Common use of Underpayments/Overpayments Clause in Contracts

Underpayments/Overpayments. If such accounting firm correctly concludes that additional royalties were owed during such period, Licensee shall pay such additional royalties within [***] days of the date Merck delivers to Licensee such accounting firm’s written report so correctly concluding. If such underpayment exceeds [***] dollars ($[***]) and [***] percent ([***]%) of the sums correctly due Merck then the fees charged by such accounting firm for the work associated with the underpayment audit shall be paid by Licensee. [***].