CONTROL AUDIT RIGHTS Sample Clauses

CONTROL AUDIT RIGHTS. SSAE18 SOC2 Reports During each calendar year, Provider will provide, at Provider’s cost, a SSAE18 SOC2 Type II report for identified locations and Provider Services, covering information security management implementation and operating effectiveness, that are used by Provider to develop software or deliver the Provider Services, conducted by an internationally recognized independent public accounting firm. The minimum scope of these reports will be the Trust Service Principles of Security (also known as the Common Criteria) and Availability. Provider will comply with future guidance relating to SSAE18 as issued by the AICPA, IAASB, the Securities and Exchange Commission or the Public Company Accounting Oversight Board. If Provider requests that Provider Services or the development of software, which in Accenture’s reasonable opinion are required to be provided from a location covered by a SSAE18 SOC 2 report described above, be provided from a location not covered by a SSAE18 SOC2 report, the parties will address how to meet such requirement prior to the Provider Services being provided from such location. Where the SSAE18 SOC2 Type II report is not available, Provider shall provide, if available and upon request, any recent copy of its annual audit report, covering information security management implementation and operating effectiveness of systems. SSAE18 SOC1 Reports During each calendar year, if available, Provider will provide, at Provider’s cost, SSAE18 SOC1 reports for identified locations that are common Provider centers (i.e., service centers from which services are provided to multiple clients) conducted by an internationally recognized independent public accounting firm. The scope of these reports will be the common controls that support multiple clients served from Provider centers. The coverage period of such reviews will cover at least nine months of Customer’s fiscal year and be made available to Customer by September 30th of each year, or with a different coverage period and delivery date as mutually agreed to by both the Provider and Customer. Provider will provide Customer a representation letter (otherwise referred to as a “bridge letter”) in relation to the time period which is not covered by the reports. Provider will comply with future guidance relating to SSAE18 as issued by the AICPA, IAASB, the Securities and Exchange Commission or the Public Company Accounting Oversight Board. Other than in connection with the provision of Servi...
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Related to CONTROL AUDIT RIGHTS

  • Audit Rights The Recipient shall, at all reasonable times, provide the Director access to a right to inspect all sites and facilities involved in the Project and access to and a right to examine or audit any and all books, documents and records, financial or otherwise, relating to the Project or to ensure compliance with the provisions of this Agreement. The Recipient shall maintain all such books, documents and records for a period of three (3) years after the termination of this Agreement, and such shall be kept in a common file to facilitate audits and inspections. All disbursements made pursuant to the terms of this Agreement shall be subject to all audit requirements applicable to State funds. The Recipient shall ensure that a copy of any final report of audit prepared in connection with and specific to the Project, regardless of whether the report was prepared during the pendency of the Project or following its completion, is provided to the Director within ten (10) days of the issuance of the report. The Recipient simultaneously shall provide the Director with its detailed responses to each and every negative or adverse finding pertaining to the Project and contained in the report. Such responses shall indicate what steps will be taken by the Recipient in remedying or otherwise satisfactorily resolving each problem identified by any such finding. If the Recipient fails to comply with the requirements of this Section or fails to institute steps designated to remedy or otherwise satisfactorily resolve problems identified by negative audit findings, the Director may bar the Recipient from receiving further financial assistance under Chapter 164 of the Revised Code until the Recipient so complies or until the Recipient satisfactorily resolves such findings.

  • Audit Right In the event that within ninety (90) days after Tenant’s receipt of the Statement for the prior calendar year, Tenant reasonably believes that certain of the Operating Expenses charged by Landlord include costs that are not properly included within the term “Operating Expenses” or that Landlord has erred in calculating same, Tenant shall have the right to audit Landlord’s books and records in accordance with this subsection. Tenant shall exercise such audit right by providing Landlord with a written notice of Tenant’s exercise of such audit right within such 90-day period and a statement enumerating reasonably detailed reasons for Tenant’s objections to the Statement issued by Landlord (the “Audit Notice”). Upon the receipt by Landlord of an Audit Notice, Landlord shall instruct its property manager for the Building to meet with a designated employee of Tenant (the “Tenant Representative”) to discuss the objections set forth in the Audit Notice. Landlord shall provide the Tenant Representative with reasonable access to Landlord’s books and records at the property manager’s office relating to Operating Expenses for the calendar year in question in order to attempt to resolve the issues raised by Tenant in the Audit Notice. If, within thirty (30) days after Landlord’s receipt of the Audit Notice, Landlord and Tenant are unable to resolve Tenant’s objections, then not later than fifteen (15) days after the expiration of such 30-day period, Tenant may conduct the audit. Such audit shall be performed by an independent, reputable certified public accounting firm charging for its services on an hourly rate (and not a contingent fee) basis (“Acceptable Accountants”) for the purpose of inspecting and auditing Landlord’s books and records for the Building relating to the objections raised in Tenant’s Audit Notice. Prior to commencing such audit, the Acceptable Accountants and Tenant must enter into a confidentiality agreement whereby the Acceptable Accountants and Tenant agree to keep the results and findings of such audit confidential. Such audit shall be limited to a determination of whether or not Landlord calculated the Operating Expenses in accordance with the terms and conditions of this Lease. All costs and expenses of any such audit shall be paid by Tenant; provided, however, in the event it is ultimately determined that Landlord has overstated Operating Expenses by more than five percent (5%), then Landlord shall reimburse Tenant for Tenant’s reasonable, out-of-pocket cost of the audit (but in no event to exceed the lesser of the amount of the overcharge to Tenant or $2,000.00) plus the amount determined to have been overpaid by Tenant. Any audit performed pursuant to the terms of this subsection shall be conducted only by the Acceptable Accountants at the offices of Landlord’s property manager. Notwithstanding anything contained herein to the contrary, Tenant shall be entitled to exercise its audit right pursuant to this subsection only in strict accordance with the foregoing procedures no more often than once per calendar year and each such audit shall relate only to the calendar year most recently ended. In the event that Tenant fails to notify Landlord within the foregoing 90-day period that Tenant objects to the Statement, then Tenant’s right to audit such year’s Statement shall be null and void.

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