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. UT shall (and shall require that its Affiliates and Product Sublicensees will) maintain complete and accurate records in sufficient detail to permit Arena to confirm the accuracy of any Royalty Payments due pursuant to Section 2.5(a) (including any adjustments) and to verify the achievement of the Milestones in Section 2.3 above. Upon at least [***] ([***]) days’ prior notice, such records shall be open for examination, during regular business hours and at the relevant entity’s principal place of business, for a period of five (5) Fiscal Years from the end of the Fiscal Year to which such records pertain, and not more often than once each Fiscal Year, by an independent certified public accountant (other than the Auditor) selected by Arena and reasonably acceptable to UT, for the sole purpose of verifying for Arena the accuracy of the financial reports furnished by UT under this Agreement or of any such Royalty Payment or Milestone Payment made, or required to be made, by UT to Arena pursuant to this Agreement. The independent certified public accountant shall disclose to Arena only whether the audited reports are correct or incorrect and the specific details sufficient to enable determination of the actual Royalty Payment or Milestone Payment payable in accordance with this Agreement and any discrepancies between such amounts and the amounts of Royalty Payments or Milestone Payments made. No other information shall be provided to Arena. No record may be audited more than once. Arena shall bear the full cost of such audit unless such audit reveals an underpayment by UT of more than [***] ([***]) of the amount actually due for any Fiscal Year being audited, in which case UT shall reimburse Arena for the reasonable costs for such audit. UT shall pay to Arena any underpayment discovered by such audit within thirty (30) days after the accountant’s report, plus interest from the original due date, unless disputed by UT in good faith, in which case Section 2.5(g) will apply. If the audit reveals an overpayment by UT, then UT may take a credit for such overpayment against any future payments due to Arena.
FINANCIAL RECORDS AND AUDIT. (a) Each Party shall maintain complete and accurate records in sufficient detail to permit the other Party to confirm the accuracy of Approved Costs, Net Sales, royalty payments and other amounts payable under this Agreement and to verify the achievement of all sales milestone events under this Agreement. Upon [***] prior notice, such records shall be open during regular business hours for a period of [***] from the creation of individual records for examination at the auditing Party’s expense, and not more often than [***], 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, under this Agreement. Any 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 under this Agreement. Records for a particular time period may not be audited more than [***].
(b) Any amounts shown to be owed but unpaid, or overpaid and in need of reimbursement, shall be paid or refunded (as the case may be) within [***] after the accountant’s report. If the audited Party is the Party that is required to make such additional payment or refund, the audited Party shall also pay interest as provided in Section 6.8(c) on such underpayment or overcharge by the audited Party from the original due date(s).
(c) The auditing Party shall bear the cost of such audit unless such audit reveals an underpayment or overcharge by the audited Party that resulted from a discrepancy in a financial report provided by the audited Party hereunder, which underpayment or overcharge was more than [***] ([***]%) of the amount actually due for the audited time period, in which case the audited Party shall reimburse the auditing Party for the reasonable out-of-pocket costs for such audit.
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) 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. (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.
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. Licensee shall (and shall ensure that its Affiliates and Sublicensees will) maintain complete and accurate records in sufficient detail to permit Licensor 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 [***] prior notice, such records shall be open for examination, during regular business hours, for a period of [***] from the end of the Fiscal Year to which such records pertain, and [***], by an independent certified public accountant selected by Licensor (which, if not one of the Big 4 accounting firms, shall be reasonably acceptable to Licensee), for the sole purpose of verifying for Licensor the accuracy of the financial reports furnished by Licensee under this Agreement or of any payments made, or required to be made, by Licensee to Licensor pursuant to this Agreement. The independent certified public accountant shall disclose to Licensor only whether the audited reports are correct or incorrect and the specific details concerning any discrepancies. No other information shall be provided to Licensor. No record may be audited more than once. Licensor shall bear the full cost of such audit unless such audit reveals an underpayment by Licensee of more than the greater of (i) [***] of the amount actually due for any Fiscal Year being audited and (ii) [***], in which case Licensee shall [***] Licensor for the reasonable costs for such audit. Licensee shall pay to Licensor any underpayment discovered by such audit within [***] after the accountant’s report, plus interest (as set forth in Section 7.7 (Late Payments)) from the original due date. If the audit reveals an overpayment by Licensee, then Licensee may take a credit for such overpayment against any future payments due to Licensor.
