Books and Records/Audit Sample Clauses

Books and Records/Audit. BioSphere will maintain books and records documenting all components of the Cost Saving Payments, including the liters of Improved-Process Product manufactured by or on behalf of BioSphere or its Affiliates for sale in the Territory, in accordance with applicable generally accepted accounting principles (GAAP). DuPont, or an accountant retained by DuPont, may audit such books and records during normal office hours with at least [**] business days’ notice, but not more than [**] during any 12-month period. The costs of any such audit will be paid by DuPont, unless it is discovered during the course of such audit that BioSphere underpaid Cost Saving Payments during any calendar quarter by more than [**]%), in which case BioSphere will reimburse DuPont for the costs of such audit.