Common use of Audit Limitations Clause in Contracts

Audit Limitations. Such Distributor Audit shall be limited to an examination of the books of account which relate to the Theatrical Gross Receipts derived the Theatrical Release and/or the Airlines and Ships Gross Receipts during the Term in order to verify the accuracy or the transactions or items of information including, without limitation, Theatrical Distribution Costs and recoupment thereof, (“Company Financial Information”) as first reflected in any Accounting Statement received by Distributor, the date of which occurred during the twenty-four (24) month period prior to the date of commencement of field work by the Distributor Auditor. The Distributor Auditor may make copies of or make excerpts from only such part of the applicable company’s books of account which relate to the Company Financial Information during the time frame subject to examination as herein provided. Such Distributor Audit shall be made during reasonable business hours, Monday through Friday, only at such place where said books of account are maintained, in such manner as not to unreasonably interfere with normal business activities. The records supporting the Company Financial Information reflected in the particular Company Accounting Statement shall not be examined more then once except that such records may be examined again in connection with the Distributor Audit of another Company Accounting Statement to which they pertain. A true copy of all reports made by the Distributor Auditor shall be delivered to the applicable company at such time as written objection is delivered. Distributor agrees that the date and other information collected by Distributor may be used by Distributor only in connection with such Distributor Audit and to fulfill Distributor’s commitment under this Agreement and such information shall be deemed confidential and subject to the protections afforded in Paragraph 32 below.

Audit Limitations. Such Distributor Audit shall be limited to an ----------------- examination of the Fox books of account which relate to the Theatrical Gross Receipts derived the Theatrical Release and/or the Airlines and Ships Gross Receipts during the Term Approved Programs, in order to verify the accuracy or of the transactions or items of information including, without limitation, Theatrical Distribution Costs and recoupment thereof, (“Company Financial Information”"FINANCIAL INFORMATION") as first reflected in any Accounting Statement received by Distributor, the mailing date of which occurred during the twenty-four (24) 18 month period prior to the date Fox receives Saban's written notice of commencement of field work by the Distributor Auditorits request to audit. The Distributor Auditor may make copies of or make excerpts from only such part of the applicable company’s Fox books of account which relate to the Company Financial Information during the matters and time frame subject to examination as herein provided. Such Distributor Audit shall be made during reasonable business hours, Monday through Friday, only at such place where said Fox books of account are maintainedmaintained in the Distribution Territory, in such manner as not to unreasonably interfere with Fox's normal business activities. The records supporting the Company Financial Information reflected in the particular Company Accounting Statement shall not be examined more then once except that such records may be examined again in connection with the Distributor Audit of another Company Accounting Statement to which they pertainthan once. A true copy of all reports made by the Distributor Auditor shall be delivered to the applicable company Fox at such time as written objection is delivereddelivered to Fox as to the Financial Information. Distributor agrees Such right to examine is limited to the Programs and under no circumstances shall Saban or the Auditor have the right to examine records relating to Fox's business generally (except that the date and other information collected by Distributor may be used by Distributor only in connection with such Distributor Audit and to fulfill Distributor’s commitment under this Agreement and such information Auditor shall be deemed confidential permitted to examine records directly relating to amounts deducted by Fox as Home Video Distribution Expenses hereunder) or with respect to any other licensor or Motion Picture for purposes of comparison or otherwise. If any such Audit shall reveal that Saban's Share for all periods covered by such Audit shall have been under-accounted by more than 10% of the true amount thereof, then Saban may so notify Fox and subject Fox shall promptly reimburse Saban for its reasonable, direct, out-of-pocket costs of making such Audit (in addition to the protections afforded in Paragraph 32 belowamount of such under-accounting).