1. Project Co shall retain and maintain all the records (including superseded records) referred to in Section 2 of this Part 25 of the Schedule in accordance with this Section 1 of this Part 25 of the Schedule, the requirements of Good Industry Practice, in chronological order, in a form that is capable of audit and at its own expense. Project Co shall make such records available for inspection to the Board where it has reasonable cause for requiring such records, on giving reasonable notice shall provide such facilities as the Board may reasonably require for its representatives to visit any place where the records are held and examine the records maintained under this Part 25 of the Schedule.
2. Wherever practical, original records shall be retained and maintained in hard copy form. True copies of the original records may be kept by Project Co where it is not practicable to retain original records.
3. Those records relating to the Project Operations (including the design, construction, development, enhancement and maintenance of the Facilities) shall be retained for the duration of the Agreement.
4. Financial and other records (including without limitation all information provided in support of any Variation) shall be retained and maintained by Project Co for a period of at least six (6) years after the end of the Project Term in sufficient detail, in appropriate categories and generally in such a manner to enable Project Co to comply with its obligations under Clause 38.1 (Information and Audit Access) and where appropriate to enable the data in such records to be entered into the Financial Model so that the output from the Financial Model (on the basis of such data) can be directly compared with the actual financial cashflow and performance of Project Co.
5. Where Project Co wishes to dispose of any records maintained as provided in this Part of this Schedule which are more than fifteen (15) years old, or in respect of which the required period for their retention has expired, then Project Co shall notify the Board and if, within forty (40) Business Days of such notice, the Board elects to receive certain of those records, then Project Co shall deliver up such records to the Board in the manner and at the location as the Board shall reasonably specify, and the costs of retaining those records in safe storage and delivering up the same shall be borne by Project Co.
6. Subject to paragraph 5, for a period of not more than six (6) years following the termination for whatever reason of this Agreement, Project Co shall retain in safe storage all such records as are referred to in Section 2 of this Part 25 of the Schedule which were in existence at the date of termination of this Agreement. On the expiry of such period or at the earlier request of the Board, Project Co shall deliver up all those records (or where those records are required by statute to remain with Project Co or a Contracting Associate of Project Co, copies thereof) to the Board in the manner and at the location as the Board shall reasonably specify. The Board shall make available to Project Co all the records Project Co delivers up pursuant to this paragraph subject to reasonable notice. The costs of retaining those records in safe storage and delivering up the same shall be borne[:
(a) by Project Co where the termination arises as a result of a [Project Co Event of Default]; and
(b) by the Board where the termination arises for any other cause].
7. Without prejudice to the foregoing, Project Co shall provide the Board:
(a) as soon as they may be available and in any event within sixty (60) Business Days after the end of the first six (6) months of each financial year of Project Co which falls during the Project Term, a copy, certified as a true copy by an officer of Project Co, of its unaudited interim accounts and, if appropriate, of consolidated unaudited interim accounts of Project Co, its Subsidiaries and Holding Company (if any) which would (if Project Co were listed on the London Stock Exchange whether or not it is) be required to be sent to shareholders as at the end of and for each such six (6) month period; and
(b) as soon as they shall have been sent to its shareholders in order to be laid before an annual general meeting of Project Co but not later than one hundred and thirty (130) Business Days after the end of each accounting reference period of Project Co part or all of which falls in a Contract Year, a copy of Project Co's audited accounts and if appropriate, of the consolidated audited accounts of Project Co and, its Associated Companies (if any), in respect of that period, prepared in accordance with the Companies Act 1985 and generally accepted accounting principles and bases in Scotland, consistently applied together with copies of all related directors' and auditors' reports and all other notices/circulars to shareholders.
8. Project Co shall provide to the Board on 31 March, 30 June, 30 September and 31 December each year a document listing all information provided by it to the Senior Funders during the preceding three month period and, at the request of the Board, provide to the Board any information provided to it by the Senior Funders during the Project Term and any other information relating to the Project that the Board may reasonably require.
9. Any drawings required to be made or supplied pursuant to this Agreement shall be of a size appropriate to show the detail to be depicted clearly without magnifying aids and shall conform to British Standards 1192 or 308 or equivalent as appropriate. Where by prior agreement the Board has agreed to accept microfilm, microfiche or other storage media (which must include secure back up facilities), drawings and other documents shall be made or supplied in such form as has been agreed.
10. Upon termination of this Agreement, and in the event that the Board wishes to enter into another contract for the operation and management of the Project, Project Co shall (and shall ensure that the sub-contractors will) comply with all reasonable requests of the Board to provide information relating to Project Co's costs of operating and maintaining the Project.
11. Project Co shall use all reasonable endeavours to assist the Board in its preparation of any report required by the Scottish Government Health Directorates or the Scottish Government from time to time.
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220 These provisions have been included for the purpose of providing a general framework and should be amended to reflect project specifics.