Recordkeeping Audit Rights Sample Clauses
The "Recordkeeping; Audit Rights" clause establishes the obligation for one or both parties to maintain accurate and complete records related to the agreement and grants the other party the right to review or audit those records. Typically, this means that a party must keep documentation such as invoices, receipts, or logs for a specified period, and the other party may request access to these records to verify compliance with contractual terms, such as payment calculations or service levels. The core function of this clause is to promote transparency and accountability, helping to prevent disputes and ensure that both parties fulfill their contractual obligations.
Recordkeeping Audit Rights. Vendor shall keep accurate records in sufficient detail as to costs and expenses for which Company must reimburse Vendor under this Agreement. Upon Company’s reasonable request made during or within one (1) year after the term of this Agreement, and at Company’s expense, Vendor shall permit Company’s designated employees or agents to have access during ordinary business hours to records of such costs and expenses in order to verify the accuracy of amounts reimbursed by Company to Vendor. Company and its designated employees or agents shall maintain in confidence all such cost and expense records of Vendor.
Recordkeeping Audit Rights. TiVo shall maintain books and records related to the revenue share set forth in this Section 2.3(i) for no less than [*] after the Launch Period or such longer period as may be required by a timely noticed audit as provided herein. During the Launch Period and for [*] thereafter, DIRECTV shall have the right, at its cost, to appoint an independent auditor, agreed to by TiVo (not to be unreasonably withheld), on sixty (60) days’ advance written notice to TiVo, to examine at TiVo’s premises TiVo’s books and records that directly relate to the revenue share set forth in this Section 2.3(i). Such examination right may be exercised once per twelve (12) months and once audited, books, records and revenue share payments for a given time period may not be subsequently reaudited. DIRECTV will ensure that such independent auditor conducts such examination during TiVo’s regular business hours and in a manner that does not unreasonably interfere with TiVo’s business activities. Such independent auditor will determine TiVo’s compliance with such payment obligations and report such determination in writing to each of TiVo and DIRECTV. If any such examination reveals a discrepancy in the amount actually paid to DIRECTV and the amount which should have been paid to DIRECTV, then (i) in the event of an overpayment by TiVo, DIRECTV shall promptly pay to TiVo the amount by which DIRECTV was overpaid, and (ii) in the event of any underpayment by TiVo, TiVo shall promptly pay to DIRECTV the amount by which DIRECTV was underpaid, [*].”
Recordkeeping Audit Rights. The Contractor shall keep and maintain records, books, accounts and other documents sufficient to reflect accurately and completely evidence of completion of all milestones that are the basis for any Application of payment made by the Contractor and all amounts which are the basis of a claim by the Contractor for reimbursement of additional costs for Construction Work under this Agreement. Such records shall include construction records, payroll records, receipts, memoranda, inventories, and accounts of every kind and nature relating to the accounting for the portion of the Construction Work that is a basis for a progress payment or a claim. The Owner and its agents and accountants shall have access to all such records for the purposes of verifying all construction activities that are the basis of a progress payment and all amounts that are the basis of a claim for additional payment and to reproduce any such records. The Contractor shall keep and preserve all such records for a period of at least three years after the Final Completion Date (or earlier termination of this Agreement) or such longer period as may be required by Applicable Law or is necessary in connection with any tax audit or establishing any item on a future tax return. The Contractor shall retain all records with respect to its Investment Grade Audit Report and its Measurement and Verification Services for at least three years after the later of the Final Completion Date or the date such records are created.
Recordkeeping Audit Rights. (a) Alkermes will maintain and retain true and accurate books, records, test and laboratory data, reports and all other information relating to Processing under this Agreement, including all information required to be maintained under this Agreement (including the Specifications) or applicable laws and regulations (including cGMPs) as well as records of work performed specifically for Genentech's Distributors. Alkermes will maintain all such information only in separate forms, notebooks and records to the extent possible (not commingled with other information) and will maintain all such information for a period of at least two (2) years from the relevant Finished Product expiration date or longer if required under applicable laws and regulations (including cGMPs).
(b) Genentech will keep for at least three (3) years, its records (and the records of Genentech's Distributors that it receives) (i) of all sales of Finished Form and Finished Product and the gross invoiced sales price charged for such Finished Form and Finished Product in sufficient detail to permit Alkermes to confirm the accuracy of the calculations of Net Sales Price per dosage form, the weighted average of Net Sales Price and the Processing Fee (the "Processing Fee Records") and (ii) of its and Genentech's Distributors' Fully Burdened
Recordkeeping Audit Rights. Each of Insignia and Valassis shall keep reasonably accurate and complete records relating to (i) the costs and expenses incurred in connection with satisfying its obligations hereunder and (ii) any amounts paid or payable by a CPG or otherwise which, pursuant to the terms and conditions hereof, are split with the other party hereto, in whole or in part, hereunder. From time to time during the term of this Agreement and for a period of two (2) years thereafter, if requested as set forth herein, each party (as applicable, the “Non-Examining Party”) will permit and fully cooperate with agents of the requesting party (the “Examining Party”) to examine the portion of the Non-Examining Party’s books and records to the extent the same relate to the information described in the prior sentence. The Examining Party must give reasonable written notice of at least five (5) business days prior to the designed date of such examination, and such examination will take place during the Non-Examining Party’s normal business hours in a manner designed not to materially disrupt the business activities of the Non-Examining Party. To the limited extent necessary, the Non-Examining Party may keep confidential agreements or other information required thereby to be kept confidential, provided such Non-Examining Party provides the Examining Party reasonably sufficient information concerning such agreements or other information to allow the Examining Party to ensure the Non-Examining Party has complied with the payment obligations hereunder. Each party hereto, in connection with any renewal or new agreement will use commercially reasonable efforts to provide that such confidential agreements and other confidential information may be disclosed for the limited purposes described in this section. Any fees, costs or expenses incurred in connection with such examination shall be the sole responsibility of the Examining Party. Any payment discrepancies identified by the Examining Party shall be promptly remedied by the Non-Examining Party, which shall in any event be remedied within five (5) business days. Following the examination, the Examining party shall provide written notice to the Non-Examining Party of any deficiencies. The Non-Examining Party shall have ten (10) days to review and respond to such written notice. To the extent that the parties agree that a payment deficiency exists, the Non-Examining Party shall make the payment to the Examining Party within ten (10) business day...
Recordkeeping Audit Rights