Common use of Audits and Certifications Clause in Contracts

Audits and Certifications. The parties agree that the audits described in Clause 5(f), Clause 11 and Clause 12(2) of the Standard Contractual Clauses shall be carried out in accordance with the following specifications: Upon Customer’s request, and subject to the confidentiality obligations set forth in the Agreement, FF shall make available to Customer (or Customer’s independent, third-party auditor that is not a competitor of FF and that has signed nondisclosure agreement reasonably acceptable to FF) information regarding the FF Group’s compliance with the obligations set forth in this DPA in the form of FF’s SOC 1 report and, for its Sub-processors xxxxxxxxxx.xxx, inc. and its subsidiaries, the third-party certifications and audits set forth in the xxxxxxxxxx.xxx Security, Privacy and Architecture Documentation located at xxxxx://xxxx.xxxxxxxxxx.xxx/articleView?id=Trust-and-Compliance- Documentation&language=en_US&type=1 to the extent xxxxxxxxxx.xxx makes them generally available to its customers. Following any notice by FF to Customer of an actual or reasonably suspected unauthorized disclosure of Personal Data, upon Customer’s reasonable belief that FF is in breach of its obligations in respect of protection of Personal Data under this DPA, or if such audit is required by Customer’s Supervisory Authority, Customer may contact FF in accordance with the “Notices” Clause of the Agreement to request an audit at FF’s premises of the procedures relevant to the protection of Personal Data. Any such request shall occur no more than once annually, save in the event of an actual or reasonably suspected unauthorised access to Personal Data. Customer shall reimburse FF for any time expended for any such on-site audit at the FF Group’s then-current professional services rates, which shall be made available to Customer upon request. Before the commencement of any such on-site audit, Customer and FF shall mutually agree upon the scope, timing, and duration of the audit in addition to the reimbursement rate for which Customer shall be responsible. All reimbursement rates shall be reasonable, taking into account the resources expended by FF. Customer shall promptly notify FF with information regarding any non-compliance discovered during the course of an audit.

Appears in 3 contracts

Samples: Data Processing Addendum, Data Processing Addendum, Data Processing Addendum

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Audits and Certifications. The parties agree that the audits described in Clause 5(f), Clause 11 and Clause 12(2) of the Standard Contractual Clauses shall be carried out in accordance with the following specifications: Upon Customer’s request, and subject to the confidentiality obligations set forth in the Agreement, FF FFDC shall make available to Customer (or Customer’s independent, third-party auditor that is not a competitor of FF FFDC and that has signed nondisclosure agreement reasonably acceptable to FFFFDC) information regarding the FF FFDC Group’s compliance with the obligations set forth in this DPA in the form of FFFFDC’s SOC 1 SOC1 report and, for its Sub-processors xxxxxxxxxx.xxxXxxxxxxxxx.xxx, inc. and its subsidiaries, the third-party certifications and audits set forth in the xxxxxxxxxx.xxx Xxxxxxxxxx.xxx Security, Privacy and Architecture Documentation located at xxxxx://xxxx.xxxxxxxxxx.xxx/articleView?id=Trust-and-Compliance- Documentation&language=en_US&type=1 for the Salesforce Services available through the “Trust and Compliance” page on xxxx.xxxxxxxxxx.xxx, to the extent xxxxxxxxxx.xxx Xxxxxxxxxx.xxx makes them generally available to its customers. Following any notice by FF FFDC to Customer of an actual or reasonably suspected unauthorized disclosure of Personal Data, upon Customer’s reasonable belief that FF FFDC is in breach of its obligations in respect of protection of Personal Data under this DPA, or if such audit is required by Customer’s Supervisory Authority, Customer may contact FF FFDC in accordance with the “Notices” Clause of the Agreement to request an audit at FFFFDC’s premises of the procedures relevant to the protection of Personal Data. Any such request shall occur no more than once annually, save in the event of an actual or reasonably suspected unauthorised access to Personal Data. Customer shall reimburse FF FFDC for any time expended for any such on-site audit at the FF FFDC Group’s then-current professional services rates, which shall be made available to Customer upon request. Before the commencement of any such on-site audit, Customer and FF FFDC shall mutually agree upon the scope, timing, and duration of the audit in addition to the reimbursement rate for which Customer shall be responsible. All reimbursement rates shall be reasonable, taking into account the resources expended by FFFFDC. Customer shall promptly notify FF FFDC with information regarding any non-compliance discovered during the course of an audit.

Appears in 1 contract

Samples: Data Processing Addendum

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Audits and Certifications. The parties agree that the audits described in Clause 5(f), Clause 11 and Clause 12(2) of the Standard Contractual Clauses shall be carried out in accordance with the following specifications: Upon Customer’s request, and subject to the confidentiality obligations set forth in the Agreement, FF shall make available to Customer (or Customer’s independent, third-party auditor that is not a competitor of FF and that has signed nondisclosure agreement reasonably acceptable to FF) information regarding the FF Group’s compliance with the obligations set forth in this DPA in the form of FF’s SOC 1 report and, for its Sub-Sub- processors xxxxxxxxxx.xxx, inc. and its subsidiaries, the third-party certifications and audits set forth in the xxxxxxxxxx.xxx Security, Privacy and Architecture Documentation located at xxxxx://xxxx.xxxxxxxxxx.xxx/articleView?id=Trust-and-Compliance- Documentation&language=en_US&type=1 xxxxx://xxxx.xxxxxxxxxx.xxx/articleView?id=Trust-and-Compliance-Documentation&language=en_US&type=1 to the extent xxxxxxxxxx.xxx makes them generally available to its customers. Following any notice by FF to Customer of an actual or reasonably suspected unauthorized disclosure of Personal Data, upon Customer’s reasonable belief that FF is in breach of its obligations in respect of protection of Personal Data under this DPA, or if such audit is required by Customer’s Supervisory Authority, Customer may contact FF in accordance with the “Notices” Clause of the Agreement to request an audit at FF’s premises of the procedures relevant to the protection of Personal Data. Any such request shall occur no more than once annually, save in the event of an actual or reasonably suspected unauthorised access to Personal Data. Customer shall reimburse FF for any time expended for any such on-site audit at the FF Group’s then-current professional services rates, which shall be made available to Customer upon request. Before the commencement of any such on-site audit, Customer and FF shall mutually agree upon the scope, timing, and duration of the audit in addition to the reimbursement rate for which Customer shall be responsible. All reimbursement rates shall be reasonable, taking into account the resources expended by FF. Customer shall promptly notify FF with information regarding any non-compliance discovered during the course of an audit.

Appears in 1 contract

Samples: Data Processing Addendum

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