Audit of Charges. (a) Service Provider shall maintain complete and accurate records of and supporting documentation for the amounts billed and billable to and payments made by Customer hereunder, and shall maintain and retain such records in accordance with Service Provider’s record retention policy as this policy may be adjusted from time to time or in accordance with Customer’s instruction provided to Service Provider in writing. Service Provider agrees to provide Customer with both paper and electronic documentation with respect to each invoice delivered under Section 9.1 sufficient to verify accuracy of such invoices. Customer and its authorized agents and representatives shall have access to such records for purposes of audit during normal business hours during the Term and during the period for which Service Provider is required to maintain such records as set forth above. Customer may conduct audits under this Section 19.2 no more than twice in any twelve (12) month period.
(b) If Service Provider and Customer mutually agree upon the findings of such audit and if any audit or examination reveals that Service Provider’s invoices for the audited period are not correct for such period, overcharges and undercharges shall be resolved as follows: (i) if an overcharge of more than five percent (5%) is found, Service Provider will credit Customer for such overcharge amount on Customer’s next monthly invoice; and (ii) if an undercharge of greater than five percent (5%) is found, Service Provider will charge Customer for such undercharge amount on Customer’s next monthly invoice.
(c) Service Provider may redact from its books, records and other documents provided to Customer and any third party participating in an audit (i) any information that reveals the identity or confidential information of other customers of the Service Provider and (ii) any books, records or other documents to which the attorney-client or the attorney work privileges apply, the provision of which, as determined by the Service Provider’s in-house counsel, may eliminate the privilege pertaining to such books, records or other documents.
Audit of Charges. In addition to COMMONWEALTH's rights under Article 16 hereof (but subject to the limitations therein as to assistance by third party organizations with an audit and to Section 16.5), upon at least thirty (30) days' notice from COMMONWEALTH and no more than once during any calendar year (unless the previous audit revealed a material discrepancy), ADMINISTRATOR and SDI shall provide COMMONWEALTH with access to all applicable financial records and supporting documentation in respect of its charges to COMMONWEALTH pursuant to Work Assignments during the preceding twenty four (24) months (excluding any that were earlier furnished by ADMINISTRATOR and SDI for audit) that are reasonably necessary to verify such charges for such months (excluding any already audited). If, as a result of such an audit, COMMONWEALTH determines that ADMINISTRATOR or SDI has overcharged COMMONWEALTH, COMMONWEALTH shall notify ADMINISTRATOR of the amount of such overcharge and ADMINISTRATOR shall promptly pay to COMMONWEALTH the amount of the overcharge, plus interest at the rate of the prime rate published by THE WALL STREET JOURNAL in its most recent edition prior to the time of such payment plus two percentage points, prorated per month (but in no event to exceed the highest lawful rate of interest), calculated from the date of payment of the overcharged amount until the date of payment to COMMONWEALTH, unless disputed in good faith. All Confidential Information of ADMINISTRATOR and/or SDI obtained as a result of any monitoring, audits or inspections pursuant to this Section 9.1 shall be held by COMMONWEALTH in accordance with the provisions of Article 14. COMMONWEALTH shall not have access to ADMINISTRATOR's, SDI's or their Affiliates' locations or proprietary data or to ADMINISTRATOR's or SDI's customer locations or proprietary data; PROVIDED that COMMONWEALTH may have access to appropriate portions of ADMINISTRATOR's or SDI's locations or proprietary data used to perform the Services, in the case of ADMINISTRATOR, and Brokerage Services, in the case of SDI, and to the Off-Site Facilities, to the extent reasonably necessary to audit ADMINISTRATOR's and/or SDI's charges pursuant to a Work Assignment.
Audit of Charges. Upon the reasonable request of SBC, PSC will permit SBC or its designated representatives (who will not be PSC Competitors or Affiliates of PSC Competitors, other than the reporting auditors of any SBC Warburg Division Member) access to PSC's books and records to perform an audit up to four (4) times per Budget Period to the extent necessary to verify PSC's charges to SBC under this EPI Agreement. SBC will provide to PSC a copy of the audit report resulting from each such audit upon its completion. As promptly as practicable thereafter, but within nine (9) months of the receipt by SBC of the invoice concerning the disputed cost, SBC must provide notice to PSC of a dispute and the parties will then review the audit report and work in good faith to agree upon any reimbursement of charges due to SBC and any appropriate future adjustments to PSC's charges and practices under this EPI Agreement. Subject to the delivery of the notice referred to above, if such audit demonstrates that PSC's invoiced charges for that period differ from the correct charges for that period, PSC will either (i) issue a credit to SBC against the next succeeding monthly invoice for the amount of any overpayments, or (ii) issue an invoice to SBC for any underpayments, plus in the event of (i) above, interest on the credited amounts equal to the SBC Interest Rate calculated from the date such amounts were overpaid, and in the event of (ii) above, interest on the invoiced amounts equal to the PSC Interest Rate calculated from the date such amounts should have been paid. If PSC's invoiced charges for the applicable period exceed the correct charges for that period by more than ten percent (10%), PSC will pay or reimburse SBC for the reasonable costs of such audit. In the event PSC reasonably desires to limit the scope of SBC's audit rights in order to protect confidential or proprietary information, the audit will be conducted by an independent third party auditor mutually acceptable to PSC and SBC who will verify PSC's charges to SBC for the relevant period without disclosing any Confidential Information of any member of the PSC Group to any member of the SBC Group or any other party. APPENDIX 1 TO SCHEDULE F BUDGET AND CAPACITY PLANNING
Audit of Charges. Upon not less than thirty (30) days prior written notice, and no more than one (1) time during any calendar year during the term of this Agreement, PwCES shall provide to Equifax access to PwCES's financial records and supporting documentation necessary to verify PwCES's invoices to Equifax (including, without limitation, expenses). Equifax shall bear the costs of any such audit. In the event the audit results in a determination that PwCES has undercharged Equifax, then the amount of such undercharge shall be treated, for invoicing and payment purposes, as an adjustment in arrears for the month in which the undercharge is discovered or in the month in which the final resolution occurs. In the event the audit results in a determination that PwCES has overcharged Equifax, then the amount of such overcharge (plus interest) shall be treated, for invoicing and payment purposes, as a credit in arrears for the month in which the overcharge is discovered or in the month in which the final resolution occurs. If the amount of the overcharge is equal to or exceeds five percent (5%) of the total amount of the Charges for the calendar year in which the audit occurs, PwCES shall reimburse Equifax for the reasonable costs of the audit.
