Common use of ACCOUNTING AND AUDITING Clause in Contracts

ACCOUNTING AND AUDITING. 18.1 Contractor shall maintain, at its offices in Ghana, books of account and supporting records in the manner required by applicable law and accepted accounting principles generally used in the international petroleum industry and shall file reports, tax returns and any other documents and any other financial returns which are required by applicable law. 18.2 In addition to the books and reports required by Article 18.1 Contractor shall maintain, at its office in Ghana, a set of accounts and records relating to Petroleum Operations under this Agreement. Such accounts shall be kept in accordance with the requirements of the applicable law and accepted accounting principles generally used in the international petroleum industry. 18.3 The accounts required by Articles 18.1 and 18.2 shall be kept in United States Dollars. 18.4 Contractor will provide GNPC with quarterly summaries of the Petroleum Costs incurred under this Agreement. 18.5 GNPC shall review all financial statements submitted by the Contractor as required by this Agreement, and shall signify its provisional approval or disapproval of such statements in writing within ninety (90) days of receipt failing which the financial statements as submitted by Contractor shall be deemed approved by GNPC; in the event that GNPC indicates its disapproval of any such statement, the parties shall meet within fifteen (15) days of Contractor’s receipt of the notice of disapproval to review the matter. 18.6 Notwithstanding any provisional approval pursuant to Article 18.5 GNPC shall have the right at its sole expense and upon giving reasonable notice in writing to Contractor to audit the books and accounts of Contractor relating to Petroleum Operations within two (2) years from the submission by Contractor of any report of financial statement. GNPC shall not, in carrying out such audit, interfere unreasonably with the conduct of Petroleum Operations. Any such audit shall be undertaken by an independent international auditing firm and shall be completed within nine (9) months after commencement. An extension of time to complete an audit shall be allowed upon receipt by Contractor from GNPC’s auditing firm of a written statement representing that the auditors have used reasonable efforts to complete the subject audit and they require additional time not to exceed three (3) months to complete such audit. If after a period of one (1) year the subject audit has not been completed by GNPC the books and accounts covering such period shall be deemed approved. Contractor shall provide all necessary facilities for auditors appointed hereunder by GNPC including working space and access to all relevant personnel, records, files and other materials. If GNPC desires verification of charges from an Affiliate, Contractor shall at GNPC’s sole expense obtain for GNPC or its representatives an audit certificate to this purpose from the statutory auditors of the Affiliate concerned. Copies of audit reports shall be provided to the Contractor and GNPC. Any unresolved audit claim resulting from such audit, upon which Contractor and GNPC are unable to agree shall be submitted to the JMC for decision which must be unanimous. In the event that a unanimous decision is not reached in respect of any audit claim, then such unresolved audit claim shall be submitted for resolution in accordance with Article 24. Subject to any adjustments resulting from such audits, Contractor’s accounts and financial statements shall be considered to be correct on expiry of a period of two (2) years from the date of their submission unless before the expiry of such two year period GNPC has notified Contractor of any exceptions to such accounts and statements. 18.7 Nothing in this Article shall be read or construed as placing a limit on GNPC’s access to Contractor’s books and accounts in respect of matters arising under Article 23.4 (a).

