Records and Inspection Clause Samples

Records and Inspection. The LLC shall maintain at its place of business the Articles of Organization, any amendments thereto, this Agreement, and all other LLC records required to be kept by the Act, and the same shall be subject to inspection and copying at the reasonable request, and the expense, of any Member.

Records and Inspection. (a) Licensee shall maintain or cause to be maintained a true and correct set of records pertaining to the Net Sales of Licensed Products by Licensee and/or its Affiliates or Sublicensee under this Agreement. Such records shall be kept at Licensee’s principal place of business or the appropriate principal place of business of the appropriate Affiliate or Sublicensee to which this Agreement relates. (b) During the term of this Agreement, Licensee agrees to permit an independent certified public accountant or other independent agent selected and paid by Licensor, and reasonably acceptable to Licensee, to have access during ordinary business hours to such records as are maintained by Licensee, or its Affiliates or Sublicensee, as may be necessary, in the opinion of such party, to determine the correctness of any report and/or payment made under this Agreement. Such audits may be exercised no more than once in any twelve (12) month period upon at least thirty (30) days prior written notice to Licensee. Any and all information learned or acquired by Licensor’s agent or accountant pursuant to any such inspection shall be treated the same as Confidential Information of Licensee, in accordance with the provisions of Section 7 below. Before undertaking any such inspection, Licensor’s agent or accountant shall agree in writing to be bound by the terms of this Section and Section 7 below. Licensor shall bear the full cost of such audit. (c) Licensor shall use commercially reasonable efforts to cooperate fully with Licensee in the event that a Governmental Authority requires an audit of Licensor or the Licensed Molecules, including providing all necessary information and documentation required by Applicable Law, including historical financial records, as applicable, granting access to relevant personnel and facilities, and taking any other actions reasonably requested by Licensee pursuant to such audit. This includes providing further assurances, such as executing additional documents or taking further actions, as may be necessary under Applicable Law or reasonably requested by Licensee to fulfill the purpose of this audit clause and comply with Applicable Laws.

Records and Inspection. LICENSEE shall maintain or cause to be maintained a true and correct set of records pertaining to the Net Sales of Licensed Products by LICENSEE under this Agreement. During the term of this Agreement and for a period of two (2) years thereafter, LICENSEE agrees to permit an accountant selected and paid by the College and reasonably acceptable to LICENSEE to have access during ordinary business hours to such records as are maintained by LICENSEE as may be necessary, in the opinion of such accountant, to determine the correctness of any report and/or payment made under this Agreement. In the event that the audit reveals an underpayment of royalty by more than five percent (5%), the cost of the audit shall be paid by LICENSEE. If the underpayment is less than five percent (5%) but more than two percent (2%), LICENSEE and the College shall each pay fifty percent (50%) of the cost of the independent audit. Such accountant shall maintain in confidence, and shall not disclose to the College, any information concerning LICENSEE or its operations or properties other than information directly relating to the correctness of such reports and payments.

Records and Inspection. Subrecipient shall keep proper books of account and records on all activities associated with the Contract (collectively, the “Records”). Subrecipient shall maintain the Records in accordance with generally accepted accounting principles and shall retain the Records for (5) five years after PHB makes final payments and all other pending matters are closed. Subrecipient shall permit PHB, HUD, the Comptroller General of the United States, or any of their duly authorized representatives, to inspect, review and make excerpts and transcripts of the Records with respect to the receipt and disbursement of funds received hereunder. The authorized representatives shall have access to the Records at any reasonable time for as long as the Records are maintained. This Section shall survive the expiration of the term and any termination of the Contract and upon such termination Subrecipient shall promptly transfer all Records to PHB.

Records and Inspection. The Borrower shall, and shall cause each Subsidiary to, maintain adequate books, records and accounts as may be required or necessary to permit the preparation of financial statements required to be delivered hereunder in accordance with sound business practices and GAAP. The Borrower shall, and shall cause each Subsidiary to, permit such Persons as the Agent may designate, at reasonable times during the Borrower’s regular office hours as often as may reasonably be requested and under reasonable circumstances, to (a) visit and inspect any of its properties, (b) inspect and copy its books and records, and (c) discuss with its officers, as the Agent may reasonably request, and its independent accountants, its business, assets, liabilities, results of operation or financial condition; provided that the Agent shall not have access to consumer information or any other similar restricted information if such access is prohibited by Applicable Law.

Records and Inspection. During the Term of this Agreement each Party may make reasonable requests of any other Party for copies of documents maintained by such Party, or any of such other Party’s contractors and agents, which relate to this Agreement; provided that, neither this Article 24 nor any other provision hereof shall entitle a Delek Entity to have access to any records concerning any ▇▇▇▇▇▇ or offsetting transactions or other trading positions or pricing information that may have been entered into with other parties or utilized in connection with any transactions contemplated hereby or by any other Transaction Document. The right to receive copies of such records shall survive termination of this Agreement for a period of two (2) years following the Termination Date. Each Party shall preserve, and shall use commercially reasonable efforts to cause all contractors or agents to preserve, all of the aforesaid documents for a period of at least two (2) years from the Termination Date.

Records and Inspection. Customer shall establish and maintain accurate and complete records (in whatever form they may be kept, whether written, electronic or other) relating or pertaining to the Connectivity Services, access to and use of the Exchange Systems by Authorized Entities, and ▇▇▇▇▇▇▇▇’s compliance with this Agreement. Customer shall, at all times during the term of this Agreement, maintain such records, and upon the Exchange’s reasonable request, at Customer’s own expense, make such records available for inspection by the Exchange.

Records and Inspection. Participating Retailer agrees to maintain electronic or written records of any Eligible Vehicle for which Participating Retailer received reimbursement for a Reward for at least 3 years (as required by Cal. Code Regs. tit. 13, § 272.00) after receiving such reimbursement, including but not limited to invoices, payment information, and records with the California Department of Motor Vehicles. Within 7 business days following a request by Program Implementer, Program Administrator, or any successor of either, Participating Retailer shall provide copies of any such records to the requesting party. At any time while this Agreement is in effect and for three years thereafter, Program Implementer, Program Administrator, or any successor of either, shall have the right to audit and inspect Participating Retailer’s records and other information related to the Program and the Eligible Vehicles sold under the Program where such records and information are located. Such inspections shall be held during reasonable hours and with reasonable notice to Participating Retailer.

Records and Inspection. The Borrower and the Guarantor will, when requested so to do, make available during regular business hours any of their business Records for inspection by duly authorized representatives of the Bank, and will furnish the Bank any information regarding their business affairs and financial condition within a reasonable time after written request therefor.