Well it's basically saying, just give us the money. The "audit rights" only apply if they're donating time, so they want that to be the most difficult and intrusive option -- ie., its only there for PR.

The choice is, "some money and we'll look the other way; or open all your books, and donate 8% of your workforce to wordpress"

The 'audit rights' are written at the end of 2(a) and apply to just giving money. It's not just time.

You're right, I should've focused on the " including access to employee records and time-tracking " aspect

isn't that necessary given the request of a revenue percentage?

Could automattic know the exact numbers in a different way, since WPEngine is not a public company?

Agree with this. Is this correct?

It's there in the Fee section.....

I get that regulatory bodies should have access under certain conditions, but letting a competitor do this? Makes zero sense.

Surely this would be a violation of HIPAA, Privacy and any number of state laws.

You can't just give out confidential employee records to third parties.

None of these parties are subject to HIPAA.

Employee health records are often stored in third party systems that are subject to HIPAA.

Point is that Automattic would have full access to this as well.

Those providers may be subject to it.

Attempts to go fishing in such records would be pretty unlikely to succeed; it'd be an uneforcable request contrary to public policy, with no relevance to such an audit. It would be correctly and easily fought.