Client Audits. To the extent required by law, Cengage shall permit Client (or an independent third-party auditor for Client that is subject to confidentiality obligations) to audit Cengage’s security practices relevant to Personal Data processed hereunder. Unless restricted by law, these audits are subject to the following terms:
Client Audits. Up to [***] times during any [***] period during the Production Term and upon not less than [***] prior written notice, CBSW will permit Client to inspect the parts of the Facility where the manufacture of the Product is carried out in order to assess CBSW's compliance with cGMP, and to discuss any related issues with CBSW's management personnel. Client Personnel engaged in such inspection will abide by the terms and conditions set forth in Section 6.5.4.
Client Audits. Client may carry out audits of NTT´s premises and operations as these relate to the Personal Data of Client if:
Client Audits. To the extent Clarivate or a Sub-processor holds a System and Organization Controls (SOC) 2 report, System and Organization Controls (SOC) 3 report or ISO 27001 certification that covers the Services, Client agrees to exercise any right Client may have to conduct an audit or inspection under Section 5(a) of this DPA or under the SCCs if they apply, by instructing Clarivate in writing to provide a copy of its most current report or certification, which will be considered Clarivate’s Confidential Information. If the SCCs apply, nothing in this Section modifies or affects any supervisory authority’s or data subject’s rights under the SCCs.
Client Audits. CLIENT, in its sole discretion and at its cost and expense, may conduct audits on AtomVie’s premises. Audits will be performed by CLIENT and/or by a qualified third- party, which shall not be any of AtomVie’s competitors. In the case of for-cause audits, AtomVie will receive advanced notice (which notice period shall not be less than five (5) business days) of any forthcoming audits including information on what will be audited. For all other audits, AtomVie will receive at least twenty (20) working days’ advance notice. AtomVie shall provide feedback to CLIENT’s for-cause audit findings and/or corrective action items not more than fifteen (15) working days after the receipt of the audit findings and no more than thirty (30) business days following all other audits. Client audits are limited to one (1) general cGMP audit every two (2) years with a maximum of two (2) auditors for two (2) days. This excludes mock pre-approval inspections or “for cause” audits for which there are no limits.
Client Audits. Client agrees to exercise any right it may have to conduct an audit or inspection, including under the Standard Contractual Clauses if they apply, by instructing Coalfire to carry out the audit described in Section 11, Security Audits. If Client wishes to change this instruction regarding the audit, then Client has the right to request a change to this instruction by sending Coalfire written notice as provided for in the Agreement. If Coalfire declines to follow any instruction requested by Client regarding audits or inspections, Client is entitled to terminate the Agreement in accordance with the terms of the Agreement.
Client Audits. Client agrees to exercise any right it may have to conduct an audit or inspection, including under the Standard Contractual Clauses if they apply, by instructing eThink to carry out the audit. Client has the right to request specific instructions by sending eThink written notice as provided for in the Agreement. If eThink declines to follow any instruction requested by Client regarding audits or inspections, Client is entitled to terminate this DPA and the Agreement. If the Standard Contractual Clauses apply, nothing in this Section varies or modifies the Standard Contractual Clauses nor affects any supervisory authority’s or data subject’s rights under the Standard Contractual Clauses.
Client Audits. Client agrees to the provision of the Report and compliance with Ditat in fulfilment of any audit cooperation responsibilities that may apply to Ditat under Data Protection Laws. Notwithstanding the foregoing, where required under any applicable Data Protection Laws or where a data protection authority requires under applicable Data Protection Law, Client may, on giving at least thirty (30 days) prior written notice, request that a third-party (at Client’s expense) conduct an audit of Ditat's facilities, equipment, documents and electronic data relating to the processing of Client Data under the Agreement to the extent necessary to inspect and/or audit Ditat's compliance with this DPA, provided that: (i) Client shall not exercise this right more than once every calendar year; (ii) such additional audit enquiries shall not unreasonably impact in an adverse manner Ditat's regular operations and do not prove to be incompatible with applicable Data Protection Laws or with the instructions of the relevant data protection authority; and (iii) before the commencement of such additional audit, the parties shall mutually agree upon the scope, timing and duration of the audit. Without prejudice to the foregoing, Ditat will provide all assistance reasonably requested by Client to accommodate Client’s request.
Client Audits. Client agrees to the provision of the Report and compliance with Section 5.1 above by Gainsight in fulfilment of any audit cooperation responsibilities that may apply to Gainsight under Data Protection Laws. Notwithstanding the foregoing, where required under any applicable Data Protection Laws or where a data protection authority requires under applicable Data Protection Law, Client may, on giving at least thirty (30 days) prior written notice, request that a third-party (at Client’s expense) conduct an audit of Gainsight's facilities, equipment, documents and electronic data relating to the processing of Client Data under the Agreement to the extent necessary to inspect and/or audit Gainsight's compliance with this DPA, provided that: (i) Client shall not exercise this right more than once every calendar year;
Client Audits. Client may audit PBM directly or through a third party auditor mutually acceptable to PBM to audit PBM's performance under this Agreement to ensure compliance with the terms of this Agreement.
