Common use of Data Incident Clause in Contracts

Data Incident. If either party shall be unable to perform, shall fail to perform, or shall breach the obligations set-forth in this Agreement due to a Data Incident, such party shall not be in default of this Agreement and the parties shall to work together in good faith to proceed to Closing as soon as reasonably possible. For the purposes hereof “Data Incident” shall mean the material interruption of a party’s business operations which results from any unauthorized activity taken with respect to a party’s information, data, systems, or operations, by electronic, physical, or other means.