Records; Inspection and Audit Rights. (a) During the Term and for six years thereafter, each Party agrees to maintain accurate records arising from or related to any Service provided hereunder, including accounting records and documentation produced in connection with the provision of any Service; provided, that each Party shall maintain such records for any longer duration required by any Law that is applicable to the other Party and of which such Party has reasonable prior notice.
Records; Inspection and Audit Rights. (a) As required by Applicable Law, Tricadia shall maintain in an appropriate facility and format all existing data and records relating to the Businesses of TAMCO and its Affiliates in whatever form in its possession including copies and back-up versions thereof (the “Historical Records”) for such periods required by Applicable Law. During the Term and for five years thereafter, Tricadia agrees to maintain accurate records arising from or related to any Transition Service provided hereunder, including emails, data and documents, accounting records and documentation produced in connection with the provision of any Transition Service and including copies and back-up versions thereof (the “Service Records”, and together with the Historical Records, the “Records”); provided, that Tricadia shall maintain the Service Records for any longer duration required by Applicable Law and of which Tricadia has reasonable prior notice.
Records; Inspection and Audit Rights. During the Term and for twelve (12) months thereafter, KCG agrees to maintain accurate records regarding its compliance with the terms of this Agreement, including substantiating the charges for any Service Provided hereunder. Upon no less than thirty (30) days prior written notice from BATS, KCG shall make available to an independent auditing firm (which will not be the independent auditor of KCG or BATS) (the “Auditor”) reasonable access to such records. Such access shall be provided during KCG’s regular business hours and any review shall be conducted in a manner that shall not unreasonably interfere with KCG’s normal operations. In no event shall BATS be permitted to request such an audit more than once in any twelve (12) month period or with respect to a calendar quarter in which the aggregate Service Fees payable by BATS are less than $50,000. All information disclosed to the Auditor shall constitute the Confidential Information of KCG, and, if so requested by KCG, the Auditor shall be required to enter into a reasonable and customary nondisclosure agreement with KCG. The Auditor shall not be permitted to disclose to BATS any such information other than its determination that an overcharge or undercharge may have occurred, and in what amount. In the event that either KCG disagrees with an overcharge found by the Auditor, KCG may, within thirty (30) days, deliver a notice to BATS and the Auditor disagreeing with the overcharge and providing evidence of its calculation of the Servicing Fees owed by BATS and its grounds for disagreement. During the fifteen (15) day period following the delivery of notice by KCG, the Auditor shall consider the evidence provided by KCG. Any determination by the Auditor following such fifteen (15) day period of an overcharge, and the amount of such overcharge, shall be final and binding upon KCG. All costs and expenses of such audit shall be borne by BATS unless such audit reveals any overcharge in excess of $10,000, in which case all costs and expenses of such audit shall be borne by KCG. Any amounts found pursuant to this Section 3.3 to have been overpaid by BATS shall be refunded within fifteen (15) days following the confirmation thereof by the audit above.
Records; Inspection and Audit Rights. (a) To ensure American Agriculture’s compliance with the terms and conditions of this Agreement, the Company and its affiliates and subsidiaries will have the right upon at least five (5) days’ written notice, directly or by their designees, to inspect the books and records and all other documents and material in the possession of or under the control of American Agriculture and its affiliates and subsidiaries with respect to the subject matter of this Agreement at the place or places where such records are normally retained. The Company and its affiliates and subsidiaries and/or their respective designees will have free and full access thereto for such purposes and will be permitted to make copies thereof and extracts therefrom. The parties acknowledge and agree that the Company and its representatives will not have access to records of American Agriculture or its affiliates to the extent such records pertain to American Agriculture’s or its affiliates’ other businesses. If an inspection reveals an overcharge with respect to any third-party cost paid by the Company for any Shared Services, American Agriculture will promptly reimburse the Company for the amount of such overcharge, plus interest, calculated at the rate of five percent (5%) per annum, from the date the overcharge was originally paid by the Company to the date of such reimbursement. All books and records relative to American Agriculture’s obligations hereunder will be maintained and kept accessible and available to the Company and its affiliates and subsidiaries for inspection for at least two (2) years after termination of this Agreement.
