Common use of IT Systems Clause in Contracts

IT Systems. Except as would not reasonably be expected to result in a Material Adverse Change, the Company’s and its subsidiaries’ information technology assets and equipment, computers, systems, networks, hardware, software, websites, applications, and databases (collectively, “IT Systems”) are adequate for, and operate and perform in all material respects as required in connection with the operation of the business of the Company and its subsidiaries as currently conducted, and to the knowledge of the Company, are free and clear of all material bugs, errors, defects, Trojan horses, time bombs, malware and other corruptants; the Company and its subsidiaries have implemented and maintained commercially reasonable controls, policies, procedures, and safeguards to maintain and protect its material confidential information and the integrity, continuous operation, redundancy and security of all IT Systems, and data used in connection with the operation of the Company and its subsidiaries (including any information that relates to an identified or identifiable individual or is otherwise considered “personal information,” “personally identifiable information” or “personal data” under applicable law, sensitive data, confidential information or regulated data in any form (collectively, the “Protected Information”)) and, other than as disclosed in the Registration Statement and the Prospectus, there have been no breaches, violations, outages or unauthorized uses of or access to the same, except for those that have been remedied without material cost or liability or the duty to notify any other person, nor any incidents under internal review or investigations relating to the same; and the Company and its subsidiaries are presently in compliance in all material respects with all applicable laws or statutes and all judgments, orders, rules and regulations of any court or arbitrator or governmental or regulatory authority, internal policies and contractual obligations relating to the privacy and security of IT Systems and Personal Data and to the protection of such IT Systems and Personal Data from unauthorized use, access, misappropriation or modification.

IT Systems. Except as would not reasonably be expected (A) There has been no security breach or incident, unauthorized access or disclosure, or other compromise of or relating to result in a Material Adverse Change, the Company’s Advisers’ IT Systems and its subsidiaries’ information technology assets Data; (B) the IT Systems and equipment, computers, systems, networks, hardware, software, websites, applications, and databases (collectively, “IT Systems”) Data of the Adviser are adequate for, and operate and perform in all material respects as required in connection with the operation of the business of the Company and its subsidiaries as currently conducted, and to the knowledge of the Company, are Adviser free and clear of all material bugs, errors, defects, Trojan horses, time bombs, malware and other corruptants; (C) the Company Adviser has not been notified of, and its subsidiaries has no knowledge of any event or condition that would result in, any security breach or incident, unauthorized access or disclosure or other compromise to their IT Systems and Data; and (D) the Adviser has used reasonable efforts to establish and maintain, and have established, maintained, implemented and maintained commercially complied with, reasonable information technology, information security, cyber security and data protection controls, policies, procedures, including oversight, access controls, encryption, technological and physical safeguards and business continuity/disaster recovery and security plans that protect against and prevent breach, destruction, loss, unauthorized distribution, use, assess, disablement, misappropriation or modification, or other compromise or misuse of or relating to its IT Systems and Data and to maintain and protect its material confidential information and the integrity, continuous operation, redundancy and security of all their IT SystemsSystems and Data reasonably consistent with industry standards and practices, and data used in connection with the operation of the Company and its subsidiaries (including any information that relates to an identified or identifiable individual or is otherwise considered “personal information,” “personally identifiable information” or “personal data” under as required by applicable law, sensitive data, confidential information or regulated data in any form (collectively, the “Protected Information”)) and, other than as disclosed in the Registration Statement regulatory standards and the Prospectus, there have been no breaches, violations, outages or unauthorized uses of or access to the same, except for those that have been remedied without material cost or liability or the duty to notify any other person, nor any incidents under internal review or investigations relating to the same; and the Company and its subsidiaries Adviser are presently in material compliance in all material respects with all applicable laws or statutes and all judgments, orders, rules and regulations of any court or arbitrator or governmental or regulatory authority, internal policies and contractual obligations relating to the privacy and security of IT Systems and Personal Data and to the protection of such IT Systems and Personal Data from unauthorized use, access, misappropriation or modification.

