Common use of SAS 70 Audit Clause in Contracts

SAS 70 Audit. (i) State Street will cause a Type II Statement of Auditing Standards (“SAS”) 70 audit (or equivalent audit) to be conducted at least annually for each facility, including any shared services facility at or from which State Street provides the Services. No SAS 70 audit conducted pursuant to this Agreement or a Service Module will be materially diminished in scope as compared to the scope of State Street’s SAS 70 audits as of the Effective Date. (ii) State Street will promptly provide each BTC Recipient with its updated SAS 70 Type II report on no less than an annual basis (the “SAS 70 Results”). Thereafter, State Street will provide to the BTC Recipients certifications indicating material changes to State Street’s internal control environment in such frequency as the BTC Recipients may reasonably request to discharge their duties under applicable Law or to the BTC Funds. Master Services Agreement 35 BTC | State Street CONFIDENTIAL (iii) State Street will permit each BTC Recipient to participate in the planning of each SAS 70 audit, will confer with the BTC Recipients as to the scope and timing of the audit and will use Commercially Reasonable Efforts to accommodate requirements and concerns of the BTC Recipients to the extent practicable. (iv) From and after the conversion of the Services from the systems used prior to the Effective Date to other State Street Technology, in the event the foregoing requirements would require State Street to alter any SAS 70 that it would have performed for its other customers State Street shall notify the applicable BTC Recipient of the same and such BTC Recipient will elect to either: (1) waive such requirements; or (2) pay any incremental costs incurred by State Street as a result thereof (including the cost of separate SAS 70 audits for such BTC Recipients to the extent reasonably required).

SAS 70 Audit. (i) State Street will cause a Type II Statement of Auditing Standards (“SAS”) 70 audit (or equivalent audit) to be conducted at least annually for each facility, including any shared services facility at or from which State Street provides the Services. No SAS 70 audit conducted pursuant to this Agreement or a Service Module will be materially diminished in scope as compared to the scope of State Street’s SAS 70 audits as of the Effective Date. (ii) State Street will promptly provide each BTC Recipient with its updated SAS 70 Type II report on no less than an annual basis (the “SAS 70 Results”). Thereafter, State Street will provide to the BTC Recipients certifications indicating material changes to State Street’s internal control environment in such frequency as the BTC Recipients may reasonably request to discharge their duties under applicable Law or to the BTC Funds. Master Services Agreement 35 BTC | State Street CONFIDENTIALStreet (iii) State Street will permit each BTC Recipient to participate in the planning of each SAS 70 audit, will confer with the BTC Recipients as to the scope and timing of the audit and will use Commercially Reasonable Efforts to accommodate requirements and concerns of the BTC Recipients to the extent practicable. (iv) From and after the conversion of the Services from the systems used prior to the Effective Date to other State Street Technology, in the event the foregoing requirements would require State Street to alter any SAS 70 that it would have performed for its other customers State Street shall notify the applicable BTC Recipient of the same and such BTC Recipient will elect to either: (1) waive such requirements; or (2) pay any incremental costs incurred by State Street as a result thereof (including the cost of separate SAS 70 audits for such BTC Recipients to the extent reasonably required).