ACCOUNTING AND AUDITING. 18.1 Contractor shall maintain, at its offices in Ghana, books of account and supporting records in the manner required by applicable law and generally accepted accounting principles generally used in the international petroleum industry and shall file reports, tax returns and any other documents and any other financial returns which are required by applicable law. 18.2 In addition to the books and reports required by Article 18.1 Contractor shall maintain, at its office in Ghana, a set of accounts and records relating to Petroleum Operations under this Agreement. Such accounts shall be kept in accordance with the requirements of the applicable law and generally accepted accounting principles generally used in the international petroleum industry. 18.3 The accounts required by Articles 18.1 and 18.2 shall be kept in United States Dollars. 18.4 Contractor will provide GNPC with quarterly summaries of the Petroleum Costs incurred under this Agreement. 18.5 GNPC shall review all financial statements submitted by the Contractor as required by this Agreement, and shall signify its provisional approval or disapproval of such statements in writing within ninety (90) days of receipt receipt, failing which the financial statements as submitted by Contractor shall be deemed approved by GNPC; in the event that GNPC indicates its disapproval of any such statement, the parties Parties shall meet within fifteen (15) days of Contractor’s receipt of the notice of disapproval to review the matter. In the event that the matter cannot be resolved, any Party may refer it for resolution under Article 24. 18.6 Notwithstanding any provisional approval pursuant to Article 18.5 GNPC shall have the right at its sole expense and upon giving reasonable notice in writing to Contractor to audit the books and accounts of Contractor relating to Petroleum Operations within two (2) years from the submission by Contractor of any report of financial statement. GNPC shall not, in carrying out such audit, interfere unreasonably with the conduct of Petroleum Operations. Any such audit shall be undertaken by an independent international auditing firm and shall be completed within nine six (96) months after commencement. An extension of time to complete an audit shall be allowed upon receipt by Contractor from GNPC’s auditing firm of a written statement representing that the auditors have used reasonable efforts to complete the subject audit and they require additional time not to exceed three (3) months to complete such audit. If after a period of one (1) year the subject audit has not been completed by GNPC , failing which, the books and accounts covering such period shall be deemed approved. Contractor shall provide all necessary facilities for auditors appointed hereunder by GNPC including working space and access to all relevant personnel, records, files and other materials. If GNPC desires verification of charges from an Affiliate, Contractor shall at GNPC’s sole expense obtain for GNPC or its representatives an audit certificate to this purpose from the statutory auditors of the Affiliate concerned. Copies of audit reports shall be provided to the Contractor and GNPC. Any unresolved audit claim resulting from such audit, upon which Contractor and GNPC are unable to agree shall be submitted to the JMC for decision decision, which must be unanimous. In the event that a unanimous decision is not reached in respect of any audit claim, then such unresolved audit claim shall be submitted for resolution in accordance with Article 24. Subject to any adjustments resulting from such audits, Contractor’s accounts and financial statements shall be considered to be correct on expiry of a period of two (2) years from the date of their submission to GNPC, unless before the expiry of such two year period GNPC has notified Contractor in writing of any exceptions to such accounts and statementsfinancial statements failing which they shall be deemed correct. 18.7 Nothing in this Article shall be read or construed as placing a limit on GNPC’s access to Contractor’s books and accounts in respect of matters arising under Article 23.4 (a).

ACCOUNTING AND AUDITING. 18.1 Contractor shall maintain, at its offices in Ghana, books of account and supporting records in the manner required by applicable law and accepted accounting principles generally used in the international petroleum industry and shall file reports, tax returns and any other documents and any other financial returns which are required by applicable law. 18.2 In addition to the books and reports required by Article 18.1 Contractor shall maintainmain. tain, at its office in Ghana, a set of accounts and records relating to Petroleum Operations under this Agreement. Such accounts shall be kept in accordance with the requirements of the applicable law and accepted accounting principles generally used in the international petroleum Petroleum industry. 18.3 The accounts required by Articles 18.1 and 18.2 shall be kept in United States DollarsDollars or such other currency as GNPC and Contractor may agree. 18.4 Contractor will provide GNPC with quarterly summaries of the Petroleum Costs incurred under this Agreement. 