Record Accounting Sample Clauses

Record Accounting. Xxxxxx shall keep, and shall require its Sublicensees to keep, complete, continuous, and accurate books of account containing all particulars that may be necessary for the purpose of determining the amounts payable to Vanderbilt by Xxxxxx hereunder, and for otherwise verifying compliance hereunder. Such books of account shall be maintained for at least five (5) years following the end of the reporting period to which they pertain. For the purpose of verifying Xxxxxx’x compliance with this Agreement, Vanderbilt or its agents or representatives shall have the right to conduct an audit of such books of account relating to this Agreement. Such audit shall be made upon reasonable prior notice and during reasonable business hours, and not more than once during each Xxxxxx Financial Year. Xxxxxx shall also cause Sublicensees to provide Vanderbilt with a comparable right of audit. Vanderbilt or its agents or representatives shall be permitted to examine and copy such portions of such books of account deemed necessary to determine the completeness and correctness or all reports and payments due under this Agreement, and provided that Vanderbilt and its agents or representatives shall be obligate to maintain and protect such copies as the Confidential Information of Xxxxxx. Should any of the foregoing examinations reveal an underpayment not in dispute, then Vanderbilt thereupon may invoice Xxxxxx for the underpaid amount, plus interest (as provided for below). Furthermore, if such underpayment exceeds ten percent (10%) of the amount paid by Xxxxxx to Vanderbilt for any Xxxxxx Financial Year examined, then Xxxxxx shall also bear the reasonable and customary cost of a single auditor for such audit, including such auditor’s fees and expenses, and shall reimburse Vanderbilt for all such costs, fees, and expenses not to exceed the sum of Fifty Thousand U.S. Dollars ($50,000) and Vanderbilt may invoice Xxxxxx for such cost and Xxxxxx shall pay such invoice in accordance with Paragraph 5.2.3. 5.2
Sample 1
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Record Accounting. BeHealth shall keep complete and accurate books of account containing all particulars that may be necessary for the purpose of showing the amounts payable to UVA LVG by BeHealth hereunder, and for otherwise verifying BeHealth’s performance hereunder. Such books of account shall be kept at BeHealth’s principal place of business, and shall be maintained for at least five (5) years following the end of the reporting period to which they pertain. Such books and the supporting data shall be open at all reasonable times to the inspection by UVA LVG’s internal auditing personnel, and/or an independent certified public accountant retained by UVA LVG and/or employed by UVA LVG, for the purpose of verifying BeHealth’s royalty statement or compliance in other respects with this Agreement. Such examinations shall be made during reasonable business hours, and not more than once during each calendar year. BeHealth shall also provide UVA LVG with a comparable right of audit of each Affiliate and Sublicensee. Should any of the foregoing examinations reveal an underpayment, BeHealth shall immediately pay to UVA LVG the underpaid amount and interest due thereon (as provided for herein). Should the underpayment be more than five percent (5%), then BeHealth shall also bear the cost of such examination, including accountant’s fees and expenses, and BeHealth shall immediately reimburse UVA LVG for all such audit costs.
Sample 1
Record Accounting. Aligos shall keep complete and accurate books of account containing all particulars that may be necessary for the purpose of showing the amounts payable by Aligos to Luxna hereunder. Such books of account shall be kept at Aligos’s principal place of business, and shall be maintained for at least [****] following the end of the reporting period to which they pertain. For the purpose of verifying Aligos’s royalty statements, Luxna shall have the right to conduct an on-site audit of Aligos’s business activities relating to this Agreement, either by Luxna’s internal auditing personnel, and/or an independent certified public accountant retained by Luxna and/or employed by Luxna, [****]. Such examinations shall be made with at least [****] written notice, shall take place during reasonable business hours, and shall not occur more than [****]. Should any of the foregoing examinations reveal an underpayment, and Aligos agrees with the assessment, then Aligos shall immediately pay to Luxna the underpaid amount and, if any audit discloses that Aligos owes royalties to Luxna in excess of [****] ([****]%) of those previously paid, [****]. If Aligos does not agree with the assessment, such dispute will be resolved according to the procedure set forth in Section 9.2 below.
Sample 1
Record Accounting. Neumora shall keep complete and accurate books of account containing all particulars that may be necessary for the purpose of determining the amounts payable to Vanderbilt by Neumora hereunder, and for otherwise verifying compliance hereunder. Such books of account shall be kept at Neumora’s principal place of business, and shall be maintained for at least [***] following the end of the reporting period to which they pertain. For the purpose of verifying Neumora’s compliance with this Agreement, Vanderbilt or its agents or representatives shall have the right to conduct an audit of Neumora’s business activities relating to this Agreement through an independent auditor reasonably acceptable to Neumora. Such examinations shall be made during reasonable business hours, and not more than [***] during each Calendar Year. Neumora shall also cause Sublicensees to keep such complete and accurate records and to provide Neumora with a comparable right of audit, and Vanderbilt’s independent