STATEMENTS AND REMITTANCES. 9.1 At all times the Licensee shall keep, and shall require its Affiliates and any third party manufacturers and third parties making sales on its behalf to keep, complete and accurate records for the previous two years (or for the period from the Effective Date to the then current date if such period is less than two years) of all quantities of Licensed Compounds and Licensed Products manufactured or sold under the licenses granted by this Agreement, together with that information contemplated by Section 9.2. The Licensor shall have the right (and the Licensee shall procure such right), at its expense, through a certified public accountant or like person appointed by it, to examine such records during regular business hours during the term of this Agreement and for six months after its termination or expiry; provided, however, that such examination shall not take place more often than twice in any calendar year and shall not cover such records for more than the preceding two calendar years and provided further that such accountant or like person shall report to Licensor only as to:
STATEMENTS AND REMITTANCES. 5.1 COMPANY shall keep and shall require its sublicensees to keep complete and adequate records relating to the manufacture and SALE of LICENSED PRODUCT.
STATEMENTS AND REMITTANCES. 6.1. LICENSEE shall keep and maintain complete books and records containing an accurate accounting in sufficient detail of all data required to enable verification of earned royalties and other payments due hereunder.
STATEMENTS AND REMITTANCES. 11.01 SB shall keep and require its AFFILIATES and sublicensees and distributors to keep complete and accurate records of all sales of PRODUCT under the licenses granted herein. PTL shall have the right, at PTL's expense, through a certified public accountant or like person reasonably acceptable to SB, to examine the records of SB and its AFFILIATES during regular business hours during the life of this Agreement and for six (6) months after its termination ; provided, however, that such examination shall not take place more often than once a year and shall not cover such records for more than the preceding two (2) years and provided further that such accountant shall report to PTL only as to the accuracy of the royalty statements and payments.
STATEMENTS AND REMITTANCES. 5.1 Royalties shall be calculated on a quarterly basis. Payment of Royalties with respect to each calendar quarter shall be due within forty-five (45) days after the end of each quarter, beginning with the calendar quarter in which the first sale of a Service occurs. SBCL shall notify HDI promptly, in writing, of the identity of the Services when they become commercially available and the date of the first sale of a Service.
STATEMENTS AND REMITTANCES. 9.1 VGI shall keep and require its AFFILIATES and (sub)licensees to keep complete and accurate records of all sales and calculations for NET SALES of LICENSED PRODUCTS. Each party shall have the right, at its expense, through an independent certified public accounting firm of nationally recognized standing reasonably acceptable to the other party, to examine pertinent financial records during regular business hours upon advance written notice during the life of this Agreement and for *** after its termination for the purpose of verifying and reporting to VICAL as to the computation of the payments made hereunder during the preceding *** prior to the date of such examination; provided, however, that such examination shall not take place more often than once a year; provided further that such accountant shall report only as to the accuracy of the royalty statements and payments, including the magnitude and source of any discrepancy. VGI, its AFFILIATES and (sub)licensees shall be required to maintain such sales and royalty calculation records for ***. The accountant shall execute customary confidentiality agreements prior to any examination, reasonably satisfactory in form and substance to both parties, to maintain in confidence all information obtained during the course of any such examination, except for disclosure to the parties, as necessary for the above purpose.
STATEMENTS AND REMITTANCES. 10.1 At all times the Licensee shall keep, and shall require its Affiliates and any Third Party manufacturers and Third Parties making sales on its behalf to keep, complete and accurate records for the previous two years (or for the period from the Effective Date to the then current date if such period is less than two years) of all quantities of Raw Materials and Products manufactured and/or sold under the licences granted by this Agreement, together with that information contemplated by Clause 10.2. The Licensor and ViiV shall have the right (and the Licensee shall procure such right), at its expense, through a certified public accountant or like person appointed by it, to examine such records during regular business hours during the term of this Agreement and for six months after its termination or expiry; provided, however, that such examination shall not take place more often than twice in any calendar year and shall not cover such records for more than the preceding two calendar years and provided further that such accountant or like person shall report to ViiV only as to:
STATEMENTS AND REMITTANCES. 9.1. TRANSGENE and HGS, as the case may be, shall keep and require its licensees to keep complete and accurate records of all NET SALES of EXCLUSIVE TRANSGENE PRODUCTS for which royalties are due hereunder. Each party shall have the right, at its expense, through a certified public accountant or like person reasonably acceptable to the other party, to examine pertinent financial records during regular business hours upon proper advance written notice during the life of this Agreement and for * months after its termination for the purpose of verifying and reporting to HGS or TRANSGENE as to the computation of the royalty * Confidential treatment requested payments made hereunder; provided, however, that such examination shall not take place more often than once a year; provided further that such accountant shall report only as to the accuracy of the royalty statements and payments, including the magnitude and source of any discrepancy. TRANSGENE, HGS, and their licensees shall be required to maintain such records for three (3) years. The accountant shall execute customary confidentiality agreements prior to any examination, reasonably satisfactory in form and substance to both parties, to maintain in confidence all information obtained during the course of any such examination, except for disclosure to the parties, as necessary for the above purpose.
STATEMENTS AND REMITTANCES. 14.1 Matrix shall keep and require its Affiliates and Sublicensees to keep complete and accurate records of all sales of Product under the licenses granted herein. HMR shall have the right, at HMR's expense, through a certified public accountant or like person reasonably acceptable to Matrix, to examine such records during regular business hours during the life of this Agreement and for six (6) months after the later of its termination or the last sale of Product by Matrix subject to the royalty obligations outlined in Section 3.2; provided, however, that such examination shall not take place more often than once a year and shall not cover such records for more than the preceding two (2) years and provided further that such accountant shall report to HMR only as to the accuracy of the royalty statements and payments. However, if the accountant's report results in finding an error which resulted in an under or overpayment of royalties on Net Sales more than [*] then the expense of the examination shall be borne by Matrix (provided HMR shall first refund to Matrix any overpayment reflected by such audit). The new Net Sales calculations shall apply.
STATEMENTS AND REMITTANCES. 11.1. Bayer shall keep and shall require its Affiliates to keep complete and accurate records of all sales of the Products in each country of the Territory. GW shall have the right, at GW’s expense, through a certified public accountant or like person reasonably acceptable to Bayer, to examine such records during regular business hours during the term of this Agreement and for six (6) months after its termination; provided, however, that such examination shall not take place more often than once a year and shall not cover such records for more than the preceding two (2) years and provided further that such accountant shall report to GW only as to the accuracy of the Net Sales statements and payments. GW shall pay all costs and expenses incurred in connection with performing any such examination unless the examination discloses at least *** percent (***%) shortfall, in which case Bayer will bear the full cost of such examination.
