Common use of Net Sales and Royalty Calculations Clause in Contracts

Net Sales and Royalty Calculations. During the Royalty Term and for a period of three (3) years thereafter, Senomyx shall keep complete and accurate records of sales and all other information necessary to calculate Net Sales of each Product in sufficient detail to allow the accrued royalties to be determined accurately in accordance with GAAP. Aurora, with reasonable written notice to Senomyx, shall have the right to cause a nationally recognized independent, certified public accountant to audit such records at the place or places of business where such records are customarily kept in order to verify the accuracy of the reports of Net Sales and royalty payments made by Senomyx hereunder. Such accountant shall execute a confidentiality agreement prior to entering Senomyx's premises, obligating such accountant to keep all information disclosed to it confidential and shall only be permitted to disclose to Aurora the extent of any discrepancy between royalty payments made by Senomyx hereunder and the actual royalty required to be so paid. Aurora shall bear the full cost of such audit, unless such audit discloses a variance of more than five percent (5%) from the amount of the royalties due under this Agreement, in which event, Senomyx shall bear the full cost of such audit. Aurora agrees not to disclose Confidential Information concerning royalty payments and reports, and all information learned in the course of any audit or inspection, except to the extent necessary for Aurora to reveal such information in order to enforce its rights under this Agreement or if disclosure is required by law.

Net Sales and Royalty Calculations. During the Royalty Term and for a period of three two (32) years thereafterfrom the date of each payment of royalties, Senomyx PD shall keep complete and accurate records of sales and all other information necessary to calculate Net Sales of each Product in sufficient detail to allow the accrued royalties to be determined accurately in accordance with GAAP. Aurora, with reasonable written notice to SenomyxPD, shall have the right to cause a Aurora's nationally recognized independent, certified public accountant to audit such records at the place or places of business where such records are customarily kept in order to verify the accuracy of the reports of Net Sales and royalty payments made by Senomyx hereunderpayments. Such accountant shall execute a confidentiality agreement prior to entering SenomyxPD's premises, obligating such accountant to keep all information disclosed to it confidential and shall only be permitted to disclose to Aurora the extent of any discrepancy between royalty payments made by Senomyx PD hereunder and the actual royalty required to be so paid. Aurora shall bear the full cost of such audit, audit unless such audit discloses a variance of more than five percent (5%) *** from the amount of the royalties due under this Agreement, in which event, Senomyx PD shall bear the full cost of such audit. Aurora agrees not to disclose Confidential Information concerning royalty payments and reports, and all information learned in the course of any audit or inspection, except to the extent necessary for Aurora to reveal such information in order to enforce its rights under this Agreement or if disclosure is required by law.

Net Sales and Royalty Calculations. During the Royalty Term and for a period of three (3) years [...***...] thereafter, Senomyx shall keep complete and accurate records of sales and all other information necessary to calculate Net Sales of each Product in sufficient detail to allow the accrued royalties to be determined accurately in accordance with GAAP. Aurora, with reasonable written notice to Senomyx, shall have the right to cause a nationally recognized independent, certified public accountant to audit such records at the place or places of business where such records are customarily kept in order to verify the accuracy of the reports of Net Sales and royalty payments made by Senomyx hereunder. Such accountant shall execute a confidentiality agreement prior to entering Senomyx's premises, obligating such accountant to keep all information disclosed to it confidential and shall only be permitted to disclose to Aurora the extent of any discrepancy between royalty payments made by Senomyx hereunder and the actual royalty required to be so 16/41 *CONFIDENTIAL TREATMENT REQUESTED CONFIDENTIAL - EXECUTION COPY paid. Aurora shall bear the full cost of such audit, unless such audit discloses a variance of more than five percent (5%) [...***...] from the amount of the royalties due under this Agreement, in which event, Senomyx shall bear the full cost of such audit. Aurora agrees not to disclose Confidential Information concerning royalty payments and reports, and all information learned in the course of any audit or inspection, except to the extent necessary for Aurora to reveal such information in order to enforce its rights under this Agreement or if disclosure is required by law.