Audit of Software Usage Sample Clauses

Audit of Software Usage. Ping Identity will have the right, upon reasonable prior written notice to Customer, at a mutually agreeable time, and no more than once in any twelve (12) month period, to either audit or have an independent audit firm selected by Ping Identity audit Customer’s equipment on which the Software is installed, and all related back-up files, to verify compliance with this Agreement. Any such audit will be conducted during normal business hours in a manner so as not to unreasonably interfere with Customer’s normal operations. Such audits will be conducted at Ping Identity’s expense. In the event that an audit reveals that Customer has failed to pay Fees consistent with its use of the Software, Customer will remit to Ping Identity the applicable Fees for the overuse, based on the then-current per-unit rate on the Order Form, by entering into an Order Form with Ping Identity or if applicable, on the AWS Marketplace, for the overages fees or otherwise remitting such charges to AWS upon request pursuant to any alternative overuse payment mechanism on the AWS Marketplace as applicable, and reimburse Ping Identity for all reasonable costs and expenses incurred by Ping Identity in connection with such audit.

Audit of Software Usage. Ping Identity will have the right, upon reasonable prior written notice to Customer, at a mutually agreeable time, and no more than once in any twelve (12) month period, to either audit or have an independent audit firm selected by Ping Identity audit Customer’s equipment on which the Software is installed, and all related back- up files, to verify compliance with this Agreement. Any such audit will be conducted during normal business hours in a manner so as not to unreasonably interfere with Customer’s normal operations. Such audits will be conducted at Ping Identity’s expense. In the event that an audit reveals that Customer has failed to pay Fees consistent with its use of the Software, Customer will remit to Ping Identity the applicable Fees for the overuse, based on the then-current per-unit rate on the applicable Order Form(s), and reimburse Ping Identity for all reasonable costs and expenses incurred by Ping Identity in connection with such audit.

Audit of Software Usage. Ping Identity will have the right, upon reasonable prior written notice to Customer, at a mutually agreeable time, and no more than once in any twelve (12) month period, to have an independent audit firm selected by Ping Identity audit Customer’s equipment on which the Software is installed, and all related back-up files, to verify compliance with this Agreement. Any such audit will be conducted during normal business hours in a manner so as not to unreasonably interfere with Customer’s normal operations. The audit will be conducted at Ping Identity’s expense, unless the audit reveals that Customer has failed to pay Fees consistent with its use of the Software, in which case Customer will reimburse Ping Identity for all reasonable costs and expenses incurred by Ping Identity in connection with such audit, together with any applicable Fees.

Audit of Software Usage