RECORD KEEPING; AUDIT. The Client shall at all times during the Term of any Services and for not less than a period of twenty-four
RECORD KEEPING; AUDIT. A. The Grantee shall maintain books, records and documents directly pertinent to performance under this Agreement in accordance with United States generally accepted accounting principles (US GAAP) consistently applied. The Department, the State, or their authorized representatives shall have access to such records for audit purposes during the term of this Agreement and for five (5) years following the completion date or termination of the Agreement. In the event any work is subcontracted, the Grantee shall similarly require each subcontractor to maintain and allow access to such records for audit purposes.
RECORD KEEPING; AUDIT. Contractor shall maintain accurate records of its operations in sufficient detail to allow for accurate determinations of all matters that require periodic determination under this Agreement. These records shall cover
RECORD KEEPING; AUDIT. We reserve the right to keep all records of any and all communications between you and other Members for administration purposes.
RECORD KEEPING; AUDIT. At any time during the Term, Licensor may at its expense cause an auditor to, conduct, at Licensor’s expense and upon reasonable advance notice, audits of the relevant books, records, and other documents of Licensee in order to verify and determine whether Licensee is in compliance with all of its restrictions, duties and obligations under this Agreement, including compliance with the scope and restrictions of any license or sublicense granted herein and any payment obligations. Licensee shall provide, at its expense, reasonable assistance necessary to enable the auditor to conduct each such audit. If Licensee is found not to be in compliance with this Agreement in any material respect, then Licensee will pay all costs and expenses incurred by Licensor, and will defend, indemnify and reimburse Licensor for any damages, costs or expenses based on or related to claims by third parties, including, without limitation, by Butamax, associated with such audit (including the fees and expenses of the auditor). Without limiting the generality of the foregoing, Licensor acknowledges and agrees to the following:
RECORD KEEPING; AUDIT. 8.1. Licensee agrees to keep, and will ensure that each of its Affiliates and sub-licensees keeps, accurate and correct records of Licensed Products Developed, Manufactured and Commercialized under this Agreement appropriate to determine the amount of royalties due to Licensor. These records shall be retained for at least five (5) years following a given reporting period.
RECORD KEEPING; AUDIT. Xxxxx shall keep and maintain for [***] complete and accurate records (which may include employee timesheets and other records which would enable a party to verify allocation of employees’ time to Development of Licensed Product) of Development Costs incurred by Xxxxx with respect to Development of the Licensed Product in sufficient detail to allow Takeda to confirm that such Development Costs were incurred in compliance with the approved Development Plan and Budget, or the Development Plan and budget referred to in Section 4.4(d), if applicable. Takeda shall have the right for a period of [***] after such Development Costs are incurred to appoint at its expense an independent certified public accountant reasonably acceptable to Xxxxx to audit the relevant records of Xxxxx to verify that the amount of such Development Costs was correctly determined. Xxxxx shall make its records available for audit by such independent certified public accountant during regular business hours at such place or places where such records are customarily kept, upon [***] written notice from Takeda. Such audit right shall not be exercised by Takeda more than once in any calendar year and the records of Development Costs for a twelve (12) month period may not be audited more than once. All records made available for audit shall be deemed to be Confidential Information of Xxxxx. The results of each audit, if any, shall be binding on both parties absent manifest error. Takeda shall bear the full cost of such audit.
RECORD KEEPING; AUDIT. 6.1. Licensee shall keep, and shall require its Affiliates and Sublicensees to keep, accurate records (together with supporting documentation) of Licensed Products sold under this Agreement, appropriate to determine the amount of royalties due to the TLO hereunder. Such records shall be retained for at least [*****] following the end of the reporting period to which they relate.
RECORD KEEPING; AUDIT. Subscriber shall at all times during the Term of any Service and for not less than a period of twenty-four (24) months thereafter, maintain complete and accurate records (including applicable data in electronic format) with respect to access to and usage of such Service for the most recent thirty-six (36) months. During the Term of any Service and for a twenty-four (24) month period thereafter, the applicable Provider shall have the right, during normal business hours and upon reasonable notice to Subscriber, to (a) audit and review relevant portions of those records; and (b) audit the manner of access to and usage of such Service, in each case to confirm that fees and charges have been accurately determined and that restrictions on use and access have been observed. Subscriber agrees and acknowledges that to the extent Subscriber is accessing or using any portion of any Service provided by a Third-party Provider, such Third-party Provider may require Subscriber to comply with additional record keeping and audit requirements. Subscriber shall, where applicable, and as required to receive certain portions of the Services, comply with such additional record keeping and audit requirements, which are referred to in the applicable Product Activation Form or Annex and constitute an integral part of the applicable Agreement. To the extent required by a Third-party Provider, such Third-party Provider shall have the right, during the Term of a Service and following termination or expiration of the applicable Agreement, during normal business hours and upon reasonable notice to Subscriber, to (a) audit and review relevant portions of those records; and (b) audit the manner of access to and usage of such Service under such Agreement, in each case to confirm that fees and charges have been accurately determined and that restrictions on use and access have been observed. The applicable Provider’s or Third-party Provider’s failure to conduct an audit pursuant to this Section 10 shall not relieve Subscriber from its responsibilities to comply fully with the terms and conditions of the applicable Agreement. Subscriber agrees to permit the applicable Provider or its representatives and the Third-party Providers or their representatives to periodically inspect, at Subscriber’s Authorized Sites and during reasonable hours and at reasonable intervals, the network on or by which any portion of the Services are accessed for purposes of evaluating compliance with the terms of th...
RECORD KEEPING; AUDIT. Contractor shall maintain accurate records of its operations in sufficient detail to allow for accurate determinations of all matters that require periodic determination under this Agreement. These records shall cover (i) Processing operations (ii) Disposal of Residue (iii) financial transactions between City and Contractor (iv) tonnage reports (v) Marketing of Recovered Materials that are not Contractor’s Trade Secrets. Tonnage records shall include daily electronic accounting of tons of Solid Waste and Other Materials delivered by the incoming Collector vehicle at each then-current per-ton Rate to the Approved Processing Facilities; daily electronic accounting of tons of Residue shipped to the Approved Disposal Facility; and daily electronic accounting of outbound tons of Recovered Materials, including Compostable Materials shipped to the Approved Compost Facility, shipped to an end user or consumer. DocuSign Envelope ID: 6FD11721-50DF-48AF-BED6-5C2CC660E873 City may review and make copies (at Contractor’s expense), of all of Contractor’s operational and business records directly related to this Agreement, including those described in this Section, provided, however, that City may not make copies of information that constitute Contractor’s Trade Secrets. Upon request, Contractor shall allow City to examine all data supporting Contractor‘s invoices for Services provided under this Agreement. Such request shall be made at reasonable times and with reasonable notice. In the event of an Extraordinary Rate Adjustment requested by Contractor pursuant to Section 7.05, records referenced in Section 7.05 of this Agreement shall be subject to review in accordance with appropriate professional standards, and inspection, for the sole purpose of reviewing changes in costs to the Contractor attributable to the Extraordinary Rate Adjustment request, at any reasonable time by an independent third party. The selection of the independent third party as well as the scope of work for such review shall be approved in advance by the City. The independent reviewer shall provide any and all drafts of its review to the City and the Contractor. City may, at any reasonable time during the Term and for three (3) years thereafter, audit Contractor’s records pertaining to matters covered by this Agreement. Contractor shall maintain and retain such records for at least three (3) years after the expiration or earlier termination of this Agreement. Contractor shall maintain record secur...