auditor shall be permitted to examine and copy all written and electronic documentation deemed necessary to determine the completeness and correctness of all reports and payments due under this Agreement. Neumora, through an independent auditor, shall audit such Sublicensees upon the reasonable request of Vanderbilt and such auditor shall provide a report of all findings to Vanderbilt. Should any of the foregoing examinations reveal an underpayment, then Neumora shall promptly pay to Vanderbilt the underpaid amount, plus interest (as provided for in Paragraph 5.5.4). Should any of the foregoing examinations reveal an overpayment, then Neumora shall have the right to deduct the amount of such overpayment from amounts subsequently payable under this Agreement to Vanderbilt. The foregoing audits shall be conducted at Vanderbilt’s expense, including accountant’s fees and expenses; provided that, if such underpayment exceeds [***] of the amount paid by Neumora to Vanderbilt for any Calendar Year examined, then Neumora shall bear the cost of such audit, including accountant’s fees and expenses, and shall promptly reimburse Vanderbilt for all such costs. Any audit results shall be deemed Confidential Information of Neumora hereunder and shall be subject to the confidentiality provisions contained in Article 8.
Sample 1
Record Accounting. 5.1.1 Aligos shall keep complete and accurate books of account containing all particulars that may be necessary for the purpose of showing the amounts payable to Emory by Aligos hereunder, and for otherwise verifying Aligos’s performance hereunder. Such books of account shall be kept [****], and shall be maintained for at least [****] following the end of the reporting period to which they pertain. For the purpose of verifying Aligos’s royalty statement or compliance in other respects with this Agreement, Emory shall have the right to conduct an on-site audit of Aligos’s business activities relating to this Agreement, either by Emory’s internal auditing personnel, and/or an independent certified public accountant retained by Emory and/or employed by Emory. Such examinations shall be made during reasonable business hours, and not more than [****]. Aligos shall also provide Emory with a comparable right of audit of each Affiliate and Sublicensee. Should any of the foregoing examinations reveal an underpayment, then Aligos shall immediately pay to Emory the underpaid amount, plus interest (as provided for herein below). Furthermore, if such underpayment exceeds [****] ([****]%) of the amount paid by Aligos, then [****].
Sample 1
Record Accounting. Adial shall keep complete and accurate books of account containing all particulars that may be necessary for the purpose of showing the amounts payable to Foundation by Adial hereunder, and for otherwise verifying Adial’s performance hereunder. Such books of account shall be kept at Adial’s principal place of business, and shall be maintained for at least five (5) years following the end of the reporting period to which they pertain. Such books and the supporting data shall be open at all reasonable times to the inspection by Foundation’s internal auditing personnel, and/or an independent certified public accountant retained by Foundation and/or employed by Foundation, for the purpose of verifying Adial’s royalty statement or compliance in other respects with this Agreement. Such examinations shall be made during reasonable business hours, and not more than once during each calendar year. Adial shall also provide itself with a comparable right of audit of each Affiliate and Sublicensee, and Adial shall audit each Affiliate and Sublicensee upon Foundation’s request, provided that, with respect to each Sublicensee, Adial shall not in any event be required by any such request to audit any particular Sublicensee more than once during each calendar year. The results of any audit of any Affiliate or Sublicensee will be subject to inspection by Foundation’s auditors. Should any of the foregoing examinations reveal an underpayment by Adial, Adial shall immediately pay to Foundation the underpaid amount and interest due thereon (as provided for herein). Should the underpayment be more than five percent (5%) of the total amount due with respect to the audited period, then Adial shall bear the reasonable, documented cost of such examination, including accountant’s fees and expenses, and Adial shall promptly reimburse Foundation for all such audit costs.
Sample 1
Record Accounting. Virtuoso shall keep complete and accurate books of account containing all particulars that may be necessary for the purpose of showing the amounts payable to Vanderbilt by Virtuoso hereunder, and for otherwise verifying Virtuoso’s performance hereunder. Such books of account shall be kept at Virtuoso’s principal place of business, and shall be maintained for at least five (5) years following the end of the reporting period to which they pertain. For the purpose of verifying Virtuoso’s royalty statement or compliance in other respects with this Agreement, Vanderbilt or its agents or representatives shall have the right to conduct an audit of Virtuoso’s business activities relating to this Agreement. Such examinations shall be made during reasonable business hours, and not more than once during each calendar year. Should any of the foregoing examinations reveal an underpayment, then Virtuoso shall immediately pay to Vanderbilt the underpaid amount, plus interest (as provided for below). Furthermore, if such underpayment exceeds five percent (5%) of the amount paid by Virtuoso to Vanderbilt for any calendar year examined, then Virtuoso shall also bear the cost of such audit, including accountant’s fees and expenses, and shall immediately reimburse Vanderbilt for all such costs.
Sample 1
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Related to Record Accounting

