To reasonably assist, as requested, in responding to inquiries from or audits by or required by any Governmental Body or to assist, as requested, in connection with any Legal Requirement, including preparation of responses and other required documents;

8The provisions of this Section 1.8 apply to audits required under the Agreement when there is a change of Operator except that the 60 Day advance notice and the advance information provisions of [Section 1.8.1] shall not apply.

Any damages incurred due to a failure to raise capital, market failures, world epidemics, or natural disasters will be limited to Purchaser and the cost of audits, business plans and other costs that have already been paid by Purchaser.

Neuren must submit an audit plan, including audit scope, to ACADIA for ACADIA’s approval, which shall not be unreasonably withheld, prior to audit implementation. Such audits may be exercised during normal business hours upon reasonable prior written notice to ACADIA.

The accounts and financial audits of the Target Company shall be audited and certified by the accounting firm designated by Party A. The relevant cost shall be included as cost of the Target Company and shall be paid by the Target Company.

Tax Claims. Notwithstanding the above provisions of this Section 11.4, the procedures set forth in Section 10.3, and not the provisions set forth in the above provisions of Section 11.4, shall govern audits and administrative and judicial proceedings with respect to Taxes.

“Audit-Related Fees” include fees for services that are traditionally performed by the auditors. These audit-related services include employee benefit audits, due diligence assistance, accounting consultations on proposed transactions, internal control reviews and audit or attest services not required by legislation or regulation.

The PR is authorized to, and shall follow principles (to the extent available) similar to those set forth in [Section 7.4(a)], [Section 7.4(b)] and [Section 7.4(c)] with respect to any audits by state, local, or foreign tax authorities and any tax liabilities that result therefrom.

“Report” means reports prepared by the Lender or another Person showing the results of appraisals, field examinations or audits pertaining to the Borrower’s assets from information furnished by or on behalf of the Borrower, after the Lender has exercised its rights of inspection pursuant to this Agreement.

The Target Entities have provided to Purchaser true and correct copies of all environmental audits, reports and other documents (including Phase I and Phase II environment site assessments) materially bearing on environmental, human health and safety matters relating to the past or current operations of the Business and properties or Facilities of the Target Entities.