1762

NEW ZEALAND GAZETTE, No. 66

15 JUNE 2007

(a) The Applicant will permit LIC or its agents at reasonable notice to inspect and take
copies of any books, accounts or other records in the possession of the Applicant
relating to the development, sale, licensing and/or dealing with the Products and
Services.

(b) The Applicant will keep such books, accounts or other records open at all
reasonable times for three (3) years following the end of the calendar year to which
they pertain (and access will not be denied thereafter, if reasonably available), for
inspection and/or audit of LIC or such other suitably qualified person nominated by
LIC for the purpose of verifying the Applicant’s Royalty statements or the
Applicant’s compliance in all other respects with these licence terms.

(c) If in dispute, the relevant records will be kept until the dispute is settled. LIC’s
costs of the inspection and audit of records as contemplated by this clause will be
at LIC’s sole cost unless such inspection and/or audit reveals (in LIC’s reasonable
opinion) that Royalties reported by the Applicant for the period subject to the audit
are understated by five percent (5%) or more from those Royalties actually paid, in
which case the costs and expenses of such inspection and/or audit will be payable
by the Applicant.

If the Applicant neglects or fails to pay any amount payable pursuant to this licence after
the due date thereof, the amount owed will bear interest at a sum equal to the Bank of
New Zealand’s standard business overdraft interest rate per annum plus a margin of 5%
calculated on a daily basis from the due date paid and compounding monthly, provided that if
this interest is held to be unenforceable for any reason, the interest rate will be the maximum
rate allowed by law at the time the payment is due.

All amounts payable pursuant to this licence accruing in countries other than New Zealand
will be payable in either:

(a) New Zealand Dollars; or

(b) United States Dollars

in amounts based on the rate of exchange for the relevant currency offered by any major
International Trading Bank or the Bank of New Zealand on the day the relevant amount is
paid or payable to LIC. In the event that either the Applicant cannot or it is impractical for
the Applicant to comply with the operation of this clause, a comparable measure of the
appropriate rate of exchange and/or method to exchange currency will be nominated by LIC.

The Applicant will not circumvent or attempt to circumvent the wording and intent of these
licence terms.

Without limiting any other right or remedy of LIC whether expressed or implied:

(a) Breach of these licence terms by the Applicant will entitle LIC to:

(i) sue for damages for losses both direct and indirect;

(ii) seek injunctive relief under clause 15(b); and/or

(iii) cease (in LIC’s sole discretion either temporarily or indefinitely) the
provision of any Core Data to the Applicant.

(b) The Applicant acknowledges that an actual or threatened breach of these licence
terms may cause damage to LIC that is unable to be adequately compensated for
by monetary damages. In such circumstances, LIC may seek in addition urgent
injunctive relief from any Court of competent jurisdiction.