18.5 GNPC shall review all financial statements submitted by the Contractor as required by this Agreement, and shall signify its provisional approval or disapproval of such statements in writing within ninety (90) days of receipt failing which the financial statements as submitted by Contractor shall be deemed approved by GNPC; in the event that GNPC indicates its disapproval of any such statement, the parties shall meet within fifteen (15) days of Contractor’s 's receipt of the notice of disapproval to review the matter. 18.6 Notwithstanding any provisional approval pursuant to Article 18.5 GNPC shall have the right at its sole expense and upon giving reasonable notice in writing to Contractor to audit the books and accounts of Contractor relating to Petroleum Operations within two (2) years from the submission by Contractor of any report of financial statement. GNPC shall not, in carrying out such audit, interfere unreasonably with the conduct of Petroleum Operations. Any such audit shall be undertaken by an independent international auditing firm and shall be completed within nine (9) months after commencement. An extension of time to complete an audit shall be allowed upon receipt by Contractor from GNPC’s auditing firm of a written statement representing that the auditors have used reasonable efforts to complete the subject audit and they require additional time not to exceed three (3) months to complete such audit. If after a period of one (1) year the subject audit has not been completed by GNPC the books and accounts covering such period shall be deemed approved. Contractor shall provide all necessary facilities for auditors appointed hereunder by GNPC including working space and access to all relevant personnel, records, files and other materials. If GNPC desires verification of charges from an Affiliate, Contractor shall at GNPC’s 's sole expense obtain for GNPC or its representatives an audit certificate to this purpose from the statutory auditors of the Affiliate concerned. Copies of audit reports shall be provided to the Contractor and GNPC. Any unresolved audit claim clan- n resulting from such audit, upon which Contractor and GNPC are unable to agree shall be submitted to the JMC .Th4C for decision which must be unanimous. In the event that a unanimous decision is not reached in respect of any audit claim, then such unresolved audit claim shall be submitted for resolution in accordance with Article 24. Subject to any adjustments resulting from such audits, Contractor’s 's accounts and financial statements shall be considered to be correct on expiry of a period of two (2) years from the date of their submission unless before the expiry of such two year period GNPC has notified Contractor of any exceptions to such accounts and statements. 18.7 Nothing in this Article shall be read or construed as placing a limit on GNPC’s GNPUs access to Contractor’s 's books and accounts in respect of matters arising under Article 23.4 (a).

ACCOUNTING AND AUDITING. 18.1 Contractor 19.1 Licensee shall maintain, at its offices in GhanaSierra Leone, complete books of account and supporting records in the manner required by applicable law and accepted accounting principles generally used in the international petroleum industry and shall file reports, tax returns and any other documents and any other financial returns which are required by applicable law. 18.2 19.2 In addition to the books and reports required by Article 18.1 Contractor 19.1 above, Licensee shall maintain, at its office in GhanaSierra Leone, a set of accounts and records relating to Petroleum Operations under this AgreementLicence. Such accounts shall be kept in accordance with the requirements of the applicable law and accepted accounting principles generally used in the international industry. These reports shall include but not limited to reports of: a) the quantity of Petroleum in the form of Natural Gas won and saved; b) the quantity of Petroleum in any other form won and saved; c) the name and address of any person to whom any petroleum industryhas been supplied by the Licensee, the quantity so supplied, the price thereof or other consideration thereof and the place to which the Petroleum was conveyed pursuant to the agreement for such supply; and d) Such other particulars as the Director-General may from time to time direct. 18.3 19.3 The accounts required by Articles 18.1 19.1 and 18.2 19.2 shall be kept in United States Dollars. 18.4 Contractor 19.4 Licensee will provide GNPC the Director General with quarterly summaries of the Petroleum Costs incurred under this AgreementLicence. 18.5 GNPC 19.5 The Director General shall review all financial statements submitted by the Contractor Licensee as required by this Agreement, Licence and shall signify its provisional approval or disapproval of such statements in writing within ninety (90) days of receipt receipt, failing which the financial statements as submitted by Contractor Licensee shall be deemed approved by GNPC; in the Director General. In the event that GNPC indicates its disapproval of the Director-General disapproves any such statement, the parties shall meet within fifteen thirty (1530) days of Contractorthe Licensee’s receipt of the notice of disapproval to review the matter. If the Parties do not reach agreement within such thirty (30) days period, any party may refer the disagreements for resolution pursuant to Article 25. 