Transport Rate Review Sample Clauses

Transport Rate Review. (a) If Supplier and AT&T (or any other Subcontractor utilized by Supplier to provide transport services) conduct a benchmarking or other review of the competitiveness of the pricing provided to Supplier under the applicable Subcontract based on the then prevailing market rates and pricing for such services (a “Subcontract Pricing Review”) and, as a result of such Subcontract Pricing Review, the actual voice and/or data charges under such Subcontract (each, a “Subcontract Transport Rate”) are reduced, then Supplier shall promptly notify ABM of such reduction and shall reduce the corresponding voice and/or data Charges under this Agreement (each, a “Transport Rate”) by an equal amount. ABM shall not be entitled to a price reduction if and to the extent Supplier’s pricing under the applicable Subcontract is reduced for reasons not related to a benchmarking or other market based review of the competitiveness of the Subcontract pricing. Any reduction of a Transport Rate under this Agreement shall be effective as of the date on which the corresponding reduction in the Subcontract Transport Rate is effective. (b) Notwithstanding the foregoing, Supplier shall not be obligated to disclose to ABM, and ABM shall not be entitled to audit or review, the terms of Supplier’s contract with AT&T (or any other Subcontractor utilized by Supplier to provide transport services), including pricing terms. However, at ABM’s request, Supplier shall cause the independent auditing firm that certifies Supplier’s annual financial statements, or another independent auditing firm of national standing agreed upon by the Parties, to review the pertinent information and methodology to verify Supplier’s compliance with this provision. ABM shall reimburse Supplier for any fees or expenses of such independent auditor(s) reasonably incurred by Supplier in connection with any requested review, provided (i) Supplier notifies ABM of such fees and expenses and obtains ABM’s approval prior to incurring them; and (ii) Supplier uses commercially reasonable efforts to minimize the amounts to be paid or reimbursed by ABM.
Sample 1
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Transport Rate Review. The following shall apply to the telecommunications transport services for which Service Provider includes a separate Charge under this Agreement for those telecommunications transport services. (i) Any reduction of a Transport Rate under this Agreement shall be effective as of the date on which the corresponding reduction in the Subcontract Transport Rate is effective. (ii) Notwithstanding the foregoing, Service Provider shall not be obligated to disclose to Allegheny, and Allegheny shall not be entitled to audit or review, the terms of Service Provider’s contract with the Subcontractor(s) utilized by Service Provider to provide telecommunications transport services, including pricing terms. However, at Allegheny’s request, Service Provider shall cause the independent auditing firm that certifies Service Provider’s annual financial statements, or another independent auditing firm of international standing agreed upon by the Parties, to review the pertinent information and methodology to verify Service Provider’s compliance with this provision. Allegheny shall reimburse Service Provider for any fees or expenses of such independent auditor(s) reasonably incurred by Service Provider in connection with any requested review, provided (i) Service Provider notifies Allegheny of such fees and expenses and obtains Allegheny’s approval prior to incurring them and (ii) Service Provider uses commercially reasonable efforts to minimize the amounts to be paid or reimbursed by Allegheny.
Sample 1

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