Common use of REPORTS, RECORDS AND DATA Clause in Contracts

REPORTS, RECORDS AND DATA. A. Integrated may change the Reports at any time with the approval of Sponsor, such approval shall not be unreasonably withheld, provided that any change does not materially reduce the overall amount, character or frequency of information provided to Sponsor. Integrated may also change the Reports in any manner at the same time and in the manner provided for administrative fee changes in the Sponsor Agreement provided such change does not compromise ** Confidential portion filed separately with the Commission. that information which is necessary for Sponsor to document credits for monies received. B. Ownership rights over all compilations, analyses, reports, recommendations property and services generated by Integrated and/or Sponsor shall be retained equally by Integrated and Sponsor. Ownership rights shall include, but are not limited to, all rights associated with publication, trade secrets, copyrights, trademarks and patents. Integrated shall retain the right to use all data and information received from Sponsor, Drug Manufacturers, or participating Pharmacies in any manner it sees fit, provided such use shall not violate the right of privacy of Sponsor, any client of Sponsor, and/or any Covered Person. C. All records, reports and other data provided by Integrated to Sponsor or a Drug Manufacturer under this Agreement are for such entity's use in Claims administration and Rebate calculation, and Integrated disclaims all liability arising out of Sponsor's or a Drug Manufacturer's other use or dissemination of the reports, data, information and/or summaries. Sponsor and Drug Manufacturers shall treat as confidential any information which individually identifies a participating Pharmacy, a Covered Person and/or client of Sponsor. D. Integrated shall maintain complete and accurate records relating to all amounts payable to Sponsor by Integrated. These records shall remain accessible to Sponsor for examination and audit by Sponsor or an auditor selected by Sponsor, throughout the calendar year in which they are established and for three (3) calendar years thereafter. Such audits may be conducted, upon written notice, at reasonable intervals during the regular business hours of Integrated.