IT Systems. Except as would not reasonably be expected The Corporation’s, its Subsidiaries’ and, to result in a Material Adverse Changethe knowledge of the Corporation, the CompanyRelated Entity’s and its subsidiaries’ information technology assets and equipment, computers, systems, networks, hardware, software, websites, applications, and databases (collectively, “IT Systems”) are adequate for, and operate and perform in all material respects as required in connection with with, the operation of the business of the Company Corporation, the Subsidiaries and its subsidiaries the Related Entity as currently conducted, and to the knowledge of the CompanyCorporation, are free and clear of all material bugs, errors, defects, Trojan horses, time bombs, malware and other corruptants; corruptants and the Company Corporation, its Subsidiaries and, to the knowledge of the Corporation, the Related Entity have valid, enforceable and sufficient rights to use all such IT systems. The Corporation, its subsidiaries have implemented and maintained Subsidiaries and, to the knowledge of the Corporation, the Related Entity maintain commercially reasonable controls, policies, procedures, and safeguards to maintain and protect its their material confidential information and the integrity, continuous operation, redundancy and security of all IT SystemsSystems and all personal, and data used in connection with the operation of the Company and its subsidiaries (including any information that relates to an identified or identifiable individual or is otherwise considered “personal information,” “personally identifiable information” or “personal data” under applicable lawidentifiable, sensitive datasensitive, confidential information or regulated data in any form (collectively“Personal Data”) processed and stored thereon, the “Protected Information”)) and, other than as disclosed in the Registration Statement and the Prospectus, there have been no breaches, incidents, violations, outages outages, compromises or unauthorized uses of or access accesses to the same, except for those that have been remedied without material cost or liability or the duty to notify any other personperson or Governmental Authority, nor any incidents under internal review or investigations relating to the same; and . The Corporation, its Subsidiaries and, to the Company and its subsidiaries knowledge of the Corporation, the Related Entity are presently in compliance in all material respects with all applicable laws or statutes and all applicable judgments, orders, rules and regulations of any court or arbitrator or governmental or regulatory authority, applicable industry standards, internal policies and contractual obligations relating to the privacy and security of IT Systems and Personal Data and to the protection of such IT Systems and Personal Data from unauthorized use, access, misappropriation or modificationmodification (“Privacy Requirements”), except for any such noncompliance that would not have a Material Adverse Effect. There is no action, suit, proceeding, claim, or allegation pending or, to the knowledge of the Corporation, threatened by any third party with respect to any actual or alleged breach of Personal Data, unauthorized processing, or other misuse of any Personal Data or with respect to any violation of any applicable Privacy Requirement, and the Corporation is unaware of any other fact which could form a reasonable basis for any such action, suit, proceeding, claim or allegation.

IT Systems. Except as would not reasonably be expected to result not, individually or in the aggregate, have a Material Adverse ChangeEffect, the Company’s Company and its subsidiaries’ information technology assets and equipment, computers, systems, networks, hardware, software, websites, applications, and databases (collectively, “IT Systems”) are adequate for, and operate and perform in all material respects as required in connection with the operation of the business of the Company and its subsidiaries as currently conductedconducted and, and to the knowledge of the Company, are free and clear of all material bugs, errors, defects, Trojan horses, time bombs, malware and other corruptants; . Except as would not, individually or in the aggregate, have a Material Adverse Effect, the Company and its subsidiaries have implemented and maintained commercially reasonable controls, policies, procedures, and safeguards to maintain and protect its material their confidential information and the integrity, continuous operation, redundancy and security of all IT Systems, Systems and data (including all personal, personally identifiable, sensitive, confidential or regulated data (“Personal Data”)) used in connection with their businesses and, to the operation knowledge of the Company and its subsidiaries (including any information that relates to an identified or identifiable individual or is otherwise considered “personal information,” “personally identifiable information” or “personal data” under applicable law, sensitive data, confidential information or regulated data in any form (collectively, the “Protected Information”)) and, other than as disclosed in the Registration Statement and the ProspectusCompany, there have been no breaches, violations, outages or unauthorized uses of or access accesses to the same, except for those that have been remedied without material cost or liability or the duty to notify any other person, nor any incidents under internal review or investigations relating to the same; and . Except as would not, individually or in the aggregate, have a Material Adverse Effect, the Company and its subsidiaries are presently in compliance in all material respects comply with all applicable laws or statutes and all judgments, orders, rules and regulations of any court or arbitrator or governmental or regulatory authority, internal policies and contractual obligations relating to the privacy and security of IT Systems and Personal Data and to the protection of such IT Systems and Personal Data from unauthorized use, access, misappropriation or modification. Any certificate signed by any officer of the Company or any of its subsidiaries and delivered to the Agent or to counsel for the Agent pursuant to this Agreement shall be deemed a representation and warranty by the Company to the Agent as to the matters covered thereby; provided that, any officer signing and delivering such certificate may rely upon the best of his or her knowledge as to proceedings threatened.

