Audits/Access Sample Clauses

Audits/Access. Practitioner shall permit audits and inspection by the United States Department of Health and Human Services, the Comptroller General of the United States, CMS and/or their designees regarding any pertinent contracts, books, documents, papers and records (collectively, "Books and Records") involving or relating to Practitioner's provision of services to Participants. Practitioner shall retain all financial and administrative records relating to the Agreement for the longer of ten (10) years after the termination of this Agreement or the period required by applicable law.
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Audits/Access. Merrimack shall have the audit and access rights set forth in Section 7 of the Quality Agreement.
Sample 1
Audits/Access. Before CBSMA begins providing the Technology Services, GTC shall be entitled to a two (2) day audit (the "AUDIT") of the Premises to be used for the provision of the Technology Services. GTC shall provide CBSMA with an agenda for the Audit in advance of the Audit. The Audit shall occur during normal business hours and after reasonable notice to CBSMA. In the event GTC provides CBSMA with any observations noted during the Audit, CBSMA will provide GTC with a written response, including a plan of corrective action to the observations, within fifteen (15) business days of the receipt of the observations by CBSMA. GTC shall have the right to request a reasonable number of subsequent audits ("SUBSEQUENT AUDITS") at times and on terms to be mutually agreed upon, at which GTC shall send no more than two (2) persons in an official auditing capacity, of the Premises used for the provision of the Technology Services. In connection with the Audit or any Subsequent Audit, CBSMA shall permit GTC (and its representatives and consultants) to have access to CBSMA's Premises, equipment, officers and employees and to all technical information and data in CBSMA's possession relating to this Service Agreement or the Technology Services. CBSMA shall not be obligated to provide GTC with access to that portion of its Premises, equipment and information which, at the time of any request for access, is being utilized in the performance of services of a proprietary or confidential nature for CBSMA or for any third party unless such access is required to answer questions from regulatory authorities or other law enforcement agencies, or access is required in regards to the health of a patient receiving Manufactured Product.
Sample 1
Audits/Access. SERAGEN'S authorized representative(s), after arranging at least five (5) business days in advance with COPHARMA, shall be allowed during regular business hours to examine and inspect that portion of the COPHARMA facilities required for the performance of this Agreement, including periodic inspections relating to the manufacture, testing, handling, storage, packaging and labeling of PRODUCT and to inspect and request copies of all MRR Documentation related to this Agreement, including, but not limited to, the following: Batch records, validation documentation, analytical results on raw materials, components, intermediates and final products, deviation reports, in process testing and PRODUCT reports, trend analysis reports, inspection reports generated by regulatory authorities and responses to reports and inspections by regulatory authorities (both edited to maintain client confidentiality). SERAGEN shall also be allowed to conduct routine annual cGMP audits of COPHARMA facilities. SERAGEN shall send a request to schedule an audit with COPHARMA within sixty (60) days of the proposed audit.
Sample 1
Audits/Access. GTC shall be entitled annually and at no cost to GTC as two day audit (the “Audit”) to review LONZA’s manufacturing and quality control procedures and premises solely related to the Services and the GTC Product to ensure LONZA complies with current Good Manufacturing Practice and applicable sections of the BLA and MAA, and the Quality Agreement. The Audit will be requested, with reasonable notice to LONZA and occur at times and on terms to be mutually agreed upon. In connection with the Audit, LONZA shall permit GTC (and its representatives and consultants) to have reasonable access to LONZA’s Premises used for the provision of the Services, equipment, officers and employees and to all reasonable technical information and data in LONZA’s possession relating to this Service Agreement or the Services. LONZA shall not be obligated to provide GTC with access to that portion of its Premises, equipment and information which, at the time of any request for access, is being utilized in the performance of services of a proprietary or confidential nature for LONZA or for any third party unless such access is required to answer questions from regulatory authorities or other law enforcement agencies, or access is required in regards to the health of a patient receiving Manufactured Product. GTC will provide LONZA with an agenda for the audit and will send no more than two persons in an official auditing capacity. In the event that GTC finds any contractual or regulatory deficiencies during such audit it will notify LONZA in writing as to the deficiencies identified and LONZA shall respond in writing within thirty (30) days as to the corrective action plan and schedule to correct the specified deficiencies. The plan and schedule must be mutually acceptable to both parties. GTC shall have the right to request one additional audit per year (i.e. at the request of its marketing partners) at its own cost at a time deemed reasonable by LONZA. In all cases a copy of the audit report will be submitted to LONZA. LONZA shall not be obligated to provide GTC with access to that portion of its premises, equipment and information which, at the time of request for access, is being utilized in the performance of services of a proprietary and confidential nature for LONZA or any third party unless such access is required to answer questions from regulatory authorities or other law enforcement agencies, or in regards to a complaint regarding the health of a patient receiving the GTC Pr...
Sample 1

