Relevant Records and Audit Rights Sample Clauses

Relevant Records and Audit Rights. Company shall make available to Subscriber on request all information reasonably necessary to demonstrate compliance with this DPA and allow for and contribute to audits, including inspections by Subscriber or an auditor mandated by Subscriber, not being competitors of Company (“Mandated Auditor”) of any premises where the Processing of Subscriber Personal Data takes place in order to assess compliance with this DPA. Company shall provide reasonable cooperation to Subscriber in respect of any such audit and shall at the request of Subscriber, provide Subscriber with relevant records of compliance with its obligations under this DPA. Company shall promptly inform Subscriber if, in its opinion, a request infringes the Data Protection Laws or any other confidentially obligations with Company’s other customers. Subscriber agrees that: (1) audits may only occur during normal business hours, and where possible only after reasonable notice to Company (not less than 20 days' advance written notice); (2) audits will be conducted in a manner that does not have any adverse impact on Company's normal business operations; (3) Subscriber and any Mandated Auditor will comply with Company's standard safety, confidentiality, and security procedures in conducting any such audits; and (4) any records, data, or information accessed by Subscriber or any Mandated Auditor in the performance of any such audit will be deemed to be the Confidential Information of Company. To the extent any such audit incurs in excess of 20 hours of Company personnel time, Company may charge Subscriber on a time and materials basis for any such excess hours.
Sample 1
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Relevant Records and Audit Rights. Simplesat shall make available to Customer on request all information reasonably necessary to demonstrate compliance with this Addendum and allow for and contribute to audits, including inspections by Customer or an auditor mandated by Customer, not being competitors of Simplesat (“Mandated Auditor”) of any premises where the Processing of Customer Personal Data takes place in order to assess compliance with this Addendum (a “Customer Audit”). Simplesat shall provide reasonable cooperation to Customer with respect to a Customer Audit. Simplesat shall promptly inform Customer if, in its opinion, a Customer Audit infringes the Data Protection Laws or any other confidentiality obligations with Simplesat’s other customers. Customer agrees that: (1) each Customer Audit may only occur during normal business hours, and where possible only after reasonable notice to Simplesat (not less than 20 days’ advance written notice); (2) each Customer Audit will be conducted in a manner that does not have any adverse impact on Simplesat’s normal business operations; (3) Customer and any Mandated Auditor will comply with Simplesat’s standard safety, confidentiality, and security procedures in conducting any Customer Audit; and (4) any records, data, or information accessed by Customer or any Mandated Auditor in the performance of any Customer Audit will be deemed to be the Confidential Information of Simplesat. To the extent any Customer Audit incurs, in the aggregate, in excess of 10 hours of Simplesat’s or Simplesat Affiliates’ personnel time, Simplesat may charge Customer on a time and materials basis for any such excess hours.
Sample 1
Relevant Records and Audit Rights. Scout shall make available to Client on request all information reasonably necessary to demonstrate compliance with this Addendum and allow for and contribute to audits, including inspections by Client or an auditor mandated by Client, not being competitors of Scout ("Mandated Auditor")of any premi ses where the Processing of Client Personal Data takes place in order to assess compliance with this Addendum. Scout shall provide reasonable cooperation to Client in respect of any such audit and shall at the request of Client, provide Client with relevant records of compliance with its obligations under this Addendum. Scout shall promptly inform Client if, in its opinion, a request infringes the Data Protection Laws or any other confidentially obligations with Scout’s other Clients. Client agrees that: (1) audits may only occur during normal business hours, and where possible only after reasonable notice to Scout (not less than 20 days' advance written notice); (2) audits will be conducted in a manner that does not have any adverse impact on Scout's normal business operations; (3) Mandated Auditor will comply with Scout's standard safety, confidentiality, and security procedures in conducting any such audits; and (4) any records, data, or information accessed by Mandated Auditor in the performance of any such audit will be deemed to be the Confidential Information of Scout. To the extent any such audit incurs in excess of 20 hours of Scout personnel time, Scout may charge Client on a time and materials basis for any such excess hours.
Sample 1
