Common use of Audit Responsibilities Clause in Contracts

Audit Responsibilities. This Section sets out the sole audit right under this Agreement. a) DOD will maintain, and promptly provide to Licensor upon its request, but no more frequently than once in a twelve (12) month period, accurate records regarding use of the software by or for DOD. If DOD becomes aware of any unlicensed use of the software, DOD will notify Contractor and Licensor within 15 calendar days, providing reasonable details. b) DOD will perform a self-audit, upon the request of the Licensor, but no more frequently than once in a twelve (12) month period, and report any change in software program use. The Licensor may make such a request of an individual agency of the DOD and will notify the DOD Agency Program Manager in the event of such a request. If the Licensor requests a self-audit from a DOD agency, it will not make another request of that agency for at least 12 months. Any self–audit, which shall be certified by a DOD employee authorized to do so, shall include, but not be limited to, the number of copies of the programs installed and/or in use , the designated system(s) on which the programs are installed and/or running, and if applicable, the number of users of the programs. DOD shall notify Reseller and Licensor of any unlicensed use no later than 90 calendar days after completion of the self-audit. c) If the self-audit described in (a) or (b) above shows unlicensed use by the DOD, the limit of DOD’s responsibility for any unlicensed use is the requirement that DOD (1) promptly stop using the software and delete any unauthorized copies, or (2) purchase additional licenses of the product through Reseller in accordance with any current ESI pricing. The procurement of additional licenses, if required, will transpire no later than 60 days after DOD’s aforementioned notification. There will be no penalties involved in the procurement of the additional licenses. (Any prior unlicensed use may be claimed under the Contract Disputes Act.)

Audit Responsibilities. This Section sets out the sole audit right under this Agreementagreement. a) DOD DoD will maintain, and promptly provide to Licensor Publisher upon its request, but no more frequently than once in a twelve (12) month period, accurate records regarding use of the software by or for DOD. DoD. If DOD DoD becomes aware of any unlicensed use of the software, DOD DoD will notify Contractor and Licensor Publisher within 15 calendar days, providing reasonable details. b) DOD DoD will perform a self-audit, upon the request of the Licensor, but no more frequently than once in a twelve (12) month period, and report any change in software program use. The Licensor may make such a request of an individual agency of the DOD DoD and will notify the DOD DoD Agency Program Manager in the event of such a request. If the Licensor requests a self-audit from a DOD DoD agency, it will not make another request of that agency for at least 12 months. Any self–– audit, which shall be certified by a DOD DoD employee authorized to do so, shall include, but not be limited to, the number of copies of the programs installed and/or in use , the designated system(s) on which the programs are installed and/or running, and if applicable, the number of users of the programs. DOD DoD shall notify Reseller and Licensor of any unlicensed use no later than 90 calendar days after completion of the self-audit. c) If the self-audit described in (a) or (b) above shows unlicensed use by the DODDoD, the limit of DODDoD’s responsibility for any unlicensed use is the requirement that DOD DoD (1) promptly stop using the software and delete any unauthorized copies, or (2) purchase additional licenses of the product through Reseller in accordance with any current ESI pricing. The procurement of additional licenses, if required, will transpire no later than 60 days after DOD’s aforementioned notification. There will be no penalties involved in the procurement of the additional licenses. (Any prior unlicensed use may be claimed under the Contract Disputes Act.)or