2025-462-E-DEAPR-Recreation Factory Partners-portsplex Management Agreement

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immediately following such action, Manager shall inform the Owner of the situation and the action(s) taken, and the Owner shall pay into such account(s) the amount of funds, if any, reasonably spent or committed by Manager pursuant to this section in excess of budgeted amounts. 8.12 Records and Audits. (a) Manager shall keep full and accurate accounting records relating to its activities at the Facility in accordance with generally accepted accounting principles in the U.S. Manager shall maintain a system of bookkeeping adequate for its operations hereunder and sufficient to allow the Owner to determine Manager’s compliance with this Agreement and the Facility's complete financial status and performance at any time. Manager shall adjust its accounting procedures upon request by the Owner to conform with any applicable requirements of state or federal law or with the reasonable recommendations of the Owner’s Chief Finance Officer or other financial advisors. Manager shall give the Owner's authorized representatives access to Managers financial and accounting books and records at any reasonable time. Manager shall keep and preserve for at least three (3) years following each Fiscal Year all sales slips, rental agreements, purchase orders, sales books, credit card invoices, records related to social payment apps or other electronic transactions, digital currency transactions, duplicate deposit slips, electronic or digital banking and account information, and other evidence of Operating Revenues and Operating Expenses for such period. In addition, on or before sixty (60) days following each Fiscal Year for which Manager is managing the Facility hereunder, Manager shall furnish to the Owner a balance sheet, a statement of profit or loss, and a statement of cash flows for the Facility for the preceding Fiscal Year, prepared in accordance with generally accepted accounting principles in the U.S. to be audited by the Owner's independent auditor or other independent auditor chosen by the Owner. The audit shall contain an opinion expressed by the independent auditor of the accuracy of financial records kept by Manager and of amounts due to the Owner. The audit shall also provide a certification of Operating Revenues and Operating Expenses as defined in this Agreement for such Fiscal Year. The costs of such audit shall be deemed Operating Expenses. (b) The Owner shall have the right at any time, and from time to time, to cause its independent auditor or another of Owner’s choosing to audit all of the books and records of Manager relating to Operating Revenues and Operating Expenses, including, without limitation, cash register tapes, credit card invoices, records of payment apps or other electronic transactions, duplicate deposit tapes, and invoices. No costs incurred by the Owner in conducting such audit shall be considered as Operating Expense. If any such audit demonstrates that the Operating Revenues or Operating Expenditures reflected in any financial statements prepared by Manager and audited as specified in the foregoing subparagraph (a) are understated (in the case of Operating Expenses) or overstated (in the case of Operating Revenues), in either case by more than five percent (5%), or that there were material inaccuracies or omissions of any other nature which appear to be intentional or grossly negligent by Manager, Manager shall pay to the Owner the reasonable cost of such audit. The Owner's right to have such an audit made with respect to any Fiscal Year shall expire upon the expiration of the Manager's obligation to retain all records associated with Manager’s management of the Facility. Manager shall retain all such records for the greater of three (3) years or the time period required by the 2021 General Records Schedule: Local Government Agencies as that schedule is maintained and may be amended from time to time by the North Carolina Department of Cultural Resources Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE