Payment Audits. (a) Either party (herein, the "Auditing Party") may demand, no more than once during any calendar year from the KING Product Initiation Date until two (2) years following the end of the Term, an audit of the relevant books and records of the other party (herein, the "Audited Party") in order to verify the Audited Party's reports on the matters addressed in this Agreement. Upon no less than fifteen (15) days' prior written notice to the Audited Party, the Audited Party shall grant access to members of a nationally recognized independent public accounting firm selected by the Auditing Party to the relevant books and records of the Audited Party in order to conduct a review or audit thereof. Such access shall be available during normal business hours. The accountants shall report their conclusions and calculations to the Auditing Party and the Audited Party; provided, that in no event shall the accountants disclose any information of the Audited Party except to the extent necessary to verify the Audited Party's reporting and other compliance with the terms of this Agreement and, at the request of the Audited Party, such accountants will execute appropriate non-disclosure agreements. Except as hereinafter set forth, the Auditing Party shall bear the full cost of the performance of any such audit. Any information obtained from an audit under this Section 10.2 shall be deemed Confidential and Proprietary Information of the Audited Party.
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Samples: Copromotion Agreement (King Pharmaceuticals Inc), Copromotion Agreement (Novavax Inc)
Payment Audits. (a) a. Either party (herein, the "Auditing Party") may demand, no more than once [***] during any calendar year from the KING Product Initiation Effective Date until two (2) years [***] following the end of the Termsuch calendar year, an audit of the relevant books and records of the other party (herein, the "Audited Party") in order to verify the Audited Party's reports on the matters addressed in this Agreement. Upon no less than fifteen (15) [***] days' prior written notice to the Audited Party, the Audited Party shall grant reasonable access to members of a nationally recognized independent public accounting firm selected by the Auditing Party to the relevant books and records of the Audited Party in order to conduct a review or audit thereofthereof by members of a nationally recognized independent public accounting firm selected by the Auditing Party and reasonably acceptable to the Audited Party. Such access shall be available permitted during normal business hours. The accountants accounting firm shall report their its conclusions and calculations to the Auditing Party and the Audited Party; provided, that in no event shall the accountants accounting firm disclose any information of the Audited Party except to the extent necessary to verify the Audited Party's reporting and other compliance with the terms of this Agreement and, at the request of the Audited Party, such accountants accounting firm will execute appropriate non-disclosure agreements. Except as hereinafter set forth, the Auditing Party shall bear the full cost of the performance of any such audit. Any information obtained from an audit under this Section 10.2 shall be deemed Confidential and Proprietary Information of the Audited Party.
Appears in 1 contract
Samples: Promotion Agreement (Santarus Inc)
Payment Audits. (a) Either party (herein, the "“Auditing Party"”) may demand, no more than once during any calendar year Calendar Year from the KING Product Initiation Effective Date until two (2) years following the end of the Term, an audit of the relevant books and records of the other party (herein, the "“Audited Party"”) in order to verify the Audited Party's reports on with respect to Collaboration Costs and any payments required under the matters addressed in this AgreementCollaboration Documents. Upon no less than fifteen (15) days' prior written notice to the Audited Party, the Audited Party shall will grant access to the relevant books and records of the Audited Party to members of a nationally recognized independent public accounting firm selected by the Auditing Party to the relevant books and records of the Audited Party in order to conduct a review or audit thereof. Such access shall will be available during normal business hours. The accountants shall will report their conclusions and calculations to the Auditing Party and the Audited Party; provided, provided that in no event shall will the accountants disclose any information of the Audited Party except to the extent necessary to verify the Audited Party's reporting and other compliance with the terms of this Agreement Agreement, and, at the request of the Audited Party, such accountants will execute appropriate non-disclosure agreements. Except as hereinafter set forth, the Auditing Party shall will bear the full cost of the performance of any such audit. Any information obtained from an audit under this Section 10.2 shall be deemed Confidential and Proprietary Information of the Audited Party.
Appears in 1 contract
Samples: Collaboration Agreement (Inyx Inc)
Payment Audits. (a) Either party (herein, the "Auditing Party") may demand, no more than once during any calendar year from commencing after the KING Product Initiation Date Initial Term (as defined below) and continuing until two (2) years following the end of the Term, an audit of the relevant books and records of the other party (herein, the "Audited Party") in order to verify the Audited Party's reports on the matters addressed in this Agreement. Upon no less than fifteen (15) days' prior written notice to the Audited Party, the Audited Party shall grant access to members of a nationally recognized independent public accounting firm selected by the Auditing Party to the relevant books and records of the Audited Party in order to conduct a review or audit thereof. Such access shall be available during normal business hours. The accountants shall report their conclusions and calculations to the Auditing Party and the Audited Party; provided, that in no event shall the accountants disclose any information of the Audited Party except to the extent necessary to verify the Audited Party's reporting and other compliance with the terms of this Agreement and, at the request of the Audited Party, such accountants will execute appropriate non-disclosure agreements. Except as hereinafter set forth, the Auditing Party shall bear the full cost of the performance of any such audit. Any information obtained from an audit under this Section 10.2 8.2 shall be deemed Confidential and Proprietary Information of the Audited Party.
Appears in 1 contract
Samples: Copromotion Agreement (North American Scientific Inc)