Common use of Certifications and Audits Clause in Contracts

Certifications and Audits. 9.1. On no more than an annual basis and upon thirty (30) days’ notice in writing by Customer, Entrust, to the extent that it is acting as a Data Processor to Customer, shall make available to Customer information necessary to demonstrate compliance with the obligations set forth under Data Protection Laws, provided that Entrust shall have no obligation to provide confidential and/or proprietary information. On no more than an annual basis and upon thirty (30) days’ notice in writing, Entrust shall, to the extent that it is acting as a Data Processor to Customer, following a request by Customer and at Customer’s expense, further allow for and contribute to off-site audits and inspections by Customer or its authorized third- party auditor. The scope, timing, cost and duration of any such audits, including conditions of confidentiality, shall be mutually agreed upon by Entrust and Customer prior to initiation. Customer shall promptly notify Entrust with information regarding non-compliance discovered during the course of an audit, and Entrust shall use commercially reasonable efforts to address any confirmed non-compliance.

Certifications and Audits. 9.1. On no more than an annual basis and upon thirty (30) days’ notice in writing by Customer, Entrust, to the extent that it is acting as a Data Processor to Customer, shall make available to Customer information necessary to demonstrate compliance with the obligations set forth under Data Protection Laws, provided that Entrust shall have no obligation to provide confidential and/or proprietary information. On no more than an annual basis and upon thirty (30) days’ notice in writing, Entrust shall, to the extent that it is acting as a Data Processor to Customer, following a request by Customer and at Customer’s expense, further allow for and contribute to off-site audits and inspections by Customer or its authorized third- party auditor. The scope, timing, cost and duration of any such audits, including conditions of confidentiality, shall be mutually agreed upon by Entrust and Customer prior to initiation. Customer shall promptly notify Entrust with information regarding non-compliance discovered during the course of an audit, and Entrust shall use commercially reasonable efforts to address any confirmed non-non- compliance.

Certifications and Audits. 9.1. On no more than an annual basis and upon thirty (30) days’ notice in writing by Customer, Entrust, to the extent that it is acting as a Data Processor to Customer, shall make available to Customer information necessary to demonstrate compliance with the obligations set forth under Data Protection LawsLaws and this DPA, provided that Entrust shall have no obligation to provide confidential and/or proprietary information. On no more than an annual basis and upon thirty (30) days’ notice in writing, Entrust shall, to the extent that it is acting as a Data Processor to Customer, following a request by Customer and at Customer’s expense, further allow for and contribute to off-site audits and inspections by Customer or its authorized third- third-party auditor. The scope, timing, cost and duration of any such audits, including conditions of confidentiality, shall be mutually agreed upon by Entrust and Customer prior to initiation. Customer shall promptly notify Entrust with information regarding non-compliance discovered during the course of an audit, and Entrust shall use commercially reasonable efforts to address any confirmed non-compliance. In addition, Customer is permitted to take reasonable and appropriate steps to stop and remediate unauthorized use of Personal Data.