18.6 19.6 Notwithstanding any provisional approval pursuant to Article 18.5 GNPC 19.5, the Director General shall have the right at its sole expense and upon giving reasonable notice in writing to Contractor Licensee to audit the books and accounts of Contractor Licensee relating to Petroleum Operations within two (2) years from for any period not previously audited, following the submission by Contractor Licensee of any report of financial statement. GNPC The Director General shall not, in carrying out such audit, interfere unreasonably with the conduct of Petroleum Operations. Any such audit shall be undertaken by an independent international auditing firm and shall be completed within nine (9) months after commencement. An extension of time to complete an audit shall be allowed upon receipt by Contractor from GNPC’s auditing firm of a written statement representing that the auditors have used reasonable efforts to complete the subject audit and they require additional time not to exceed three (3) months to complete such audit. If after a period of one (1) year the subject audit has not been completed by GNPC the books and accounts covering such period shall be deemed approved. Contractor shall provide all necessary facilities for auditors appointed hereunder by GNPC including working space and access to all relevant personnel, records, files and other materials. If GNPC desires verification of charges from an Affiliate, Contractor shall at GNPC’s sole expense obtain for GNPC or its representatives an audit certificate to this purpose from the statutory auditors of the Affiliate concerned. Copies of audit reports shall be provided to the Contractor and GNPC. Any unresolved audit claim resulting from such audit, upon which Contractor and GNPC are unable to agree shall be submitted to the JMC for decision which must be unanimous. In the event that a unanimous decision is not reached in respect of any audit claim, then such unresolved audit claim shall be submitted for resolution in accordance with Article 24. Subject to any adjustments resulting from such audits, Contractor’s accounts and financial statements shall be considered to be correct on expiry of a period of two (2) years from the date of their submission unless before the expiry of such two year period GNPC has notified Contractor of any exceptions to such accounts and statements. 18.7 Nothing in this Article shall be read or construed as placing a limit on GNPC’s access to Contractor’s books and accounts in respect of matters arising under Article 23.4 (a).Licensee shall

ACCOUNTING AND AUDITING. 18.1 Contractor 19.1 Licensee shall maintain, at its offices in GhanaSierra Leone, complete books of account and supporting records in the manner required by applicable law and accepted accounting principles generally used in the international petroleum industry and shall file reports, tax returns and any other documents and any other financial returns which are required by applicable law. 18.2 19.2 In addition to the books and reports required by Article 18.1 Contractor 19.1 above, Licensee shall maintain, at its office in GhanaSierra Leone, a set of accounts and records relating to Petroleum Operations under this AgreementLicence. Such accounts shall be kept in accordance with the requirements of the applicable law and accepted accounting principles generally used in the international industry. These reports shall include but not limited to reports of: a) the quantity of Petroleum in the form of Natural Gas won and saved; b) the quantity of Petroleum in any other form won and saved; c) the name and address of any person to whom any petroleum industryhas been supplied by the Licensee, the quantity so supplied, the price thereof or other consideration thereof and the place to which the Petroleum was conveyed pursuant to the agreement for such supply; and d) Such other particulars as the Director-General may from time to time direct. 18.3 19.3 The accounts required by Articles 18.1 19.1 and 18.2 19.2 shall be kept in United States Dollars. 18.4 Contractor 19.4 Licensee will provide GNPC the Director General with quarterly summaries of the Petroleum Costs incurred under this AgreementLicence. 18.5 GNPC 19.5 The Director General shall review all financial statements submitted by the Contractor Licensee as required by this Agreement, Licence and shall signify its provisional approval or disapproval of such statements in writing within ninety (90) days of receipt receipt, failing which the financial statements as submitted by Contractor Licensee shall be deemed approved by GNPC; in the Director General. In the event that GNPC indicates its disapproval of the Director-General disapproves any such statement, the parties shall meet within fifteen thirty (1530) days of Contractorthe Licensee’s receipt of the notice of disapproval to review the matter. If the Parties do not reach agreement within such thirty (30) days period, any party may refer the disagreements for resolution pursuant to Article 25. 