Common use of Maintenance of Records and Audit Rights Clause in Contracts

Maintenance of Records and Audit Rights. (a) Licensee will keep accurate books of account and records covering all transactions relating to or arising out of this Agreement. Licensee will permit Licensor and its nominees, employees, accountants, agents and representatives to (i) have reasonable access to and inspect such books and records during normal business hours upon reasonable notice, and (ii) to conduct an examination of all such books and records. Licensee will maintain in good order and condition all such books and records for a period of two (2) years after the expiration of the term of this Agreement or the earlier termination of this Agreement, or, in the event of a dispute between the parties hereto, until such dispute is resolved, whichever date is latest. Receipt or acceptance by Licensor of any sums paid by Licensee hereunder will not preclude Licensor from exercising its rights hereunder. (b) If an inspection or examination referred to in paragraph (a) above discloses, or Licensor or Licensee otherwise discovers, an underpayment of an Annual Trademark License Fee, the amount of such underpayment plus interest thereon from the date of underpayment to and including the date of payment in full at the Reference Rate in effect on the date payment was due will be paid by Licensee to Licensor not later than thirty (30) days after determination thereof. If such underpayment by Licensee is in excess of ten percent (10%) of the aggregate fee earned during any period under inspection, Licensee will, in addition to paying Licensor the amount of such underpayment plus interest, reimburse Licensor for all reasonable costs and expenses of conducting such inspection or examination. (c) If an inspection or examination referred to in paragraph (a) above discloses, or Licensor or Licensee otherwise discovers, an overpayment of an Annual Trademark License Fee, the amount of such overpayment will be credited against future payments owed by Licensee, unless the period for which the overpayment was made is the final period covered by this Agreement, in which case the amount of the overpayment will be paid by Licensor to Licensee within thirty (30) days after determination thereof.

Maintenance of Records and Audit Rights. (a) Licensee will The Company shall keep accurate books of account and records covering all transactions relating to or arising out of this Agreement. Licensee will The Company shall permit Licensor and its nominees, employees, accountants, agents and representatives to (i) have reasonable full access to and inspect such books and records during normal business hours upon reasonable notice, and (ii) to conduct an examination of and to copy all such books and records. Licensee will The Company shall maintain in good order and condition all such books and records for a period of two either: (2i) five years after the expiration of the term of this Agreement Term or the earlier termination of this Agreement, or, or in the event of a dispute between the parties hereto, until such dispute is resolved, whichever date is latestlater; or (ii) such period of time required under applicable laws and regulations, whichever period is longer. Receipt or acceptance by Licensor of any sums paid by Licensee the Company hereunder will shall not preclude Licensor from exercising its rights hereunderquestioning the correctness thereof at any time. (b) If an inspection or examination referred to in paragraph (a) above discloses, or Licensor or Licensee the Company otherwise discoversdiscover, an underpayment of an Annual Trademark License FeeFees, the amount of such underpayment plus interest thereon from the date of underpayment to and including the date of payment in full at the Reference Rate in effect on the date payment was due will shall be paid by Licensee the Company to Licensor not later than thirty (30) days after determination thereofthereof plus interest from the date the payment should have been made to and including the date of payment in full at a rate equal to the reference rate of the Bank of America for U.S. domestic customers as in effect on the date payment should have been made. If such underpayment of License Fees by Licensee the Company is in excess of ten percent (10%) of the aggregate fee License Fees earned during any quarterly period under inspection, Licensee willthe Company shall, in addition to paying Licensor the amount of such underpayment plus interestunderpayment, reimburse Licensor for all reasonable costs and expenses of conducting such inspection or examination. (c) If an inspection or examination referred to in paragraph (a) above discloses, or Licensor or Licensee the Company otherwise discovers, an overpayment of an Annual Trademark License FeeFees, the amount of such overpayment will shall be credited against future payments owed by Licenseeof License Fees, unless the period for which the overpayment was made is the final period covered by this Agreement, in which case the amount of the overpayment will shall be paid by Licensor to Licensee the Company within thirty (30) days after determination thereof. (d) The Company shall provide Licensor with year-end audited financial statements within: (i) forty-five (45) days of the end of calendar year 2006; and (ii) thirty (30) days of the end of each calendar year during the Term thereafter.

