RETENTION AND ACCESS OF BOOKS AND RECORDS Sample Clauses

RETENTION AND ACCESS OF BOOKS AND RECORDS. CONTRACTOR represents and warrants 11 that it shall maintain books, records, documents, reports and other materials developed 12 under this Agreement as follows: 13 6.9.1. CONTRACTOR shall hold and possess as the property of COUNTY all papers, 14 books, files, correspondence and other records of all kinds which at any time shall 15 come into its possession or under its control relating only to services performed 16 by CONTRACTOR under this Agreement for a minimum period of five (5) years, 17 or for any longer period required by law, from the date said papers came into the 18 possession of CONTRACTOR pursuant to this Agreement. 19 6.9.2. Any records or documents required to be maintained by CONTRACTOR 20 pursuant to this Agreement shall be made available to COUNTY or other 21 regulatory official to monitor, inspect, audit, and/or evaluate CONTRACTOR’s 22 performance under this Agreement, at any time during CONTRACTOR’s regular 23 business hours provided COUNTY provides CONTRACTOR with seven (7) days 24 advanced written or oral notice. Copies of such documents shall, at no cost to 25 COUNTY, be provided to COUNTY for inspection at CONTRACTOR’s address 26 indicated for receipt of notices under this Agreement. 27 6.9.3. CONTRACTOR shall surrender all papers maintained by CONTRACTOR 28 pursuant to Subparagraph 6.9.1 of this Agreement within thirty (30) days of 1 termination of this Agreement. 2 6.9.4. CONTRACTOR represents and warrants that it has not been engaged by, nor will 3 it be engaged by and owes no duty of performance to any other person or entity 4 that would constitute a conflict. For breach or violation of this warranty, 5 COUNTY shall amongst other remedies at law, have the right to terminate this 6 Agreement without liability, or at its sole discretion, to deduct from the 7 Agreement price or consideration, or otherwise recover the full amount of such 8 fee, commission, percentage brokerage fee, gift or contingent fee paid or received 9 from another entity or person.
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RETENTION AND ACCESS OF BOOKS AND RECORDS. 6.1. CONSULTANT represents and warrants that it shall maintain books, records, documents, reports and other materials developed under this AGREEMENT as follows: 6.1.1. CONSULTANT shall maintain all ledgers, books of accounts, invoices, vouchers, canceled checks, and other records relating to CONSULTANT'S charges for services or expenditures and disbursements charged to COUNTY for a minimum period of five (5) years, or for any longer period required by law, from the date of final payment to CONSULTANT pursuant to this AGREEMENT. 6.1.2. CONSULTANT shall maintain all reports, documents and records, which demonstrate performance under this AGREEMENT for a minimum period of five (5) years, or for any longer period required by law, from the date of termination or completion of this AGREEMENT. 6.1.3. Any records or documents required to be maintained by CONSULTANT pursuant to this AGREEMENT shall be made available to COUNTY for inspection or audit, at any time during CONSULTANT'S regular business hours provided COUNTY provides CONSULTANT with seven (7) days advanced written or oral notice. Copies of such documents shall, at no cost to COUNTY, be provided to IMPERIAL COUNTY for inspection at CONSULTANT'S address indicated for receipt of notices under this AGREEMENT. 6.2. CONSULTANT represents and warrants that it has not been engaged by, nor will it be engaged by and owes no duty of performance to any other person or entity, which would constitute a conflict. For breach or violation of this warranty, COUNTY shall amongst other remedies at law, have the right to terminate this AGREEMENT without liability, or at its sole discretion, to deduct from the AGREEMENT price or consideration, or otherwise recover the full amount of such fee, commission, percentage brokerage fee, gift or contingent fee paid or received from another entity or person.
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RETENTION AND ACCESS OF BOOKS AND RECORDS. 13 6.1 CONSULTANT represents that it shall maintain books, records, documents, reports and 14 other materials developed under this AGREEMENT as follows: 15 6.1.1. CONSULTANT shall maintain all ledgers, books of accounts, invoices, vouchers, 16 cancelled checks, and other records relating to CONSULTANT’s charges for 17 services or expenditures and disbursements charged to GRANTEE for a 18 minimum period of five (5) years, or for any longer period required by law, from 19 the date of final payment to CONSULTANT pursuant to this AGREEMENT. 20 6.1.2. CONSULTANT shall maintain all reports, documents and records which 21 demonstrate performance under this AGREEMENT for a minimum period of five 22 (5) years, or for any longer period required by law, from the date of termination or 23 completion of this AGREEMENT. 24 6.1.3. Any records or documents required to be maintained by CONSULTANT 25 pursuant to this AGREEMENT shall be made available to GRANTEE for inspection or 26 audit, at any time during CONSULTANT’s regular business hours provided COUNTY 27 provides CONSULTANT with seven (7) days advanced written or oral notice. 28 Copies of such documents shall at no cost to GRANTEE, be provided to GRANTEE. 1 for inspection at CONSULTANT’s address indicated for receipt of notice under this 2 AGREEMENT.
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RETENTION AND ACCESS OF BOOKS AND RECORDS. 19 VENDOR represents and warrants that it shall maintain statements, invoices, records, 20 documents, reports and other materials (“records”) developed under this Agreement as follows: (a) VENDOR shall maintain all records relating to VENDOR’s charges for services or 22 expenditures and disbursements charged to COUNTY for a minimum period of five (5) years, or for any 23 longer period required by law, from the date of final payment to VENDOR pursuant to this Agreement. 24 (b) VENDOR shall maintain all records which demonstrate performance under this 25 Agreement for a minimum period of five (5) years, or for any longer period required by law, from the 26 date of termination or completion of this Agreement. 27 (c) Any records required to be maintained by VENDOR pursuant to this Agreement 28 shall be made available to COUNTY for inspection or audit, at any time during VENDOR’s regular business 1 hours provided COUNTY provides VENDOR with twenty-four (24) hours advanced written or oral notice. 2 Copies of such records shall, at no cost to COUNTY, be provided to COUNTY for inspection at VENDOR’s 3 address indicated for receipt of notices under this Agreement.
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RETENTION AND ACCESS OF BOOKS AND RECORDS. (a) To facilitate the resolution of any claims made against or incurred by the Members before the Closing, or for any other reasonable purpose, for a period of six years after the Closing, Buyer shall: (i) retain the Books and Records (including personnel files) of the Acquired Companies relating to periods before the Closing in a manner reasonably consistent with the prior practices of the Acquired Companies; and (ii) upon reasonable notice, afford the Members reasonable access (including the right to make, at the Members’ expense, photocopies), during normal business hours, to the Books and Records. (b) To facilitate the resolution of any claims made by or against or incurred by an Acquired Company after the Closing, or for any other reasonable purpose, for a period of six years after the Closing, the Members shall: (i) retain the Books and Records (including personnel files) of the Members which relate to the Acquired Companies and their operations for periods before the Closing; and (ii) upon reasonable notice, afford Buyer or the Acquired Companies reasonable access (including the right to make, at Buyer’s expense, photocopies), during normal business hours, to the Books and Records. (c) Neither Buyer nor the Members shall be obligated to provide the other party with access to any Books or Records (including personnel files) under this Section 6.6 where such access would violate any Law.
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Related to RETENTION AND ACCESS OF BOOKS AND RECORDS

