Common use of Audit and Record-Keeping Clause in Contracts

Audit and Record-Keeping. Partner will maintain legible, accurate and complete books and records relating to the Agreement or the marketing, sale, licensing, delivery, or end-use of Products and Services for a period of 10 years from the date of creation. At the end of the retention period, Partner must dispose of all records appropriately. At Dell's request, Partner must cooperate and assist Dell with any audit, review, or investigation ("Audit") that relates to (i) the Agreement or compliance with law; (ii) Partner marketing, sale, distribution, licensing, or delivery of Dell Products and Services, whether sourced from Dell or a third party; (iii) any amounts payable by Dell; or (iv) any amounts due to Dell. In connection with an Audit, Partner will deliver all records, information, and documents reasonably requested by Dell. Dell has the right to conduct onsite Audits, and Partner will grant Dell and its employees and representatives reasonable access to information, records, personnel, and customers (including End User Agreements and other agreements to verify Partner’s compliance with the Agreement) and provide entry and access to Partner premises or other locations (during normal business hours) where such information and records are located. Failure to cooperate with an Audit or provide the information or records requested by Dell is a material breach of this Agreement. Dell will pay the costs of an Audit except where a discrepancy of five (5) percent or more is discovered in the information disclosed by Partner, in which case Partner agrees to be responsible for all reasonable costs.

Audit and Record-Keeping. Partner will maintain legible, accurate and complete books and records relating to the Agreement or the marketing, sale, licensing, delivery, or end-use of Products and Services for a period of 10 years from the date of creation. At the end of the retention period, Partner must dispose of all records appropriately. At Dell's request, Partner must cooperate and assist Dell with any audit, review, or investigation ("Audit") that relates to (i) the Agreement or compliance with law; (ii) Partner marketing, sale, distribution, licensing, or delivery of Dell Products and Services, whether sourced from Dell or a third party; (iii) any amounts payable by Dell; or (iv) any amounts due to Dell. In connection with an Audit, Partner will deliver all records, information, and documents reasonably requested by DellXxxx. Dell has the right to conduct onsite Audits, and Partner will grant Dell and its employees and representatives reasonable access to information, records, personnel, and customers (including End User Agreements and other agreements to verify Partner’s compliance with the Agreement) and provide entry and access to Partner premises or other locations (during normal business hours) where such information and records are located. Failure to cooperate with an Audit or provide the information or records requested by Dell is a material breach of this Agreement. Dell will pay the costs of an Audit except where a discrepancy of five (5) percent or more is discovered in the information disclosed by Partner, in which case Partner agrees to be responsible for all reasonable costs.

Audit and Record-Keeping. Partner will maintain legible, accurate and complete books and records relating to the Agreement or the marketing, sale, licensing, delivery, or end-use of Products and Services for a period of 10 years from the date of creation. At the end of the retention period, Partner must dispose of all records appropriately. At Dell's request, Partner must cooperate and assist Dell with any audit, review, or investigation ("Audit") that relates to (i) the Agreement or compliance with law; (ii) Partner marketing, sale, distribution, licensing, or delivery of Dell Products and Services, whether sourced from Dell or a third party; (iii) any amounts payable by Dell; or (iv) any amounts due to Dell. In connection with an Audit, Partner will deliver all records, information, and documents reasonably requested by Dell. Dell has the right to conduct onsite Audits, and Partner will grant Dell and its employees and representatives reasonable access to information, records, personnel, and customers (including End User Agreements and other agreements to verify Partner’s compliance with the Agreement) and provide entry and access to Partner premises or other locations (during normal business hours) where such information and records are located. Failure to cooperate with an Audit or provide the information or records requested by Dell is a material breach of this Agreement. Dell will pay the costs of an Audit except where a discrepancy of five (5) percent or more is discovered in the information disclosed by Partner, in which case Partner agrees to be responsible for all reasonable costs.costs.1

Audit and Record-Keeping. Partner will maintain legible, accurate and complete books and records relating to the Agreement or the marketing, sale, licensing, delivery, or end-use of Products and Services for a period of 10 years years3 from the date of creation. At the end of the retention period, Partner must dispose of all records appropriately. At Dell's request, Partner must cooperate and assist Dell with any audit, review, or investigation ("Audit") that relates to (i) the Agreement or compliance with law; (ii) Partner marketing, sale, distribution, licensing, or delivery of Dell Products and Services, whether sourced from Dell or a third party; (iii) any amounts payable by Dell; or (iv) any amounts due to Dell. In connection with an Audit, Partner will deliver all records, information, and documents reasonably requested by DellXxxx. Dell Xxxx has the right to conduct onsite Audits, and Partner will grant Dell and its employees and representatives reasonable access to information, records, personnel, and customers (including End User Agreements and other agreements to verify Partner’s compliance with the Agreement) and provide entry and access to Partner premises or other locations (during normal business hours) where such information and records are located. Failure to cooperate with an Audit or provide the information or records requested by Dell is a material breach of this Agreement. Dell will pay the costs of an Audit except where a discrepancy of five (5) percent or more is discovered in the information disclosed by Partner, in which case Partner agrees to be responsible for all reasonable costs.13.5

Audit and Record-Keeping. Partner will maintain legible, accurate and complete books and records relating to the Agreement or the marketing, sale, licensing, delivery, or end-use of Products and Services for a period of 10 years from the date of creation. At the end of the retention period, Partner must dispose of all records appropriately. At Dell's request, Partner must cooperate and assist Dell with any audit, review, or investigation ("Audit") that relates to (i) the Agreement or compliance with law; (ii) Partner marketing, sale, distribution, licensing, or delivery of Dell Products and Services, whether sourced from Dell or a third party; (iii) any amounts payable by Dell; or (iv) any amounts due to Dell. In connection with an Audit, Partner will deliver all records, information, and documents reasonably requested by DellXxxx. Dell has the right to conduct onsite Audits, and Partner will grant Dell and its employees and representatives reasonable access to information, records, personnel, and customers (including End User Agreements and other agreements to verify Partner’s compliance with the Agreement) and provide entry and access to Partner premises or other locations (during normal business hours) where such information and records are located. Failure to cooperate with an Audit or provide the information or records requested by Dell is a material breach of this Agreement. Dell will pay the costs of an Audit except where a discrepancy of five (5) percent or more is discovered in the information disclosed by Partner, in which case Partner agrees to be responsible for all reasonable costs.costs.1