Record Keeping and Compliance Review and Audit. In addition to the requirements of Section 2.5 and 2.6 of the Agreement, the Administrator shall maintain books and records that relate to the Agreement and the performance of Services, including all documents and other materials that support or underlie those books and records, policies and procedures, and invoices submitted pursuant to the Agreement (collectively, “Records”). The Administrator shall retain Records for the duration of the Agreement and thereafter for a reasonable period, but in no event less than six years after the later of (i) the expiration or other termination of the Agreement and (ii) the date the Administrator last performs Services under the Agreement (the “Required Retention Period”). If any compliance review or audit, investigation, or litigation is pending when the Required Retention Period would otherwise end, the Administrator shall continue to retain relevant Records until the compliance review or audit, investigation, or litigation is finally concluded. The Administrator may retain Records in any format, written, electronic, or otherwise, as long as they remain accessible for review and audit during the Required Retention Period. The LLC or the Managing Member may conduct reviews or audits under this section for the purposes of evaluating the Administrator’s compliance with the Agreement. The LLC or the Managing Member may review and audit any and all Records and the Administrator’s operations and controls, including, without limitation, those that relate to the security of the Administrator’s information technology and communications systems and the Administrator’s compliance with its policies and procedures (all such operations and controls collectively, “Operations”), to the extent the Records and Operations relate to the performance of the services or the Administrator’s compliance with or administration of the Agreement. The Administrator shall make available for review or audit Records wherever located and in whatever form they are kept and Operations wherever they are performed, whether the 608463 Records or Operations are kept or performed by the Administrator or by the Administrator’s agents, representatives, or subcontractors. The LLC or the Managing Member may conduct compliance reviews or audits using employees, agents, representatives, contractors, or designees of the Managing Member or of the Board of Governors of the Federal Reserve System. The Administrator shall make Records and Operations available for comp...