Related to Audits/Access

  • RECORDS; ACCESS The Advisor shall maintain appropriate records of all its activities hereunder and make such records available for inspection by the Directors and by counsel, auditors and authorized agents of the Company, at any time or from time to time during normal business hours. The Advisor shall at all reasonable times have access to the books and records of the Company.

  • Site Access Dell requires the right to access the APEX System in a timely way and as provided in the Service Offering Description to provide the Support Services. Failure to ensure that Customer provides Dell with timely access to a Site will relieve Dell of the Support Services obligations and Dell may also, at Dell’s discretion, suspend the APEX Service.

  • Tenant Access Landlord, in Landlord’s reasonable discretion and upon receipt of a written request from Tenant, may grant Tenant a license to have access to the Premises prior to the Completion Date to allow Tenant to do other work required by Tenant to make the Premises ready for Tenant’s use and (the “Tenant’s Pre-Occupancy Work”). It shall be a condition to the grant by Landlord and continued effectiveness of such license that:

  • User Access Transfer Agent shall have a process to promptly disable access to Fund Data by any Transfer Agent personnel who no longer requires such access. Transfer Agent will also promptly remove access of Fund personnel upon receipt of notification from Fund.

  • Full Access The Seller will permit representatives of the Buyer to have full access at all reasonable times, and in a manner so as not to interfere with the normal business operations of the Seller to the Property and to obtain copies of all books, records, contracts, and documents of or pertaining to the Property.

  • Tenant’s Access Tenant's access to the premises may be conditioned in any manner deemed reasonably necessary by Landlord to maintain order on the premises. Such measures may include, but are not limited to, verifying Tenant's identity, limiting hours of operation, and inspecting vehicles. Notwithstanding installation of such devices, Landlord shall in no event be liable for any damages or injury caused by Tenant’s inability to move between floors or to gain access to, or exit from the premises, whether because of mechanical or other electrical failure of the elevators, automatic access doors or electronic entry devices, or for any other reason. Access will be denied to any party other than the Tenant, unless said party retains gate code and key to lock on Space or has supplied Landlord with written authorization from the Tenant to enter the Space.

  • Maintaining Records; Access to Properties and Inspections; Maintenance of Ratings (a) Keep proper books of record and account in which full, true and correct entries in conformity with GAAP and all requirements of law are made of all dealings and transactions in relation to its business and activities. Each Loan Party will, and will cause each of its subsidiaries to, permit any representatives designated by the Administrative Agent or any Lender to visit and inspect the financial records and the properties of such Person at reasonable times and as often as reasonably requested and to make extracts from and copies of such financial records, and permit any representatives designated by the Administrative Agent or any Lender to discuss the affairs, finances and condition of such Person with the officers thereof and independent accountants therefor.