Relevant Records and Audit Rights. Simplesat shall make available to Customer on request all information reasonably necessary to demonstrate compliance with this Addendum and allow for and contribute to audits, including inspections by Customer or an auditor mandated by Customer, not being competitors of Simplesat (“Mandated Auditor”) of any premises where the Processing of Customer Personal Data takes place in order to assess compliance with this Addendum. Simplesat shall provide reasonable cooperation to Customer in respect of any such audit and shall at the request of Customer, provide Customer with relevant records of compliance with its obligations under this Addendum. Simplesat shall promptly inform Customer if, in its opinion, a request infringes the Data Protection Laws or any other confidentially obligations with Simplesat’s other customers. Customer agrees that: (1) audits may only occur during normal business hours, and where possible only after reasonable notice to Simplesat (not less than 20 days’ advance written notice); (2) audits will be conducted in a manner that does not have any adverse impact on Simplesat’s normal business operations; (3) Customer and any Mandated Auditor will comply with Simplesat’s standard safety, confidentiality, and security procedures in conducting any such audits; and (4) any records, data, or information accessed by Customer or any Mandated Auditor in the performance of any such audit will be deemed to be the Confidential Information of Simplesat. To the extent any such audit incurs in excess of 20 hours of Simplesat personnel time, Simplesat may charge Customer on a time and materials basis for any such excess hours.
Sample 1
Relevant Records and Audit Rights. Upon Company’s request, Provider shall promptly make available to Company all information reasonably necessary to demonstrate compliance with this Schedule and Data Protection Laws. In addition to any audit rights granted pursuant to the Agreement (if any), Provider shall allow for and contribute to audits, including inspections, by Company, any Company Affiliate, or an auditor mandated by Company (“Mandated Auditor”) of any relevant records or premises where the Processing of Company Personal Data takes place in order to assess compliance with this Schedule, and shall provide reasonable access to Company or the Mandated Auditor to inspect, audit, and copy any relevant records, processes, and systems documents in order that Company may satisfy itself that the provisions of this Schedule and Data Protection Laws are being complied with. If Provider is found to be in breach of this Schedule, Company has the right to immediately terminate this Agreement, including any applicable Order, without penalty.
Sample 1
Relevant Records and Audit Rights. In addition to, and without limiting any audit obligations set forth in the Agreement, Kapost shall make available to Customer on request all information reasonably necessary to demonstrate compliance with this Addendum and allow for and contribute to audits, including inspections, conducted by the Customer or another auditor mandated by the Customer in accordance with the following procedures: (1) upon Customer’s written request, Kapost will provide Customer or its mandated auditor with the most recent certifications and/or summary audit reports, which Kapost has procured to regularly test, assess and evaluate the effectiveness of Kapost’s security measures; (2) Kapost will reasonably cooperate with Customer by providing available additional information concerning Kapost’s security measures, to help Customer better understand such security measures; (3) if further information is needed by Customer to comply with its obligations or a competent Supervisory Authority's request, Customer will inform Kapost in writing to enable Kapost to provide such information or to grant Customer access to it; and (4) to the extent it is not possible to otherwise satisfy an audit obligation mandated by applicable law, only legally mandated entities (such as a governmental regulatory agency having oversight of Customer’s operations), the Customer or its mandated auditor may conduct an onsite visit of the Kapost facilities used to provide the service, during normal business hours and only in a manner that causes minimal disruption to Kapost’s business. Kapost shall promptly inform Customer if, in its opinion, a request infringes the Data Protection Laws or any other confidentially obligations with Kapost’s other customers. Customer agrees that Customer and any mandated auditor will comply with Kapost's standard safety, confidentiality, and security procedures in conducting any such audits and any records, data, or information accessed by Customer or its mandated auditor in the performance of any such audit will be deemed to be the Confidential Information of Kapost. To the extent any such audit incurs in excess of 20 hours of Kapost personnel time, Kapost may charge Customer on a time and materials basis for any such excess hours. International Data Transfer. In the event that any Customer transfers any Customer Personal Data to Kapost in a country outside the EEA, Customer on behalf of itself and each Customer Affiliate as data exporter and Kapost on behalf of itself and eac...
Sample 1
Relevant Records and Audit Rights. Upon Company’s request, Service Provider shall promptly make available to Company all information in Service Provider’s possession reasonably necessary to demonstrate Service Provider’s compliance with Data Protection Laws and Service Provider’s obligations set out in this Addendum. In addition to any other audit rights granted under the Agreement, Service Provider shall allow for, cooperate with, and contribute to reasonable assessments and audits, including inspections, by Company or an auditor mandated by Company (“Mandated Auditor”), including of any premises where the Processing of Company Personal Data takes place, in order to assess compliance with this Addendum and Data Protection Laws.
Sample 1
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Relevant Records and Audit Rights 
Sample 1

