Common use of AUDIT BY QUEST DIAGNOSTICS Clause in Contracts

AUDIT BY QUEST DIAGNOSTICS. Quest Diagnostics shall be entitled during the Term to retain an independent Third Party (which shall execute a confidentiality agreement consistent with Section 12.03 reasonably acceptable to SmithKline ▇▇▇▇▇▇▇) to audit, no more than once per year at Quest Diagnostics' expense, to verify SmithKline ▇▇▇▇▇▇▇'▇ compliance with the terms of this Agreement. The auditor is subject to approval by SmithKline ▇▇▇▇▇▇▇, which approval shall not be unreasonably withheld or delayed. The auditor shall be enabled to inspect only those records reasonably relevant to SmithKline ▇▇▇▇▇▇▇'▇ compliance with the terms of this Agreement. The auditor shall conduct its review during SmithKline ▇▇▇▇▇▇▇'▇ normal business hours and without unreasonably interfering with SmithKline ▇▇▇▇▇▇▇'▇ normal operations. All information obtained by such auditor shall be considered confidential and subject to Section 12.03 of this Agreement. Such auditor shall provide to Quest Diagnostics only that information reasonably required by Quest Diagnostics in order to verify SmithKline ▇▇▇▇▇▇▇'▇ compliance with the terms of this Agreement and shall not provide any information that would identify a Client of SmithKline ▇▇▇▇▇▇▇ or can be excluded under Section 8.01(e). The auditor shall simultaneously provide to SmithKline ▇▇▇▇▇▇▇ copies of all information collected from SmithKline ▇▇▇▇▇▇▇. Quest Diagnostics shall not under any circumstances disclose any information so provided by such auditor to any Third Party, except as permitted by Section 12.03.

AUDIT BY QUEST DIAGNOSTICS. Quest Diagnostics shall be entitled during the Term to retain an independent Third Party (which shall execute a confidentiality agreement consistent with Section 12.03 reasonably acceptable to SmithKline ▇▇▇▇▇▇▇) to audit, no more than once per year at Quest Diagnostics' expense, to verify SmithKline ▇▇▇▇▇▇▇'▇ compliance with the terms of this Agreement. The auditor is subject to approval by SmithKline ▇▇▇▇▇▇▇, which approval shall not be unreasonably withheld or delayed. The auditor shall be enabled to inspect only those records reasonably relevant to SmithKline ▇▇▇▇▇▇▇'▇ compliance with the terms of this Agreement. The auditor shall conduct its review during SmithKline ▇▇▇▇▇▇▇'▇ normal business hours and without unreasonably interfering with SmithKline ▇▇▇▇▇▇▇'▇ normal operations. All information obtained by such auditor shall be considered confidential and subject to Section 12.03 of this Agreement. Such auditor shall provide to Quest Diagnostics only that information reasonably required by Quest Diagnostics in order to verify SmithKline ▇▇▇▇▇▇▇'▇ compliance with the terms of this Agreement and shall not provide any information that would identify a Client of SmithKline ▇▇▇▇▇▇▇ or can be excluded under Section 8.01(e8.01(d). The auditor shall simultaneously provide to SmithKline ▇▇▇▇▇▇▇ copies of all information collected from SmithKline ▇▇▇▇▇▇▇. Quest Diagnostics shall not under any circumstances disclose any information so provided by such auditor to any Third Party, except as permitted by Section 12.03.