Common use of RIGHT OF INSPECTION AND AUDIT Clause in Contracts

RIGHT OF INSPECTION AND AUDIT. 6.1 Once during each Financial Year, or more often not to exceed quarterly as reasonably requested by RPI, Newco shall permit RPI or its duly authorized representatives, upon reasonable notice and at any reasonable time during normal business hours, to have access to inspect and audit the accounts and records of Newco and any other book, record, voucher, receipt or invoice relating to the calculation of the royalty payments on Net Sales submitted to RPI. Any such inspection of Newco's records shall be at the expense of RPI, except that if any such inspection reveals a deficiency in the amount of the royalty actually paid to RPI hereunder in any Financial Year quarter of 5% or more of the amount of any royalty actually due to RPI hereunder, then the expense of such inspection shall be borne solely by Newco. Any amount of deficiency shall be paid promptly to RPI by Newco. If such inspection reveals a surplus in the amount of royalties actually paid to RPI by Newco, RPI shall reimburse Newco the surplus within 15 days after determination.

Appears in 2 contracts

Samples: License Agreement (Ribozyme Pharmaceuticals Inc), License Agreement (Ribozyme Pharmaceuticals Inc)

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RIGHT OF INSPECTION AND AUDIT. 6.1 Once during each Financial Year, or more often not to exceed quarterly as reasonably requested by RPIElan, Newco shall permit RPI Elan or its duly authorized representatives, upon reasonable notice and at any reasonable time during normal business hours, to have access to inspect and audit the accounts and records of Newco and any other book, record, voucher, receipt or invoice relating to the calculation of the royalty payments on Net Sales submitted to RPIElan. Any such inspection of Newco's records shall be at the expense of RPIElan, except that if any such inspection reveals a deficiency in the amount of the royalty actually paid to RPI Elan hereunder in any Financial Year quarter of 5% or more of the amount of any royalty actually due to RPI Elan hereunder, then the expense of such inspection shall be borne solely by Newco. Any amount of deficiency shall be paid promptly to RPI Elan by Newco. If such inspection reveals a surplus in the amount of royalties actually paid to RPI Elan by Newco, RPI Elan shall reimburse Newco the surplus within 15 days after determination.

Appears in 2 contracts

Samples: License Agreement (Ribozyme Pharmaceuticals Inc), License Agreement (Ribozyme Pharmaceuticals Inc)

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RIGHT OF INSPECTION AND AUDIT. 6.1 Once [*] during each Financial Year, or more often not to exceed quarterly [*] as reasonably requested by RPIIncara, Newco shall permit RPI Incara or its duly authorized representatives, upon reasonable notice and at any reasonable time during normal business hours, to have access to inspect and audit the accounts and records of Newco and any other book, record, voucher, receipt or invoice relating to the calculation of the royalty payments on Net Sales submitted to RPISales. Any such inspection of Newco's records shall be at the expense of RPI[*], except that if any such inspection reveals a deficiency in the amount of the royalty actually paid to RPI Incara hereunder in any Financial Year quarter of 5[*]% or more of the amount of any royalty actually due to RPI Incara hereunder, then the expense of such inspection shall be borne solely by Newco[*]. Any [*] shall promptly pay to Incara any amount of deficiency shall be paid promptly to RPI by Newcodeficiency. If such inspection reveals a surplus in the amount of royalties actually paid to RPI Incara by Newco, RPI Incara shall reimburse Newco the surplus within 15 days after determination.

Appears in 1 contract

Samples: License Agreement (Incara Pharmaceuticals Corp)

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