Audit/Inspections Sample Clauses

Audit/Inspections. Borrower and each Borrower-Related Party shall permit Lender and its employees, representatives, auditors, inspectors, collateral verification agents, attorneys, accountants and agents (collectively, the “Lender Representatives”), at any time and from time to time, at Borrower’s expense, to (i) audit all books and records related to Borrower, each Borrower-Related Party and the Collateral, (ii) visit and inspect the offices of Borrower and each Borrower-Related party and to inspect and make copies of all books and records, and to copy and record any information the Lender Representatives obtain, and (iii) visit and inspect the Property. Borrower and each Borrower-Related Party agree to cooperate fully with Lender in connection with such audits and inspections.
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Audit/Inspections. Contractor agrees to permit the County’s Auditor-Controller or the Auditor-Controller’s authorized representative (including auditors from a private auditing firm hired by the County) access during normal working hours to all books, accounts, records, reports, files, financial records, supporting documentation, including payroll and accounts payable/receivable records, and other papers or property of Contractor for the purpose of auditing or inspecting any aspect of performance under this Contract. The inspection and/or audit will be confined to those matters connected with the performance of the Contract including, but not limited to, the costs of administering the Contract. County will provide reasonable notice of such an audit or inspection. County reserves the right to audit and verify the Contractor’s records before final payment is made. Contractor agrees to maintain such records for possible audit for a minimum of three years after final payment, unless a longer period of records retention is stipulated under this Contract or by law. Contractor agrees to allow interviews of any employees or others who might reasonably have information related to such records. Further, Contractor agrees to include a similar right to the County to audit records and interview staff of any related to performance of this Contract. Should the Contractor cease to exist as a legal entity, the Contractor’s records pertaining to this agreement shall be forwarded to the surviving entity in a merger or acquisition or, in the event of liquidation, to the County’s Division Manager and/or his/her designee.
Audit/Inspections. Borrower shall permit Lender and its employees, representatives, auditors, inspectors, collateral verification agents, attorneys, accountants and agents (collectively, the “Lender Representatives”), at any time and from time to time, at Borrower’s expense, to (i) audit all books and records related to Borrower and the Collateral, (ii) visit and inspect the offices of Borrower and to inspect and make copies of all books and records, and to copy and record any information the Lender Representatives obtain, and (iii) visit and inspect the Property. Borrower agrees to cooperate fully with Lender in connection with such audits and inspections.
Audit/Inspections. Company shall permit WFB, MasterCard, Visa, or any regulatory authority having jurisdiction over WFB, or the authorized representatives of such parties, to: (i) perform a financial, procedural, compliance, security or operational audit required by applicable Payment Company Rules or such authority or by WFB requirements including those listed in the Audit and Inspection plan which has been provided by WFB to the Company (an “Audit”) of the electronic data processing environment, records or documents maintained by Company or its service providers to provide the Transaction Card Services (including Merchant Agreements and files); and (ii) inspect any business location of Company in order to ensure full compliance with provisions of this Agreement, all applicable Payment Company regulations, regulatory requirements and WFB requirements. In connection with any Audit and inspection: (a) Company may reasonably require that the party performing the Audit (other than WFB) execute a confidentiality agreement with respect to any confidential or proprietary information which may be provided; (b) except with respect to an Audit that is required solely by WFB, Company shall reimburse WFB all reasonable WFB expenses incurred and time dedicated in connection with an Audit, as further described in Section 7.1; and (c) Company shall reimburse WFB for any amounts WFB is required to pay the Payment Company or the regulatory authority in connection with an inspection relating to this Agreement. Company shall allow any such auditors reasonable access during normal business hours to the records, procedures and facilities of Company, and/or its Merchants or Service Providers related to this Agreement. Company shall reasonably cooperate with any such auditors in the conduct of any Audits, including giving them access to officers and independent auditors of Company for discussion of any Audit.
Audit/Inspections. 13.1 During the term of this Agreement SANOFI shall be entitled (upon reasonably prior written notice and during normal business hours) to audit COMPANY's (including its Affiliates') premises where the Services are performed, to assess the conduct of Services and to have access to relevant documentation. COMPANY shall secure that SANOFl's employees are awarded adequate assistance by personnel capable of addressing questions. SANOFI shall bear its own costs of the audit. 13.2 During the term of this Agreement and even after its expiration or early termination, COMPANY shall allow any competent governmental health agency upon their request to inspect COMPANY's (including its Affiliates') premises where the Services are performed. 13.3 Upon receipt of the health agency request to inspect its premises and provided such request of inspection relates to the performance of the Services, COMPANY shall (i) promptly notify SANOFI in writing thereof and (ii) prepare, in collaboration with SANOFI, the documents to be made available to the health agency for review at the premises. To the extent possible, COMPANY shall enable SANOFI to attend any inspection or post-inspection meeting with the health agency. 13.4 COMPANY shall supply SANOFI with a list of any and all documents and materials (reports, analyses, product samples, photographs, etc.) exchanged with the health agency during or after the inspection. Upon request by SANOFI, COMPANY shall supply SANOFI with a copy of all these documents and materials. COMPANY undertakes to communicate to SANOFI in writing any comment, remark or request made by such health agency to the extent related to the Services. 13.5 Where part of the Services have been subcontracted by COMPANY to a third party previously approved by SANOFI according to Section 6.8 hereof, COMPANY undertakes, as part of its contractual negotiations with its subcontractor, to require subcontractor to comply with such commitments towards governmental health agencies inspections. In this respect, COMPANY shall ensure that its subcontractor commits itself to: a) give access to its premises to the requesting health agency accompanied by representatives of COMPANY and SANOFI; b) prepare the inspection and the documents and materials to be supplied to the health agency under the control and supervision of COMPANY and SANOFI; c) supply COMPANY and SANOFI with a copy of all documents and materials exchanged with the health agency. 13.6 If the health agency inspection...
