314 Audit Clause Samples
The 314 Audit clause grants one party the right to review and examine the records, processes, or operations of another party to ensure compliance with contractual obligations. Typically, this clause outlines the scope of audits, the notice period required before an audit, and any limitations on frequency or access, such as restricting audits to business hours or protecting confidential information. Its core practical function is to provide transparency and accountability, helping to detect errors, prevent fraud, and ensure that both parties are adhering to the terms of the agreement.
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314 Audit. Upon Buyer’s request, for a period of one (1) year after Closing, Seller shall make the financial statements, including balance sheets, income statements, stockholders’ equity statements and cash flow statements and related notes prepared in accordance with United States generally accepted accounting standards, and any and all books, records, correspondence, financial data, leases, delinquency reports and all other documents and matters (other than confidential and privileged information) maintained by Seller or their agents and relating to receipts, expenditures, contributions and distributions reasonably necessary to complete an audit pertaining to the Property for the three (3) most recent full calendar years and the interim period of the current calendar year (collectively, the “Records”) available to Buyer and/or its auditors for inspection, copying and audit by Buyer’s designated accountants, and at Buyer’s expense. Seller shall provide Buyer and/or its auditors, but without expense to Seller, with copies of, or access to, such factual and financial information as may be reasonably requested by Buyer or its designated accountants, and in the possession or control of Seller, to enable Buyer to file any filings required by the Securities and Exchange Commission (the “SEC”) in connection with the purchase of the Property. Seller understands and acknowledges that Buyer is required to file audited financial statements related to the Property with the SEC within seventy-one (71) days of the Closing Date and agrees to provide any Records and requested reasonable representations and/or certifications to the Buyer’s auditors, on a timely basis to facilitate Buyer’s timely submission of such audited financial statements.
314 Audit. Upon Buyer's request, for a period of one (1) year after Closing, Seller shall make the operating statements and any and all books, records, correspondence, financial data, the Lease, delinquency reports and all other documents and matters maintained by Seller or its agents and relating to receipts and expenditures reasonably necessary to complete an audit pertaining to the Property for the three (3) most recent full calendar years and the interim period of the current calendar year (collectively, the “Records”) available to Buyer for inspection, copying and audit by Buyer's designated accountants, and at Buyer's expense. Seller shall provide Buyer, but without expense to Seller, with copies of, or access to, such factual and financial information as may be reasonably requested by Buyer or its designated accountants, and in the possession or control of Seller, to enable Buyer to file any filings required by the Securities
314 Audit. Upon Purchaser’s request, for a period of one (1) year after Closing, Seller shall make the financial statements, including balance sheets, income statements and cash flow statements and related notes, and any and all books, records, financial data, leases, delinquency reports and all other documents and matters (other than confidential and privileged information and other than loan documents) maintained by Seller or their agents and relating to receipts and expenditures reasonably necessary to complete an audit pertaining to the Property for the three (3) most recent full calendar years (or the period owned by Seller, whichever is less) and the interim period of the current calendar year (collectively, the “Records”) available to Purchaser and/or its auditors for inspection, copying and audit by Purchaser’s designated accountants, and at Purchaser’s expense. Seller shall provide Purchaser and/or its auditors, but without expense to Seller, with copies of, or access to, such factual and financial information as may be reasonably requested by Purchaser or its designated accountants, and in the possession or control of Seller, to enable Purchaser to file any filings required by the Securities and Exchange Commission (the “SEC”) in connection with the purchase of the Property. Purchaser has advised Seller that it is required to file audited financial statements related to the Property with the SEC within seventy-one (71) days of the Closing Date and agrees to provide access to any Records to the Purchaser’s auditors, on a timely basis to facilitate Purchaser’s timely submission of such audited financial statements.
314 Audit. Upon Buyer’s request, for a period of one (1) year after Closing, Seller shall make the financial statements, including balance sheets, income statements, stockholders’ equity statements and cash flow statements and related notes (prepared in accordance with United States generally accepted accounting principles (“GAAP”), and to the extent not historically prepared in accordance with GAAP, Seller will cooperate with Buyer to the extent reasonably necessary to assist Buyer in preparing Seller’s financing statements in accordance with GAAP) and any and all books, records, correspondence, financial data, leases, delinquency reports and all other documents and matters (other than confidential and privileged information) maintained by Seller or their agents and relating to receipts, expenditures, contributions and distributions reasonably necessary to complete an audit pertaining to each Property for the three (3) most recent full calendar years and the interim period of the current calendar year (collectively, the “Records”) available to Buyer and/or its auditors for inspection, copying and audit by Buyer’s designated accountants, and at Buyer’s expense. Seller shall provide Buyer and/or its auditors, but without expense to Seller, with copies of, or access to, such factual and financial information as may be reasonably requested by Buyer or its designated accountants, and in the possession or control of Seller, to enable Buyer to file any filings required by the Securities and Exchange Commission (the “SEC”) in connection with the purchase of each Property. Seller understands and acknowledges that Buyer is required to file audited financial statements related to each Property with the SEC within seventy-one (71) days of the Closing Date and agrees to provide any Records to the Buyer’s auditors, on a timely basis to facilitate Buyer’s timely submission of such audited financial statements.
314 Audit. Upon Buyer's request, for a period of one (1) year after Closing, Seller shall make the operating statements and any and all books, records, correspondence, financial data, Leases, delinquency reports and other documents and matters (other than confidential and privileged information) maintained by Seller or its agents and relating to receipts and expenditures reasonably necessary to complete an audit pertaining to the Properties for the three (3) most recent full calendar years and the interim period of the current calendar year (collectively, the “Records”) available to Buyer for inspection, copying and audit by Buyer's designated accountants, all at Buyer's expense. Seller shall provide Buyer, but without expense to Seller, with copies of, or access to, such factual and financial information as may be reasonably requested by Buyer or its designated accountants, and in the possession or control of Seller, to enable Buyer to file any filings required by the Securities and Exchange Commission (the “SEC”) in connection with the purchase of the Properties. Seller understands and acknowledges that Buyer is required to file audited financial statements related to the Properties with the SEC within seventy-one (71) days of the Closing Date and agrees to provide any Records on a timely basis to facilitate Buyer’s timely submission of such audited financial statements.
314 Audit. Upon Buyer’s request, for a period of one (1) year after Closing, Sellers shall provide Buyer and/or its auditors with the operating statements and related and reasonably requested documentation and support relating to the Properties in order to facilitate an audit under Securities and Exchange Commission (the “SEC”) Regulation S X Section 3.14. The audit shall be at Buyer’s sole cost and expense, and Buyer shall reimburse Sellers for any reasonable third-party costs and expenses Sellers incur in connection with such audit promptly after Buyer’s receipt of reasonable supporting documentation of such costs and expenses. Sellers understand and acknowledge that Buyer is required to file audited financial statements related to the Properties with the SEC within seventy-one (71) days of the Closing Date. Sellers agree to provide necessary operating statements and related requested documentation to the Buyer’s auditors on a timely basis to facilitate Buyer’s timely submission of such audited financial statements. Seller agrees to provide the Buyer’s auditors with reasonable representations and certifications related to the Properties’ operating statements, related documentation and internal control environment regarding information Sellers provide to Buyer’s auditors.