Maintenance of Records and Audit Rights. (a) Licensee will The Company shall keep accurate books of account and records covering all transactions relating to or arising out of this Agreement. Licensee will The Company shall permit Licensor and its nominees, employees, accountants, agents and representatives to (i) have reasonable full access to and inspect such books and records during normal business hours upon reasonable notice, and (ii) to conduct an examination of and to copy all such books and records. Licensee will The Company shall maintain in good order and condition all such books and records for a period of two either: (2i) five years after the expiration of the term of this Agreement Term or the earlier termination of this Agreement, or, or in the event of a dispute between the parties hereto, until such dispute is resolved, whichever date is latestlater; or (ii) such period of time required under applicable laws and regulations, whichever period is longer. Receipt or acceptance by Licensor of any sums paid by Licensee the Company hereunder will shall not preclude Licensor from exercising its rights hereunderquestioning the correctness thereof at any time. (b) If an inspection or examination referred to in paragraph (a) above discloses, or Licensor or Licensee the Company otherwise discoversdiscover, an underpayment of an Annual Trademark License FeeFees, the amount of such underpayment plus interest thereon from the date of underpayment to and including the date of payment in full at the Reference Rate in effect on the date payment was due will shall be paid by Licensee the Company to Licensor not later than thirty (30) days after determination thereofthereof plus interest from the date the payment should have been made to and including the date of payment in full at a rate equal to the reference rate of the Bank of America for U.S. domestic customers as in effect on the date payment should have been made. If such underpayment of License Fees by Licensee the Company is in excess of ten percent (10%) of the aggregate fee License Fees earned during any quarterly period under inspection, Licensee willthe Company shall, in addition to paying Licensor the amount of such underpayment plus interestunderpayment, reimburse Licensor for all reasonable costs and expenses of conducting such inspection or examination. (c) If an inspection or examination referred to in paragraph (a) above discloses, or Licensor or Licensee the Company otherwise discovers, an overpayment of an Annual Trademark License FeeFees, the amount of such overpayment will shall be credited against future payments owed by Licenseeof License Fees, unless the period for which the overpayment was made is the final period covered by this Agreement, in which case the amount of the overpayment will shall be paid by Licensor to Licensee the Company within thirty (30) days after determination thereof. (c) The Company shall provide Licensor with year-end audited financial statements within: (i) forty-five (45) days of the end of calendar year 2002; and (ii) thirty (30) days of the end of each calendar year during the Term thereafter.

Maintenance of Records and Audit Rights. (a) Licensee will The Company shall keep accurate books of account and records covering all transactions relating to or arising out of this Agreement. Licensee will The Company shall permit Licensor and its nominees, employees, accountants, agents and representatives to (i) have reasonable full access to and inspect such books and records during normal business hours upon reasonable notice, and (ii) to conduct an examination of and to copy all such books and records. Licensee will The Company shall maintain in good order and condition all such books and records for a period of two either: (2i) five years after the expiration of the term of this Agreement Term or the earlier termination of this Agreement, or, or in the event of a dispute between the parties hereto, until such dispute is resolved, whichever date is latestlater; or (ii) such period of time required under applicable laws and regulations, whichever period is longer. Receipt or acceptance by Licensor of any sums paid by Licensee the Company hereunder will shall not preclude Licensor from exercising its rights hereunderquestioning the correctness thereof at any time. (b) If an inspection or examination referred to in paragraph (a) above discloses, or Licensor or Licensee the Company otherwise discoversdiscover, an underpayment of an Annual Trademark License FeeFees, the amount of such underpayment plus interest thereon from the date of underpayment to and including the date of payment in full at the Reference Rate in effect on the date payment was due will shall be paid by Licensee the Company to Licensor not later than thirty (30) days after determination thereofthereof plus interest from the date the payment should have been made to and including the date of payment in full at a rate equal to the reference rate of the Bank of America for U.S. domestic customers as in effect on the date payment should have been made. If such underpayment of License Fees by Licensee the Company is in excess of ten percent (10%) of the aggregate fee License Fees earned during any quarterly period under inspection, Licensee willthe Company shall, in addition to paying Licensor the amount of such underpayment plus interestunderpayment, reimburse Licensor for all reasonable costs and expenses of conducting such inspection or examination. (c) If an inspection or examination referred to in paragraph (a) above discloses, or Licensor or Licensee the Company otherwise discovers, an overpayment of an Annual Trademark License FeeFees, the amount of such overpayment will shall be credited against future payments owed by Licenseeof License Fees, unless the period for which the overpayment was made is the final period covered by this Agreement, in which case the amount of the overpayment will shall be paid by Licensor to Licensee the Company within thirty (30) days after determination thereof. (d) The Company shall provide Licensor with year-end audited financial statements within: (i) forty-five (45) days of the end of calendar year 2002; and (ii) thirty (30) days of the end of each calendar year during the Term thereafter.