TO BOOKS AND RECORDS. For a period of six (6) years after the completion of this Agreement, the City or its agents shall have the right at reasonable times to audit in King County, Washington, the books and records of the vendor bearing upon or connected with the terms and conditions of this Agreement in order to determine compliance with the provisions of this Agreement. The vendor shall require its subContractors to allow the City or its agents to audit the subContractors’ books and records as necessary in order to determine compliance with the provisions of this Agreement. In the event that the audit reveals that there has been an error in payment, the parties agree to immediately correct such errors. A written request for audit documentation shall be provided to the vendor. The vendor, within thirty (30) days from and after its receipt of the request, shall furnish the required documentation. Such documentation shall be confined to those matters directly related or pertinent to the vendor’s performance of this Agreement.
TO BOOKS AND RECORDS. From and after Closing, upon reasonable notice, Buyer shall provide Seller and its authorized representatives with reasonable access (for the purpose of examining and copying), during normal business hours, to the books and records of Seller with respect to periods or occurrences prior to or on the Closing; provided, however, that such access does not unreasonably interfere with the normal business operations of Buyer. After the signing of this Agreement, Seller shall (a) reasonably cooperate promptly with, and to use their commercially reasonable efforts to cause their authorized representatives to cooperate promptly with, Buyer and its authorized representatives in connection with the preparation of any financial statements (including audited financial statements) required by applicable rules and regulations of the Securities and Exchange Commission (the "Required Financial Statements") and to consider in good faith all of Buyer's reasonable comments in connection therewith, (b) reasonably assist promptly, and use their reasonable best efforts to cause their authorized representatives to assist promptly, Buyer and its authorized representatives in connection with the preparation of any filings, documents, or other materials, including any pro forma financial statements and the consent of any auditors to the filing of the audited Required Financial Statements, that may be required in connection with the transactions contemplated by this Agreement, or otherwise in connection with Buyer's reporting obligations under applicable federal securities laws, including all applicable requirements of Regulation S-X, and (c) reasonably supply promptly and further furnish promptly, and use their reasonable best efforts to cause their authorized representatives to supply and furnish promptly, any and all information, documents, and records as Buyer may reasonably request, and provide reasonable access to Seller's personnel and facilities, in connection with the matters contemplated by this Section 8.7.
