LICENSEE'S RECORDS. Licensee shall keep and maintain at its regular place of business separate and complete books and records of all business transacted by Licensee in connection with the Trademarked Product, including, but not limited to, books and records relating to Gross and NIV of Sales and orders for Trademarked Product. Such books and records shall be maintained in accordance with generally accepted accounting procedures and principles consistently applied. Licensor or its duly authorized agents or representatives shall have the right to inspect said books and records at Licensee's premises during Licensee's regular business hours.
LICENSEE'S RECORDS. For each license of Software acquired pursuant to this Agreement, Licensee agrees to retain records of that license for one year beyond the duration of that license, provided that Licensee has no obligation to retain records of a license beyond one year after Licensee ceases to retain a copy of the Software to which a license applies. Licensor may access Licensee's records as provided in the South Carolina Freedom of Information Act and any other applicable law. Except as stated in this Agreement, Licensor agrees that Licensee has no obligation to retain any records.
LICENSEE'S RECORDS. Licensee (and any Affiliate exercising rights under the Agreement) shall make and keep full and accurate books and records in accordance with Generally Accepted Accounting Principles showing the sublicensing, manufacture, use, distribution, importation, lease, and sale of any Licensed Product by Licensee and by Licensee's Affiliates. Licensee shall require any Sublicensees to keep similar books and records. Licensee agrees that LSU, LSU's designee, or the Louisiana Legislative Auditor may inspect and audit the books and records of Licensee (and of any Affiliate of Licensee exercising rights under this Agreement) pertaining to Licensed Products during regular business hours on ten days' written notice, and may make copies of those books and records at Licensee's place of business to the extent necessary to verify the payments due under the Agreement. Any such audit shall be at the expense of LSU, of LSU's designee, or of the Louisiana Legislative Auditor, as applicable; except that should such an audit indicate an underpayment of 10% or more for any calendar quarter, then Licensee shall pay the cost of the audit within thirty days of its completion.
LICENSEE'S RECORDS. Licensee covenants and agrees that, for as long as Royalties are due under this Agreement, Licensee will keep true and accurate records adequate to permit Royalties due to Licensor to be computed and verified, which records shall be made available upon prior written request by Licensor, during business hours, for inspection by an independent accountant who is reasonably acceptable to Licensee and who shall be bound by a confidentiality agreement with the Licensee, to the extent necessary for the determination of the accuracy of the reports made hereunder, and such records shall be retained for a period of three years following the year to which they relate. Licensor covenants and agrees that, for as long as Royalties are due under this Agreement, Licensor will keep true and accurate records adequate to permit Licensee to confirm that provisions described in Section 2.2(i) are adhered to, and Licensee waives the confidentiality provisions of this Agreement to the extent reasonably necessary to allow an independent accountant to make such confirmation. For purposes of this Section 6.4, any of the six largest accounting firms in the United States shall be deemed reasonably acceptable to the parties. Licensor shall bear the full cost of an inspection of the Licensee’s records unless a discrepancy of five percent or greater of Royalties due hereunder is discovered by the accountant, in which case Licensee shall bear the full cost of the inspection. Licensee shall bear the full cost of an inspection of the Licensor’s records unless a material deviation in the payment terms described by 2.2(i) among licensees is discovered by the accountant, in which case Licensor shall bear the full cost of the inspection. *CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION
LICENSEE'S RECORDS. Licensee agrees that all business conducted by Licensee pursuant to this Agreement shall be operated so that a computerized point of sale record, duplicate sales slip, invoice or nonresettable cash register receipt, serially numbered, or such other device for recording sales shall be issued with each sale or transaction, whether for cash, credit or exchange. Licensee will keep and preserve for at least three (3) years after each License Year during the term of this Agreement a general ledger, required receipts and disbursement journals and such sales records and other supporting documentation together with original or duplicate books and records which shall disclose in detail all information required to permit the City to verify Licensee’s gross sales and which shall conform to and be in accordance with generally accepted accounting principles.
LICENSEE'S RECORDS. During the Term and for a period of time equal to the longer of (a) the period of time required by the applicable taxation authorities to whose jurisdiction Licensee and any Operating Subsidiary and Authorized Location is subject, or (b) three (3) years after the expiration or termination thereof, Licensee, each Operating Subsidiary and each Authorized Location will maintain accurate records of all transactions related to this Agreement and/or Licensee’s rights and/or obligations hereunder, including, but not limited to, the information contained in the Royalty Report (as defined in Section 4.7).
LICENSEE'S RECORDS. Licensee shall keep and maintain at its regular place of business, during the term of this Agreement and for twelve months thereafter, complete books and records of all business transacted by Licensee in connection with the Licensed Items, including but not limited to books and records relating to Net Shipments and orders for Licensed Items. Such books and records shall be maintained in accordance with Generally Accepted Accounting Principles consistently applied.
LICENSEE'S RECORDS. Licensee shall make and keep full and accurate books and records in accordance with Generally Accepted Accounting Principles showing the manufacture, use, distribution, importation, lease, and sale of any Licensed Product by Licensee. Licensee agrees that Mycogen, LSU or the Louisiana Legislative Auditor may require that the books and records of Licensee pertaining to Licensed Products be inspected by a designee reasonably acceptable to Licensee during regular business hours, on reasonable written notice, to the extent necessary to verify the payments due under the Agreement; provided that the inspection is conducted in a manner to (i) insure the confidentiality of Licensee's books and records; and (ii) prevent any misuse of the information contained therein. Any such audit shall be at the expense of the designee; except that should such an audit indicate an underpayment of ten percent (10%) or more for any calendar quarter, then Licensee shall pay the cost of the audit within thirty days of its completion.
LICENSEE'S RECORDS. Licensee shall keep and maintain, and shall require each Affiliate to keep and maintain, in accordance with generally acceptable accounting principles, adequate records in sufficient detail to enable the payments due under Sections 3.3 and 3.4 to be determined. Nothing herein shall require Licensee or any Affiliate to retain such records longer than three (3) years after the payments to which they relate are paid.
LICENSEE'S RECORDS. Forward will contractually require all its assignees, its Affiliates and Licensees to maintain complete and accurate records of its Commercialization in accordance with Generally Acceptable Accounting Principles, including receipt of consideration relating to the Fumaric Acid Products, Fumaric Acid Processes and the Patent Rights and all other information reasonably necessary to establish compliance with the terms of this Agreement, and to permit access to such records by Aditech, on reasonable notice during the Term and for a period of 6 months following the Term or termination of this Agreement.
