Right of Access and Audit Sample Clauses

Right of Access and Audit a. Kyndryl agrees to provide the Regulated Entity (which, as defined below, could be either Customer or the End-Clients), the Regulator and the Resolution Authority (each a “Requester”) with:
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Right of Access and Audit. 4.1 AWS agrees to provide the Regulator, the Regulated Entity (which, as defined below, could be either Customer or the Customer’s End User) and the Regulated Entity’s statutory auditor (each a “Requester”) with:
Sample 1
Right of Access and Audit. NuSil, at its expense but no additional charge by Seller or Seller’s suppliers, during normal business hours and at a mutually convenient time, may inspect that portion of the Seller’s facility, or Seller’s suppliers’ facilities, used in the raw material receipt, supply, packaging, testing and warehousing of Items, as well as the records of Supplier related to the sale of Items, for the sole purpose of determining Seller’s compliance with this Contract and the Order. In addition, NuSil shall have the right to conduct an audit of the Seller’s facility, and Seller’s suppliers’ facilities, and all documentation maintained pertaining to the supply of items at any time (a) Products is received failing to routinely meet specification requirements, or (b) NuSil is made aware of any failure by Seller or Seller’s suppliers to meet applicable operational or regulatory requirements, or (c) a change requiring application of the Change Control process is needed.
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Right of Access and Audit. Buyer and Buyer's representatives, customers, or regulatory authorities shall have the right of access to & audit of the facility and all applicable records, on a non-interference basis, to any area of Seller's or Seller's supply chain sub-tier premises where any part of the work is being performed. Seller shall flow this requirement down to its sub sub-tier supply chain suppliers. Seller shall, without additional costs to Buyer, provide all reasonable in-plant accommodations, facilities, and assistance for the safety and convenience of the Buyer and the Buyer’s representatives in the performance of their duties.
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Right of Access and Audit. Upon the written request of the Designated GS Entity from time to time, the Company shall provide full access to all the books and records of the Company and its subsidiaries and their respective businesses to the Designated GS Entity, to the Federal Reserve and any other U.S. Governmental Entity that has jurisdiction over GS Group or any of its Affiliates, and to any outside auditor chosen by the Designated GS Entity and reasonably acceptable to the Company in order to conduct an audit of the Compliance Policies and the Company’s compliance therewith, including allowing the Designated GS Entity, such auditors, and such U.S. Governmental Entities to visit and inspect the Company and its subsidiaries’ properties; examine and make copies of their books of account and records; and discuss the Company and its subsidiaries’ affairs, finances, and accounts with their officers and their legal, regulatory or compliance personnel. Any third-party audit shall be conducted on reasonable prior notice to the Company and its subsidiaries, during normal business hours of the applicable entity, and such third-party audit must not interfere with the ordinary operations of any entity. The Designated GS Entity may exercise its audit rights no more than once in any 12-month period, provided, however, that the foregoing limitation does not apply to any audit required by a U.S. Governmental Entity. Any third-party auditor shall be required to enter into a customary nondisclosure agreement. Any third-party audit will be conducted at the Designated GS Entity’s sole expense. To the extent permitted by law, the Company shall provide the Designated GS Entity with access to any materials viewed by any such U.S. Governmental Entity. Promptly after any audit and a reasonable amount of time to review and comment on the audit, the Company shall provide the Company’s board of directors with a copy of any audit conducted on any entity.
Sample 1
Right of Access and Audit. The OS shall keep the records and documents as required by the provisions of Article 2(2) of the Fi- nancing Agreement.
Sample 1

Related to Right of Access and Audit

  • Rights and Remedies of Lender In the event of an Event of Default under the Note or the other Loan Documents, or any of them, that is continuing (it being understood that the Lender has no obligation to accept cure after an Event of Default occurs), Lender shall have the right to enforce its rights, powers and remedies thereunder or hereunder or under any other Loan Document, in any order, and all rights, powers and remedies available to Lender in such event shall be nonexclusive and cumulative of all other rights, powers and remedies provided thereunder or hereunder or by law or in equity. Accordingly, Guarantors hereby authorize and empower Lender upon the occurrence and during the continuance of any Event of Default under the Note or the other Loan Documents, at its sole discretion, and without notice to Guarantors, to exercise any right or remedy which Lender may have, including, but not limited to, foreclosure, exercise of rights of power of sale, acceptance of a deed or assignment in lieu of foreclosure, appointment of a receiver, exercise of remedies against personal property, or enforcement of any assignment of leases, as to any security, whether real, personal or intangible. At any public or private sale of any security or collateral for any of the Obligations guaranteed hereby (it being understood that as of the Closing Date, the Obligations are unsecured), whether by foreclosure or otherwise, Lender may, in its discretion, purchase all or any part of such security or collateral so sold or offered for sale for its own account and may apply against the amount bid therefor all or any part of the balance due it pursuant to the terms of the Note or any of the other Loan Document without prejudice to Xxxxxx’s remedies hereunder against Guarantors for deficiencies. If the Obligations guaranteed hereby are partially paid by reason of the election of Lender to pursue any of the remedies available to Lender, or if such Obligations are otherwise partially paid, this Guaranty shall nevertheless remain in full force and effect, and Guarantors shall remain liable for the entire balance of the Obligations guaranteed hereby even though any rights which any Guarantor may have against Borrower or any other Person may be destroyed or diminished by the exercise of any such remedy.