Records; Inspection and Audit Rights. (a) Licensee shall maintain and retain (or cause to be maintained and retained) complete and accurate records of all manufacturing, purchase orders, quality assurance records and sales on which any and all royalties contemplated by or payable under this Agreement are based for a period of at least three (3) years. All records required to be kept by Licensee pursuant hereto shall be made available for inspection by Licensor at Licensor’s expense, during Licensee’s normal business hours, Monday through Friday, upon ten (10) days prior written notice. Licensor may cause such records to be audited not more than twice in any 12-month period. In the event any such audit demonstrates an underpayment of amounts due hereunder, then Licensee shall pay, within ten (10) business days of written notice from Licensor, all amounts determined by such audit to be due; furthermore, if the amount of the underpayment is more than the greater of (i) five percent (5%) of the amount due for the period of the audit, or (ii) $10,000, then Licensee shall reimburse Licensor for the cost of the audit within ten (10) business days of any request from Licensor for such reimbursement. In the event any such audit demonstrates an overpayment of royalties due hereunder, then the amount shall be a credit against any future Licensor Royalties due and owing until the overpayment is satisfied or immediately repaid upon termination of this Agreement
Records; Inspection and Audit Rights. (a) As required by Applicable Law, Service Provider shall maintain in an appropriate facility and format all existing data and records relating to the Businesses of Service Recipient and its Affiliates in whatever form in its possession, including copies and back-up versions thereof (the “Historical Records”), for such periods required by Applicable Law. During the Term and for five years thereafter, Service Provider agrees to maintain accurate records arising from or related to any Transition Service provided hereunder, including emails, data and documents, accounting records and documentation produced in connection with the provision of any Transition Service and including copies and back-up versions thereof (the “Service Records”, and together with the Historical Records, the “Records”); provided, that Service Provider shall maintain the Service Records for any longer duration required by Applicable Law and of which Service Provider has reasonable prior notice.
Records; Inspection and Audit Rights. (a) To ensure Xxxxxxx’x compliance with the terms and conditions of this Agreement, the REIT and the Operating Partnership and its affiliates and subsidiaries will have the right upon at least five (5) days written notice, directly or by their designees, to inspect the books and records and all other documents and material in the possession of or under the control of Xxxxxxx and its affiliates and subsidiaries with respect to the subject matter of this Agreement at the place or places where such records are normally retained. The REIT and the Operating Partnership, their respective affiliates and subsidiaries and/or their respective designees will have free and full access thereto for such purposes and will be permitted to make copies thereof and extracts therefrom. The parties acknowledge and agree that the REIT and the Operating Partnership and their representatives will not have access to records of Xxxxxxx or its affiliates to the extent such records pertain to the Xxxxxxx’x or its affiliates’ other businesses. If an inspection reveals an overcharge with respect to any third party cost paid by the REIT and the Operating Partnership for any Shared Services, Xxxxxxx will promptly reimburse the REIT and the Operating Partnership for the amount of such overcharge, plus interest, calculated at the rate of five percent (5%) per annum, from the date the overcharge was originally paid by the REIT and/or the Operating Partnership to the date of such reimbursement. All books and records relative to Xxxxxxx’x obligations hereunder will be maintained and kept accessible and available to PRT and the Operating Partnership and its affiliates and subsidiaries for inspection for at least two (2) years after termination of this Agreement.
Records; Inspection and Audit Rights. (a) BNYMCM shall maintain appropriate books of account and records relating to the Services, including all information, materials, and records that come into BNYMCM’s possession or that BNYMCM creates in connection with the Services (including appropriate documentation of issues arising under BNYMCM’s conflict-of-interest policies and other policies and procedures referenced in section 4 of Schedule E all such books of account and records collectively, “Records”). BNYMCM shall either (x) retain the Records for as long as it is performing Services and thereafter during any period the Purchaser and the New York Fed have the right under this section 3 of Article I to audit or review BNYMCM’s performance and while any such audit or review remains open or (y) provide the Records (or copies of the Records) to the Purchaser prior to their destruction in accordance with BNYMCM’s normal record retention policy.
Records; Inspection and Audit Rights. (i) During the Term *****, BFI shall maintain accurate records arising from or related to the Andrita Services provided hereunder, including accounting records and documentation produced in connection with the provision of the Andrita Services; provided, that BFI shall maintain such records for any longer duration required by any laws, statutes, ordinances, regulations, rules, notice requirements, court decisions, agency decisions, directives and orders of any government and any governmental department or agency that is applicable to Customer and of which BFI has reasonable prior notice, and Customer shall pay any incremental, out-of-pocket, non-de minimis costs incurred by BFI in connection with any such longer retention.
