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Audit Limitations Sample Clauses

Audit Limitations. Notwithstanding the provisions of Article 3-108, the following shall apply with respect to Pension and Health Plan audits of the Producer: (A) Any Producer which makes contributions for an Employee based on presumed earnings, according to and in strict compliance with the provisions above, shall not be subject to an audit by the Plans with respect to the Employeesactual earnings during the relevant period. (B) The Plans reserve the right to audit any Producer which makes contributions based on the presumed shoot day rate for Directors other than Principal Directors as set forth in the above AICP Article 3-104 (B). (C) The above paragraphs (A)-(B) are not intended to and do not modify any of the terms of the Directors Guild of America-Producer Pension and Health Trust Agreements.
Audit Limitations. Notwithstanding anything in this Exhibit N: (a) audits shall occur not more than once each calendar year for each individual Audit Purpose relating to a particular segment of Client’s business (e.g., a audit relating to Client’s business unit) unless: (i) agreed by the Parties; (ii) required by Client regulatory bodies or applicable Laws; or (iii) upon discovery of any adverse results from a prior audit or other reasonable grounds for suspecting fraud or other illegal activity by GlobalLogic or its subcontractors; and (b) audits shall not be permitted to the extent they materially interfere with GlobalLogic’s ability to perform the Services in accordance with the Service Levels, unless Client relieves GlobalLogic from meeting the applicable Service Levels for the relevant audit activity period to the extent such obligations are hindered by the audit activity.
Audit Limitations. Such Distributor Audit shall be limited to an examination of the books of account which relate to the Theatrical Gross Receipts derived the Theatrical Release and/or the Airlines and Ships Gross Receipts during the Term in order to verify the accuracy or the transactions or items of information including, without limitation, Theatrical Distribution Costs and recoupment thereof, (“Company Financial Information”) as first reflected in any Accounting Statement received by Distributor, the date of which occurred during the twenty-four (24) month period prior to the date of commencement of field work by the Distributor Auditor. The Distributor Auditor may make copies of or make excerpts from only such part of the applicable company’s books of account which relate to the Company Financial Information during the time frame subject to examination as herein provided. Such Distributor Audit shall be made during reasonable business hours, Monday through Friday, only at such place where said books of account are maintained, in such manner as not to unreasonably interfere with normal business activities. The records supporting the Company Financial Information reflected in the particular Company Accounting Statement shall not be examined more then once except that such records may be examined again in connection with the Distributor Audit of another Company Accounting Statement to which they pertain. A true copy of all reports made by the Distributor Auditor shall be delivered to the applicable company at such time as written objection is delivered. Distributor agrees that the date and other information collected by Distributor may be used by Distributor only in connection with such Distributor Audit and to fulfill Distributor’s commitment under this Agreement and such information shall be deemed confidential and subject to the protections afforded in Paragraph 32 below.
Audit Limitations. (a) No audit may be commenced after the expiration of such twenty-four (24) month period and all invoices for Auditable Amounts for calendar years that are no longer subject to audit shall be deemed to be correct. (b) Customer shall propose three (3) independent auditor candidates in connection with such audit, and Service Provider shall choose one such candidate to serve in the role of auditor for purposes of conducting such audit. (c) This Schedule C shall have no application to amounts invoiced by Service Provider to Customer other than Auditable Amounts, and notwithstanding anything to the contrary in this Schedule C or otherwise in this Agreement, any test, verification or inspection relating to the accuracy of the measurement of Supply Quantities of Metered Services shall be determined in accordance with Section 11 of the Agreement, and this Schedule C shall not apply to, expand or modify any rights or obligations of either Party under Section 11 of the Agreement.
Audit Limitations. All audits performed in connection with this Agreement are subject to the following limitations: (i) the use of a Customer Auditor that is a Provider competitor is subject to Provider’s prior written approval, such approval not to be unreasonably withheld; (ii) Customer and the Customer Auditor(s) must comply with the Provider’s reasonable security and confidentiality guidelines provided in writing in advance; and (iii) Customer and the Customer Auditor must obtain Provider’s written approval (which shall not be unreasonably withheld, delayed or conditioned) prior to utilizing tools or software within Provider’s or its subcontractors’ network, and Provider is entitled to test such tools and software prior to granting such approval. If an audit requires a testing of the security services provided to Provider by its hosting services provider, Customer and Provider will cooperate on developing a test plan for Provider to submit to its hosting services provider in advance of any such Customer security audit. The test plan will name the entity conducting the security audit. Customer, Provider and its hosting services provider will mutually agree upon any test plan and the time frame in which such testing occurs prior to the implementation of the test plan. The time spent conducting the security audits will constitute scheduled downtime requested by Customer.
