Common use of Records, Inspection and Audit Clause in Contracts

Records, Inspection and Audit. The Recipients shall, during the Term and for a period of five years thereafter, maintain in an appropriate form full accounting and other records of any nature or kind whatsoever (collectively, in this Section 5.3, the “Records”) relating to the Project, including but not limited to Project Results (and the reporting thereof), Project Costs, Project Revenues and the amounts of carbon dioxide injected and sequestered pursuant to the Project. The Recipients shall make the Records available for inspection and audit at all reasonable times upon reasonable notice by the Province or any representatives appointed by the Province (which may include the Auditor General of Alberta), subject to such arrangements for ensuring confidentiality as may reasonably be required in order to allow the Recipients to comply with commercially suitable undertakings of confidentiality reasonably granted by the Recipients to third parties in furtherance of the Project, and provided that the Records made available for inspection and audit will be subject to the Recipients’ right of exclusion in respect of the proprietary or technical information of another Person described in Section 5.1(b)(i) and 5.1(b)(ii), respectively (which shall be further subject to Section 5.5). The Recipients shall take reasonable steps to facilitate such inspection and audit, and the Province shall ensure that such inspection and audit is carried out in a manner that does not excessively or unnecessarily interfere with the Recipients’ business operations and that any representatives it appoints to conduct any such inspection or audit are bound by non-disclosure and confidentiality obligations substantially similar to the obligations of the Province to the Recipients as set out in Section 7.4. Such right of inspection and audit may be exercised by the Province solely for the purpose of assuring itself of compliance by the Recipients with the provisions of this Agreement, and apart from such right of inspection and audit, the Records shall be in the exclusive custody and control of the Recipients, and the Province shall have no general right to the Records. The Province acknowledges that the Government of Canada is also funding the Project and has audit rights under the agreement between the Government of Canada and the Recipients for such funding. The Province shall make reasonable efforts to conduct audits hereunder simultaneously with the audits conducted by the Government of Canada under such other funding agreement in a manner that will minimize interference with the Recipients’ business operations. Notwithstanding the foregoing, the Recipients shall not be obligated to maintain any specific Record for a period exceeding 10 years from: (i) if the Record was created by any of the Recipients, the date of its creation, or (ii) if the Record was created by a third party, the date of its receipt by any of the Recipients.

Records, Inspection and Audit. The Recipients shall, during the Term and for a period of five years thereafter, maintain in an appropriate form full accounting and other records of any nature or kind whatsoever (collectively, in this Section 5.3, the “Records”) relating to the Project, including but not limited to Project Results to: (and the reporting thereof), i) Project Costs, Project Revenues and the amounts of carbon dioxide injected and sequestered pursuant to the Project, and (ii) such agreements and other documents outside of the Project which may be required to verify the calculation of Project Revenues as set out in Section 3.6. The Recipients shall make the Records available for inspection and audit at all reasonable times upon reasonable notice by the Province or any representatives representative appointed by the Province (which may include the Auditor General of Alberta), subject to such arrangements for ensuring confidentiality as may reasonably be required in order to allow the Recipients to comply with commercially suitable undertakings of confidentiality reasonably granted by the Recipients to third parties in furtherance of the Project, and provided that the Records made available for inspection and audit will be subject to the Recipients’ right of exclusion in respect of the proprietary or technical information of another Person described in Section 5.1(b)(i) and 5.1(b)(ii), respectively (which shall be further subject to Section 5.5). The Recipients shall take reasonable steps to facilitate such inspection and audit, and the Province shall ensure that such inspection and audit is carried out in a manner that does not excessively or unnecessarily interfere with the Recipients’ business operations and that any representatives it appoints to conduct any such inspection or audit are bound by non-disclosure and confidentiality obligations substantially similar to the obligations of the Province to the Recipients as set out in Section 7.4operations. Such right of inspection and audit may be exercised by the Province solely for the purpose of assuring itself of compliance by the Recipients with the provisions of this Agreement, and apart from such right of inspection and audit, the Records shall be in the exclusive custody and control of the Recipients, and the Province shall have no general right to the Records. The Province acknowledges that the Government of Canada is also funding the Project and has audit rights under the agreement between the Government of Canada and the Recipients for such funding. The Province shall make reasonable efforts to conduct audits hereunder simultaneously with the audits conducted by the Government of Canada under such other funding agreement in a manner that will minimize interference with the Recipients’ business operations. Notwithstanding the foregoing, the Recipients shall not be obligated to maintain any specific Record for a period exceeding 10 years from: (i) if the Record was created by any of the Recipients, the date of its creation, or (ii) if the Record was created by a third party, the date of its receipt by any of the Recipients.

Records, Inspection and Audit. The Recipients Project Operator shall, during the Term and for a period of five years thereafter, maintain in an appropriate form full accounting and other records of any nature or kind whatsoever (collectively, in this Section 5.3, the “Records”) relating to the Project, including but not limited to Project Results (and the reporting thereof), Project Costs, Project Revenues and the amounts of carbon dioxide injected and sequestered pursuant to the Project. The Recipients Project Operator shall make the Records available for inspection and audit at all reasonable times upon reasonable notice by the Province or any representatives appointed by the Province (which may include the Auditor General of Alberta), subject to such arrangements for ensuring confidentiality as may reasonably be required in order to allow the Recipients Project Operator to comply with commercially suitable undertakings of confidentiality reasonably granted by the Recipients or the Project Operator, as applicable, to third parties in furtherance of the Project, and provided that the Records made available for inspection and audit will be subject to the Recipients’ Project Operator’s right of exclusion in respect of the proprietary or technical information of another Person described in Section 5.1(b)(i) and 5.1(b)(ii), respectively (which shall be further subject to Section 5.5). The Recipients Project Operator shall take reasonable steps to facilitate such inspection and audit, and the Province shall ensure that such inspection and audit is carried out in a manner that does not excessively or unnecessarily interfere with the Recipients’ Project Operator’s business operations and that any representatives it appoints to conduct any such inspection or audit are bound by non-disclosure and confidentiality obligations substantially similar to the obligations of the Province to the Recipients and the Project Operator as set out in Section 7.4. Such right of inspection and audit may be exercised by the Province solely for the purpose of assuring itself of compliance by the Recipients and the Project Operator with the provisions of this Agreement, and apart from such right of inspection and audit, the Records shall be in the exclusive custody and control of the RecipientsRecipients and the Project Operator, and the Province shall have no general right to the Records. The Province acknowledges that the Government of Canada is also funding the Project and has audit rights under the agreement between the Government of Canada and the Recipients or the Project Operator, as applicable, for such funding. The Province shall make reasonable efforts to conduct audits hereunder simultaneously with the audits conducted by the Government of Canada under such other funding agreement in a manner that will minimize interference with the Recipients’ Project Operator’s business operations. Notwithstanding the foregoing, the Recipients Project Operator shall not be obligated to maintain any specific Record for a period exceeding 10 years from: (i) if the Record was created by any of the RecipientsRecipients or the Project Operator, applicable, the date of its creation, or (ii) if the Record was created by a third party, the date of its receipt by any of the RecipientsRecipients or the Project Operator, as applicable.