Common use of Audit Rights with Respect to Information Provided Clause in Contracts

Audit Rights with Respect to Information Provided. (a) Each of Parent and Xxxxx Xxxxxxx, and their duly authorized representatives, shall have the right to conduct reasonable audits with respect to all information required to be provided to it by the other party under this Agreement. The party conducting the audit (the "AUDITING PARTY") may adopt reasonable procedures and guidelines for conducting audits and the selection of audit representatives under this Section 6.4. The Auditing Party shall have the right to make copies of any records at its expense, subject to any restrictions imposed by applicable laws and to any confidentiality provisions set forth in the Separation and Distribution Agreement, which are incorporated by reference herein. The party being audited shall provide the Auditing Party's representatives with reasonable access during normal business hours to its operations, computer systems and paper and electronic files, and provide workspace to its representatives. After any audit is completed, the party being audited shall have the right to review a draft of the audit findings and to comment on those findings in writing within ten business days after receiving such draft.

Audit Rights with Respect to Information Provided. (ai) Each of Parent AT&T and Xxxxx XxxxxxxLucent, and their duly authorized representatives, shall have the right to conduct reasonable audits with respect to all information required to be provided to it by the other party under this Agreementparty. The party conducting the audit (the "AUDITING PARTYAuditing Party") may adopt reasonable shall have the sole discretion to determine the procedures and guidelines for conducting audits and the selection of audit representatives under this Section 6.48.7(b); provided, that audits with respect to the allocation or transfer of Plan assets and liabilities shall be subject only to Section 8.7(a). The Auditing Party shall have the right to make copies of any records at its expense, subject to any restrictions imposed by applicable laws and to any the confidentiality provisions set forth in the Separation and Distribution Agreement, which are incorporated by reference herein. The party being audited shall provide the Auditing Party's representatives with reasonable access during normal business hours to its operations, computer systems and paper and electronic files, and provide workspace to its representatives. After any audit is completed, the party being audited shall have the right to review a draft of the audit findings and to comment on those findings in writing within ten five business days after receiving such draft.

Audit Rights with Respect to Information Provided. (ai) Each of Parent Lucent and Xxxxx XxxxxxxAgere, and their respective duly authorized representatives, shall have the right to conduct reasonable audits with respect to all information required to be provided to it by the other party under this Agreementparty. The party conducting the audit (the "AUDITING PARTYAuditing Party") may adopt reasonable shall have the sole discretion to determine the procedures and guidelines for conducting audits and the selection of audit representatives under this Section 6.48.5(b); provided, that audits with respect to the allocation or transfer of Plan assets and liabilities shall be subject only to Section 8.5(a). The Auditing Party shall have the right to make copies of any records at its expense, subject to any restrictions imposed by applicable laws and to any the confidentiality provisions set forth in the Separation and Distribution Agreement, which are incorporated by reference herein. The party being audited shall provide the Auditing Party's representatives with reasonable access during normal business hours to its operations, computer systems and paper and electronic files, and provide workspace to its representatives. After any audit is completed, the party being audited shall have the right to review a draft of the audit findings and to comment on those findings in writing within ten business days after receiving such draft.

Audit Rights with Respect to Information Provided. (a) Each of Parent IAC and Xxxxx XxxxxxxSpinCo, and their duly authorized representatives, shall have the right to conduct reasonable audits (but not in excess of one audit per fiscal quarter) with respect to all information required to be provided to it by the other party Party under this Agreement. The party Party conducting the audit (the "AUDITING PARTY"“Auditing Party”) may adopt reasonable procedures and guidelines for conducting audits and the selection of audit representatives under this Section 6.47.4. The Auditing Party shall have the right to make copies of any records at its expense, subject to any restrictions imposed by applicable laws and to any confidentiality provisions set forth in the Separation and Distribution Agreement, which are incorporated by reference herein. The party Party being audited shall provide the Auditing Party's ’s representatives with reasonable access during normal business hours to its operations, computer systems and paper and electronic files, and provide workspace to its representatives. After any audit is completed, the party Party being audited shall have the right to review a draft of the audit findings and to comment on those findings in writing within ten business days thirty Business Days after receiving such draft.