Common use of Software Audit Clause in Contracts

Software Audit. During a Subscription Term, and for twelve (12) months after its expiry or termination, Customer will take reasonable steps to maintain complete and accurate records of its use of Software sufficient to verify compliance with the Agreement (“Verification Records”). Upon at least thirty (30) days advance notice, and no more than once per twelve (12) month period, Customer will provide Talend and its auditors access to the Verification Records and any applicable books, systems, and accounts during Customer’s normal business hours. In the event such audit reveals that Customer has used the Software in excess of the Agreement, Customer shall promptly pay to Talend an amount equal to the difference between the fees actually paid and the fees that would have been paid by Customer had Customer purchased the number of licenses it is shown to have been using.

Software Audit. During a Subscription Term, and for twelve (12) months after its expiry or termination, Customer will take reasonable steps to maintain complete and accurate records of its use of Software sufficient to verify compliance with the Agreement (“Verification Records”). Upon at least thirty (30) days advance notice, and no more than once per twelve (12) month period, Customer will provide Talend and its auditors access to the Verification Records and any applicable books, systems, and accounts during Customer’s normal business hours. In the event such audit reveals that Customer has used the Software in excess of the Agreement, Customer shall promptly pay to Talend Partner an amount equal to the difference between the fees actually paid and the fees that would have been paid by Customer had Customer purchased the number of licenses it is shown to have been using. Talend is permitted to forward any data regarding excess usage by Customer to Partner.