Common use of Records and Access; Audits Clause in Contracts

Records and Access; Audits. 5.2.1 Upon request, the Service Provider will provide its Service Organization Control (“SOC 1”) report issued under the Statement on Standards for Attestation Engagements No. 18 (“SSAE 18”). In addition, from time to time as requested, but such requests shall not exceed one request within any given twelve month period, the Service Provider will furnish the Client a “gap” or “bridge” letter that will address any material changes that might have occurred in the Service Provider’s controls covered in the SOC 1 from the end of the SOC 1 report period through a specified requested date. 5.2.2 The Client agrees that it shall pay reasonable charges for (a) document collection, duplication, review and retrieval and (b) making the Service Provider personnel available for extraordinary periods as the Service Provider may reasonably request in connection with audits, examinations or inspections. The Client and the Service Provider agree that such charges may include the reasonable fees and expenses of external counsel to the Service Provider as mutually agreed by the Parties.

Records and Access; Audits. 5.2.1 Upon request, the Service Provider will provide its Service Organization Control (“SOC 1”) report issued under the Statement on Standards for Attestation Engagements No. 18 (“SSAE 18”). In addition, from time to time as requested, but such requests shall not exceed one request within any given twelve month period, the Service Provider will furnish the Client a “"gap” " or “"bridge” " letter that will address any material changes that might have occurred in the Service Provider’s controls covered in the SOC 1 from the end of the SOC 1 report period through a specified requested date. 5.2.2 The Client agrees that it shall pay reasonable charges for (a) document collection, duplication, review and retrieval and (b) making the Service Provider personnel available for extraordinary periods as the Service Provider may reasonably request in connection with audits, examinations or inspections. The Client and the Service Provider agree that such charges may include the reasonable fees and expenses of external counsel to the Service Provider as mutually agreed by the Parties.