Related to Relevant Records and Audit Rights

  • Records and Audit Rights To ensure that the Contractor and its subcontractors are complying with the warranty under Section 7 below, Contractor’s and its subcontractors’ books, records, correspondence, accounting procedures and practices, and any other supporting evidence relating to this Agreement, including the papers of any Contractor and its subcontractors’ employees who perform any work or services pursuant to this Agreement (all of the foregoing hereinafter referred to as “Records”), shall be open to inspection and subject to audit and/or reproduction during normal working hours by the City, to the extent necessary to adequately permit (i) evaluation and verification of any invoices, payments or claims based on Contractor’s and its subcontractors’ actual costs (including direct and indirect costs and overhead allocations) incurred, or units expended directly in the performance of work under this Agreement and (ii) evaluation of the Contractor’s and its subcontractors’ compliance with the Arizona employer sanctions laws referenced in Section 7 below. To the extent necessary for the City to audit Records as set forth in this Section, Contractor and its subcontractors hereby waive any rights to keep such Records confidential. For the purpose of evaluating or verifying such actual or claimed costs or units expended, the City shall have access to said Records, even if located at its subcontractors’ facilities, from the effective date of this Agreement for the duration of the work and until three years after the date of final payment by the City to Contractor pursuant to this Agreement. Contractor and its subcontractors shall provide the City with adequate and appropriate workspace so that the City can conduct audits in compliance with the provisions of this Section. The City shall give Contractor or its subcontractors reasonable advance notice of intended audits. Contractor shall require its subcontractors to comply with the provisions of this Section by insertion of the requirements hereof in any subcontract pursuant to this Agreement.

  • Records and Audits RBNC will keep complete and accurate records of the underlying revenue and expense data relating to the calculations of Net Sales generated in the then current Calendar Year and payments required under this Agreement, and during the preceding [***] Calendar Years. AMGEN will have the right, [***] at its own expense, to have a nationally recognized, independent, certified public accounting firm, selected by it and subject to RBNC’s prior written consent (which shall not be unreasonably withheld), review any such records of RBNC and its Affiliates and Sublicensees (the “Audited Party”) in the location(s) where such records are maintained by the Audited Party upon reasonable written notice (which shall be no less than [***] days’ prior written notice) and during regular business hours and under obligations of strict confidence, for the sole purpose of verifying the basis and accuracy of payments made under Section 3.2 (Royalties) within the [***] month period preceding the date of the request for review. No Calendar Year will be subject to audit under this Section 3.9 more than once. RBNC will receive a copy of each such report concurrently with receipt by AMGEN. Should such inspection lead to the discovery of a discrepancy to AMGEN’s detriment, RBNC will, within [***] days after receipt of such report from the accounting firm, pay any undisputed amount of the discrepancy together with interest at the rate set forth in Section 3.8 (Late Payments). AMGEN will pay the full cost of the review unless the underpayment of amounts due to AMGEN is [***] of the amount due for the entire period being examined, in which case RBNC will pay the cost charged by such accounting firm for such review. Should the audit lead to the discovery of a discrepancy to RBNC’s detriment, RBNC may credit the amount of the discrepancy, without interest, against future payments payable to AMGEN under this Agreement, and if there are no such payments payable, then AMGEN shall pay to RBNC the amount of the discrepancy, without interest, within [***] days of AMGEN’s receipt of the report.

  • Records and Audit A. Concessionaire shall maintain complete, accurate, and detailed accounting records of all transactions pertaining to the Concession Operation covered by this Agreement that will enable Concessionaire to prepare financial statements in accordance with generally accepted accounting principles. Concessionaire shall make such records available to any authorized representative of Department upon request, as often as it is deemed necessary by Department, to determine the effectiveness of the financial management system and internal procedures that have been established by Concessionaire, and to ensure compliance with the terms and conditions of this Agreement and that the financial statements and reports present fairly the results of Concessionaire's operations pursuant to this Agreement. Failure to do so shall be a material breach of this Agreement. Said records shall be maintained and made available to Department and the State of New Jersey for a period of seven (7) years after the termination or expiration of this Agreement.

  • FINANCIAL RECORDS AND AUDIT Seller shall retain all financial records and documents pertaining to the Goods for a period of no less than three years after final payment. Such records and documents shall date back to the time this Contract was issued and shall include without limitation, catalogs, price lists, invoices, underlying data and basis for cost estimates, and inventory records. Buyer shall have the right to examine, reproduce and audit all Seller records related to pricing, incurred costs and proposed costs associated with any proposals (prior to or after contract award), invoices or claims.

