AUDIT OF FUNCTIONS Sample Clauses

AUDIT OF FUNCTIONS. Each party (the "auditing party") shall have the right, upon written notice, to audit all records and data, including measurements and calculations, within possession or under the control of the other party, related to the other party's performance and attainment of the performance objectives contained in each Annual Performance Plan (as defined in Section 6.1) and all objectives relating to the Extension KPIs, as defined in Section 6.3. Any such audit shall be conducted during normal business hours, subject to the other party's reasonable security measures, and at the auditing party's expense. The auditing party may, at its expense, engage independent auditors to audit and certify, such records and data, and the other party's attainment of, or failure to attain, the relevant performance objectives or Extension KPI objectives, provided such independent auditor shall be what is commonly known as a "Big Five Accounting Firm" or its equivalent. Each party agrees to pay the other party any amount determined by the audit to be owed to the other party within forty-five (45) days following notification of the auditor's determination, unless one or both parties elect to dispute the independent auditor's determination, in which case the dispute shall be submitted to arbitration for resolution in accordance with the expedited arbitration procedures outlined in Section 16.3(a) of this Agreement.
Sample 1
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Related to AUDIT OF FUNCTIONS

  • Audit Cooperation In the event either Party is audited by a taxing authority, the other Party agrees to cooperate fully with the Party being audited in order to respond to any audit inquiries in a proper and timely manner so that the audit and/or any resulting controversy may be resolved expeditiously.

  • Duties and functions 23.2.1 The Independent Engineer shall discharge its duties and functions substantially in accordance with the terms of reference set forth in Schedule-Q.

  • Primary Function The primary function of the Program Manager is to provide strategic guidance and direction to the Project Team and to manage the Project on behalf of the Owner. Program Manager agrees that the services provided by the Program Manager are intended to coordinate and complement the activities of the Project Team, but not to diminish, alter or substitute for any of the services, authority, obligations or responsibilities being provided by the Design Professional and CM/GC under their respective contracts. Nothing herein shall be deemed to impose upon the Program Manager any responsibilities to provide any services constituting the practice of architecture, engineering, or any related design profession, or to provide any services constituting construction or means and methods of construction. The Program Manager should seek to exercise its authority through sound principles of leadership and persuasion to achieve effective coordination of the design and construction of the Project. The Program Manager should use its authority to direct the activities of the Design Professional and CM/GC within the requirements of their respective contracts; or in unusual or ambiguous situations, after consultation with the Owner and under the specific direction of the Owner.

  • Independence of Provisions The parties hereto acknowledge that this Agreement and the other Loan Documents may use several different limitations, tests or measurements to regulate the same or similar matters, and that such limitations, tests and measurements are cumulative and must each be performed, except as expressly stated to the contrary in this Agreement.

  • Submission of Grievance Information a) Upon appointment of the arbitrator, the appealing party shall within five days after notice of appointment forward to the arbitrator, with a copy to the School Board, the submission of the grievance which shall include the following:

  • Transfer of Agency Function Without the consent of Borrower or any Bank, Administrative Agent may at any time or from time to time transfer its functions as Administrative Agent hereunder to any of its offices wherever located in the United States, provided that Administrative Agent shall promptly notify Borrower and the Banks thereof.

  • Lobbying Activities - Standard Form - LLL No response Do not upload this form unless Vendor has reportable lobbying activities. There are Attributes entitled, “2 CFR Part 200 or Federal Provision - Xxxx Anti-Lobbying Amendment – Continued.” Properly respond to those Attributes and only upload this form if applicable/instructed. If upload is required based on your response to those Attributes, the Disclosure of Lobbying Activities – Standard Form - LLL must be downloaded from the “Attachments” section of the IonWave eBid System, reviewed, properly completed, and uploaded to this location.

  • Activities of JCM The services of JCM to the Trust hereunder are not to be deemed to be exclusive, and JCM and its affiliates are free to render services to other parties. It is understood that trustees, officers and shareholders of the Trust are or may become interested in JCM as directors, officers and shareholders of JCM, that directors, officers, employees and shareholders of JCM are or may become similarly interested in the Trust, and that JCM may become interested in the Trust as a shareholder or otherwise.

  • MANAGEMENT FUNCTIONS 6.01 The Union acknowledges that it is the exclusive function of the Employer to:

  • CERTIFYING FUNCTION Department of Information Resources acting as the owner of the DIR Contracts hereby certifies the eligibility of the DIR Customer to use the DIR Contracts.

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