Service Organization Control Reports Sample Clauses

Service Organization Control Reports. Following completion of implementation of any applicable Services, ADP will, at Client’s request and at no charge, provide Client with copies of any routine Service Organization Control 1 reports (“SOC 1 Reports”) (or any successor reports thereto) that are both directly related to those Services provided hereunder for Client and already released to ADP by the public accounting firm producing the report. SOC 1 Reports are ADP Confidential Information and Client will not distribute or allow any third party (other than its independent auditors) to use any such report without the prior written consent of ADP. Client will instruct its independent auditors or other approved third parties to keep such report confidential and Client will remain liable for any unauthorized disclosure of such report by its independent auditors or other approved third parties.
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Service Organization Control Reports. To the extent available, State Street shall provide MFS with a copy of a third party independent accountant report conducted and prepared in accordance with American Institute of Certified Public Accountants’ Statements on Standards for Attestation Engagements. A SOC 1, Type 2 audit report (“SOC Report(s)”) shall be prepared and provided on as specified at Exhibit A during the term of this Agreement for the services provided by State Street, for which the scope of the SOC Report(s) is inclusive of the products and services provided, along with the supporting processes, policies, procedures, personnel and operational activities that constitute State Street’s core activities that are relevant to said products and services, and provided within thirty (30) days after such SOC Report(s) is available to State Street. If: (i) a SOC Report(s) set forth on Exhibit A is not supplied by State Street in accordance with the foregoing; or (ii) if SOC Report(s) are provided but (a) the SOC Report(s) does not cover all aspects of the products and services covered by this Agreement, including without limitation all State Street operations globally; or (b) the user control considerations listed within the SOC Report(s) limit MFS’ ability to place appropriate reliance on State Street control environment; or (c) the results of the SOC Report(s) are qualified by the independent auditor, then MFS may, no more than once annually, request State Street to conduct, or if State Street does not agree to conduct then MFS may appoint independent auditors to conduct (or request MFS’ Internal Audit Department to conduct), an audit of the products and services provided by State Street to MFS under this Agreement. MFS and State Street shall arrive at a mutually agreed prompt schedule for remedying any non-compliance issues identified in any SOC Report(s). While State Street does not currently issue an AICPA Service Organization Control 2 report (“SOC2 Report”), if in the future State Street makes a SOC2 Report available to its clients, State Street shall make such SOC2 Report available to MFS.
Sample 1

Related to Service Organization Control Reports

  • Due Organization, etc Parent is a company duly organized and validly existing under the laws of the jurisdiction of its incorporation. Parent has all necessary corporate power and authority to execute and deliver this Agreement and to consummate the transactions contemplated hereby. The execution and delivery of this Agreement and the consummation of the transactions contemplated hereby by Parent have been duly authorized by all necessary action on the part of Parent.

  • Project Organization Chart As part of the Mini-Bid, the Authorized User may require the Contractor to develop and submit a proposed project organization chart. The project organization chart should identify all the proposed key personnel of each team component and how the team will be managed. If required, the project organization chart must include both Contractor and State staff roles as identified in the Mini-Bid.

  • Due Organization; No Subsidiaries; Etc (a) The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and has all necessary power and authority: (i) to conduct its business in the manner in which its business is currently being conducted; (ii) to own and use its assets in the manner in which its assets are currently owned and used; and (iii) to perform its obligations under all Company Contracts.

  • Amendments to Organizational Documents Parent will not, and will not permit any of its Subsidiaries to amend, modify, or grant any waiver or release under or terminate in any manner, any Organizational Documents in any manner materially adverse to, or which would impair the rights of, the Lenders.

  • Due Organization and Good Standing Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware. Purchaser is qualified to transact business in each jurisdiction in which such qualification is deemed necessary.

  • Certification Regarding Business with Certain Countries and Organizations Pursuant to Subchapter F, Chapter 2252, Texas Government Code, PROVIDER certifies it is not engaged in business with Iran, Sudan, or a foreign terrorist organization. PROVIDER acknowledges this Purchase Order may be terminated if this certification is or becomes inaccurate.

  • Compliance with Organizational Documents The Seller shall comply with its limited liability company agreement and other organizational documents.

  • Corporate Organization; Etc Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Nevada with the requisite corporate power and authority to carry on its business as it is now being conducted and to own, operate and lease its properties and assets, is duly qualified or licensed to do business as a foreign corporation in good standing in every other jurisdiction in which the character or location of the properties and assets owned, leased or operated by it or the conduct of its business requires such qualification or licensing, except in such jurisdictions in which the failure to be so qualified or licensed and in good standing would not, individually or in the aggregate, have a Material Adverse Effect (as defined below) on Company. Company Disclosure Schedule contains a list of all jurisdictions in which Company is qualified or licensed to do business and includes complete and correct copies of Company’s articles of incorporation and bylaws. Company does not own or control any capital stock of any corporation or any interest in any partnership, joint venture or other entity.

  • Due Organization; Subsidiaries; Etc (a) The Company is an Entity duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization and has all necessary power and authority: (i) to conduct its business in the manner in which its business is currently being conducted; and (ii) to own and use its assets in the manner in which its assets are currently owned and used. The Company is qualified or licensed to do business as a foreign Entity, and is in good standing, in each jurisdiction where the nature of its business requires such qualification or licensing, except where the failure to be so qualified, licensed or in good standing does not have and would not reasonably be expected to have a Material Adverse Effect.

  • Due Organization Such Stockholder, if a corporation or other entity, has been duly organized, is validly existing and is in good standing under the laws of the state of its formation or organization.

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