Manager Audit Plans Clause Samples

Manager Audit Plans. Manager shall establish and maintain an internal audit plan for the Programs and its obligations under this Amended Program Manager Agreement as approved by the audit committee of Manager’s Board of Directors. Manager shall also establish and maintain an audit plan applicable to each Distributor’s, Marketer’s and Third Party Service Provider’s compliance with Applicable Laws in the performance of their obligations related to the Programs, and the Distribution and Service Agreements, the Marketing Agreements and Third Party Service Provider agreements, as applicable. Manager shall provide a copy of its audit plans to ▇▇▇▇▇▇ Bank, and shall respond in good faith to address any concerns raised by ▇▇▇▇▇▇ Bank, including with respect to the frequency, content and scope of the audits. Without limiting the foregoing, ▇▇▇▇▇▇ Bank may require that Manager perform an audit of any specified Distributor or Third Party Service Provider, pursuant to an audit plan and scope acceptable to ▇▇▇▇▇▇ Bank in its commercially reasonable discretion. Manager shall submit a written audit report to ▇▇▇▇▇▇ Bank in connection with each audit, and provide ▇▇▇▇▇▇ Bank with any additional information requested with respect to any material issues of concern identified in the audit or by ▇▇▇▇▇▇ Bank. Manager warrants that, as of the date of the submission of each such audit report to ▇▇▇▇▇▇ Bank that, to the best of Manager’s knowledge, such report is true, correct, complete, and not misleading. Upon Manager’s determination that any information contained in any such audit report is materially incorrect, incomplete or misleading in any way, Manager shall promptly notify ▇▇▇▇▇▇ Bank of the same.