Audit Limitations. Any audit performed under this Article shall be subject to the provisions set forth in this Section 12.06. (1) Any NAIC Auditor that is a Cognizant Competitor shall be subject to Cognizant’s prior approval (provided, however, that Deloitte Touche Tohmatsu Limited, Ernst & Young, KPMG and PricewaterhouseCoopers, and any successors-in-interest, shall be deemed to not be a competitor of Cognizant for the purposes of this MSA). (2) All NAIC Auditors shall comply with Cognizant Group’s reasonable security policies while present at a Cognizant facility. (3) No audit shall be performed at a Service Location during a local holiday applicable to such Service Location. (4) The NAIC Auditors shall not materially interfere with the Service Delivery Organization’s performance of the Services. (5) NAIC Group’s cost and expense of performing such audit and the cost and expense of any copies of Cognizant Group’s books and records requested by NAIC Group and provided by Cognizant Group in connection with such audit shall, in each case, be borne by NAIC Group unless otherwise set forth in this Agreement.
Audit Limitations. An audit may be performed in the event of an application for a transfer or a renewal. Such audit shall not count against the audits otherwise allowed under this Agreement.
Audit LimitationsWith respect to any such audits permitted by Section 8.1, Section 8.2 or Section 8.3 above: (a) * Confidential Treatment Requested (b) If such audit reveals * (d) TRX agrees to promptly correct any deficiencies detected in an audit and will promptly * disclosed by such an audit, or Expedia may, at its election, set off * against any amounts subsequently due by Expedia to TRX; (e) Any such audits conducted after the * shall be limited to no more than once every * per Service Location; provided, that if any audit reveals * for a Service Location or other material breach of this Agreement, Expedia may perform subsequent audits as it deems reasonable, notwithstanding such limitation on the frequency of such audits; (f) Expedia shall ensure that such auditors are under written obligations of confidentiality no less restrictive than as set forth herein and such obligations extend to TRX’s confidential and proprietary information. (g) Once Expedia has * a Service Location pursuant to Section 8.1 or Section 8.3 for a defined period of time (an “Audit Period”), Expedia may not * such Service Location again covering the same Audit Period. *.
Audit Limitations. (A) In the case of any audit required by Federal-Mogul, its auditors (including internal audit staff and external auditors), inspectors and other representatives, Federal-Mogul shall provide IBM with reasonable prior written notice of such audit. In the case of audits required by any regulators, IBM shall provide access to such regulators at any time required by such regulators. (B) External auditors engaged by Federal-Mogul to perform audits pursuant to this Article shall not be engaged by Federal-Mogul on a contingency basis. *** (C) Notwithstanding the intended breadth of Federal-Mogul’s audit rights, Federal-Mogul (including its internal audit staff, external auditors, inspectors, regulators and other representatives that Federal-Mogul may designate from time to time) shall not be given access to: (1) any proprietary information of other IBM customers and any other information that is confidential to IBM and not related to the Services; (2) IBM’s (including its Affiliates and subcontractors) facilities that are not related to the provision or receipt of the Services; or (3) IBM’s or its subcontractors’ internal costs, except to the extent such costs are the basis upon which Federal-Mogul is charged (i.e., reimbursable expenses, Out-of-Pocket Expenses or Pass-Through Expenses). (D) Prior to initiating any audit, any third party auditor or inspector engaged by Federal-Mogul shall execute a confidentiality and non-disclosure agreement with Federal-Mogul containing terms and conditions substantially the same as those set forth in Section 18.3 and an acknowledgement that such auditor or inspector will comply with the reasonable security requirements of IBM that are generally applied to all auditors or inspectors of its other customers. (E) In performing audits pursuant to this Article, Federal-Mogul shall endeavor to avoid unnecessary (1) disruption of IBM’s operations and (2) interference with IBM’s provision of the Services in accordance with the Service Levels.
Audit Limitations. Such Audit shall be limited to an examination of the books of account which relate to the Picture in order to verify the accuracy of the transactions or items of information ("Financial Information") as first reflected in any Accounting Statement the mailing date of which occurred during the 24 month period prior to the date of commencement of field work by the Auditor. The Auditor may make copies of or make excerpts from only such part of the Fox books of account which relate to matters and time frame subject to examination as herein provided. Such Audit shall be made during reasonable business hours, only at such place where said Fox books of account are maintained, in such manner as not to unreasonably interfere with Fox's normal business activities. The records supporting the Financial Information reflected in the particular Accounting Statement shall not be examined more than once. A true copy of all reports made by the Auditor shall be delivered to Fox at such time as written objection is delivered to Fox as to the Financial Information. Such right to examine is limited to the Picture and under no circumstances shall Licensor or the Auditor have the right to examine records relating to Fox's business generally or with respect to any other licensor or Motion Picture for purposes of comparison or otherwise.