Information Technology Audits Clause Samples
Information Technology Audits. Service Provider will permit Hyland, directly or through a contractor, to conduct site audits of the information technology and information security controls for all facilities used to Process Personal Data so that Hyland can ensure that Service Provider provides the appropriate level of security for the Personal Data. Where required to do so, the Parties shall make the results of such audits available to the competent Supervisory Authority/ies.
Information Technology Audits. Upon CRO’s request, Labcorp shall, subject to the terms of applicable Data Protection Laws and the Data Processing Agreement, provide to CRO (or a representative of the applicable Sponsor) at Labcorp’s premises for review: (i) a high-level summary of Labcorp’s approach to information security including security testing; and (ii) any other information related to Labcorp’s information security when reasonably requested by CRO or Sponsor and mutually agreed to by Labcorp. In addition to CRO’s audit rights under Section 7.1 of this Agreement, upon reasonable advance written notice given by CRO, Labcorp shall allow CRO, the applicable Sponsor or a third party on CRO’s or Sponsor’s behalf (which third party shall not be a competitor of Labcorp or former employee of Labcorp for reasons other than the Distribution without Labcorp’s prior written consent and which shall be required to be bound by obligations of confidentiality and non-use consistent with those contained herein) to audit (i) Labcorp systems and processes that impact CRO’s data, (ii) Labcorp’s approach to information security and (iii) Labcorp’s internal information security policies, in each case to confirm that Labcorp systems and processes meet the requirements of this Agreement in all material respects. Routine Audits under this Section 7.2 are limited to no more than once per calendar year unless CRO (or Sponsor) in good faith believes that there is an actual information security risk or breach. In the event of a routine visit or Audit not for cause pursuant to this Section 7.2, CRO shall compensate Labcorp for the reasonable cost of such routine visit or Audit in accordance with the agreed fees and expenses, unless such Audit finds that Labcorp breached this Agreement or any Applicable Law.
Information Technology Audits. Upon Sponsor’s request, Labcorp shall provide to Sponsor at Labcorp’s premises for review : (i) a high level summary of Labcorp’s approach to information security including security testing ; and (ii) any other information related to Labcorp’s security when reasonably requested by Sponsor and mutually agreed to by Labcorp . In addition to Sponsor’s audit rights under Section 7 . 1 of this Agreement, upon reasonable advance written notice given by Sponsor, Labcorp shall allow Sponsor or a third party (which shall not be a competitor of Labcorp or former employee of Labcorp without Labcorp’s prior written consent and which shall be required to be bound by obligations of confidentiality and non - use consistent with those contained herein) to audit (i) Labcorp systems and processes that impact Sponsor’s data, (ii) Labcorp’s approach to information security and (iii) Labcorp’s internal information security policies, to confirm that Labcorp systems and processes meet the requirements of this Agreement in all material respects . Routine Audits under this Section 7 . 2 are limited to no more than once per calendar year unless Sponsor in good faith believes that there is an actual information security risk or breach . In the event of a routine visit or Audit not for cause pursuant to this Section 7 . 2 , Sponsor shall compensate Labcorp for the reasonable cost of such routine visit or Audit in accordance with the agreed fees and expenses, unless such Audit finds that Labcorp breached this Agreement or any Applicable Law . 3. Inspections . Where possible and permitted by the Regulatory Authority, each Party will notify the other Party promptly in the event of any actual or notified inspection, inquiry or findings by a Regulatory Authority concerning Services being performed for Sponsor . In that event and to the extent permitted by Applicable Law, Labcorp will consult with and allow Sponsor to review and comment on any responses made by Labcorp to the Regulatory Authority relating to the inspection or inquiry to the extent it concerns a Sponsor Study or Test Materials . However, Sponsor acknowledges that it is Labcorp’s obligation to respond to an inspection notice or inquiry directed to Labcorp and Labcorp shall retain determinative authority over the form and content of any such response provided that Labcorp considers Sponsor’s comment in good faith . Both Parties will cooperate with all reasonable requests necessary to comply with an inspection notice . In the ...
