Buyer Audit Requirements Sample Clauses

Buyer Audit Requirements. The Seller agrees to use commercially reasonable efforts to promptly deliver to the Buyer all of the audit request materials listed on Exhibit E; provided, however, the Seller shall deliver all such materials within its possession (or which are otherwise reasonably accessible to the Seller as of the Effective Date) prior to the expiration of the Study Period; provided further, the Seller acknowledges and agrees to use its good faith efforts to also provide such additional information related to both the operation of the Property during the Seller’s period of ownership of the Property and the Seller as requested by the Buyer (or its accountants) which is deemed relevant and reasonably necessary (as reasonably determined by the Buyer, with the understanding than any such inquiry that is made by the Buyer or its accountants shall pertain solely to the affairs of the Seller as the owner of the Property and shall not extend to the financial or other information of any direct or indirect owner of the Seller) to enable the Buyer and its accountants to prepare financial statements in compliance with (a) Rule 3-05 of Regulation S-X of the Securities and Exchange Commission which audit will commence immediately upon Closing and which is required to be completed and filed with the Securities and Exchange Commission within 75 days after Closing; (b) any other rule issued by the Securities and Exchange Commission and applicable to the Buyer; and (c) any registration statement, report or disclosure statement filed with the Securities and Exchange Commission by, or on behalf of, the Buyer. Notwithstanding the foregoing and upon Buyer’s written request, the Seller shall engage (at the Buyer’s sole cost and expense) McGladrey LLP to commence any and all such required audits. The Seller acknowledges and agrees that the foregoing is a representative description of the information and documentation that the Buyer and its accountants may require in order to comply with (a), (b) and (c) above. In connection with the foregoing post-Closing audit(s), and in furtherance of the Seller’s obligations to assist the Buyer pursuant to this SECTION 3.5, the Seller covenants and agrees to execute and deliver to McGladrey LLP the audit representation letter solely for the benefit of McGladrey LLP, the form of which is attached hereto as Exhibit F (the “Audit Representation Letter”), provided that the form of such Audit Representation Letter may be modified as required to account for any is...
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Related to Buyer Audit Requirements

  • Audit Requirements The Agreement, and any pertinent records involving transactions relating to this Agreement, is subject to the examination and audit of the Auditor General of the State of California or Comptroller General of the United States or designated Federal authority for a period of up to five (5) years after final payment under the Agreement. UC, and if the underlying grant, cooperative agreement or federal contract so provides, the other contracting Party or grantor (and if that be the United States or an instrumentality thereof, then the Comptroller General of the United States) will have access to and the right to examine Supplier’s pertinent books, documents, papers, and records involving transactions and work related to the Agreement until the expiration of five (5) years after final payment under the Agreement. The examination and audit will be confined to those matters connected with the performance of the Agreement, including the costs of administering the Agreement.

  • Single Audit Requirements 11.1. If a Subrecipient expends $750,000 or more in Federal Awards during the Subrecipient’s fiscal year, the Subrecipient shall procure or arrange for a single or program-specific audit conducted for that year in accordance with the provisions of Subpart F-Audit Requirements of the Uniform Guidance, issued pursuant to the Single Audit Act Amendments of 1996, (31 U.S.C. 7501-7507). 2 CFR 200.501.

  • Audit Requirement If the City expend(s) seven hundred fifty thousand dollars ($750,000) or more in a year in federal financial assistance it is required to have an independent annual audit conducted in accordance with 2 CFR Part 200. A copy of the audit report shall be submitted to MoDOT within the earlier of thirty (30) days after receipt of the auditor's report(s), or nine (9) months after the end of the audit period. Subject to the requirements of 2 CFR Part 200, if the City expend(s) less than seven hundred fifty thousand dollars ($750,000) a year, the City may be exempt from auditing requirements for that year but records must be available for review or audit by applicable state and federal authorities.

  • Closing Requirements Closing shall occur after approval of title commitment, as described hereinabove. a) At closing, Seller shall do the following: 1. Duly execute, acknowledge and deliver to Buyer, a Quit Claim Deed conveying the Property to Buyer, free and clear of all liens, claims, pledges and encumbrances. b) At closing, Buyer shall do the following: 1. Execute and provide at closing, all documents reasonably required by the City for closing. 2. Tender payment at closing for the purchase price and all associated closing costs described herein.

  • ALLOWABLE COSTS AND AUDIT REQUIREMENTS 9 4.1 Allowable Costs. 9 4.2 Audits and Financial Statements 10 4.3 Submission of Audits and Financial Statements 11

  • OFFICE OF MANAGEMENT AND BUDGET (OMB) AUDIT REQUIREMENTS The parties shall comply with the requirements of the Single Audit Act of 1984, P.L. 98-502, ensuring that the single audit report includes the coverage stipulated in 2 CFR 200.

  • Credentialing Requirements Registry Operator, through the facilitation of the CZDA Provider, will request each user to provide it with information sufficient to correctly identify and locate the user. Such user information will include, without limitation, company name, contact name, address, telephone number, facsimile number, email address and IP address.

  • Deposit Requirements Funds may be deposited to any account in any manner approved by the Credit Union in accordance with the requirements set forth in the “Rate Addendum and Schedule of Fees and Charges.” All accounts are non- assignable and nonnegotiable to third parties. Certificate accounts are governed by the terms of this Agreement, the terms of the “Rate Addendum and Schedule of Fees and Charges,” and the terms and disclosures on your certificate account receipt for each account, which is incorporated herein by this reference.

  • Submission Requirements Requirement Deliverable (Report Name) Due Date Submission System

  • Testing Requirements 12.1. Workplaces - 12.2. On workplaces where the value of the Commonwealth’s contribution to the project that includes the building work is at least $5,000,000, and represents at least 50% of the total construction project value or the Commonwealth’s contribution to the project that includes the building work is at least $10,000,000 (irrespective of its proportion of the total construction project value) the following minimum testing requirements must be adhered to.

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