Common use of Financial Records and Audits Clause in Contracts

Financial Records and Audits. BI shall keep accurate and complete records of all financial information needed to calculate Net Sales and/or any payments due to Zealand Pharma under this Agreement. BI shall at any given moment retain records relating to Net Sales and/or any payments made to Zealand Pharma during the three (3) preceding calendar years. At Zealand Pharma’s request, such records shall be made available for inspection, review and audit, once a calendar year, during normal business hours and with reasonable advance written notice to BI, by an independent certified public accountant appointed by Zealand Pharma and reasonably acceptable to BI for the purpose of verifying the accuracy of the accounting reports and payments pursuant to this Agreement and report to Zealand Pharma the findings (but not the underlying data) of said examination of records as are necessary to evidence that BI has complied with its payment and other financial obligations under Article 12 of this Agreement. A copy of any report provided to Zealand Pharma by the independent accountant shall be given concurrently to BI. Zealand Pharma may perform such an audit no more than once per calendar year. Zealand Pharma shall be responsible for all costs and expenses incurred in performing any such audit unless the audit discloses at least a five percent (5%) shortfall, in which case BI shall bear the full cost of the audit. Zealand Pharma shall be entitled to recover any shortfall in payments as determined by such audit, plus interest thereon, calculated in accordance with Section 12.12 above. If said examination of records reveals any overpayment(s) by BI, then Zealand Pharma shall credit the amount overpaid against BI’s future royalty payment(s). [***] Certain information in this document has been omitted and submitted separately to the Securities and Exchange Commission. Confidential treatment has been requested separately with respect to the omitted portions.

Financial Records and Audits. BI shall keep accurate and complete records of all financial information needed to calculate Net Sales and/or any payments due to Zealand Pharma under this Agreement. BI shall at any given moment retain records relating to Net Sales and/or any payments made to Zealand Pharma during the three (3) preceding calendar yearsCalendar Years. At Zealand Pharma’s request, such records shall be made available for inspection, review and audit, once a calendar yearCalendar Year, during normal business hours and with reasonable advance written notice to BI, by an independent certified public accountant accountant, appointed by Zealand Pharma and reasonably acceptable to BI for the purpose of verifying the accuracy of the accounting reports and payments pursuant to this Agreement and report to Zealand Pharma the findings (but not the underlying data) of said examination of records as are necessary to evidence that BI has complied with its payment and other financial obligations under Article 12 of this Agreement. A copy of any report provided to Zealand Pharma by the independent accountant shall be given concurrently to BI. Zealand Pharma may perform such an audit no more than once per calendar yearCalendar Year. Zealand Pharma shall be responsible for all costs and expenses incurred in performing any such audit unless the audit discloses at least a five percent (5%) shortfall, in which case BI shall bear the full cost of the audit. Zealand Pharma shall be entitled to recover any shortfall in payments as determined by such audit, plus interest thereon, calculated in accordance with Section 12.12 above. If said examination of records reveals any overpayment(s) by BI, then Zealand Pharma shall credit the amount overpaid against BI’s future royalty payment(s). Upon the expiration of three (3) years following the end of any Calendar Year, the calculation of amounts payable with respect to such Calendar Year shall, unless a notice of Claim has been sent with respect thereto, be final and binding on BI and Zealand, and the Parties shall thereupon be released from any further liability or accountability with respect to payments for such Calendar Year. [***] Certain information in this document has been omitted and submitted separately to the Securities and Exchange Commission. Confidential treatment has been requested separately with respect to the omitted portions.

Financial Records and Audits. BI shall keep accurate and complete records of all financial information needed to calculate Net Sales and/or any payments due to Zealand Pharma under this Agreement. BI shall at any given moment retain records relating to Net Sales and/or any payments made to Zealand Pharma during the three (3) preceding calendar yearsCalendar Years. At Zealand Pharma’s request, such records shall be made available for inspection, review and audit, once a calendar yearCalendar Year, during normal business hours and with reasonable advance written notice to BI, by an independent certified public accountant accountant, appointed by Zealand Pharma and reasonably acceptable to BI for the purpose of verifying the accuracy of the accounting reports and payments pursuant to this Agreement and report to Zealand Pharma the findings (but not the underlying data) of said examination of records as are necessary to evidence that BI has complied with its payment and other financial obligations under Article 12 of this Agreement. A copy of any report provided to Zealand Pharma by the independent accountant shall be given concurrently to BI. Zealand Pharma may perform such an audit no more than once per calendar yearCalendar Year. Zealand Pharma shall be responsible for all costs and expenses incurred in performing any such audit unless the audit discloses at least a five percent (5%) shortfall, in which case BI shall bear the full cost of the audit. Zealand Pharma shall be entitled to recover any shortfall in payments as determined by such audit, plus interest thereon, calculated in accordance with Section 12.12 above. If said examination of records reveals any overpayment(s) by BI, then Zealand Pharma shall credit the amount overpaid against BI’s future royalty payment(s). [***] Certain information in this document has been omitted and submitted separately to Upon the Securities and Exchange Commission. Confidential treatment has been requested separately expiration of three (3) years following the end of any Calendar Year, the calculation of amounts payable with respect to such Calendar Year shall, unless a notice of Claim has been sent with respect thereto, be final and binding on BI and Zealand, and the omitted portionsParties shall thereupon be released from any further liability or accountability with respect to payments for such Calendar Year.