Audit Sample Clauses

Audit. Notwithstanding any other audit requirement, H-GAC reserves the right to conduct or cause to be conducted an independent audit of any transaction under this Agreement, such audit may be performed by the H-GAC local government audit staff, a certified public accountant firm, or other auditors designated by H-GAC and will be conducted in accordance with applicable professional standards and practices. The Contractor understands and agrees that the Contractor shall be liable to the H-GAC for any findings that result in monetary obligations to H-GAC.

Audit. 5.1. Upon at least ten (10) calendar days’ written notice to Zinnia, Customer or its designee may audit and verify the matters relating to the TPA Services during normal business hours. If Customer engages the assistance of a third party to perform the audit, the third party must (a) execute a confidentiality agreement that contains protections for Confidential Information comparable to those set forth in this TPA Addendum; (b) not be a competitor to Zinnia with respect to in ▇▇▇▇▇▇’s third party administrator business, as determined by ▇▇▇▇▇▇ in its sole, reasonable discretion, and (c) not be compensated on a contingency basis. 5.2. Zinnia will reasonably cooperate with and assist Customer, Customer designees, and their respective auditors, inspectors, consultants, and other representatives, and any Regulatory Authority, in connection with audits in relation hereto and/or to any Order and shall, on a reasonably timely basis, furnish each with all information reasonably requested; provided however, that Customer may not use any auditor, inspector, consultant, or representative who is a competitor or Affiliate of a competitor to Zinnia or its Affiliates Customer will pay all costs attributable to such audits except as otherwise stated herein. If, as a result of any such audit, Customer determines that Zinnia overcharged it, Customer shall notify Zinnia in writing of its determination, including the amount of the overcharge and the basis for its conclusion, and, if Zinnia, in ▇▇▇▇▇▇’s reasonable discretion, agrees that Customer was overcharged, Zinnia will pay or credit to Customer the amount of the overcharge within ten (10) days (“Overcharge Due Date”). If Zinnia does not repay such overcharge within ten (10) days, Customer may charge interest on such overdue amount at the rate of one and one-half percent (1.5%) per month (or the highest rate permitted by law, if less) calculated from the Overcharge Due Date until the date of Zinnia’s payment to Customer, unless such claim of overcharge is promptly (but in any event within ten (10) days from the date of Customer’s notice to Zinnia) disputed by Vendor in writing, in good faith. All audits will be performed in a manner intended to minimize disruption to either party’s respective businesses and in compliance with ▇▇▇▇▇▇’s security and safety policies. If any audit results in a final determination that Zinnia was materially at fault, ▇▇▇▇▇▇ will reimburse Customer for the reasonable and documented costs Custom...

Audit. Enterprise Services reserves the right to audit, or have a designated third party audit, applicable records to ensure that Contractor properly has invoiced Purchasers and that Contractor has paid all applicable vendor management fees to Enterprise Services. Accordingly, Contractor shall permit Enterprise Services, any Purchaser, and any other duly authorized agent of a governmental agency, to audit, inspect, examine, copy and/or transcribe Contractor’s books, documents, papers and records directly pertinent to this Contract or Purchase Orders placed by a Purchaser under this Contract for the purpose of making audits, examinations, excerpts, and transcriptions. This right shall survive for a period of six (6) years following expiration or termination of this Contract or final payment for any order placed by a Purchaser against this Contract, whichever is later; Provided, however, that if any litigation, claim, or audit is commenced prior to the expiration of this period, such period shall extend until all such litigation, claims, or audits have been resolved.

Audit. The state auditor may conduct an audit or investigation of any entity receiving funds from the state directly under the contract or indirectly through a subcontract under the contract. Acceptance of funds directly under the contract or indirectly through a subcontract under this contract acts as acceptance of the authority of the state auditor, under the direction of the legislative audit committee, to conduct an audit or investigation in connection with those funds. An entity that is the subject of an audit or investigation must provide the state auditor with access to any information the state auditor considers relevant to the investigation or audit.

Audit. NYSERDA shall have the right from time to time and at all reasonable times during the term of this Agreement and for the maintenance period set forth in Section 4.05 hereof to inspect and audit any and all books, accounts and records related to this Agreement or reasonably necessary to the performance of an audit at the office or offices of the Contractor where they are then being kept, maintained and preserved pursuant to Section 4.05 hereof. Any payment made under the Agreement shall be subject to retroactive reduction for amounts included therein which are found by NYSERDA on the basis of any audit of the Contractor by NYSERDA, the State of New York or an agency of the United States not to constitute an allowable charge or cost hereunder.

Audit. Consultant shall establish and maintain books, records, and systems of account, in accordance with generally accepted accounting principles, reflecting all business operations of Consultant transacted under this Agreement. Consultant shall retain these books, records, and systems of account during the Term of this Agreement and for five (5) years thereafter. Consultant shall permit the District, its agent, other representatives, or an independent auditor to audit, examine, and make excerpts, copies, and transcripts from all books and records, and to make audit(s) of all billing statements, invoices, records, and other data related to the Services covered by this Agreement. Audit(s) may be performed at any time, provided that the District shall give reasonable prior notice to Consultant and shall conduct audit(s) during Consultant’s normal business hours, unless Consultant otherwise consents.

Audit. Contractor agrees that the awarding department, the Department of General Services, the Bureau of State Audits, or their designated representative shall have the right to review and to copy any records and supporting documentation pertaining to the performance of this Agreement. Contractor agrees to maintain such records for possible audit for a minimum of three (3) years after final payment, unless a longer period of records retention is stipulated. Contractor agrees to allow the auditor(s) access to such records during normal business hours and to allow interviews of any employees who might reasonably have information related to such records. Further, Contractor agrees to include a similar right of the State to audit records and interview staff in any subcontract related to performance of this Agreement. (Gov. Code §8546.7, Pub. Contract Code §10115 et seq., CCR Title 2, Section 1896).

Audit. Contractor must allow the JBE or its designees to review and audit Contractor’s (and any subcontractors’) documents and records relating to this Agreement, and Contractor (and its subcontractors) shall retain such documents and records for a period of four (4) years following final payment under this Agreement. If an audit determines that Contractor (or any subcontractor) is not in compliance with this Agreement, Contractor shall correct errors and deficiencies by the twentieth (20th) day of the month following the review or audit. If an audit determines that Contractor has overcharged the JBE five percent (5%) or more during the time period subject to audit, Contractor must reimburse the JBE in an amount equal to the cost of such audit. This Agreement is subject to examinations and audit by the State Auditor for a period three (3) years after final payment.

Audit. At any time or times before final payment, the Contracting Officer may have the Contractor's invoices or vouchers and statements of cost audited. Any payment may be (1) Reduced by amounts found by the Contracting Officer not to constitute allowable costs or (2) Adjusted for prior overpayments or underpayments.