Common use of LICENSE OR USE AUDIT RIGHTS Clause in Contracts

LICENSE OR USE AUDIT RIGHTS. A. Contractor shall have the right, at any time during and throughout the Contract Term, but not more than once per Fiscal Year, to request via written notice in accordance with the notice provisions of the Contract that the State audit its use of and certify as to its compliance with any applicable license or use restrictions and limitations contained in this Contract (an “Audit Request”). The Audit Request shall specify the time period to be covered by the audit, which shall not include any time periods covered by a previous audit. The State shall complete the audit and provide certification of its compliance to Contractor (“Audit Certification”) within 120 days following the State’s receipt of the Audit Request. The parties shall agree in writing on the scope of the inquiry, fees proportional to Contractor’s anticipated costs for responding to the inquiry, timeframe, location (if an audit is to be conducted), and other terms and conditions before work to satisfy the inquiry is commenced. Audits and tests may not be conducted by third parties who are direct competitors of Contractor without Contractor’s written consent or by third parties who have previously misused or misappropriated Contractor’s confidential information. Audits will be performed according to during normal Contractor business hours in effect for the identified location.