IT Systems. Except as would not reasonably be expected to result in a Material Adverse Change, the Company’s The Company and its subsidiariesSubsidiaries’ information technology assets and equipment, computers, systems, networks, hardware, software, websites, applications, and databases (collectively, “IT Systems”) are adequate for, and operate and perform in all material respects as required in connection with the operation of the business of the Company and its subsidiaries Subsidiaries as currently conducted, and to the knowledge of the Company, are free and clear of all material bugs, errors, defects, Trojan horses, time bombs, malware and other corruptants; the . The Company and its subsidiaries have implemented Subsidiaries have, in all material respects, implemented, maintained and maintained commercially reasonable complied with adequate and effective controls, policies, procedures, and safeguards to maintain and protect its material their confidential information and the integrity, continuous operation, redundancy and security of all IT Systems, Systems and data (including all personal, personally identifiable, household, sensitive, confidential or regulated data, or any such data that may constitute trade secrets, important data and working secrets of any governmental authority or any other data that would otherwise be detrimental to national security, public interest or lawful rights and interests of relevant individuals or organizations pursuant to the applicable laws (“Personal and Confidential Data”)) used in connection with their businesses and/or the operation of the Company Offering, and its subsidiaries (including any information that relates to an identified or identifiable individual or is otherwise considered “personal information,” “personally identifiable information” or “personal data” under applicable law, sensitive data, confidential information or regulated data in any form (collectively, the “Protected Information”)) and, other than as disclosed in the Registration Statement and the Prospectus, there have been no breachesno, violations, outages or unauthorized uses of or access to the same, except for those that have been remedied without material cost or liability or the duty to notify any other person, nor any incidents under internal review or investigations relating to the same; and the Company and its subsidiaries Subsidiaries have not been notified of and have no knowledge of any event or condition that would reasonably be expected to result in, any breach, destruction, loss, violation, outage, leakage, misappropriation, modification, unauthorized distribution, use of or access to or other compromise or misuse of same. The Company and its Subsidiaries are presently in compliance in all material respects with all applicable laws or statutes and all judgments, orders, rules and regulations of any court or arbitrator or governmental or regulatory authorityauthority and any other legal obligations, internal policies and external policies, contractual obligations and industrial standards relating to the privacy and security of IT Systems and Personal and Confidential Data and (“Data Security Obligations”), to the protection of such IT Systems and Personal and Confidential Data from unauthorized use, access, misappropriation or modificationmodification and to the data outbound transition. The Company and its Subsidiaries have not received any notification of or complaint regarding and are unaware of any other facts that, individually or in the aggregate, would reasonably indicate non-compliance with any Data Security Obligations, and there have been no action, suit or proceeding by or before any court or government agency, authority or body pending or, to the best of the Company’s knowledge after due inquiry, threatened alleging non-compliance with any Data Security Obligation.

