Common use of Record Keeping and Audits Clause in Contracts

Record Keeping and Audits. Licensee shall keep and shall cause its Affiliates and Sublicensees to keep books and accounts of record in connection with the sale of the Recro Product and in sufficient detail to permit accurate determination of all figures necessary for verification of milestone payments and royalties to be paid hereunder. Such books and records (including, for the purpose of clarity, also the relevant books and records of any Licensee Affiliate or Third Party Sublicensee) shall be made available upon Orion’s reasonable request for inspection by Orion’s independent auditors that are reasonably acceptable to Licensee. Such auditors must have agreed in writing to maintain all information learned in confidence, except as necessary to disclose to Orion such compliance or noncompliance by the Licensee. Licensee and its Affiliates shall maintain such records for a period of at least five (5) years after the end of the period for which they were generated, or longer if required by law or regulation.