Common use of Payments and Reporting Clause in Contracts

Payments and Reporting. (a) After [****], IGT will compute and pay royalties pursuant to the royalty schedule of Section 4.02 to PureDepth within thirty (30) days after the end of each quarter of the calendar year -- the quarters ending on March 31st, June 30th, September 30th and December 31st. (b) Within thirty (30) days after each quarter (from January 1 to March 31, from April 1 to June 30, from July 1 to September 30 and from October 1 to December 31) for as long as this Agreement remains in effect, IGT will furnish to PureDepth a report in writing containing full particulars of the Sales of Licensed Product during the quarter (including the numbers of Wagering Stations per Gaming Machine). (c) IGT will keep or cause to be kept, true and accurate books and records with respect to Sales of Licensed Products (and all Wagering Stations) covered by this Agreement in accordance with generally accepted accounting principles and in a manner consistent with the accounting methods employed by best business practice. (d) PureDepth will have the right, at its own expense, to engage an independent, certified public accounting firm to examine the relevant books and records of IGT (including those records received by IGT from its sublicensees and any of its Affiliates who have Sold the Licensed Products) at any reasonable time during business hours after notifying IGT of its desire to do so in writing. Except for the disclosure of financial information to PureDepth or except as otherwise required by law, regulation or legal process, such accounting firm will be required to maintain the confidentiality of all financial or other non-public information of IGT and any of its Affiliates who have Sold the Licensed Products. The examination will be no more than once each year and will cover no more than the preceding three (3) anniversary years. Except in the case of an intentional failure to disclose or omission by IGT or its Affiliates or agents, no year may be audited more than once. The examination will be solely for the purpose of determining the compliance by IGT of its reporting and payment obligations under this Agreement. In the event that an examination discloses an error by IGT (for whatever reason) of more than [****]% the of royalties paid or due to PureDepth for the period under audit, IGT will fully reimburse PureDepth for all PureDepth's costs and expenses of the examination, and will pay to PureDepth the amount of the royalties due to PureDepth within thirty (30) days. (e) Royalty payments will be made subject to the required withholding of any government with jurisdiction. IGT shall maintain complete and accurate accounting records of such withholding and shall fully cooperate with PureDepth’s efforts to obtain credits of taxes paid or withheld, where appropriate. (f) Independent of any audit examination, PureDepth will credit to IGT the amount of any overpayment of royalties made by IGT in error which overpayment is identified and explained in writing by IGT to PureDepth within six (6) months of the overpayment, subject to PureDepth's confirmation of the overpayment