IT Systems. Except as would The Company is not reasonably be expected aware of any security breach or incident, unauthorized access or disclosure, or other compromise relating to result in a Material Adverse Changethe information technology and computer systems, data and databases used by the Company’s Company and its subsidiaries’ information technology assets and equipment, computers, systems, networks, hardware, software, websites, applications, and databases Subsidiaries (collectively, “IT Systems”) ). The Company and the Subsidiaries’ IT Systems are adequate for, and operate and perform in all material respects as required in connection with the operation of the business of the Company and its subsidiaries the Subsidiaries as currently conducted, and to the knowledge of the Company, are free and clear of all material bugs, errors, defects, Trojan horses, time bombs, malware and other corruptants; , except, in each case, as would not reasonably be expected to, individually or in the aggregate, have a Material Adverse Effect. The Company and its subsidiaries the Subsidiaries have implemented and maintained commercially reasonable controls, policies, procedures, and safeguards to maintain and protect its their material confidential information and the integrity, continuous operation, redundancy and security of all IT Systems, Systems and data (including all personal, personally identifiable, sensitive, confidential or regulated data (“Personal Data”)) used in connection with the operation of the Company and its subsidiaries (including any information that relates to an identified or identifiable individual or is otherwise considered “personal information,” “personally identifiable information” or “personal data” under applicable lawtheir businesses, sensitive data, confidential information or regulated data in any form (collectively, the “Protected Information”)) and, other than as disclosed in to the Registration Statement and the ProspectusCompany’s knowledge, there have been no breaches, violations, outages or unauthorized uses of or access accesses to the same, except for those that except, in each case, as would not reasonably be expected to, individually or in the aggregate, have been remedied without material cost or liability or the duty to notify any other person, nor any incidents under internal review or investigations relating to the same; a Material Adverse Effect. The Company and the Company and its subsidiaries Subsidiaries are presently in material compliance in all material respects with all applicable laws or statutes and all judgments, orders, rules and regulations of any court or arbitrator or governmental or regulatory authority, internal policies and contractual obligations relating to the privacy and security of IT Systems and Personal Data and to the protection of such IT Systems and Personal Data from unauthorized use, access, misappropriation or modification, except, in each case, as would not reasonably be expected to, individually or in the aggregate, have a Material Adverse Effect.

IT Systems. Except as would not reasonably be expected to result in a Material Adverse Change, the Company’s (A) The Company and its subsidiaries’ information technology assets and equipment, computers, systems, networks, hardware, software, websites, applications, and databases (collectively, “IT Systems”) are adequate for, and operate and perform in all material respects as required in connection with the operation of the business of the Company and its subsidiaries as currently conducted, and to the knowledge of the Company, are free and clear of all material bugs, errors, defects, Trojan horses, time bombs, malware and other corruptants; the Company and its subsidiaries have implemented and maintained commercially reasonable controls, policies, procedures, and safeguards to maintain and protect its material confidential information and the integrity, continuous operation, redundancy and security of all IT Systems, and data used in connection with the operation of the Company and its subsidiaries (including any information that relates to an identified or identifiable individual or is otherwise considered “personal information,” “personally identifiable information” or “personal data” under applicable law, sensitive data, confidential information or regulated data in any form (collectively, the “Protected Information”)) and, other than as disclosed in the Registration Statement and the Prospectus’s knowledge, there have been no breaches, violations, outages or unauthorized uses of or access accesses to the same, except for those that have been remedied without material cost or liability or the duty to notify any other person, nor any incidents under internal review or investigations relating to the same; and . (B) Except as could not be expected, individually or in the aggregate, to have a Material Adverse Effect, the Company and its subsidiaries are presently in compliance in all material respects with all applicable laws or statutes and all judgments, orders, rules and regulations of any court or arbitrator or governmental or regulatory authority, internal policies and contractual obligations relating to the privacy and security of IT Systems and Personal Data and to the protection of such IT Systems and Personal Data from unauthorized use, access, misappropriation or modification. (C) The Company and its subsidiaries have implemented backup and disaster recovery technology consistent with industry standards and practice. Any certificate signed by an officer of the Company and delivered to C▇▇▇▇ or to counsel for C▇▇▇▇ pursuant to or in connection with this Agreement or any Terms Agreement shall be deemed to be a representation and warranty by the Company to C▇▇▇▇ as to the matters set forth therein. The Company acknowledges that C▇▇▇▇ and, for purposes of the opinions to be delivered pursuant to Section 7 hereof, counsel to the Company and counsel to C▇▇▇▇, will rely upon the accuracy and truthfulness of the foregoing representations and hereby consents to such reliance.