  • Retention of Books and Records The Manager shall cause all such books and records to be maintained and retained until the date that is the later of ten (10) years after the Closing Date and three (3) years after the date on which the Final Distribution is made. All such books and records shall be available during such period for inspection by the Initial Member, the FDIC or any of their respective representatives (including any Governmental Authority) and agents at the Company’s chief executive office referred to in Section 2.4 at all reasonable times during business hours on any Business Day (or, in the case of any such inspection after the term hereof, at such other location as is provided by notice to the Initial Member and the FDIC), in each instance upon two (2) Business Days’ prior notice to the Manager. Upon request by Initial Member or the FDIC, the Manager shall promptly send copies (the number of copies of which shall be reasonable) of such books and records to such requesting Person or its designee. The Manager shall provide the Initial Member and the FDIC with reasonable advance notice of the Manager’s intention to destroy or dispose of any documents or files relating to the Loans and, upon the request of the Initial Member or the FDIC, shall allow such requesting Person to recover the same (or copies thereof) from the Company and in the case both the Initial Member and the FDIC so request the same, the FDIC shall have the right to recover such documents or files, but the Initial Member shall have the right to make copies of such applicable documents or files so long as such copies are made while such documents files remain with the Manager or the Company (and prior to recovery of the same by the FDIC). The Manager shall also maintain complete and accurate records reflecting the status of taxes, ground leases or other recurring charges which could become a Lien on any Underlying Collateral. Any expense incurred by Initial Member or the FDIC and any reasonable out-of-pocket expense incurred by the Company in connection with the exercise by Initial Member or the FDIC of its respective rights in this Section 7.2(b) to recover or make (or otherwise receive) copies of books, records, documents or files shall be borne by such Person so exercising such rights; provided, however, that any expense incident to the exercise of such rights pursuant to this Section 7.2(b) as a result of or during the continuance of an Event of Default shall in all cases be borne by the Private Owner (except to the extent such Event of Default is attributable exclusively to a Manager having been appointed by the Initial Member following removal of the Private Owner in such applicable capacity, or to any applicable Servicer (and its Subservicers) having been engaged by the Initial Member, the Company or the applicable replacement Manager following such removal of the Private Owner as Manager, in each case that is not an Affiliate of the Private Owner).

