Common use of Records retention and right of audit Clause in Contracts

Records retention and right of audit. (1) The Developer shall, and shall ensure that its Controlled Subsidiaries and Sub-franchisees shall, maintain full and complete records of all matters relating to the performance of the terms of this Agreement, each Franchise Agreement and each Sub-franchise Agreement, including without limitation, records of all Gross Sales, all monies contributed by the Developer and/or its Controlled Subsidiaries or received from Sub-franchisees for advertising and promotional purposes, all expenditure on advertising and promotional purposes and all monies received by way of franchise fees and royalties from Sub-franchisees. The Developer shall maintain these records for a rolling period of not less than five years and shall upon the reasonable request of BK make available copies of such records for inspection by BK. (2) The Developer shall, and shall ensure that its Controlled Subsidiaries and Sub-franchisees shall, permit BK, its Affiliates, and their representatives and agents at all reasonable times to audit all books of account and all records of the Developer and/or the Controlled Subsidiaries and/or Sub-franchisees, to the fullest extent, for the purposes of enabling BK to ascertain compliance by the Developer with all aspects of the terms of this Agreement and each Franchise Agreement entered into by it, and by the Controlled Subsidiaries and of any Sub-franchise Agreements into which the Developer may enter. (3) The Developer shall not, and shall ensure that its Controlled Subsidiaries and Sub-franchisees shall not, do anything which may be calculated or likely to delay or hinder or make more difficult the conduct of any such audit. (4) BK or such person as may conduct the audit shall be entitled to take copies of any materials, relevant to the audit and to remove the same from the premises where they are located.