IT Systems. Except as would not reasonably be expected to result in a Material Adverse Change, the Company’s The Company and its subsidiaries’ information technology assets and equipment, computers, systems, networks, hardware, software, websites, applications, and databases (collectively, “IT Systems”) are ), whether maintained internally or by third-party vendors on behalf of the Company and its subsidiaries, are, to the knowledge of the Company, adequate for, and operate and perform in all material respects as required in connection with with, the operation of the business of the Company and its subsidiaries as currently conducted, and and, to the knowledge of the Company, are free and clear of all material bugs, errors, defects, Trojan horses, time bombs, malware and other corruptants; , except where failure in the adequacy, operation or performance of such IT Systems would not, individually or in the aggregate, result in a Material Adverse Effect. The Company and its subsidiaries have implemented and maintained commercially reasonable controls, policies, procedures, and safeguards designed to maintain and protect its material their confidential information and the integrity, continuous operation, redundancy and security of all IT Systems, Systems and data (including all personal, personally identifiable, sensitive, confidential or regulated data (“Personal Data”)) used in connection with their businesses, consistent with industry standards and practices, and, to the operation knowledge of the Company and its subsidiaries (including any information that relates to an identified or identifiable individual or is otherwise considered “personal information,” “personally identifiable information” or “personal data” under applicable law, sensitive data, confidential information or regulated data in any form (collectively, the “Protected Information”)) and, other than as disclosed in the Registration Statement and the ProspectusCompany, there have been no breaches, violations, outages or unauthorized uses of or access accesses to the same, except for those that have been remedied without material cost or liability or the duty to notify any other person, nor any incidents under internal review or investigations relating to the same; , except where failure to implement or maintain such controls, policies, procedures and safeguards or the occurrence of breaches, violations, outages or unauthorized uses or access would not, individually or in the aggregate, result in a Material Adverse Effect. The Company and its subsidiaries are presently in compliance in all material respects with all applicable laws or statutes and all applicable judgments, orders, rules and regulations of any court or arbitrator or governmental or regulatory authority, internal policies and contractual obligations relating to the privacy and security of IT Systems and Personal Data and to the protection of such IT Systems and Personal Data from unauthorized use, access, misappropriation or modification, except where failure in compliance would not, individually or in the aggregate, result in a Material Adverse Effect.

IT Systems. Except as would not reasonably be expected to result in a Material Adverse Change, the CompanyThe Corporation’s and its subsidiariesSubsidiaries’ information technology assets and equipment, computers, systems, networks, hardware, software, websites, applications, and databases (collectively, “IT Systems”) are adequate for, and operate and perform in all material respects as required in connection with with, the operation of the business of the Company Corporation and its subsidiaries the Subsidiaries as currently conducted, and to the knowledge of the CompanyCorporation, are free and clear of all material bugs, errors, defects, Trojan horses, time bombs, malware and other corruptants; corruptants and the Company Corporation and its subsidiaries Subsidiaries have implemented valid, enforceable and maintained sufficient rights to use all such IT systems. The Corporation and its Subsidiaries maintain commercially reasonable controls, policies, procedures, and safeguards to maintain and protect its their material confidential information and the integrity, continuous operation, redundancy and security of all IT SystemsSystems and all personal, and data used in connection with the operation of the Company and its subsidiaries (including any information that relates to an identified or identifiable individual or is otherwise considered “personal information,” “personally identifiable information” or “personal data” under applicable lawidentifiable, sensitive datasensitive, confidential information or regulated data in any form (collectively“Personal Data”) processed and stored thereon, the “Protected Information”)) and, other than as disclosed in the Registration Statement and the Prospectus, there have been no breaches, incidents, violations, outages outages, compromises or unauthorized uses of or access accesses to the same, except for those that have been remedied without material cost or liability or the duty to notify any other personperson or Governmental Authority, nor any incidents under internal review or investigations relating to the same; and the Company . The Corporation and its subsidiaries Subsidiaries are presently in compliance in all material respects with all applicable laws or statutes and all applicable judgments, orders, rules and regulations of any court or arbitrator or governmental or regulatory authority, applicable industry standards, internal policies and contractual obligations relating to the privacy and security of IT Systems and Personal Data and to the protection of such IT Systems and Personal Data from unauthorized use, access, misappropriation or modificationmodification (“Privacy Requirements”), except for any such noncompliance that would not have a Material Adverse Effect. There is no action, suit, proceeding, claim, or allegation pending or, to the knowledge of the Corporation, threatened by any third party with respect to any actual or alleged breach of Personal Data, unauthorized processing, or other misuse of any Personal Data or with respect to any violation of any applicable Privacy Requirement, and the Corporation is unaware of any other fact which could form a reasonable basis for any such action, suit, proceeding, claim or allegation.