  • Location of Books and Records The location where Seller keeps its books and records, including all computer tapes and records relating to the Purchased Mortgage Loans and the related Repurchase Assets is its chief executive office.

  • Access to Books and Records (a) The Borrower and the Guarantors will make and keep books, records and accounts in which full, true and correct entries in conformity with GAAP are made of all financial dealings and transactions in relation to its business and activities, including, without limitation, an accurate and fair reflection of the transactions and dispositions of the assets of the Borrower and the Guarantors. (b) The Borrower and the Guarantors will permit, to the extent not prohibited by applicable law or contractual obligations, any representatives designated by the Administrative Agent or the Collateral Trustee or any Governmental Authority that is authorized to supervise or regulate the operations of a Lender, as designated by such Lender, upon reasonable prior written notice and, so long as no Event of Default has occurred and is continuing, at no out-of-pocket cost to the Borrower and the Guarantors, to (x) visit and inspect the Collateral and the properties of the Borrower and the Guarantors, (y) examine its books and records, and (z) discuss its affairs, finances and condition with its officers and independent accountants, all at such reasonable times during normal business hours and as often as reasonably requested (it being understood that a representative of the Borrower will be present) subject to any restrictions in any applicable Collateral Document; provided that if an Event of Default has occurred and is continuing, the Borrower and the Guarantors shall be responsible for the reasonable costs and expenses of any visits of the Administrative Agent, the Collateral Trustee and the Lenders, acting together (but not separately); provided, further, that with respect to Collateral and matters relating thereto, the rights of Administrative Agent, the Collateral Trustee and the Lenders under this Section 5.13 shall, subject to the inspection provisions of the applicable Collateral Documents, be limited to the following: upon the request of the Administrative Agent or the Collateral Trustee, the applicable Grantor will permit the Administrative Agent and/or the Collateral Trustee or any of its agents or representatives, at reasonable times and intervals upon reasonable prior notice, to (x) visit during normal business hours its offices, sites and properties and (y) inspect any documents relating to (i) the existence of such Collateral, (ii) with respect to Collateral other than Pledged Routes, Pledged Slots and Pledged Gate Leaseholds, the condition of such Collateral, and (iii) the validity, perfection and priority of the Liens on such Collateral, and to discuss such matters with its officers, except to the extent the disclosure of any such document or any such discussion would result in the applicable Grantor’s violation of its contractual or legal obligations. All confidential or proprietary information obtained in connection with any such visit, inspection or discussion shall be held confidential by the Administrative Agent, the Collateral Trustee and each of their respective agents and representatives and shall not be furnished or disclosed by any of them to anyone other than their respective bank examiners, auditors, accountants, agents and legal counsel, and except as may be required by any court or administrative agency or by any statute, rule, regulation or order of any Governmental Authority.

  • Access to Collateral; Books and Records Allow Bank, or its agents, at reasonable times, on one (1) Business Day’s notice (provided no notice is required if an Event of Default has occurred and is continuing), to inspect the Collateral and audit and copy Borrower’s Books. Such inspections or audits shall be conducted no more often than once every twelve (12) months unless an Event of Default has occurred and is continuing in which case such inspections and audits shall occur as often as Bank shall determine is necessary. The foregoing inspections and audits shall be at Borrower’s expense, and the charge therefor shall be Eight Hundred Fifty Dollars ($850) per person per day (or such higher amount as shall represent Bank’s then-current standard charge for the same), plus reasonable out-of-pocket expenses. In the event Borrower and Bank schedule an audit more than ten (10) days in advance, and Borrower cancels or seeks to reschedule the audit with less than ten (10) days written notice to Bank, then (without limiting any of Bank’s rights or remedies), Borrower shall pay Bank a fee of One Thousand Dollars ($1,000) plus any out-of-pocket expenses incurred by Bank to compensate Bank for the anticipated costs and expenses of the cancellation or rescheduling.

  • Inspection of Books and Records Contractor will permit County, or any duly authorized agent of County, to inspect and examine the books and records of Contractor for the purpose of verifying the amount of work performed under the Scope of Services. County’s right to inspect survives the termination of this Agreement for a period of four years.

