Records, Audit and Inspection. 16.1 The Service Provider shall, and shall procure that its sub-contractors shall:
16.1.1 maintain a complete and correct set of records pertaining to all activities relating to the performance of the Services and the Service Provider’s obligations under the Contract and all transactions entered into by the Service Provider for the purposes of the Contract (including time-sheets for the Service Provider’s Personnel where such records are material to the calculation of the Charges) (“Records”); and
16.1.2 retain all Records during the Term and for a period of not less than 6 years (or such longer period as may be required by law) following termination or expiry of the Contract (“Retention Period”).
16.2 The Authority and any person nominated by the Authority has the right to audit any and all Records at any time during the Retention Period on giving to the Service Provider what the Authority considers to be reasonable notice (whether in writing or verbally) and at any reasonable time to inspect any aspect of the Service Provider’s performance of the Services (including compliance with Clause 12.1) and the Service Provider shall give all reasonable assistance to the Authority or its nominee in conducting such inspection, including making available documents and staff for interview.
Records, Audit and Inspection. DTLA shall have the right, at reasonable times and intervals, to have audited Adopter's books and records to ascertain the propriety of any payment hereunder. Such audit shall be undertaken at the auditing party's sole expense, and the auditor, who shall be a Certified Public Accountant from a major accounting firm, shall only disclose those matters which the auditing party has the right to know under this Agreement, and the results of the audit shall be deemed confidential.
Records, Audit and Inspection. 41.1 The Contractor will, and will procure that its Sub-Contractors will:
41.1.1 maintain a complete and correct set of records pertaining to all activities relating to the performance of the Services and the Contractor’s obligations under this Contract and all transactions entered into by the Contractor for the purposes of this Contract (including time-sheets for the Contractor’s personnel where such records are material to the calculation of the Contract Price) (“Records”); and
41.1.2 retain all Records during the Term and for a period of not less than 6 (six) years (or such longer period as may be required by Applicable Law) following termination or expiry of this Contract (“Retention Period”).
41.2 The Authority and any person nominated by the Authority has the right to audit any and all Records at any time during the Retention Period on giving to the Contractor what the Authority considers to be reasonable notice (whether in writing or verbally) and at any reasonable time to inspect any aspect of the Contractor’s performance of the Services (including the Contractor’s technical and organisational security measures as required by Clause 38.8.1.5) and (if applicable) to test the Services to ascertain the conformance of the Services with this Contract.
41.3 For the purposes of exercising its rights under Clause 41.2, the Contractor will provide the Authority and/or any person nominated by the Authority with all reasonable co-operation including:
41.3.1 granting access to any premises, equipment, plant, machinery or systems used in the Contractor’s performance of this Contract and, where such premises, equipment, plant, machinery or systems are not the Contractor’s own, using all reasonable endeavours to procure such access;
41.3.2 ensuring that appropriate security systems are in place to prevent unauthorised access to, extraction of and/or alteration to any Records;
41.3.3 making all Records available for inspection and providing copies of any Records if requested; and
41.3.4 making the Contractor’s personnel available for discussion with the Authority.
41.4 Any audit, inspection and/or testing by the Authority pursuant to Clause 41.2 will not relieve the Contractor (or any of its Sub-Contractors) from any obligation under this Contract or prejudice any of the Authority’s rights, powers or remedies against the Contractor.
41.5 If as a result of any audit, inspection and/or testing pursuant to Clause 41.2 the Authority is not satisfied that the Services ...
Records, Audit and Inspection. 18.1 The Service Provider shall, and shall procure that its sub-contractors shall:
18.1.1 maintain a complete and correct set of records pertaining to all activities relating to the performance of the Services and the Service Provider’s obligations under this Agreement and the relevant Call-Off Contract and all transactions entered into by the Service Provider for the purposes of this Agreement (including time-sheets for the Service Provider’s Personnel where such records are material to the calculation of the Charges) (“Records”);
18.1.2 retain all Records during the Term and Call-Off Term and for a period of not less than 6 years (or such longer period as may be required by law) following termination or expiry of this Agreement or relevant Call-Off Contract (“Retention Period”).
18.2 The Authority and any person nominated by the Authority has the right to audit any and all Records at any time during the Retention Period on giving to the Service Provider what the Authority considers to be reasonable notice (whether in writing or verbally) and at any reasonable time to inspect any aspect of the Service Provider’s performance of the Services and the Service Provider shall give all reasonable assistance to the Authority or its nominee in conducting such inspection, including making available documents and staff for interview.
Records, Audit and Inspection. Upon the written request of Xxxxxxx Associates, the Customer shall permit such technical, legal, regulatory, financial and operational audits and inspections of the Customer's systems, premises and the Customer Materials to verify the Customer's compliance with its obligations under this Agreement. The Customer will promptly resolve any issues identified through such audits (including but not limited to paying any underpaid licence fees for any Software).
Records, Audit and Inspection. 17.1 The Concessionaire shall, and shall procure that its sub-contractors shall:
17.1.1 maintain a complete and correct set of records pertaining to all activities relating to the performance of the Services and the Concessionaire’s (and its subcontractors’) obligations under the Contract (and any related subcontract) including all transactions entered into by the Concessionaire and/or its subcontractors for the purposes of or pursuant to the Contract and including records of all data created by the Concessionaire and its subcontractors pursuant to its and their performance of the Contract or any relevant subcontracted obligations relating to the Contract (“Records”); and
17.1.2 retain all Records during the Term and for a period of not less than 6 years (or such longer period as may be required by
17.2 From the Service Commencement Date, the Concessionaire shall provide quarterly and annual management accounts to TfL, within 30 days of the end of each quarter or year as applicable, in relation to and specifically for the operation of this Contract (“Management Accounts”).
