintain true and complete books of account containing an accurate record of all data necessary for the proper computation of amounts charged by it and payments due from it under this Agreement. Upon [*] prior written notice, each Party shall have the right, through the independent certified public accountants engaged by the requesting Party, to conduct its regular annual audit, or through a firm of independent public accountants selected by mutual agreement of the Parties, to examine the books and records of the other Party as they relate to this Agreement, at any time within [*] years after the date of the payment or charges to which they relate [*] for the purpose of verifying the amount of such payments or charges and the accuracy of such books and records. Such examination shall be made during normal business hours at the place of business of the Party whose books and records are being examined. The Parties agree that information furnished as a result of any such examination shall be limited to a written statement by such certified public accountants to the effect that they have reviewed the books and records of such Party and either (i) the amounts paid or charged under this Agreement are in conformity with such books and *Confidential Treatment Requested. records and the applicable provisions of this Agreement, or (ii) setting forth any required adjustments. The fees and expenses of the accountants performing such verification shall be borne by the Party requesting the examination. If any such examination shows any underpayment or overpayment, or overcharge or undercharge, a correcting payment or refund shall be made within [*] days after receipt of the written statement described above providing the non-challenging Party agrees with the findings of the challenging Party. If the non-challenging Party disagrees with the finding of the challenging Party, the Parties will attempt, in good faith, to resolve the difference. If after [*] the Parties fail to settle the difference, the dispute resolution provisions of Article 13 14 will be followed. Notwithstanding the foregoing, if any such examination indicates that there was any underpayment with respect to any Calendar Quarter of more than [*] of the payment actually due or the amount that should actually have been charged, then the Party whose books are being examined shall bear all costs of the examination.

Books of Account; Audit. Each Party shall maintain true and complete books of account containing an accurate record of all data necessary for the proper computation of amounts charged costs incurred by it during the program and payments due from it under this AgreementAgreement and shall cause its Affiliates, to maintain such records. Upon [*] prior written notice, each Each Party shall have the right, through the an independent certified public accountants engaged accounting firm mutually and reasonably agreed to by the requesting Party, to conduct its regular annual audit, or through a firm of independent public accountants selected by mutual agreement of the Parties, to examine audit the books and records of the other Party as they such books and records relate to this Agreement, at any time within [*] 3 years after the date of the payment or charges to which they relate [*] (but not more than once in each calendar year or once with regard to any period unless a material discrepancy or error is found, in which case the number of audits shall be in the reasonable discretion of the auditing Party) for the purpose of verifying the amount of such payments or charges and the accuracy of such books and records. Such examination Audits shall be made during normal business hours (and without undue disruption to the business or personnel of the Party being audited) at the place of business of the Party whose books and records are being examinedaudited. The Parties agree that information furnished as a result of any such examination audit shall be limited to a written statement by such certified public accountants accounting firm to the effect that they have it has reviewed the books and records of such the Party being audited (or of any Affiliate thereof if applicable) and either (i) the amounts paid or charged under this Agreement are in conformity with such books and *Confidential Treatment Requested. records and the applicable provisions of this Agreement, or (ii) setting forth any required adjustments. The fees and expenses of the accountants accounting firm performing such verification shall be borne by the Party requesting the examinationauditing Party. If any such examination shows any underpayment or overpayment, or overcharge or undercharge, a correcting payment or refund shall be made within [*] days 30 clays after receipt of the written statement described above providing provided the non-challenging Party being audited agrees with the findings of the challenging Partycertified public accounting firm performing the audit. If the non-challenging Party being audited disagrees with the finding of the challenging Partysuch findings, the Parties will attempt, in good faith, to resolve the difference. If after [*] 30 days the Parties fail to settle the difference, the dispute resolution provisions of Article 13 XIV will be followed. Notwithstanding the foregoing, if any such examination indicates that there was any underpayment with respect to any Calendar Quarter of the Party being audited has either overpaid or been overpaid by more than [*] 5% of the payment actually due or the total amount that should actually have been chargedowing for such audited period, then the Party whose books are being examined audited shall bear all promptly pay the auditing Party the reasonable out-of-pocket costs of and expenses actually incurred in conducting such audit. [***] Certain information in this document has been omitted and filed separately with the examinationSecurities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.

Books of Account; Audit. Each Party shall maintain true and complete books of account containing an accurate record of all data necessary for the proper computation of amounts charged costs incurred by it during the program and payments due from it under this AgreementAgreement and shall cause its Affiliates, to maintain such records. Upon [*] prior written notice, each Each Party shall have the right, through the an independent certified public accountants engaged accounting firm mutually and reasonably agreed to by the requesting Party, to conduct its regular annual audit, or through a firm of independent public accountants selected by mutual agreement of the Parties, to examine audit the books and records of the other Party as they such books and records relate to this Agreement, at any time within [*] 3 years after the date of the payment or charges to which they relate [*] (but not more than once in each calendar year or once with regard to any period unless a material discrepancy or error is found, in which case the number of audits shall be in the reasonable discretion of the auditing Party) for the purpose of verifying the amount of such payments or charges and the accuracy of such books and records. Such examination Audits shall be made during normal business hours (and without undue disruption to the business or personnel of the Party being audited) at the place of business of the Party whose books and records are being examinedaudited. The Parties agree that information furnished as a result of any such examination audit shall be limited to a written statement by such certified public accountants accounting firm to the effect that they have it has reviewed the books and records of such the Party being audited (or of any Affiliate thereof if applicable) and either (i) the amounts paid or charged under this Agreement are in conformity with such books and *Confidential Treatment Requested. records and the applicable provisions of this Agreement, or (ii) setting forth any required adjustments. The fees and expenses of the accountants accounting firm performing such verification shall be borne by the Party requesting the examinationauditing Party. If any such examination shows any underpayment or overpayment, or overcharge or undercharge, a correcting payment or refund shall be made within [*] days 30 clays after receipt of the written statement described above providing provided the non-challenging Party being audited agrees with the findings of the challenging Partycertified public accounting firm performing the audit. If the non-challenging Party being audited disagrees with the finding of the challenging Partysuch findings, the Parties will attempt, in good faith, to resolve the difference. If after [*] 30 days the Parties fail to settle the difference, the dispute resolution provisions of Article 13 XIV will be followed. Notwithstanding the foregoing, if any such examination indicates that there was any underpayment with respect to any Calendar Quarter of the Party being audited has either overpaid or been overpaid by more than [*] 5% of the payment actually due or the total amount that should actually have been chargedowing for such audited period, then the Party whose books are being examined audited shall bear all promptly pay the auditing Party the reasonable out-of-pocket costs of the examinationand expenses actually incurred in conducting such audit.