Audit/Inspections. Buyer has the right to have an audit and such other inspection(s) as it deems reasonably necessary performed on the Seller's accounting books, accounting system and financial statements for the last two fiscal years and year to date financials and on the Assets. Buyer must conduct the audit or inspections, if at all, before Closing. Seller must make a good faith effort to respond to any reasonable request for information within 24 hours of the request. This request can include filling out surveys, questionnaires and forms and responding to emails or telephone calls. Seller will not charge Buyer for any work in connection with audit or inspections. If Buyer, in its sole discretion, is dissatisfied with any audit or inspection, and so notifies Seller in writing within twenty (20) business days after the date of full execution of this Agreement, this Agreement shall be null and void and the down payment shall immediately be returned to Buyer.
Audit/Inspections. The Developer agrees to permit the County’s Auditor- Controller or the Auditor-Controller’s authorized representative (including auditors from a private auditing firm hired by the County) access during normal working hours to all books, accounts, records, reports, files, financial records, supporting documentation, including accounts payable/receivable records, and other papers or property of Developer for the purpose of auditing or inspecting any aspect of performance under this DDA (including to verify that there has been no xxxx-up to Project Costs, which may require review of other contracts and documentation the Developer has with Consultants). The inspection and/or audit may include all matters connected with the performance of the DDA including, but not limited to, the costs of administering the DDA. The County will provide reasonable notice of such an audit or inspection. The County reserves the right to audit and verify the Developer’s records before any payment (including final payment) is made, but such audit may not delay the payment of sums owed any Consultant or Contractor that is consistent with the Phase Budget. Developer agrees to allow interviews of any employees or others who might reasonably have information related to such records. Further, Developer agrees to include a similar right to the County to audit records and interview staff of any Consultant or Contractor related to performance of this DDA, or for Developer to conduct such audit, if requested, on behalf of County. Should the Developer cease to exist as a legal entity, or if this DDA is terminated, the Developer’s records pertaining to this DDA shall be forwarded to the surviving entity in a merger or acquisition and to the County’s Project Lead.
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Audit/Inspections. Buyer has the right to have an audit and such other inspection(s) as it deems reasonably necessary performed on the Seller’s accounting books, accounting system and financial statements for the last two fiscal years and year to date financials and on the Assets. Buyer must conduct the audit or inspections, if at all, before Closing. Seller must make a good faith effort to respond to any reasonable request for information within 24 hours of the request. This request can include filling out surveys, questionnaires and forms and responding to emails or telephone calls. Seller will not charge Buyer for any work in connection with audit or inspections.
Audit/Inspections. All Sub recipient records with respect to any matters covered by this Agreement shall be made available to the City-Parish, U.S. Treasury, and the Comptroller General of the United States or any of their authorized representatives, at any time during normal business hours, as often as deemed necessary, to audit, examine, and make excerpts or transcripts of all relevant data. Any deficiencies noted in audit reports must be fully cleared by the Sub recipient within 30 days after receipt by the Sub recipient. Failure of the Sub recipient to comply with the above audit requirements will constitute a violation of this contract and may result in the withholding of future payments. The Sub recipient hereby agrees to have an annual agency audit conducted in accordance with current City-Parish policy concerning Sub recipient audits and 2 CFR 200.501 et seq.
Audit/Inspections. (a) Distributor or its contract auditor shall have the right, at Distributor’s sole expense, to conduct annual quality and environmental, health and safety audits with respect to the obligations of Manufacturer set forth in this Agreement. In connection with such audits, Distributor shall have the right to review Manufacturer’s validations required pursuant to the Quality System Regulations. Manufacturer shall provide all documentation reasonably requested by Distributor’s Director of Regulatory Affairs (or other employee of Distributor with an equivalent role and authority) for the purposes of registration in various countries. Manufacturer shall allow Distributor to audit the Design History File or any related design documentation as available (including design controls), as well as any validations required pursuant to the Quality System Regulations. Deficiencies shall require a corrective action plan with projected completion dates. (b) Manufacturer hereby grants (and shall cause its Affiliates and use commercially reasonable efforts to cause its Covered Contractors to grant) to Distributor or its contract auditor the right, upon reasonable notice to Manufacturer and during normal business hours, at Distributor’s sole expense, to inspect and audit the facilities being used for the Manufacture, release testing, stability testing and storage of Product to (i) assure compliance by such Persons with (A) all applicable Laws, including compliance with Quality System Regulations, (B) the Quality Agreement, (C) the Service Level Agreement and (D) the terms and provisions of this Agreement and (ii) determine Manufacturer’s costs in connection with the Product to the extent these costs are passed on to Distributor. (c) Manufacturer shall remedy or cause the remedy of any deficiencies which is noted in any such inspection or audit in this Section 6.1 within thirty (30) days of its receipt of the results of such inspection or audit (the “Initial Remedial Period”), or if any such deficiencies cannot reasonably be remedied within the Initial Remedial Period, present to Distributor a written action plan to remedy such deficiencies as soon as possible, but in any case, the completion date of any action therein be no later than thirty (30) days after the expiration of the Initial Remedial Period or such other date as agreed upon by the Parties. The failure by Manufacturer to (i) remedy or cause the remedy of any such deficiencies within the Initial Remedial Period, (ii)...
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