Cross-Border Protections Sample Clauses

Cross-Border Protections. It is understood that Purdue receives no rights with respect to any Licensed Product or Licensed Technology or otherwise by virtue of this Agreement in any countries or territories other than the Territory. For greater certainty, but without limiting the generality of anything otherwise contained in this Agreement, it is expressly understood and agreed that Purdue shall: ***. Purdue shall maintain complete and accurate written records in respect of its shipments of Licensed Products to its and their Affiliates, Sublicensees, distributors, and customers, and shall cause its Affiliates, Sublicensees, and distributors to maintain complete and accurate written records in respect of shipments of Licensed Products to customers, for a minimum of *** following the end of the Calendar Year to which they pertain, which records other than distributors’ records may be subject to audit and inspection by BDSI pursuant to Section 14.11 once per Calendar Year, provided that Purdue shall, upon BDSI’s request, promptly audit such records of any of its distributors pursuant to the terms of the applicable agreement(s) therewith and share the results of such audit with BDSI.