FINANCIAL RECORDS AND AUDIT. Seller shall retain all financial records and documents pertaining to the Goods for a period of no less than three years after final payment. Such records and documents shall date back to the time this Contract was issued and shall include without limitation, catalogs, price lists, invoices, underlying data and basis for cost estimates, and inventory records. Buyer shall have the right to examine, reproduce and audit all Seller records related to pricing, incurred costs and proposed costs associated with any proposals (prior to or after contract award), invoices or claims.
FINANCIAL RECORDS AND AUDIT a. Seller shall maintain complete and accurate books, records and documents pertaining to the time worked, costs, expenses and allowances incurred in the performance of this Contract in sufficient detail to properly reflect all net costs (direct and indirect) of labor, materials, equipment supplies, services and other costs and expenses for which reimbursement or compensation is claimed. The labor hours shall be supported by a timekeeping system acceptable to Buyer and shall include evidence of actual payment. Buyer shall have the right to assign representatives to Seller’s plant for the purpose of verifying the number and type of direct hours being incurred and making such audit and check of Seller’s activities as may be reasonably required. Material charges shall be supported by paid invoices or storeroom requisitions. When Buyer-furnished property is used, a copy of Xxxxx’s shipper will be kept in Seller’s files for auditing purposes. Such records shall be made available to Buyer, upon request, for examination, reproduction and audit from the date of this Contract until three years after final payment hereunder. As a result of any audit performed by Buyer, payments previously made to Seller shall be subject to adjustment for over payment or under payment, respectively. Seller shall submit its final invoice promptly after completion of work. Upon approval of Xxxxxx’s final invoice and substantiating documentation and upon compliance by Seller with all terms of this Contract, Buyer shall promptly pay any balance due to Seller.
b. Upon request, Seller shall make available to Buyer data relative to payroll policies and procedures, including collective bargaining agreements with respect to wage payments for straight time, overtime, holidays, etc.
c. Seller shall retain all financial records and documents pertaining to the Services for a period of no less than three years after final payment. Such records and documents shall date back to the time this Contract was issued and shall include, without limitation, catalogs, price lists, invoices, underlying data and basis for cost estimates, and inventory records. Buyer shall have the right to examine, reproduce and audit all Seller records related to pricing, performance and proposed costs associated with any proposals (prior to or after contract award), invoices or claims.
FINANCIAL RECORDS AND AUDIT. EverInsight shall (and shall ensure that its Affiliates and Sublicensees will) maintain complete and accurate books and records pertaining to the Commercialization of Licensed Product hereunder, including books and records of invoiced sales and Net Sales of Licensed Product, in sufficient detail to calculate and verify all amounts payable hereunder and in sufficient detail to permit VistaGen to confirm the accuracy of any royalty payments, other amounts paid or payable under this Agreement and to verify the achievement of Milestone Events under this Agreement. EverInsight shall and shall cause its Affiliates and its and their Sublicensees to, retain such books and records until the later of (a) three (3) years after the end of the period to which such books and records pertain; (b) the expiration of the applicable tax statute of limitations (or any extensions thereof); and (c) for such period as may be required by Applicable Laws. Upon at least thirty (30) Business Days’ prior notice, such records shall be open for examination, during regular business hours, for a period of three (3) Calendar Years from the end of the Calendar Year to which such records pertain, and not more often than once each Calendar Year, by an independent and internationally recognized certified public accountant selected by VistaGen and reasonably acceptable to EverInsight, for the sole purpose of verifying for VistaGen the accuracy of the financial reports furnished by EverInsight under this Agreement or of any payments made, or required to be made, by EverInsight to VistaGen pursuant to this Agreement. The independent public accountant shall disclose to VistaGen only (x) the accuracy of Net Sales reported and the basis for royalty, Milestone Payments and any other payments made to VistaGen under this Agreement and (y) the difference, if any, by which such reported and paid amounts vary from amounts determined as a result of the audit and the details concerning such difference. Except as required by Applicable Laws, no other information shall be provided to VistaGen. No record may be audited more than once. VistaGen shall bear the full cost of such audit unless such audit reveals an underpayment by EverInsight of more than one hundred thousand Dollars ($100,000) or five percent (5%) of the amount actually due (whichever is greater) for any Calendar Year being audited, in which case EverInsight shall reimburse VistaGen for the reasonable costs and expenses for such audit. Unless dis...
