(4) If, in the opinion of the Purchaser, the Vendor is in breach of its obligations under this Article 22, the Purchaser shall have the right of access to the Vendor’s offices and other premises where the Work is conducted in order to audit the Vendor’s documentation and data (including but not limited to written and electronic record, books of account, correspondence, memoranda, receipts and documentation of related system and controls) to the extent to verify the Vendor’s compliance with this Article 22.
The Vendor further agrees that, in connection with the Work performed under any subcontract or related agreement and without limiting the requirements of this Article 22 with respect to subcontractors, it will require its subcontractors to agree to and comply with contractual provisions substantially identical to those contained in this Article 22.
The Vendor shall indemnify and hold the Purchaser harmless from all costs, damages and losses arising out of the Vendor’s violation of this Article 22.