Audit of Charges. Within 30 days after the Effective Date, Perot Systems and CaxXX xhall agree as to the documentation that Perot Systems will pxxxxxe to CalPX each month in support of its charges under this Agreement, including reimbursable expenses. Upon notice from CalPX, Perot Systems shall xxxxxde CalPX and its representatives (collectively, the "CaIPX Auditors") with access to such financial records and supporting documentation as may reasonably be requested by the CalPX Auditors, and the CalPX Auditors may audit reasonably appropriate books and records of Perot Systems for thx xxxpose of verifying that any amounts charged under this Agreement with respect to the Services are accurate and in accordance with this Agreement. If, as a result of such audit, CalPX determines that Perot Systems has ovxxxxxrged or undercharged CalPX, CalPX shall notify Perot Systems of the xxxxnt of such overcharge or undercharge and Perot Systems or CalXX, xs the case may be, shall promptly pay the amount due. In addition, if any such audit reveals an overcharge to CalPX of five percent or more of the aggregate amount of the invoices audited, Perot Systems shall xxxxxurse CalPX for the cost of such audit.
Audit of Charges. 26 12.2 Undercharges...........................................................................................26 ARTICLE 13. CONFIDENTIALITY
Audit of Charges. In addition to any Customer's rights under Section 5.11 and Section 5.12 herein, upon at least thirty (30) days notice from such Customer and no more than once during any calendar year (unless a previous audit reveals a discrepancy), TPA shall provide such Customer with access to all applicable financial records and supporting documentation in respect of its charges to such Customer pursuant to this Agreement that are reasonably necessary to verify such charges. If, as a result of such audit, such Customer determines that TPA has overcharged such Customer, such Customer shall notify TPA of the amount of such overcharge and TPA shall promptly pay to such Customer the amount of the overcharge, plus interest at the rate of the prime rate published by the Wall Street Journal plus two percent (2%) pro rated per month (but in no event to exceed the highest lawful rate of interest), calculated from the date of payment of the overcharged amount until the date of payment to such Customer, unless disputed in good faith. All Confidential Information of TPA obtained as a result of any monitoring, audits or inspections pursuant to this Section 12.1 shall be held by such Customer in accordance with the provisions of Article
Audit of Charges. Upon at least five days' notice from UFL and no more than twice during any calendar year (unless a previous audit reveals a discrepancy), Liberty shall provide UFL with access to all of the financial records and supporting documentation in respect of its charges to UFL, excluding Liberty's pricing model for this Agreement. If, as a result of such audit, UFL determines that Liberty has overcharged UFL, UFL shall notify Liberty of the amount of such overcharge and Liberty shall promptly pay to UFL the amount of the overcharge, plus interest at the rate of XXX% per month, but in no event to exceed the highest lawful rate of interest, calculated from the date of receipt by Liberty of the overcharged amount until the date of payment to UFL. All Confidential Information of UFL obtained as a result of such audits shall be held by Liberty in accordance with the provisions of Article 10.
Audit of Charges. If an Audit demonstrates that Amdocs’ invoices for the Services for the audited period were not correct: (a) Amdocs shall promptly credit Company for the amount of any paid overcharges (plus Late Payment Interest), which credit shall be treated, for invoicing and payment purposes, as a credit in arrears for the month in which the overcharge is discovered or in which the final resolution occurs; or (b) Company shall promptly pay Amdocs for the amount of any undercharges (plus Late Payment Interest), as the case may be, which payment shall be treated, for invoicing and payment purposes, as an adjustment in the next invoice to Company following the date in which the undercharge is discovered or on which the final resolution occurs. In the event that any Audit reveals an overcharge greater than [***] for the audited period, Amdocs shall pay the direct expenses associated with such Audit.
Audit of Charges. Upon at least five (5) days' notice from Customer, Liberty shall provide Customer with access to all of the financial records and supporting documentation in respect of its charges to Customer for the Customer Services and Additional Services, if any, If, as a result of such audit, Customer determines that Liberty has overcharged Customer, Customer shall notify Liberty of the amount of such overcharge and Liberty shall promptly pay to Customer the amount of the overcharge, plus interest at the rate of 1.5% per month (but in no event to exceed the highest lawful rate of interest), calculated from the date of receipt by Liberty of the overcharged amount until the date of payment to Customer. All Confidential Information of Liberty obtained as a result of any monitoring, audits or inspections pursuant to this Section 10.01 shall be held by Customer in accordance with the provisions of Article 11.
