(a) (Audit for compliance): The State may initiate an audit at any time to verify Project Co's compliance with its obligations under the State Project Documents and the Project Plans and its capacity to continue to do so (State Audit).
(b) (Project Co obligations): Project Co must:
(i) provide, and procure that any relevant Project Co Associates provide, all Project Co Material requested by the State or any State Associate undertaking the State Audit that is relevant to the conduct of the State Audit;
(ii) arrange for those undertaking the State Audit to meet with any Project Co Associates that they nominate; and
(iii) provide, and procure that any relevant Project Co Associate provides, the State or any person carrying out the State Audit all other assistance and information reasonably required by the State.
(c) (Audit): A State Audit may include examination of:
(i) the Project Assets or any part of the Project Assets;
(ii) the carrying out of the Project Activities;
(iii) Project Co Material;
(iv) the amount of the recurrent Operational Base Costs being paid to Project Co for a Change Compensation Event; and
(v) Project Co's and any Project Co Associates' processes and methodologies.
(d) (Minimise disruption): The State must use reasonable endeavours to minimise any disruption a State Audit might cause to the Project Activities.
(e) (Provision of audit report): Subject to clause 15.4(b) in respect of Asset Condition Survey reports, the State may provide a copy of any report prepared as a consequence of a State Audit to Project Co and any relevant Project Co Associates and may require Project Co and any relevant Project Co Associates to attend a meeting to discuss the State Audit report.
(f) (Cure of failures): If a State Audit report provided to Project Co reveals any failure on the part of Project Co or any Project Co Associate to comply with any of its obligations under the State Project Documents or Project Plans, then, Project Co must promptly take such steps as are necessary to Cure or mitigate those failures and the effect of those failures.
(g) (Costs): Project Co will not be liable for any costs incurred by the State in performing State Audits in accordance with this clause 15.3 unless a State Audit establishes that Project Co has breached a material obligation under this Deed or has breached this Deed in a way that has a material impact on the State, any State Associate or the Functions, or has acted improperly in the performance of any of the Project Activities, in which case the State's reasonable costs of performing the State Audit must be paid by Project Co as a debt due and payable by Project Co to the State.
(h) (Auditor-General's rights): Without limiting this clause 15.3, the parties acknowledge and agree that, notwithstanding any provision of any State Project Document to the contrary:
(i) the powers and responsibilities of the Auditor-General for the State of Victoria under the Audit Act 1994 (Vic) (or any substituted Legislation) are not limited or affected by the terms of any State Project Document and each party submits to those powers and responsibilities;
(ii) the State or Project Co may be the subject of an audit by the Auditor-General pursuant to section 94A of the Constitution Act 1975 (Vic) or the Audit Act 1994 (Vic); and
(iii) without limiting clause 15.3(h)(i), Project Co undertakes to the State that it will, and it will procure that each Project Co Associate will, at its own cost, co-operate and fully comply with the directions and requests of the Auditor-General and the State in relation to any audit referred to in clause 15.3(h)(ii).
(i) (Not a State Audit): An audit referred to in clause 15.3(h)(ii) is not a State Audit.