Common use of CLIENT DATA; SECURITY Clause in Contracts

CLIENT DATA; SECURITY. 11.1) The Client shall provide the Company with the Client Data to enable the Company to provide the Services. The Company shall not be responsible or liable for the accuracy, completeness, integrity or timeliness of any Client Data provided to the Company by the Client. 11.2) All Client Data shall remain the property of the Client. The Client Data shall not be (i) used by the Company other than in connection with providing the Services, (ii) disclosed, sold, assigned, leased or otherwise provided to third parties by the Company, or (iii) commercially exploited by or on behalf of the Company, its employees or agents. 11.3) At the Client’s expense, the Company shall upon written request, promptly return to the Client, in the format and on the media in use as of the date of request, all, or any requested portion of, the Client Data. If the Client expressly consent or requests, the Company may maintain archival tapes containing any Client Data, which shall be used by the Company solely for back-up purposes. 11.4) The Company will provide data backup in accordance with industry standards during the term of this Agreement and will not delete or destroy any the Client Data during such period. 11.5) The Company shall not disclose or use any Client Data except for the purpose of carrying out its obligations under this Agreement. The Company shall not disclose the Client Data to its third party service providers without the consent of the Client. The Company shall ensure that each person or entity to whom or to which the Company may disclose the Client Data in connection with the Company’s performance of its obligations under this Agreement shall, prior to any such disclosure of information, agree to use or disclose such Client Data only for the purpose of carrying out the Company’s obligations under this Agreement. The Company shall maintain effective information security measures to protect the Client Data from unauthorized disclosure or use. 11.6) The Company shall maintain and enforce at all of its locations where the Client Data is received, accessed, stored, processed, or transmitted, security procedures that provide reasonable and necessary security designed to prevent infiltration of or unauthorized access to any and all systems, databases and networks which receive, access, store, process or transmit the Client Data, including firewall-based protections, Virus testing and scanning, intrusion protection and access control with appropriate password and other authentication protections.