18.6 19.6 Notwithstanding any provisional approval pursuant to Article 18.5 GNPC 19.5, the Director General shall have the right at its sole expense and upon giving reasonable notice in writing to Contractor Licensee to audit the books and accounts of Contractor Licensee relating to Petroleum Operations within two (2) years from for any period not previously audited, following the submission by Contractor Licensee of any report of financial statement. GNPC The Director General shall not, in carrying out such audit, interfere unreasonably with the conduct of Petroleum Operations. Any such audit shall be undertaken by an independent international auditing firm and shall be completed within nine (9) months after commencement. An extension of time to complete an audit shall be allowed upon receipt by Contractor from GNPC’s auditing firm of a written statement representing that the auditors have used reasonable efforts to complete the subject audit and they require additional time not to exceed three (3) months to complete such audit. If after a period of one (1) year the subject audit has not been completed by GNPC the books and accounts covering such period shall be deemed approved. Contractor Licensee shall provide all necessary facilities for auditors appointed hereunder by GNPC including working space and access to all relevant personnel, records, files and other materials. If GNPC desires verification of charges from an Affiliate, Contractor shall at GNPC’s sole expense obtain for GNPC or its representatives an audit certificate to this purpose from the statutory auditors of the Affiliate concerned. Copies of audit reports shall be provided to the Contractor and GNPC. Any unresolved audit claim resulting from such audit, upon which Contractor and GNPC are unable to agree shall be submitted to the JMC for decision which must be unanimous. In the event that a unanimous decision is not reached in respect of any audit claim, then such unresolved audit claim shall be submitted for resolution in accordance with Article 24. Subject to any adjustments resulting from such audits, Contractor’s accounts and financial statements shall be considered to be correct on expiry of a period of two (2) years from the date of their submission unless before the expiry of such two year period GNPC has notified Contractor of any exceptions to such accounts and statements. 18.7 Nothing in this Article shall be read or construed as placing a limit on GNPC’s access to Contractor’s books and accounts in respect of matters arising under Article 23.4 (a).

ACCOUNTING AND AUDITING. 18.1 Contractor 19.1 Licensee shall maintain, at its offices in GhanaSierra Leone, books of account and supporting records in the manner required by applicable law and accepted accounting principles generally used in the international petroleum industry and shall file reports, tax returns and any other documents and any other financial returns which are required by applicable law. 18.2 19.2 In addition to the books and reports required by Article 18.1 Contractor above, Licensee shall maintain, at its office in GhanaSierra Leone, a set of accounts and records relating to Petroleum Operations under this AgreementLicense. Such accounts shall be kept in accordance with the requirements of the applicable law and accepted accounting principles generally used in the international petroleum industry. 18.3 19.3 The accounts required by Articles 18.1 and 18.2 shall be kept in United States Dollars. 18.4 Contractor 19.4 Licensee will provide GNPC the Director General with quarterly summaries of the Petroleum Costs incurred under this AgreementLicense. 18.5 GNPC 19.5 The Director General shall review all financial statements submitted by the Contractor Licensee as required by this AgreementLicense, and shall signify its provisional approval or disapproval of such statements in writing within ninety (90) days of receipt receipt, failing which the financial statements as submitted by Contractor Licensee shall be deemed approved by GNPC; in the event that GNPC indicates its disapproval of any such statement, the parties shall meet within fifteen (15) days of Contractor’s receipt of the notice of disapproval to review the matterDirector General. 18.6 19.6 Notwithstanding any provisional approval pursuant to Article 18.5 GNPC the Director General shall have the right at its sole expense and upon giving reasonable notice in writing to Contractor Licensee to audit the books and accounts of Contractor Licensee relating to Petroleum Operations within two (2) years from the submission by Contractor Licensee of any report of financial statement. GNPC The Director General shall not, in carrying out such audit, interfere unreasonably with the conduct of Petroleum Operations. Any such audit shall be undertaken by an independent international auditing firm and shall be completed within nine (9) months after commencement. An extension of time to complete an audit shall be allowed upon receipt by Contractor from GNPC’s auditing firm of a written statement representing that the auditors have used reasonable efforts to complete the subject audit and they require additional time not to exceed three (3) months to complete such audit. If after a period of one (1) year the subject audit has not been completed by GNPC the books and accounts covering such period shall be deemed approved. Contractor Licensee shall provide all necessary facilities for auditors appointed hereunder by GNPC including working space and access to all relevant personnel, records, files and other materials. If GNPC desires verification of charges from an Affiliate, Contractor shall at GNPC’s sole expense obtain for GNPC or its representatives an audit certificate to this purpose from the statutory auditors of the Affiliate concerned. Copies of audit reports shall be provided to the Contractor and GNPC. Any unresolved audit claim resulting from such audit, upon which Contractor and GNPC are unable to agree shall be submitted to the JMC for decision which must be unanimous. In the event that a unanimous decision is not reached in respect of any audit claim, then such unresolved audit claim shall be submitted for resolution in accordance with Article 24. . 19.7 Subject to any adjustments resulting from such audits, ContractorLicensee’s accounts and financial statements shall be considered to be correct on expiry of a period of two (2) years from the date of their submission unless before the expiry of such two year period GNPC has notified Contractor of any exceptions to such accounts and statements. 18.7 Nothing in this Article shall be read or construed as placing a limit on GNPC’s access to Contractor’s books and accounts in respect of matters arising under Article 23.4 (a).two

ACCOUNTING AND AUDITING. 18.1 Contractor shall maintain, at its offices in Ghana, books of account and supporting records in the manner required by applicable law and accepted accounting principles generally used in the international petroleum industry and shall file reports, tax returns and any other documents and any other financial returns which are required by applicable law. 18.2 In addition to the books and reports required by Article 18.1 Contractor shall maintain, at its office in Ghana, a set of accounts and records relating to Petroleum Operations under this Agreement. Such accounts shall be kept in accordance with the requirements of the applicable law and accepted accounting principles generally used in the international petroleum industry. 18.3 The accounts required by Articles 18.1 and 18.2 shall be kept in United States Dollars. 18.4 Contractor will provide GNPC with quarterly summaries of the Petroleum Costs incurred under this Agreement. 18.5 GNPC shall review all financial statements submitted by the Contractor as required by this Agreement, and shall signify its provisional approval or disapproval of such statements in writing within ninety (90) days of receipt failing which the financial statements as submitted by Contractor shall be deemed approved by GNPC; in the event that GNPC indicates its disapproval of any such statement, the parties shall meet within fifteen (15) days of Contractor’s receipt of the notice of disapproval to review the matter. 18.6 Notwithstanding any provisional approval pursuant to Article 18.5 GNPC shall have the right at its sole expense and upon giving reasonable notice in writing to Contractor to audit the books and accounts of Contractor relating to Petroleum Operations within two (2) years from the submission by Contractor of any report of financial statement. GNPC shall not, in carrying out such audit, interfere unreasonably with the conduct of Petroleum Operations. Any such audit shall be undertaken by an independent international auditing firm and shall be completed within nine (9) months after commencement. An extension of time to complete an audit shall be allowed upon receipt by Contractor from GNPC’s auditing firm of a written statement representing that the auditors have used reasonable efforts to complete the subject audit and they require additional time not to exceed three (3) months to complete such audit. If after a period of one (1) year the subject audit has not been completed by GNPC the books and accounts covering such period shall be deemed approved. Contractor shall provide all necessary facilities for auditors appointed hereunder by GNPC including working space and access to all relevant personnel, records, files and other materials. If GNPC desires verification of charges from an Affiliate, Contractor shall at GNPC’s sole expense obtain for GNPC or its representatives an audit certificate to this purpose from the statutory auditors of the Affiliate concerned. Copies of audit reports shall be provided to the Contractor and GNPC. Any unresolved audit claim resulting from such audit, upon which Contractor and GNPC are unable to agree shall be submitted to the JMC for decision which must be unanimous. In the event that a unanimous decision is not reached in respect of any audit claim, then such unresolved audit claim shall be submitted for resolution in accordance with Article 24. Subject to any adjustments resulting from such audits, Contractor’s accounts and financial statements shall be considered to be correct on expiry of a period of two (2) years from the date of their submission unless before the expiry of such two year period GNPC has notified Contractor of any exceptions to such accounts and statements. 18.7 Nothing in this Article shall be read or construed as placing a limit on GNPC’s access to Contractor’s books and accounts in respect of matters arising under Article 23.4 (a).nine