  • Conditions to Each Party’s Obligation to Effect the Closing The respective obligation of each party to effect the Closing shall be subject to the satisfaction at or prior to the Closing Date of each of the following conditions:

  • Rights and Remedies Generally Upon the occurrence and during the continuance of any Event of Default, the Lender shall have, in addition to any other rights and remedies contained in this Agreement and in any of the other Financing Agreements, all of the rights and remedies of a secured party under the Code or other applicable laws, all of which rights and remedies shall be cumulative, and non-exclusive, to the extent permitted by law, including, without limitation, the right of Lender to sell, assign, or lease any or all of the Collateral or the Real Property. Upon notice to the Borrowers after an Event of Default and during the continuance thereof, Borrowers at their own expense shall assemble all or any part of the Collateral as determined by Lender and make it available to Lender at any location designated by Lender. In such event, the Borrowers shall, at their sole cost and expense, store and keep any Collateral so assembled at such location pending further action by Lender and provide such security guards and maintenance services as shall be necessary to protect and preserve such Collateral. In addition to all such rights and remedies, the sale, lease or other disposition of the Collateral, or any part thereof, by the Lender after an Event of Default and during the continuance thereof may be for cash, credit or any combination thereof, and the Lender may purchase all or any part of the Collateral at public or, if permitted by law, private sale, and in lieu of actual payment of such purchase price, may set-off the amount of such purchase price against the Liabilities of the Borrowers then owing. Any sales of such Collateral may be adjourned from time to time with or without notice. The Lender may, in its sole discretion, cause the Collateral to remain on any Borrower’s premises, at the Borrowers’ expense, pending sale or other disposition of such Collateral. The Lender shall have the right after an Event of Default and during the continuance thereof to conduct such sales on any Borrower’s premises, at the Borrowers’ expense, or elsewhere, on such occasion or occasions as the Lender may see fit.

  • Amendments, etc. with Respect to the Obligations; Waiver of Rights The Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against the Guarantor, and without notice to or further assent by the Guarantor, any demand for payment of any of the Obligations made by the Administrative Agent or any Lender may be rescinded by the Administrative Agent or such Lender, and any of the Obligations continued, and the Obligations, or the liability of any other party upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Administrative Agent or any Lender, and the Credit Agreement, any other Loan Document and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Administrative Agent (or the Required Lenders, as the case may be) may deem advisable from time to time, and any guarantee or right of offset at any time held by the Administrative Agent or any Lender for the payment of the Obligations may be sold, exchanged, waived, surrendered or released. Neither the Administrative Agent nor any Lender shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Obligations or for this Guarantee or any property subject thereto and the Guarantor hereby waives any defense based on any acts or omissions of the Administrative Agent or any Lender in the administration of the Obligations, any guarantee or other liability in respect thereof or any security for the Obligations or this Guarantee. When making any demand hereunder against the Guarantor, the Administrative Agent or any Lender may, but shall be under no obligation to, make a similar demand on the Borrower or any other guarantor, and any failure by the Administrative Agent or any Lender to make any such demand or to collect any payments from the Borrower or any such other guarantor or any release of the Borrower or such other guarantor shall not relieve the Guarantor of its obligations or liabilities hereunder, and shall not impair or affect the rights and remedies, express or implied, or as a matter of law, of the Administrative Agent or any Lender against the Guarantor. For the purposes hereof “demand” shall include the commencement and continuance of any legal proceedings.

  • Conditions Precedent and Secured Party’s Rights and Remedies The following Termination Events will be a “Specified Condition” for the party specified (that party being the Affected Party if the Termination Event occurs with respect to that party): With respect to Party A: any Additional Termination Event with respect to which Party A is the sole Affected Party. With respect to Party B: None.

  • Limitation of responsibility of Existing Lender (a) Unless expressly agreed to the contrary, an Existing Lender is not responsible to a New Lender for the legality, validity, adequacy, accuracy, completeness or performance of:

  • Other Rights and Remedies Lender shall have all the rights and remedies of a secured creditor under the provisions of the Uniform Commercial Code, as may be amended from time to time. In addition, Lender shall have and may exercise any or all other rights and remedies it may have available at law, in equity, or otherwise.

  • Limitation of responsibility of Existing Lenders (a) Unless expressly agreed to the contrary, an Existing Lender makes no representation or warranty and assumes no responsibility to a New Lender for:

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