Report and Record

Example (1): Report and Record

1.Licensee agrees to make written report to Licensor within…days after the end of the calendar quarter being a three (3) month period ending with the last day of …,…,… and ……following the date of execution of this Agreement and each calendar quarter thereafter during the life of this Agreement stating In each report, the number, description, and selling price of Products sold or otherwise disposed of under the license granted herein during the preceding calendar quarter.

Simultaneously with making each report Licensee shall compute the running royalty due and make payment thereof to Licensor.

2.Licensee shall keep full, clear and accurate records of the account with respect to Products subject to the running royalty. Licensor shall have the right through its accredited representatives to examine and audit, during normal business hours, annually (or at less frequent intervals), all such records and such other records and accounts as may under recognized accounting practices contain technical bearing upon the amount of royalty payable to it under this Agreement. Prompt adjustment shall be made by Licensee to compensate for any errors or omissions disclosed by such examination or audit, Neither such right to examine and audit nor the right to receive such adjustment shall be affected by any statement to the contrary appearing on checks or otherwise, unless such statement appears by letter, signed by Licensor and delivered to Licensee, expressly waiving such right.

Example (2): Books of account

1.Licensee agrees that it will at all times keep complete, separate and accurate books of account containing a current record of the Licensed Product manufactured and sold by Licensee in Territory, and that such books will be maintained in sufficient detail to enable Licensor or its authorized representative to ascertain the percentage royalty accruing and payable hereunder. Said books and the supporting data shall be open a all reasonable times for a period of (…) years following the end of each Annual Period provided in article…hereof to which they pertain to the inspection of an independent certified public accountant retained by Licensor or its authorized representative for the purpose of verifying Licensee’s percentage royalty payments or compliance in other respects with this Agreement.

2.On the (…) day of (…) of each year, Licensee shall deliver to Licensor or its authorized representative a true and accurate accounting of the business conducted by Licensee under this Agreement during the preceding Annual Period.

Example (3): Accounts and Records

(Computer Soft License Agreement)

During the term of this Agreement, Licensee agrees to keep accurate accounts and records covering the transactions relating to of arising out of this Agreement and grants to Licensor or its authorized representative the right to examine the books of account and all documents and other material in the possession of or under the control of the Licensee with respect to the subject matter and terms of this Agreement, and also the free and full access thereto for the purpose of making extractions from said books of account and documents at all hours during which said offices of Licensee shall be open, to determine the accuracy of reports submitted to Licensor in accordance with Article (…) hereof. Licensee further agrees to preserve and keep available to Licensor all such books of account, documents, contracts, and other data with respect thereto for a period of (…) years after the expiration of this Agreement.