  • Records and Access The Advisor, in the conduct of its responsibilities to the Company, shall maintain adequate and separate books and records for the Company’s operations in accordance with GAAP, which shall be supported by sufficient documentation to ascertain that such books and records are properly and accurately recorded. Such books and records shall be the property of the Company and shall be available for inspection by the Board and by counsel, auditors and other authorized agents of the Company, at any time or from time to time during normal business hours. The Advisor shall at all reasonable times have access to the books and records of the Company and the Operating Partnership.

  • Records Retention and Access 1. Grantee will keep and maintain, as applicable, accurate and complete records necessary to determine compliance with this Contract and applicable laws. 2. Grantee will provide access to its records to DFPS, the Texas State Auditor’s Office (SAO), the Federal Government, and their authorized representatives. 3. Unless otherwise specified in this Contract, Grantee will maintain legible copies of this Contract and all related documentation for a minimum of seven years after the termination of this Contract or seven years after the completion of any litigation or dispute involving the Contract, whichever is longer. 4. THE GRANTEE WILL NOT DISPOSE OF RECORDS BEFORE PROVIDING THE DFPS CONTRACT MANAGER WRITTEN NOTICE OF ITS INTENT TO DISPOSE OF RECORDS AND RECEIVING WRITTEN APPROVAL FROM THE DFPS CONTRACT MANAGER.

  • Preservation of Books and Records (a) The Sellers and their Affiliates shall have the right to make and retain copies (at their sole expense) of all books and records relating to the Transferred Assets for the periods ending on or before the Closing Date. The Buyer agrees that it shall preserve and keep all original books and records in respect of the Transferred Assets in the possession or control of the Buyer or its Affiliates for at least the longer of (i) any applicable statute of limitations and (ii) a period of six (6) years from the Closing Date. The Sellers and their Affiliates shall also have the right to retain all original IRS Forms W-8 and W-9 in respect of the Transferred Assets relating to periods ending on or before the Closing Date. (b) During such six (6)-year or longer period, (i) representatives of the Sellers and their Affiliates shall, upon reasonable notice and for any reasonable business purpose, have access during normal business hours to confidentially examine, inspect and copy such books and records and (ii) the Buyer shall provide to the Sellers or their Affiliates access to such books and records relating to the Transferred Assets as the Sellers or their Affiliates shall reasonably request in connection with any action, suit, arbitration, proceeding or investigation to which a Seller or any of its Affiliates are parties or in connection with the requirements of any Applicable Law applicable to a Seller or any of its Affiliates. The Sellers or their Affiliates, as applicable, shall return such original books and records to the Buyer or such Affiliate of the Buyer as soon as such books and records are no longer needed in connection with the circumstances described in the immediately preceding sentence. (c) After such six (6)-year or longer period, before the Buyer or any Affiliate of the Buyer shall dispose of any of such books and records, the Buyer shall give at least ninety (90) days’ prior written notice of such intention to dispose to the Sellers, and the Sellers or any of their Affiliates shall be given an opportunity, at their cost and expense, to remove and retain all or any part of such books and records as it may elect.

  • Books, Records and Accounts Custodian acknowledges that all the records it shall prepare and maintain pursuant to this Agreement shall be the property of Fund and that upon request of Fund it shall make Fund's records available to it, along with such other information and data as are reasonably requested by Fund, for inspection, audit or copying, or turn said records over to Fund. Custodian shall, within a reasonable time, render to Fund as of the close of business on each day, a detailed statement of the amounts received or paid and of securities received or delivered for the account of Fund during said day. Custodian shall, from time to time, upon request by Fund, render a detailed statement of the securities and monies held for Fund under this Agreement, and Custodian shall maintain such books and records as are necessary to enable it do so and shall permit such persons as are authorized by Fund, including Fund's independent public accountants, to examine such records or to confirm the contents of such records; and, if demanded, shall permit federal and state regulatory agencies to examine said securities, books and records. Upon the written instructions of Fund or as demanded by federal or state regulatory agencies, Custodian shall instruct any sub- custodian to permit such persons as are authorized by Fund to examine the books, records and securities held by such sub-custodian which relate to Fund.

  • Examination of Books and Records At reasonable times and upon reasonable notice, Lender, its agents, accountants and attorneys shall have the right to examine the records, books, management and other papers of Borrower which reflect upon their financial condition, at the Property or at any office regularly maintained by Borrower where the books and records are located. Lender and its agents shall have the right to make copies and extracts from the foregoing records and other papers. In addition, at reasonable times and upon reasonable notice, Lender, its agents, accountants and attorneys shall have the right to examine and audit the books and records of Borrower pertaining to the income, expenses and operation of the Property during reasonable business hours at any office of Borrower where the books and records are located. This

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