Formal Audits. We, or Our designated agent, may, upon five (5) working days prior written notice to You, inspect any of Your facilities where Products are used and audit records for the purpose of confirming Your use of the Products and Your compliance with this Agreement. We may perform only one formal audit per twelve (12) month period unless a previous audit reveals a discrepancy. Our audit shall be performed at Our sole expense; provided however, that if, as a result of Our audit, it is determined that You have underpaid Us by more than 5% of the amount owed during the period audited, then You shall bear the reasonable cost of Our audit. In the event of any underpayment, You shall pay all past-due fees immediately in accordance with the terms of this Agreement. This section survives termination of this Agreement for two (2) years.
Formal Audits. Customer will keep complete and accurate records of all Software use. Micro Focus may at its expense and upon no less than 5 working days written notice audit Customer installation, use, or access of the Software and related records and ALA payments. As part of such audit, Micro Focus is entitled to obtain physical and electronic data concerning all Software installation, use, or access at each of Customer’s offices, regardless of their location. At Micro Focus’s option, the audit may be conducted either by Micro Focus or by its authorized representative, and will not interfere unreasonably with Customer business activities. An audit will be conducted no more often than once per calendar year at a location, unless a previous audit disclosed a material discrepancy. If an audit shows Customer to have underpaid fees, Customer must promptly purchase from Micro Focus at list price sufficient licenses and Maintenance to support the actual deployment, including Maintenance to support the shortfall. If an audit shows Customer has underpaid amounts owing by more than 5%, Customer will also within 30 days pay the reasonable expenses of the audit.
Formal Audits. Customer will keep complete and accurate records of all Software use. Novell may at its expense and upon no less than 5 working days written notice audit Customer installation, use, or access of the Software and related records and SLA payments. As part of such audit, Novell is entitled to obtain physical and electronic data concerning all Software installation, use, or access at each of Customer’s offices, regardless of their location. At Novell’s option, the audit may be conducted either by Novell or by its authorized representative, and will not interfere unreasonably with Customer business activities. An audit will be conducted no more often than once per calendar year at a location, unless a previous audit disclosed a material discrepancy. If an audit shows Customer to have underpaid fees, Customer must promptly purchase from Novell at list price sufficient licenses and Maintenance to support the actual deployment, including Maintenance to support the shortfall. If an audit shows Customer has underpaid amounts owing by more than 5%, Customer will also within 30 days pay the reasonable expenses of the audit.
Formal Audits. During the Agreement Term and for 2 years afterwards, Customer will maintain complete records showing (a) amounts due and paid, (b) copying and use of the Software, and
Formal Audits. We, or Our designated agent, may, upon five (5) working days’ prior written notice to You, inspect any of Your facilities where Products are used and audit records for the purpose of confirming Your use of the Products and Your compliance with this Agreement. We may perform only one formal audit per twelve
Formal Audits. If Licensee does not perform a self-audit upon request from Xxxx Xxxxx, or if Xxxx Xxxxx has reason to doubt the results of such self-audit, upon prior written notice to Licensee, Licensee shall permit Xxxx Xxxxx or an independent certified accountant appointed by Xxxx Xxxxx to access Licensee’s premises and inspect Licensee’s books of account and records at any time during normal business hours for the purpose of inspecting, auditing, verifying or monitoring the manner and performance of Licensee’s obligations under this License Agreement, including without limitation the payment of all applicable license fees. Any such audit shall minimize the disruption to Licensee’s business operations. Xxxx Xxxxx shall not be able to exercise this right more than once in each calendar year. If an audit reveals that Licensee has underpaid fees to Xxxx Xxxxx, Licensee shall be invoiced for and shall pay to Xxxx Xxxxx or the Partner (as applicable) within thirty (30) days of the date of invoice an amount equal to the shortfall between the fees due and those paid by Licensee. If the amount of the underpayment exceeds five percent (5%) of the fees due or the audit reveals a violation of any license restrictions pursuant to this License Agreement then, without prejudice to Booz Allen’s other rights and remedies, Licensee shall also pay Booz Allen’s reasonable costs of conducting the audit.
Formal Audits. If Licensee does not perform a self-audit upon request from Sophos, or if Sophos has reason to doubt the results of such self- audit, upon prior written notice to Licensee, Licensee shall permit Sophos or an independent certified accountant appointed by Xxxxxx to access Licensee’s premises and inspect Licensee’s books of account and records at any time during normal business hours for the purpose of inspecting, auditing, verifying or monitoring the manner and performance of Licensee’s obligations under this License Agreement, including without limitation the payment of all applicable license fees. Any such audit shall minimize the disruption to Licensee’s business operations. Sophos shall not be able to exercise this right more than once in each calendar year. If an audit reveals that Licensee has underpaid fees to Sophos, Licensee shall be invoiced for and shall pay to Sophos or the Partner (as applicable) within thirty (30) days of the date of invoice an amount equal to the shortfall between the fees due and those paid by Licensee. If the amount of the underpayment exceeds five percent (5%) of the fees due or the audit reveals a violation of any license restrictions pursuant to this License Agreement then, without prejudice to Sophos’s other rights and remedies, Licensee shall also pay Sophos’s reasonable costs of conducting the audit.
Formal Audits. 5.1 In order to ensure ongoing quality of the refillable system, at any time, ABCC (and/or its agents and subcontractors) have the right to verify any Container or Shipping Container shipments against the RBill provided by the applicable Depot (based on both number of units, condition/quality of units and compliance with this Agreement). In order to verify such shipments, ABCC (and/or its agents and subcontractors) may perform formal load audits, meaning a comprehensive and detailed review of each load shipment pallets and each Container and Shipping Container received. The audit review process will be completed at no charge to the Depot and may be conducted at any time and from time to time.
Formal Audits. Customer will keep complete and accurate records of all Software use. Micro Focus may at its expense and upon no less than 5 working days written notice audit Customer installation, use, or access of the Software and related records and MLA payments. As part of such audit, Micro Focus is entitled to obtain physical and electronic data concerning all Software installation, use, and access at each of Customer’s offices, regardless of their location. At Micro Focus’ option, the audit may be conducted at Customer facilities or from a remote location. An audit may be conducted either by Micro Focus or by its authorized representative, and will not interfere unreasonably with Customer business activities. An audit will be conducted no more often than once per calendar year at a location, unless a previous audit disclosed a material discrepancy. If an audit shows Customer to have underpaid fees, Customer must promptly purchase from Micro Focus at list price sufficient licenses and Maintenance to support the actual deployment, including Maintenance for the time period of the shortfall. If an audit shows Customer has underpaid amounts owing by more than 5%, Customer will also within 30 days pay the reasonable expenses of the audit.
Formal Audits. During the ALA term and for 2 years after its termination, Customer will maintain complete records showing (a) amounts due and paid, (b) copying and use of the Software, and (c) the total number of workstations, computers or other devices connected to a network which uses Novell’s Software. During this time period Novell will have the right, at its expense and upon no less than 3 working days prior written notice, to audit Customer’s use of the Software and records related to this use and ALA payments. Such audit may be conducted by Novell or its authorized representative, will not interfere unreasonably with Customer’s business activities, and will be conducted no more often than once per calendar year, unless a previous audit disclosed a material discrepancy. If such audit shows Customer understated actual use of the Software or otherwise underpaid amounts owing, Customer will immediately pay all amounts owing. If an audit shows Customer understated use of the Software or underpaid amounts owing by more than 5%, Customer will pay the reasonable expenses of the audit. Novell will use information received during an audit solely for the purposes of this ALA and will otherwise maintain the confidentiality of such information.
