Common use of LICENSEE'S RECORDS Clause in Contracts

LICENSEE'S RECORDS. Licensee (and any sublicensee exercising rights under the Agreement) shall make and keep full and accurate books and records in accordance with Generally Accepted Accounting Principles showing the sublicensing, manufacture, use, distribution, importation, lease, and sale of any Licensed Product by Licensee. Licensee agrees that Demeter, LSU, or the Louisiana Legislative Auditor may require that the books and records of Licensee pertaining to Licensed Products be inspected by a designee reasonably acceptable to Licensee during regular business hours, on reasonable written notice, to the extent necessary to verify the payments due under the Agreement; provided that the inspection is conducted in a manner to (i) insure the confidentiality of Licensee's books and records; and (ii) prevent any misuse of the information contained therein. Any such audit shall be at the expense of Demeter, LSU, or LSU's designee, or of the Louisiana Legislative Auditor, as applicable; except that should such an audit indicate an underpayment of ten percent (10%) or more for any calendar quarter, then Licensee shall pay the cost of the audit within thirty days of its completion.

LICENSEE'S RECORDS. Licensee (and any sublicensee Affiliate exercising rights under the Agreement) shall make and keep full and accurate books and records in accordance with Generally Accepted Accounting Principles showing the sublicensing, manufacture, use, distribution, importation, lease, and sale of any Licensed Product by Licensee and by Licensee's Affiliates. Licensee shall require any Sublicensees to keep similar books and records. Licensee agrees that DemeterLSU, LSU's designee, or the Louisiana Legislative Auditor may require that inspect and audit the books and records of Licensee (and of any Affiliate of Licensee exercising rights under this Agreement) pertaining to Licensed Products be inspected by a designee reasonably acceptable to Licensee during regular business hours, hours on reasonable ten days' written notice, and may make copies of those books and records at Licensee's place of business to the extent necessary to verify the payments due under the Agreement; provided that the inspection is conducted in a manner to (i) insure the confidentiality of Licensee's books and records; and (ii) prevent any misuse of the information contained therein. Any such audit shall be at the expense of Demeter, LSU, or of LSU's designee, or of the Louisiana Legislative Auditor, as applicable; except that should such an audit indicate an underpayment of ten percent (10%) % or more for any calendar quarter, then Licensee shall pay the cost of the audit within thirty days of its completion.