Audit Rights for MBUSA Clause Samples

Audit Rights for MBUSA. HTI will maintain accurate and complete books and records relating to the HTI Operational System, the HTI Telematics Communicators, the Telematics Services and the Approved Other Telematics Services which are provided by HTI, HTI’s performance of this Agreement, and any and all amounts received and receivable from Subscribers for Telematics Services or Approved Other Telematics Services pursuant to a Subscriber Agreement. HTI will maintain all such records until at least *** following the date that HTI no longer provides services pursuant to this Agreement and for such longer time as may be required by Law or as may be required in connection with pending litigation. During the Term and for a period ending *** after HTI no longer provides any telematics service pursuant to this Agreement, MBUSA or its authorized representatives will have the right, at its expense, to reasonably inspect, audit, and copy such books and records of HTI, at HTI’s offices, during normal business hours upon not less than thirty (30) days’ prior written notice, to the extent the books and records relate directly to the performance of HTI’s obligations, any amounts received or receivable from Subscribers for Telematics Services or Approved Other Telematics Services pursuant to Subscriber Agreements, HTI’s costs of providing the Telematics Communicators at various times under various circumstances (pursuant to Section 4(c)), and any claim for payment hereunder. Additionally, MBUSA shall have the right, at its expense, to *** for the purpose of conducting an audit relating to HTI’s *** and HTI shall be responsible for making arrangements for MBUSA to have the right to *** at its expense, ***. Any information of HTI provided during such audits will be treated as Confidential Information of HTI in accordance with Section 16 *** MBUSA shall be required to ***.