Common use of AUDIT BY LICENSOR Clause in Contracts

AUDIT BY LICENSOR. At all times during the existence of this Agreement and for twelve (12) months thereafter, Licensor, upon giving Licensee at least ten (10) days advance written notice of its intention so to do, shall have the right to inspect or audit all books and records which Licensee is required to maintain pursuant to Article G.P. 2 above. If any such audit shall disclose that Licensee has understated Net Shipments or underpaid royalties for any reporting period, Licensee, upon written demand, shall forthwith pay the amount, if any, by which the royalties owing exceed royalties paid, with additionally, interest at 18% from such time as said amounts were initially due. In the event that Licensee has understated Net Shipments in excess of 2% or underpaid royalties in excess of 2% of the amount due for any Contract Year, Licensee shall forthwith and upon written demand also pay all costs, fees and expenses incurred by Licensor in conducting such audit, including, without limitation, reasonable travel expenses. Should such audit disclose that the royalties paid exceed the royalties due, Licensee shall receive credit equal to such excess royalties against the same royalties next accruing, except that when such audit is conducted at the expiration of the Agreement, any excess royalty payments revealed by such audit will be remitted to Licensee within thirty (30) days thereafter.

AUDIT BY LICENSOR. At all times during the existence of this Agreement and for twelve (12) months thereafter, LicensorLICENSOR, upon giving Licensee to LICENSEE at least ten fifteen (1015) days advance written notice of or its intention so to do, shall have the right to inspect or audit all books and records which Licensee LICENSEE is required to maintain pursuant to Article G.P. 2 Paragraph 8 above. If , such audit shall not cover any period in excess of three (3) years prior to the date of the audit, and in the event any such audit shall disclose that Licensee LICENSEE has understated Net Shipments or underpaid royalties for any reporting period, Licensee, LICENSEE shall forthwith and upon written demand, shall forthwith demand pay to LICENSOR the amount, if any, by which the actual royalties owing exceed royalties paid, with additionally, interest at 18% from such time as said amounts were initially due. In the event that Licensee LICENSEE has understated Net Shipments in excess of 2% or underpaid under paid royalties in excess of 2% five percent (5%) of the amount due for any Contract Yearsaid Net Shipments, Licensee LICENSEE shall forthwith and upon written demand also pay to LICENSOR all costs, fees and expenses incurred by Licensor LICENSOR in conducting such audit, including, without limitation, reasonable travel expenses. Should such audit disclose that the royalties paid exceed the royalties dueactual royalties, Licensee LICENSEE shall receive be entitled to a credit equal to such excess royalties against the same royalties next accruing, except that when such audit is conducted at the expiration of the accruing under this Agreement, any excess royalty payments revealed by such audit will be remitted to Licensee within thirty (30) days thereafter.