Common use of Audit Dispute Clause in Contracts

Audit Dispute. In the event of a dispute over the results of any audit conducted pursuant to Section 6.12, Sanofi and Licensee shall work in good faith to resolve such dispute. If the Parties are unable to reach a mutually acceptable resolution of any such dispute within [***], the dispute shall be submitted for arbitration to a certified public accounting firm selected by each Party’s certified public accountants or to such other Person as the Parties shall mutually agree (the “Accountant”) or failing such agreement, as the Chairman of the International Chamber of Commerce (or such other body as the Parties may mutually agree), may nominate. The decision of the Accountant shall be final and the costs of such arbitration as well as the initial audit shall be borne between the Parties in such manner as the Accountant shall determine. Not later than [***] after such decision and in accordance with such decision, Licensee shall pay the additional monies, with interest from the date originally due as provided in Section 6.10 or Sanofi shall reimburse such excess payments, as applicable.

Audit Dispute. In the event of a dispute over the results of any audit conducted pursuant to Section 6.126.9, Sanofi and Licensee shall work in good faith to resolve such dispute. If the Parties are unable to reach a mutually acceptable resolution of any such dispute within [***], the dispute shall be submitted for arbitration to a certified public accounting firm selected by each Party’s certified public accountants or to such other Person as the Parties shall mutually agree (the “Accountant”) or failing such agreement, as the Chairman of the International Chamber of Commerce [*] (or such other body as the Parties may mutually agree), may nominate. The decision of the Accountant shall be final and the costs of such arbitration as well as the initial audit shall be borne between the Parties in such manner as the Accountant shall determine. Not later than [***] after such decision and in accordance with such decision, Licensee shall pay the additional moniesroyalties, with interest from the date originally due as provided in Section 6.10 6.7 or Sanofi shall reimburse such excess payments, as applicable.

Audit Dispute. In the event of a dispute over the results of any audit conducted pursuant to Section 6.126.11 (Audit), Sanofi and Licensee shall work in good faith to resolve such dispute. If the Parties are unable to reach a mutually acceptable resolution of any such dispute within [***]] calendar days, the dispute shall be submitted for arbitration to a certified public accounting firm selected by each Party’s certified public accountants or to such other Person as the Parties shall mutually agree (the “Accountant”) or failing such agreement, as the Chairman of the International Chamber of Commerce (or such other body as the Parties may mutually agree), may nominate. The decision of the Accountant shall be final and the costs of such arbitration arbitration, as well as the initial audit audit, shall be borne between the Parties in such manner as the Accountant shall determine. Not later than [***] calendar days after such decision and in accordance with such decision, Licensee shall pay the additional moniesamounts due (if any), with interest from the date originally due as provided in Section 6.10 or Sanofi shall reimburse such excess payments, as applicabledue.