OF CSC'S OBLIGATIONS;
(C)
A SHORTER TIME IS REQUIRED BY APPLICABLE LAWS; OR
(D)
OTHER CIRCUMSTANCES HAVE ARISEN WHICH WOULD GIVE TEXTRON THE RIGHT TO
TERMINATE THIS AGREEMENT.
15.1.4
THE TEXTRON AUDIT REPRESENTATIVES (OTHER THAN REGULATORY TEXTRON
AUDIT REPRESENTATIVES) SHALL NOT BE CSC COMPETITORS EXCEPT WITH THE PRIOR
CONSENT OF CSC AND SHALL COMPLY WITH CSC'S REASONABLE SECURITY REQUIREMENTS
PROVIDED TO TEXTRON.
15.1.5
CSC SHALL COOPERATE WITH TEXTRON IN DEALING WITH REGULATORY
AUDITS, INCLUDING:
(A)
NOTIFYING TEXTRON AS SOON AS PRACTICABLE OF ANY REGULATORY AUDITS;
(B)
PERMITTING TEXTRON OR ITS REPRESENTATIVES TO BE PRESENT AND TO
PARTICIPATE IN SUCH REGULATORY AUDITS;
(C)
PROVIDING TEXTRON WITH COPIES OF ANY REPORTS OR WRITTEN COMMUNICATIONS
WITH SUCH REGULATORS; AND
(D)
LIAISING WITH TEXTRON WITH RESPECT TO RESPONSES TO SUCH REGULATORS'
COMMUNICATIONS.
15.1.6
WHERE ANY GOVERNMENT OR REGULATORY BODY OR AGENCY OF COMPETENT
JURISDICTION REQUESTS INFORMATION AND/OR COOPERATION FROM TEXTRON FOR ANY
GENERAL COMPLIANCE OR REGULATORY PURPOSES RELATING TO THE SERVICES, THEN WHERE
REQUIRED BY TEXTRON, CSC SHALL ASSIST TEXTRON IN RESPONDING TO SUCH REQUEST, BY
PROVIDING TEXTRON OR ANY SUCH GOVERNMENT, REGULATORY BODY OR AGENCY OF COMPETENT
JURISDICTION (AS DIRECTED BY TEXTRON), WITH ALL RELEVANT COOPERATION AND
INFORMATION RELEVANT TO CSC OR CSC SUBCONTRACTORS' SERVICES, WHETHER OR NOT THE
REQUEST RELATES TO A REGULATORY AUDIT.
15.2
CSC AUDITS
15.2.1
CSC SHALL CONDUCT REVIEWS AND AUDITS OF, OR PERTAINING TO, THE
SERVICES IN A MANNER CONSISTENT WITH CUSTOMARY AUDIT PRACTICES.
CSC SHALL CAUSE
A SECURITY AUDIT AND A SAS 70 TYPE II EXAMINATION OF CSC'S SERVICES PERFORMED AT
CSC'S DATA CENTERS AT NORWICH, CONNECTICUT AND CHESTERFIELD, ENGLAND TO BE
CARRIED OUT BY AN INDEPENDENT THIRD PARTY AT LEAST [***], COVERING AT LEAST THE
PERIOD JANUARY 1-SEPTEMBER 30 AND SHALL FURNISH A COPY OF THE PORTIONS THEREOF
RELEVANT TO THE SERVICES, AND THE RELEVANT PORTIONS OF ANY OTHER AVAILABLE SAS
70 REPORTS RELATING TO TEXTRON SERVICES, SUBJECT TO
42
CONFIDENTIALITY RESTRICTIONS IMPOSED ON SUCH REPORTS, TO TEXTRON'S AUDITORS NOT
LATER THAN NOVEMBER 15 OF SUCH CONTRACT YEAR, AT NO ADDITIONAL CHARGE TO
TEXTRON.
ANNUAL SAS 70 TYPE II EXAMINATIONS SHALL COVER AT LEAST THE PERIOD
FROM JANUARY 1 THROUGH SEPTEMBER 30 OF THE YEAR IN WHICH THE RESULTING REPORT IS
PROVIDED.
SUBJECT TO WRITTEN CONFIDENTIALITY AGREEMENTS THAT ARE CONSISTENT
WITH TEXTRON'S OBLIGATIONS SET FORTH IN THE AGREEMENT TO MAINTAIN THE
CONFIDENTIALITY OF CSC'S CONFIDENTIAL INFORMATION AND THAT IDENTIFY CSC AS A
THIRD PARTY BENEFICIARY, TEXTRON SHALL BE ENTITLED TO PROVIDE A COPY OF ANY SUCH
AUDIT REPORTS TO OTHERS AS NECESSARY TO EVIDENCE ITS INTERNAL CONTROL STRUCTURE.
15.2.2
CSC SHALL PROMPTLY MAKE AVAILABLE IN WRITING TO TEXTRON A SUMMARY
OF THE RESULTS OF ANY REVIEW OR AUDIT CONDUCTED BY CSC OR ANY CSC SUBCONTRACTORS
RELATING TO THE SERVICES AND ANY FINDING OR REPORT CONCERNING ANY ACTUAL OR
SUSPECTED ERROR WITH RESPECT TO AMOUNTS CHARGED TO TEXTRON UNDER THIS AGREEMENT.
15.2.3
IN NO EVENT SHALL CSC DISCLOSE TO ANY THIRD PARTY ANY TEXTRON
CONFIDENTIAL INFORMATION CONTAINED IN ANY AUDIT, AUDIT REPORT OR AUDIT SUMMARY
UNLESS