FINANCIAL RECORDS AND AUDIT. Each Party shall maintain complete and accurate records in sufficient detail to permit the other Party to confirm the accuracy of the amount of Development and Manufacture costs to be reimbursed, royalty payments and other amounts payable under this Agreement. Upon reasonable prior notice, such records shall be open during regular business hours for a period of [ * ] from the creation of individual records for examination by an independent certified public accountant selected by the auditing Party and reasonably acceptable to the audited Party for the sole purpose of verifying for the auditing Party the accuracy of the financial reports furnished by the audited Party pursuant to this Agreement or of any payments made, or required to be made, by or to the audited Party pursuant to this Agreement. Such audits may occur no more often than [ * ]. Such auditor shall not disclose the audited Party’s Confidential Information to the auditing Party, except to the extent such disclosure is necessary to verify the accuracy of the financial reports furnished by the audited Party or the amount of payments to or by the audited Party under this Agreement. Any amounts shown to be owed but unpaid, or overpaid and in need of refund, shall be paid or refunded (as the [ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. case may be) within [ * ] after the accountant’s report, plus interest (as set forth in Section 5.4) from the original due date (unless challenged in good faith by the audited Party). The auditing Party shall bear the full cost of such audit unless such audit reveals an overpayment to, or an underpayment by, the audited Party that resulted from a discrepancy in the financial report provided by the audited Party for the audited period, which underpayment or overpayment is more than [ * ] of the amount set forth in such report, in which case the audited Party shall reimburse the auditing Party for the costs for such audit.
FINANCIAL RECORDS AND AUDIT. Sinovant shall (and shall ensure that its Affiliates and Sublicensees will) maintain complete and accurate records in sufficient detail to permit Angion to confirm the accuracy of any royalty payments and other amounts payable under this Agreement and to verify the achievement of milestone events under this Agreement. Upon at least [****] ([****]) days’ prior notice (except in the event of any suspected material breach of a payment obligation under this Agreement), such records shall be open for examination, during regular business hours, for a period of [****] ([****]) Calendar Years from the end of the Calendar Year to which such records pertain, and not more often than once each Calendar Year (except in the event of any subsequent “for cause” audit in connection with any suspected material breach of a payment obligation under), by an independent certified public accountant selected by Angion and [****] = [CONFIDENTIAL PORTION HAS BEEN OMITTED BECAUSE IT (I) IS NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED reasonably acceptable to Sinovant, for the sole purpose of verifying for Angion the accuracy of the financial reports furnished by Sinovant under this Agreement or of any payments made, or required to be made, by Sinovant to Angion pursuant to this Agreement.; provided, that, Sinovant shall not have the right to reject any of the “Big 4” accounting firms if such firms are independent of and not currently representing or working for Angion. The independent certified public accountant shall disclose to Angion only whether the audited reports are correct or incorrect and the specific details concerning any discrepancies. No other information shall be provided to Angion. No record may be audited more than once (except in the event of any subsequent “for cause” audit in connection with any suspected material breach of a payment obligation under). Angion shall bear the full cost of such audit unless such audit reveals an underpayment by Sinovant of more than [****] ([****]) of the amount actually due for any Calendar Year being audited, in which case Sinovant shall reimburse Angion for the documented costs for such audit. Sinovant shall pay to Angion any underpayment discovered by such audit within [****] ([****]) business days after the accountant’s report, plus interest (as set forth in Section 8.7 (Late Payments)) from the original due date. If the audit reveals an overpayment by Sinovant, then Sinovant may take a credit for s...