  • Tax Accounting Except for Tax Returns described in paragraph 9 of Part 3 of this Exhibit A, Provider shall prepare, or cause to be prepared, all Tax Returns of the Company in accordance with Sections 7.5 and 7.6 of the LLC Agreement. Part 2: SCOPE OF ADMINISTRATIVE SERVICES

  • Annual Accounting Landlord shall maintain true, correct and complete records of the Operating Expenses and Tax Expenses in accordance with sound accounting practices. Within ninety (90) days after the close of each calendar year subsequent to the Base Year, or as soon after such ninety (90) day period as practicable, but in any event within one hundred eighty (180) days after the close of each such calendar year, Landlord shall deliver to Tenant a statement of the Additional Rent payable under Paragraphs 7.a. and 7.b. for such year. The statement shall be based on the results of an audit of the operations of the Building prepared for the applicable year by a nationally recognized certified public accounting firm selected by Landlord. Upon Tenant's request made no later than ninety (90) days after receipt of Landlord's annual statement, Landlord shall promptly deliver to Tenant a copy of the auditor's statement on which Landlord's annual statement is based, and such other information regarding the annual statement as may be reasonably requested by Tenant to ascertain Landlord's compliance with this Paragraph 7. At Landlord's option, Landlord may deliver such auditor's statement to Tenant together with Landlord's annual statement, or otherwise deliver such auditor's statement to Tenant prior to Tenant's request therefor. Landlord's annual statement shall be final and binding upon Landlord and Tenant (except for revisions to take into account any subsequent reassessment affecting the calculation of Tax Expenses included in such statement, which revisions shall be made if at all, within one hundred eighty (180) days after the close of the calendar year in which Landlord receives the revised tax bill) unless, within sixty (60) days after Tenant's receipt thereof ox Xxnant's receipt of any such revisions due to a reassessment or Tenant's receipt of any correction thereof by Landlord pursuant to the following provisions, as applicable), Tenant shall contest or Landlord shall correct any item therein by giving written notice to the other, specifying each item contested or corrected, respectively, and the reason therefor. If the annual statement shows that Tenant's payments of Additional Rent for such calendar year pursuant to Paragraph 7.e. hereof exceeded Tenant's obligations for the calendar year, Landlord shall at its option either (1) credit the excess to the next succeeding installments of rent or (2) pay the excess to Tenant within thirty (30) days after delivery of such statement. If the annual statement shows that Tenant's payments of Additional Rent for such calendar year pursuant to Paragraph 7.e. hereof were less than Tenant's obligation for the calendar year, Tenant shall pay the deficiency to Landlord within thirty (30) days after delivery of such statement.

