PAYMENT AMOUNT,
AND THE PARTY FROM WHOM THE PAYMENT IS OWING.
IN THE EVENT CUSTOMER ISSUED A
STATEMENT AND SUBSEQUENTLY ACQUIRES INFORMATION INDICATING THE NECESSITY OF AN
ADJUSTMENT TO SUCH STATEMENT, CUSTOMER SHALL FOLLOW THE SAME PROCEDURE IN
ISSUING AN ADJUSTED STATEMENT.
(B)
AUDIT.
UPON THIRTY (30) DAYS WRITTEN NOTICE
ISSUED WITHIN SIX (6) MONTHS OF THE CONCLUSION OF ANY CONTRACT YEAR, CUSTOMER
SHALL HAVE THE RIGHT TO CAUSE AN INTERNATIONALLY RECOGNIZED FIRM OF ACCOUNTANTS,
APPOINTED BY CUSTOMER AT CUSTOMER'S SOLE EXPENSE, TO AUDIT THE BOOKS, RECORDS
AND ACCOUNTS OF SABINE THAT ARE DIRECTLY RELEVANT TO THE DETERMINATION OF
INCREMENTAL COSTS, SABINE TAXES AND NEW REGULATORY COSTS, LNG RECEIPTS AND GAS
DELIVERIES FOR SUCH PRIOR CONTRACT YEAR, AS PROVIDED IN STATEMENTS ISSUED TO
CUSTOMER PURSUANT TO THIS ARTICLE 11.
SUCH AUDIT SHALL BE CONDUCTED AT THE HEAD
OFFICE OF SABINE AND SHALL BE COMPLETED WITHIN THE CONTRACT YEAR IN WHICH
CUSTOMER'S NOTICE IS SENT TO SABINE.
IF CUSTOMER OBTAINS INFORMATION INDICATING
THE NECESSITY OF AN ADJUSTMENT TO ANY STATEMENT RENDERED HEREUNDER, THEN WITHIN
NINETY (90) DAYS FOLLOWING COMPLETION OF THE AUDIT PERTAINING TO THE AFFECTED
CONTRACT YEAR, CUSTOMER SHALL PROMPTLY SERVE ON SABINE A STATEMENT PURSUANT TO
SECTION 11.2 AND WRITTEN NOTICE SETTING FORTH THE INFORMATION AND BASIS FOR SUCH
STATEMENT.
IF CUSTOMER WAIVES ITS RIGHT TO CONDUCT AN AUDIT, STATEMENTS MAY BE
CONTESTED BY CUSTOMER ONLY IF, WITHIN A PERIOD OF NINETY (90) DAYS AFTER THE END
OF THE YEAR, CUSTOMER SERVES ON SABINE NOTICE QUESTIONING THEIR CORRECTNESS.
IF
NO SUCH NOTICE IS SERVED, STATEMENTS SHALL BE DEEMED CORRECT AND ACCEPTED BY
BOTH PARTIES.
PROMPTLY AFTER RESOLUTION OF ANY DISPUTE AS TO A STATEMENT, THE
AMOUNT OF ANY OVERPAYMENT OR UNDERPAYMENT (PLUS INTEREST AS PROVIDED IN SECTION
11.4(C)) SHALL BE PAID BY SABINE OR CUSTOMER TO THE OTHER, AS THE CASE MAY BE.
(C)
RECORDS.
SABINE SHALL KEEP ALL BOOKS AND
RECORDS RELEVANT TO SUCH AUDIT FOR A PERIOD OF THREE (3) YEARS FOLLOWING THE END
OF THE RELEVANT CONTRACT YEAR; PROVIDED THAT WHERE SABINE IS ON NOTICE OF A
DISPUTE, SABINE SHALL KEEP ALL SUCH BOOKS, RECORDS AND OTHER INFORMATION UNTIL
SUCH DISPUTE HAS BEEN FINALLY RESOLVED.
43
11.4
PAYMENT DUE DATES
(A)
DUE DATE FOR MONTHLY STATEMENT.
EACH
MONTHLY STATEMENT SUBMITTED PURSUANT TO SECTION 11.1 SHALL BECOME DUE AND
PAYABLE ON THE LATER OF (I) TEN (10) DAYS AFTER DELIVERY BY SABINE OF SUCH
MONTHLY STATEMENT OR (II) THE TWENTY-FIFTH (25TH) DAY OF THE MONTH IN WHICH SUCH
MONTHLY STATEMENT WAS RECEIVED; PROVIDED THAT IF SUCH DAY IS NOT A BUSINESS DAY,
IT SHALL BECOME DUE AND PAYABLE ON THE NEXT BUSINESS DAY.
(B)
DUE DATE FOR OTHER STATEMENTS.
EACH
STATEMENT SUBMITTED PURSUANT TO SECTION 11.2 SHALL BECOME DUE AND PAYABLE ON THE
THIRTIETH (30TH) DAY AFTER THE DATE ON WHICH IT IS RECEIVED; PROVIDED THAT IF
SUCH PAYMENT DUE DATE IS NOT A BUSINESS DAY, THE DUE DATE FOR SUCH PAYMENT SHALL
BE EXTENDED TO THE NEXT BUSINESS DAY.
FOR PURPOSES OF THIS SECTION 11.4(B),