FINANCIAL RECORDS AND AUDIT. (i) The Client will maintain customary and reasonably correct, complete and accurate records and other supporting information which will enable ExED to render the Services hereunder The Client will deliver all supporting documentation in accordance with the monthly close timeline developed by ExED and provided to Client. If Client submits required supporting documentation after monthly close deadline, ExED cannot guarantee on-time submission of financial reports for Client management review and/or Client board meetings.
(ii) The Client will obtain an annual audit of its books and records no later than 168 days from the end of its Fiscal Year from a state- approved Auditor and immediately provide ExED with a copy of any annual audit and related reports, notes or statements. Client authorizes and instructs ExED to work with Client’s Auditor on any matter or issue pertinent to the Services and will confirm such authorization upon request by ExED.
(iii) Client covenants that it will respond promptly and professionally to any and all questions or investigations from the Chartering Authority, any governmental investigating or funding authority or Client’s Auditor, to the extent required by law, including exceptions noted in any independent accountant’s report, in each case, to the extent required by law and to effectively render the Services.
FINANCIAL RECORDS AND AUDIT. (i) The Client will maintain customary and reasonably correct, complete and accurate books and records of account as required by the United States government, the State of California (and any other funding authority). The Client will deliver all supporting documentation in accordance with the monthly close timeline developed by CI. Unless otherwise stated, this deadline will be 5 calendar days following the end of the month.
(ii) The Client will obtain a timely annual audit of its books and records from an independent certified public accounting firm (reasonably acceptable to CI) and immediately provide CI with a copy of any annual audit and related reports, notes or statements. Client authorizes and instructs its independent accountants to speak and work directly with CI on any matter or issue pertinent to the Services.
(iii) Client covenants that it will respond promptly and professionally to any and all questions or investigations from any investigating or funding authority or Client’s accountants, including exceptions noted in any independent accountant’s report.
FINANCIAL RECORDS AND AUDIT. 5.1 The Service Provider shall keep records, books or account and support documents in accordance with accepted accounting procedures and practices. The records shall be made available to the Commission or its authorized representative for observation or audit at mutually convenient times and up to one year after discharge or termination of this Agreement.
5.2 The Service Provider shall furnish reports whether as required by the Agreement or as may be required by the Commission for the purpose of monitoring the provision of the Services.
FINANCIAL RECORDS AND AUDIT. (i) Each Related Client will maintain customary and reasonably correct, complete and accurate books and records of account as required by the United States government, the State of California (and any other funding authority such as philanthropic organizations). Each Related Client will deliver all supporting documentation in accordance with the monthly close timeline developed by ExED and provided to Related Client.
(ii) Each Related Client will obtain a timely annual audit of its books and records from a qualified independent certified public accounting firm and immediately provide ExED with a copy of any annual audit and related reports, notes or statements. Each Related Client authorizes and instructs ExED to work with its independent accountants on any matter or issue pertinent to the Related Services, and will confirm such authorization upon request by ExED.
(iii) Each Related Client covenants that it will respond promptly and professionally to any and all questions or investigations from any governmental investigating or funding authority or Related Client’s auditor, to the extent required by law, including exceptions noted in any independent accountant’s report.
FINANCIAL RECORDS AND AUDIT. (i) The Client will maintain customary and reasonably correct, complete and accurate books and records of account as required by the United States government, the State of California (and any other funding authority such as philanthropic organizations). The Client will deliver all supporting documentation in accordance with the monthly close timeline developed by ExED and provided to Client.
(ii) The Client will obtain a timely annual audit of its books and records from a qualified independent certified public accounting firm and immediately provide ExED with a copy of any annual audit and related reports, notes or statements. Client authorizes and instructs its independent accountants to speak and work directly with ExED on any matter or issue pertinent to the Services, and will confirm such authorization upon request by ExED.
(iii) Client covenants that it will respond promptly and professionally to any and all questions or investigations from any governmental investigating or funding authority or Client’s accountants, to the extent required by law, including exceptions noted in any independent accountant’s report.
