Audit and Inspection Rights. Alberta Innovates shall be entitled at any time and from time to time during the Term and the Retention Period, upon reasonable prior Notice to the Applicant, to have its authorized agents attend at the Applicant's premises or at the location where the Project is being carried out, to:
(a) audit or examine the Records ("Audit"); and/or
(b) inspect the premises and assets pertaining to the Project ("Inspection"); to assess whether the Applicant has been and is complying with this Investment Agreement. The costs of any Audit or Inspection shall be paid by Alberta Innovates unless such Audit or Inspection reveals a Default or a failure by the Applicant to maintain proper Records or comply with this Investment Agreement, in which case the costs shall be paid by the Applicant. The Applicant shall provide Alberta Innovates’ authorized agents with all such assistance as may be reasonably required during such Audit or Inspection, Including making and providing Alberta Innovates with copies of any Records as requested by Alberta Innovates. For clarity, such right of Audit and Inspection shall be limited to the purpose of ascertaining whether this Investment Agreement has been complied with, and Alberta Innovates will not have any general right to obtain custody or copies of the records of the Applicant except as contemplated by this Section.
Audit and Inspection Rights. During the Term of this Agreement, Prometheus shall have the right to audit and inspect those portions of the Facility used in the manufacture, packaging, storage, testing, holding, distribution or other handling, receiving or invoicing of the Products and Materials for the sole purposes of ensuring compliance with the Specifications and the Quality Agreement, and, as related to the Products and Materials, each of cGMPs, Applicable Laws, and Regulatory Acts. Prometheus shall have the right to audit and inspect all inventories of Products and Materials contained at the Facility. Such audits or inspections shall be limited to not more than [***] Business Days and shall occur during normal business hours and shall be scheduled by Prometheus at least [***] Business Days in advance by written notice outlining the purpose and focus of the audit or inspection, whereby such audit or inspection date shall be mutually agreed by the Parties; provided, however, that in the event of an Adverse Event or any proposed or actual inspection by the FDA or other Governmental Authority, Prometheus shall have the right at any time upon oral or written notice to GSK of five (5) Business Days to conduct an audit or inspection hereunder. Except in the case of an Adverse Event, Prometheus shall limit such audits to no more than once every twelve (12) months. Prometheus' audit and inspection rights under this Section 9.1 shall not extend to any portions of the Facility, documents, records or other information which do not relate to Products or Materials. GSK may redact information relating to Third Parties or their respective products or materials from any documents deliverable to Prometheus in connection with Prometheus' exercise of its audit and inspection rights hereunder. Inspection by Prometheus or documentation provided to Prometheus related to any of GSK's suppliers or *** Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. subcontractors related to the manufacture of Product is subject to consent of such GSK supplier or subcontractor. GSK may participate in Prometheus' audit and shall respond to any issues raised by Prometheus based on such audit, with a corrective action plan mutually acceptable to the Parties. For the avoidance of doubt, nothing in this Section 9.1 shall obligate GSK to make available to Prometheus documents indica...
Audit and Inspection Rights. HTFC’s access to records, audit and inspection rights are subject to the provisions set forth in Appendices I and II. Notwithstanding the time periods set forth therein, Contractor shall maintain all records connected with this Agreement for a period of at least six (6) years following the date of final payment or the close-out of all pending matters or audits related to this Agreement, whichever is later.
Audit and Inspection Rights. (a) The City may, at reasonable times, and for a period of up to three (3) years following the date of final performance of Services by the Contractor under this Contract, audit, or cause to be audited, those books and records of the Contractor that are related to the Contractor’s payroll and performance under this Contract. The Contractor agrees to maintain all such books and records at its principal place of business for a period of three
Audit and Inspection Rights. 15.1. To the extent reasonably necessary to ensure Licensee’s use of the USPS Trademarks and Service Materials in compliance with the terms of this License Agreement, USPS, through its employees or agents, may inspect, audit or perform reviews of Licensee’s books and records, and the performance of Licensee’s systems relating to the use of the NCOALink Product, Interface Product or the Service Materials. In the event USPS determines that Licensee is not complying with any USPS requirements, USPS shall have the right to require an additional inspection, audit or review at the cost and expense of Licensee or issue a notice of suspension or termination.