17.3 The Concessionaire will provide (and will procure that each of its subcontractors will provide) TfL and any person nominated by TfL with the right to audit the Management Accounts and any and all Records of the Concessionaire and each of its subcontractors (to the extent that those Records relate to the performance, monitoring or management of the Contract or any related subcontract) at any time during the Retention Period on giving to the Concessionaire ( or any subcontractor as the case may be) what TfL considers to be reasonable notice (whether in writing or verbally) and at any reasonable time to inspect any aspect of the Concessionaire’s performance of the Services (including compliance with Clause 13.1) and/or the performance of any subcontractor related to the Contract. The Concessionaire shall give (and shall procure that each of its subcontractors shall give) all reasonable assistance to TfL or its nominee in conducting such inspection, including making available documents and staff for interview. Without prejudice to the generality of the foregoing, TfL may conduct an annual audit to ensure that the Concessionaire is complying fully with its obligations under this Contract (and that each subcontractor is complying with its obligations relating to any subcontract elating to this Contract) and the Concessionaire will provide (and will procure that each subcontractor provides...
Records, Audit and Inspection. Lumiotec shall keep accurate and complete financial and technical records relating to all Licensed Products until the three (3) year anniversary of the date of payment of royalties with respect to such Licensed Products. An independent certified public accountant selected by Universal Display and approved by Lumiotec (such approval not to be unreasonably withheld), together with such technical support staff as such accountant reasonably deems necessary, shall have the right to audit such records and inspect such of Lumiotec’s materials, equipment and manufacturing processes as are reasonably necessary in order to verify Lumiotec’s compliance with its obligations hereunder. Universal Display shall give reasonable advance notice of any such audit or inspection to Lumiotec, and such audit or inspection shall be conducted during Lumiotec’s normal business hours and in a manner that does not cause unreasonable disruption to Lumiotec’s conduct of its business. The results of any such audit or inspection shall be deemed a Confidential Item of Lumiotec and shall not be disclosed by Universal Display except as may be necessary for Universal Display to enforce its rights and interests hereunder. If the audit or inspection reveals that Lumiotec has underpaid any royalties due to Universal Display, Lumiotec shall immediately pay to Universal Display all unpaid royalties, plus interest on the unpaid amounts from the date payment was initially due at the rate specified in Section 5.1 above. Universal Display shall be responsible for paying the fees and expenses charged by the accountant for conducting any audit or inspection hereunder; provided, however, that if the unpaid royalties exceed [***] percent ([***]) of the total royalties that should have been paid by Lumiotec during the audited period, Lumiotec shall promptly reimburse Universal Display for the reasonable fees and expenses charged by such accountant. Nothing herein shall limit any other rights or remedies available to Universal Display on account of Lumiotec’s underpayment of royalties or other breach of its obligations under this Agreement.
Records, Audit and Inspection. Licensor shall have the right, at reasonable times and intervals, to have audited Adopter’s books, records and other necessary materials or processes to confirm and/or ascertain (i) whether sales of Licensed Components are made in compliance with Section 3.2 of this Agreement; and (ii) the propriety of any payment hereunder. Any such audit shall be undertaken at Licensor’s sole expense and shall be conducted during normal business hours. Adopter shall cooperate with Licensor to carry out any such audit. With respect to audits relating to payments, the auditor shall be a Certified Public Accountant from a widely-recognized accounting firm, and shall only disclose those matters that Licensor has the right to know under this Agreement. The results of any audit shall be deemed confidential.
Records, Audit and Inspection. 19.1 The Service Provider shall, and shall procure that its sub-contractors shall:
19.1.1 maintain a complete and correct set of records pertaining to all activities relating to the performance of the Services and the Service Provider’s obligations under this Agreement and the relevant Call-Off Contract and all transactions entered into by the Service Provider for the purposes of this Agreement and the relevant Call-Off Contract (including time-sheets for the Service Provider’s Personnel where such records are material to the calculation of the Charges) (“Records”); and
19.1.2 retain all Records during the Term and Call-Off Term and for a period of not less than 6 years (or such longer period as may be required by law), except Records containing Personal Data (as defined in Data Protection Legislation) which shall only be retained for as long as necessary following termination or expiry of this Agreement or relevant Call-Off Contract (“Retention Period”).
19.2 The Authority and any person nominated by the Authority has the right to audit any and all Records at any time during the Retention Period on giving to the Service Provider what the Authority considers to be reasonable notice (whether in writing or verbally) and at any reasonable time to inspect any aspect of the Service Provider’s performance of the Services (including compliance with Clause 14.1) and the Service Provider shall give all reasonable assistance to the Authority or its nominee in conducting such inspection, including making available documents and staff for interview.
Records, Audit and Inspection. 6.1 The Subscriber will retain records (whether electronic or otherwise) which enable ASXO to verify the Subscriber’s compliance with this Agreement, including the number of Licensed Users and Additional Users that could access or view the Product in the immediately preceding year. The Subscriber will also maintain appropriate procedures which ensure that only the nominated number of Licensed Users and Additional Users can access or view the Product at any given time.
6.2 ASXO will be entitled to nominate an employee or agent to inspect the records and procedures referred to in clause 6.1 on giving 14 days notice in writing to the Subscriber (“Inspection”).
6.3 In the event of an Inspection, the Subscriber will provide access to the records and procedures referred to in clause 6.1 and otherwise co-operate with ASXO.