  • RECORDS AND AUDIT ACCESS 17.1 The Supplier shall keep and maintain until seven (7) Years after the date of termination or expiry (whichever is the earlier) of this Framework Agreement (or such other longer period as may be agreed between the Parties), full and accurate records and accounts of the operation of this Framework Agreement including the Services provided under it, the Call-Off Contracts entered into with Contracting Bodies and the amounts paid by each Contracting Body.

  • RECORDS AND AUDIT PROVISIONS 6.1 ON-SITE AND OFF-SITE REVIEWS/AUDITS

  • Retention of Records and Audit A. The Contractor shall maintain all financial data, supporting documents, and all other records relating to performance and billing under this Agreement for a period in accordance with state and federal law, a minimum retention period being no less than four (4) years after final payment under this Agreement.

  • Information Access and Audit Rights 25.1 Information Access 25.2 Reporting of Non-Force Majeure Events 25.3 Audit Rights 25.3.1 25.3.2 25.4 Audit Rights Periods

  • Audit Rights and Retention of Records Consultant shall preserve all Contract Records (as defined below) for a minimum period of three (3) years after expiration or termination of this Agreement or until resolution of any audit findings, whichever is longer. Contract Records shall, upon reasonable notice, be open to County inspection and subject to audit and reproduction during normal business hours. County audits and inspections pursuant to this Section may be performed by any County representative (including any outside representative engaged by County). County may conduct audits or inspections at any time during the term of this Agreement and for a period of three years after the expiration or termination of the Agreement (or longer if required by law). County may, without limitation, verify information, payroll distribution, and amounts through interviews, written affirmations, and on-site inspection with Consultant's employees, Subconsultants, vendors, or other labor. Contract Records include any and all information, materials and data of every kind and character, including without limitation, records, books, papers, documents, subscriptions, recordings, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, drawings, receipts, vouchers and memoranda, and any and all other documents that pertain to rights, duties, obligations or performance under this Agreement. Contract Records include hard copy and electronic records, written policies and procedures, time sheets, payroll records and registers, cancelled payroll checks, estimating work sheets, correspondence, invoices and related payment documentation, general ledgers, insurance rebates and dividends, and any other records pertaining to rights, duties, obligations or performance under this Agreement, whether by Consultant or Subconsultants. County shall have the right to audit, review, examine, inspect, analyze, and make copies of all Contract Records at a location within Broward County. County reserves the right to conduct such audit or review at Consultant’s place of business, if deemed appropriate by County, with seventy-two (72) hours' advance notice. Consultant agrees to provide adequate and appropriate work space. Consultant shall provide County with reasonable access to the Consultant’s facilities, and County shall be allowed to interview all current or former employees to discuss matters pertinent to the performance of this Agreement. Consultant shall, by written contract, require its Subconsultants and subcontractors to agree to the requirements and obligations of this Section. Any incomplete or incorrect entry in such books, records, and accounts shall be a basis for County's disallowance and recovery of any payment reliant upon such entry. If an audit or inspection in accordance with this Section discloses overpricing or overcharges to County of any nature by the Consultant or its Subconsultants in excess of five percent (5%) of the total contract xxxxxxxx reviewed by County, the reasonable actual cost of the County’s audit shall be reimbursed to the County by the Consultant in addition to making adjustments for the overcharges. Any adjustments and/or payments due as a result of such audit or inspection shall be made within thirty (30) days from presentation of County's findings to Consultant.

  • Audit Rights The Recipient shall, at all reasonable times, provide the Director access to a right to inspect all sites and facilities involved in the Project and access to and a right to examine or audit any and all books, documents and records, financial or otherwise, relating to the Project or to ensure compliance with the provisions of this Agreement. The Recipient shall maintain all such books, documents and records for a period of three (3) years after the termination of this Agreement, and such shall be kept in a common file to facilitate audits and inspections. All disbursements made pursuant to the terms of this Agreement shall be subject to all audit requirements applicable to State funds. The Recipient shall ensure that a copy of any final report of audit prepared in connection with and specific to the Project, regardless of whether the report was prepared during the pendency of the Project or following its completion, is provided to the Director within ten (10) days of the issuance of the report. The Recipient simultaneously shall provide the Director with its detailed responses to each and every negative or adverse finding pertaining to the Project and contained in the report. Such responses shall indicate what steps will be taken by the Recipient in remedying or otherwise satisfactorily resolving each problem identified by any such finding. If the Recipient fails to comply with the requirements of this Section or fails to institute steps designated to remedy or otherwise satisfactorily resolve problems identified by negative audit findings, the Director may bar the Recipient from receiving further financial assistance under Chapter 164 of the Revised Code until the Recipient so complies or until the Recipient satisfactorily resolves such findings.

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