15.2. USPS, or its designated agents or representative, shall have the right to visit Licensee’s premises and examine Licensee’s computer systems, processing files, documents, and other materials relating to the use of the Service Materials with or without notice to Licensee. Licensee shall provide USPS or its agents access during normal business hours to the premises, books, and records that relate to the use of the Service Materials and the USPS Trademarks by Licensee.
15.3. Books and records that relate to the use of the NCOALink Product and Service Materials shall be retained in accordance with USPS’s retention guidelines, but for no less than three (3) years after Licensee’s final payment under this Agreement. USPS or its designated agents or representatives shall have the right to examine any such materials during this three-year period. Notwithstanding the foregoing, USPS may inspect, at any time, use of the USPS Trademarks on Licensee’s web site.
Audit and Inspection Rights. Whenever the End Customer Contract(s) grants End Customer(s) the right to conduct an audit or inspection of, or access to coal production facilities, processes, books, records, or otherwise, End Customer(s) will be entitled, as applicable, to enforce or exercise such audit, inspection and/or access rights against Patriot. If COALSALES II has the right under an End Customer Contract to conduct any inspections of an End Customer’s books, records, or premises, such right does not directly pass through to Patriot under this Agreement; however, Patriot may request such inspection rights from COALSALES II, and COALSALES II shall contact that End Customer and use commercially reasonable efforts to obtain that End Customer’s consent to such request. In the event End Customer refuses Patriot’s request to inspect, COALSALES II shall be obligated to promptly conduct the inspection on Patriot’s behalf and at Patriot’s sole expense, and shall report the results of such inspection to Patriot promptly upon completion, provided, that disclosure of such results does not violate the terms of confidentiality under the End Customer Contract(s). Notwithstanding the foregoing, this Section 3.3 does not eliminate or modify COALSALES II’s audit, inspection or access rights under the Exhibit A Terms with respect to Patriot or Patriot’s facilities, processes, books or records.
Audit and Inspection Rights. Refinery Company and Fertilizer Company shall each (“Requesting Party”) have the right, upon reasonable written notice to the other Party (“Other Party”), to audit, examine and inspect, at reasonable times and locations, all documentation, records, equipment, facilities, and other items owned or under the control of the Other Party that are reasonably related to the Feedstocks and Services provided for under this Agreement, solely for the purpose of confirming the measurement or pricing of, or tolerances or specifications of, any Feedstocks or Services, confirming compliance and performance by the Other Party, or exercising any rights of the Requesting Party, under this Agreement.
Audit and Inspection Rights. Hill-Rom shall have the right to audit and inspect Customer’s compliance with this Agreement and any applicable Proposal after reasonable notice.
Audit and Inspection Rights. To the extent reasonably necessary to ensure Developer’s use of the Licensed Materials in compliance with the terms of this License Agreement, USPS, through its employees or agents and at its own expense, may inspect and audit the systems, premises, operations, books, and records of Developer either with or without notice to Developer during the term of this Agreement and for a period of three (3) years after termination of this Agreement. Developer shall provide USPS or its agents’ access during normal business hours to the systems, premises, operations, books, and records that relate to Developer’s use of the Licensed Materials. Books and records that relate to Licensed Materials shall be retained in accordance with USPS’s retention guidelines, but for no less than three (3) years from such performance or use. Notwithstanding the foregoing, USPS may inspect, at any time, Developer’s use of the Licensed Materials and the NCOALink Product on Developer’s web site.
Audit and Inspection Rights. HTFC’s access to records, audit and inspection rights are subject to the provisions set forth in Appendices I and II. Notwithstanding the time periods set forth therein, Contractor shall maintain all records connected with this Agreement in accordance with GOSR’s Record Retention Policy as follows:
(i) for three