  • Post-Closing Access Following the Closing, subject to applicable Law and subject to Section 5.6, Buyer shall (i) retain the Books and Records and any other material documents pertaining to the Transferred Assets and Assumed Liabilities conveyed and assumed at the Closing to the extent that such materials were delivered to Buyer or are otherwise in existence in Buyer’s possession at the Closing that are required to be retained under current retention policies for a period of five (5) years from the Closing Date, and (ii) provide Seller or its representatives at Seller’s expense with reasonable access without hindering the normal operations of the Business, during normal business hours, and upon reasonable advance notice and under the supervision of Xxxxx’s personnel, to the Books and Records with respect to periods or occurrences prior to the Closing Date for purposes of Seller’s preparation of financial statements, taxes, reporting obligations, litigation, compliance or as otherwise reasonably requested by Seller. Notwithstanding the foregoing provisions of this Section 5.2(b), Buyer may withhold access, documents or information, the disclosure of which in the reasonable judgment of Buyer would (A) result in the disclosure of any trade secrets of third parties or (B) violate any Law applicable to Buyer that requires Buyer to restrict or prohibit access to such information or (C) violate any of Buyer’s obligations with respect to confidentiality (provided Buyer uses its reasonable efforts to obtain a waiver or consent for such disclosure) or (D) result in the disclosure of any privileged information of Buyer. Following the Closing, subject to applicable Law and subject to Section 5.6, Seller shall (1) retain the Excluded Books and Records relating to the Business and any other material documents pertaining to the Transferred Assets and Assumed Liabilities not conveyed and assumed at the Closing for a period of five (5) years from the Closing Date, and (2) provide Buyer or its representatives at Buyer’s expense with reasonable access without hindering the normal operations of the Seller’s business, during normal business hours, and upon reasonable advance notice and under the supervision of Seller’s personnel, to the Excluded Books and Records relating to the Business and any other material documents pertaining to the Transferred Assets and Assumed Liabilities not conveyed and assumed at the Closing with respect to periods or occurrences prior to the Closing Date solely for Buyer’s preparation of financial statements, taxes, reporting obligations, litigation, compliance or as otherwise reasonably requested by Buyer. Notwithstanding the foregoing provisions of this Section 5.2(b), Seller may withhold access, documents or information, the disclosure of which in the reasonable judgment of Seller would (I) result in the disclosure of any trade secrets of third parties or (II) violate any Law applicable to Seller that requires Seller to restrict or prohibit access to such information, (III) violate any of Seller’s obligations with respect to confidentiality (provided Seller uses its reasonable efforts to obtain a waiver or consent for such disclosure) or (IV) result in the disclosure of any privileged information of Seller. Notwithstanding anything to the contrary set forth herein, neither Seller nor Buyer shall be required by this Agreement to provide the other Party with access, documents or information in connection with a dispute, claim or litigation between Buyer or any Affiliates of Buyer, on the one hand, and Seller or any Affiliates of Seller, on the other hand, except as may be required in accordance with applicable Laws, including rules of discovery.

  • Technology Access Fee After the Effective Date, within [***] days after receipt of the corresponding invoice from Mersana, Merck will pay to Mersana, a one-time, non-refundable, non-creditable, upfront fee of Twelve Million Dollars ($12,000,000.00) (the [***] Portions of this exhibit have been redacted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the Commission. “Technology Access Fee”). Payment of the Technology Access Fee shall be subject to any withholding Tax obligations set forth in Section 6.9.1.

  • Landlord’s Access Landlord shall be entitled at all reasonable times and upon reasonable notice to enter the Premises to examine them and to make such repairs, alterations, or improvements thereto as Landlord is required by this Lease to make or which Landlord considers necessary or desirable; provided, Landlord shall comply with all law in respect of any such entry; Landlord may require Tenant provide an accompanying staff member or employee with any such entry; Landlord will honor any specifically closed-off areas as may be required by law for security and safety; but Landlord may nonetheless act as prudent and necessary in case of emergency. Tenant shall not unduly obstruct any pipes, conduits, or mechanical or other electrical equipment so as to prevent reasonable access thereto. Landlord shall exercise its rights under this section, to the extent possible in the circumstances, in such manner so as to reduce, if practical, interference with Tenant’s use and enjoyment of the Premises. Subject to the foregoing, Landlord and its agents have the right to enter the Premises at all reasonable times and upon reasonable notice to show them to prospective purchasers, lenders, or anyone having a prospective interest in the Buildings, and, during the last six (6) months of the Term or any renewal thereof, to show them to prospective tenants. Landlord will have the right at all times to enter the Premises with Tenant or licensed individual(s) on behalf of the Tenant to escort the Landlord in the event of an emergency affecting the Premises, subject to any applicable limitations required by the Marijuana Code or any other applicable regulations. Although Landlord shall not have the right to place “For Lease” signs in the Premises, or upon the exterior of the Premises itself, nothing herein shall limit Landlord’s rights to promote, advertise, place “For Lease” signs or otherwise market leasing of the Property in whatever lawful manner Landlord may elect, as long as such manner(s) do not materially interfere with the Premises.

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