  • Fund Accounting The Trustees may in their discretion from time to time enter into one or more contracts whereby the other party or parties undertakes to handle all or any part of the Trust’s accounting responsibilities, whether with respect to the Trust’s properties, Shareholders or otherwise.

  • Books and Records; Accounting The Member or, if additional member(s) are admitted, the member(s) shall keep or cause to be kept at the address of the Company (or at such other place as the member(s) shall determine in their discretion) true and full books and records regarding the status of the business and financial condition of the Company.

  • Final Accounting In the event of the dissolution of the Company, prior to any liquidation, a proper accounting shall be made to the Member from the date of the last previous accounting to the date of dissolution.

  • Fiscal Year; Accounting In the case of the Borrower, cause its fiscal year to end on December 31.

  • Financial Accounting Practices The Borrower shall, and shall cause each of its Subsidiaries to, make and keep books, records and accounts which, in reasonable detail, accurately and fairly reflect its transactions and dispositions of its assets and maintain a system of internal accounting controls sufficient to provide reasonable assurances that (a) transactions are executed in accordance with management's general or specific authorization, (b) transactions are recorded as necessary (i) to permit preparation of financial statements in conformity with GAAP and (ii) to maintain accountability for assets, (c) access to assets is permitted only in accordance with management's general or specific authorization and (d) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences.

  • Monthly Accountings Silicon shall provide Borrower monthly with an account of advances, charges, expenses and payments made pursuant to this Agreement. Such account shall be deemed correct, accurate and binding on Borrower and an account stated (except for reverses and reapplications of payments made and corrections of errors discovered by Silicon), unless Borrower notifies Silicon in writing to the contrary within thirty days after each account is rendered, describing the nature of any alleged errors or admissions.

  • Accounting Books and Records The books and records of the Company shall be kept, and the financial position and the results of its operations recorded, in accordance with GAAP. The books and records shall reflect all Company transactions and shall be appropriate and adequate for the Company’s business. The Company shall maintain at its principal place of business: (i) a current list of the full name and last known address of each Member and Assignee set forth in alphabetical order, together with the Capital Contributions, Capital Account and Units of each Member and Assignee; (ii) the full name and address of each Director; (iii) a copy of the Articles and any and all amendments thereto, together with executed copies of any powers of attorney pursuant to which the Articles or any amendments thereto have been executed; (iv) copies of the Company’s federal, state and local income tax and information returns and reports, if any, for the six (6) most recent taxable years; (v) a copy of this Agreement and any and all amendments hereto, together with executed copies of any powers of attorney pursuant to which this Agreement or any amendments hereto have been executed; and (vi) copies of the financial statements of the Company, if any, for the six (6) most recent Fiscal Years. The Company shall use the accrual method of accounting in the preparation of its financial reports and for tax purposes and shall keep its books and records accordingly.

  • Records and Accounting The General Partner shall keep or cause to be kept at the principal office of the Partnership appropriate books and records with respect to the Partnership's business, including without limitation, all books and records necessary to provide to the Limited Partners any information, lists and copies of documents required to be provided pursuant to Section 9.3. Any records maintained by or on behalf of the Partnership in the regular course of its business may be kept on, or be in the form of, punch cards, magnetic tape, photographs, micrographics or any other information storage device; provided, that the records so maintained are convertible into clearly legible written form within a reasonable period of time. The books of the Partnership shall be maintained, for financial and tax reporting purposes, on an accrual basis in accordance with generally accepted accounting principles.

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