Common use of Record Keeping by Schering Clause in Contracts

Record Keeping by Schering. Schering and its Affiliates shall keep complete and accurate records in sufficient detail to enable the royalties payable hereunder to be determined. Upon [ * ] days prior written notice from Licensor, Schering shall permit an independent certified public accounting firm of nationally recognized standing selected by Licensor, at Licensor's expense, to have access during normal business hours to examine pertinent books and records of Schering and/or its Affiliates as may be reasonably necessary to verify the accuracy of the royalty reports hereunder. The examination shall be limited to pertinent books and records for any year ending not more than [ * ] months prior to the date of such request. An examination under this Section 3.7(a) shall not occur more than once in any Calendar Year. Schering may designate competitively sensitive information, which such auditor may not disclose to Licensor; provided, however, that such designation shall not encompass the auditor's conclusions. The accounting firm shall disclose to Licensor only whether the royalty reports are correct or incorrect and the specific details concerning any discrepancies. No other information shall be provided to

Record Keeping by Schering. Schering and its Affiliates shall keep complete and accurate records in sufficient detail to enable the royalties payable hereunder to be determined. Upon [ * [**] days prior written notice from LicensorSepracor, Schering shall permit an independent certified public accounting firm of nationally recognized standing selected by LicensorSepracor, at LicensorSepracor's expense, to have access during normal business hours to examine pertinent books and records of Schering and/or its Affiliates as may be reasonably necessary to verify the accuracy of the royalty reports hereunder. The examination shall be limited to pertinent books and records for any year ending not more than [ * [**] months prior to the date of such request. An examination under this Section 3.7(a3.4(a) shall not occur more than once in any Calendar Year. Schering may designate competitively sensitive information, which such auditor may not disclose to Licensor; Sepracor, provided, however, that such designation shall not encompass the auditor's conclusions. The accounting firm shall disclose to Licensor Sepracor only whether the royalty reports are correct or incorrect and the specific details concerning any discrepancies. No other information shall be provided toto Sepracor. All such accounting firms shall sign a confidentiality agreement (in form and substance reasonably acceptable to Schering) as to any of Schering's or its Affiliate's confidential information which they are provided, or to which they have access, while conducting any audit pursuant to this Section 3.4(a).