Common use of Recordkeeping & Audits Clause in Contracts

Recordkeeping & Audits. (a) Synovics Labs, and to the extent applicable its Affiliates, shall keep complete and accurate records in sufficient detail to enable the royalties payable hereunder to be determined. Upon the written request of Nostrum and not more than twice in each calendar year, Synovics Labs, and to the extent responsible for the manufacture of the Product its Affiliates, shall permit an independent certified public accounting firm of nationally recognized standing, which is bound by a confidentiality agreement in favor of Synovics Labs to have access, at Nostrum's expense, during normal business hours to such records of Synovics Labs and such Affiliates as may be reasonably necessary to verify the accuracy of the royalty reports hereunder for any twelve (12) month period(s). Nostrum shall provide such notice at least thirty (30) days prior to the intended audit. Nostrum shall have no right to audit any such records with respect to any twelve (12) month period which ended more than ninety-six (96) months prior to the date of such request. The accounting firm shall only disclose to Nostrum the relevant Net Sales, Gross Profits and cost of goods sold information and whether the royalty reports are correct or incorrect and the specific details concerning any discrepancies. No other information shall be shared by the accounting firm with Nostrum. Nostrum's audit rights under this Section 4.5 shall survive the expiration or termination of this Agreement for a period of one (1) year. (b) The cost of each audit conducted under this Section 4.5 shall be borne by Nostrum unless such audit correctly determines that Synovics Labs underpaid the royalties due to Nostrum hereunder by more than five percent (5% ) in any five month period in which case, Synovics Labs shall pay to Nostrum the deficiency (as Synovics Labs is required to do regardless of the amount thereof or the results, requirement or pendency of any audit) within fifteen (15) days of the date that a final audit report is issued, and shall also bear the cost of such audit. In the event that such audit determines that Synovics Labs overpaid the royalties due to Nostrum, Nostrum shall refund to Synovics Labs the amount of such overpayment within fifteen (15) days of the date that a final audit report is issued. (c) Nostrum shall treat all financial information subject to review under this Agreement in accordance with the confidentiality provisions of this Agreement, and shall cause its accounting firm to enter into an acceptable confidentiality agreement with Synovics Labs obligating it to retain all such financial information in confidence pursuant to such confidentiality agreement.

Recordkeeping & Audits. (a) Synovics LabsBionutrics and, and to the extent applicable its Affiliates, shall keep complete and accurate records in sufficient detail to enable the royalties Royalties payable hereunder to be determined. Upon the written request of Nostrum and not more than twice in each calendar year, Synovics LabsBionutrics and, and to the extent responsible for the manufacture manufacture, sale or distribution of the Product Generic Products, its Affiliates, shall permit an independent certified public accounting firm of nationally recognized standing, which is bound by a confidentiality agreement in favor of Synovics Labs Bionutrics to have access, at Nostrum's ’s expense, during normal business hours to such those records of Synovics Labs Bionutrics and such Affiliates as which may be reasonably necessary to verify the accuracy of the royalty reports hereunder for any twelve (12) month period(s)period. Nostrum shall provide such notice at least thirty (30) days prior to the date of the intended audit. Nostrum shall have no right to audit any such records with respect to any twelve (12) month period which ended more than ninetyninth-six (96) months prior to the date of such the request. The accounting firm shall only disclose to Nostrum the relevant Net Sales, Gross Profits and cost of goods sold information and whether the royalty reports are correct or incorrect and the specific details concerning any discrepancies. No other information shall be shared by the accounting firm with Nostrum. Nostrum's ’s audit rights under this Section 4.5 shall survive the expiration or termination of this Agreement for a period of one (1) year. (b) The cost of each audit conducted under this Section 4.5 shall be borne by Nostrum unless such an audit correctly determines that Synovics Labs Bionutrics underpaid the royalties Royalties due to Nostrum hereunder by more than five percent (5% ) in during any five twelve (12) month period period, in which case, Synovics Labs case Bionutrics shall pay to Nostrum the deficiency (as Synovics Labs Bionutrics is required to do regardless of the amount thereof or the results, requirement or pendency of any audit) within fifteen (15) days of the date that a final audit report is issued, and shall also bear the cost of such the audit. In the event that such an audit determines that Synovics Labs Bionutrics overpaid the royalties Royalties due to Nostrum, Nostrum shall refund to Synovics Labs Bionutrics the amount of such the overpayment within fifteen (15) days of the date that a final audit report is issued. (c) Nostrum shall treat all financial information subject to review under this Agreement in accordance with the confidentiality provisions of this Agreement, Agreement and shall cause its accounting firm to enter into an acceptable confidentiality agreement with Synovics Labs Bionutrics, obligating it to retain maintain all such financial information in confidence pursuant to such the confidentiality agreement.