Common use of Service Audit Clause in Contracts

Service Audit. At any time during the Term and at its own expense, Deluxe may engage its internal audit staff or an independent third party (a "Service Auditor") to perform a review and audit ("Service Audit") of the Services, including, without limitation, (i) the parts of any Deluxe facility at which eFunds is providing such Services, (ii) eFunds personnel providing such Services, (iii) data and records relating to such Services to verify the integrity, security and privacy of Deluxe Data and to examine the eFunds systems that process, store, support and transmit such data, and (iv) the provision of any Key Deliverables, provided, such Service Auditor may not be an IT Competitor, unless eFunds consents thereto in its sole discretion. The Service Auditor may examine eFunds' data practices and procedures, management systems, general controls and security practices and procedures, disaster recovery and backup procedures, incident or investigative records and any other aspects of such Services reasonably related to Deluxe. The Service Auditor shall prepare and submit to Deluxe a written report of the results of the Service Audit (a "Service Audit Report"). Deluxe shall provide eFunds with a copy of the Service Audit Report within thirty (30) business days of Deluxe's receipt thereof. Any dispute or issue related to a Service Audit shall be resolved in accordance with the procedures set forth in Article 15.0. The Service Auditor shall comply with all reasonable confidentiality, non-solicitation and security requirements that eFunds may reasonably impose but such auditor may nonetheless request, copy and examine any books or records which Deluxe itself could request, copy and examine under this Agreement. Confidential and Proprietary 19 May 15, 2000 [LOGO OF E FUNDS, INC. APPEARS HERE] [LOGO OF DELUXE CORPORATION APPEARS HERE] eFunds/Deluxe Corporation Professional Services Agreement