IT Systems. Except as would not reasonably be expected expected, individually or in the aggregate, to result in have a Material Adverse ChangeEffect, the CompanyPartnership’s and its subsidiariesSubsidiaries’ information technology assets and equipment, computers, systems, networks, hardware, software, websites, applications, and databases (collectively, “IT Systems”) are adequate for, and operate and perform in all material respects as required in connection with the operation of the business of the Company Partnership and its subsidiaries Subsidiaries as currently conducted, free and clear of, to the knowledge of the CompanyPartnership, are free and clear of all material bugs, errors, defects, Trojan horses, time bombs, malware and other corruptants; . Except as would not be expected, individually or in the Company aggregate, to have a Material Adverse Effect, (i) the Partnership and its subsidiaries Subsidiaries have implemented and maintained commercially reasonable controls, policies, procedures, and safeguards to maintain and protect its their material confidential information and the integrity, continuous operation, redundancy and security of all IT SystemsSystems and all personal data and sensitive, confidential or regulated data maintained or processed by the Partnership and data used its Subsidiaries in connection with the operation of the Company and its subsidiaries (including any information that relates to an identified or identifiable individual or is otherwise considered “personal information,” “personally identifiable information” or “personal data” under applicable law, sensitive data, confidential information or regulated data in any form their businesses (collectively, the “Protected InformationConfidential Data”), and (ii) and, other than as disclosed in to the Registration Statement and knowledge of the ProspectusPartnership, there have been no breaches, violations, outages or unauthorized uses of or access accesses to the samesuch Confidential Data, except for those that have been remedied without material cost or liability or the duty to notify any other person. Except as would not be expected, nor any incidents under internal review individually or investigations relating in the aggregate, to have a Material Adverse Effect, to the same; and knowledge of the Company Partnership, the Partnership and its subsidiaries Subsidiaries are presently in compliance in all material respects with all applicable laws or statutes and all applicable judgments, orders, rules and regulations of any court or arbitrator or governmental or regulatory authority, and all internal policies and contractual obligations relating to of the Partnership and its Subsidiaries, governing the privacy and security of IT Systems and Personal Confidential Data and to the protection of such IT Systems and Personal Confidential Data from unauthorized use, access, misappropriation or modification. Any certificate signed by an officer of any Obligor and delivered to the Underwriters or to counsel for the Underwriters shall be deemed to be a representation and warranty by the applicable Obligor to each Underwriter as to the matters set forth therein.

IT Systems. Except as would not reasonably be expected to result disclosed in a Material Adverse Changethe Registration Statement, the Company’s Pricing Disclosure Package and the Prospectus, the Company and its subsidiaries’ information technology assets and equipment, computers, systems, networks, hardware, software, websites, applications, and databases (collectively, “IT Systems”) are adequate for, and operate and perform in all material respects as required in connection with the operation of the business of the Company and its subsidiaries as currently conducted, and to the knowledge of the Company, are free and clear of all material bugs, errors, defects, Trojan horses, time bombs, malware and other corruptants; . Except as disclosed in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the Company and its subsidiaries have implemented and maintained commercially reasonable controls, policies, procedures, and safeguards to maintain and protect its their material confidential information and the integrity, continuous operation, redundancy and security of all IT Systems, Systems and data (including all personal, personally identifiable, sensitive, confidential or regulated data (“Personal Data”)) used in connection with the operation of the Company their businesses, and its subsidiaries (including any information that relates to an identified or identifiable individual or is otherwise considered “personal information,” “personally identifiable information” or “personal data” under applicable law, sensitive data, confidential information or regulated data in any form (collectively, the “Protected Information”)) and, other than as disclosed in the Registration Statement and the Prospectus, there have been no breaches, violations, outages or unauthorized uses of or access accesses to the same, except for those that have been remedied without material cost or liability or the duty to notify any other person, nor any incidents under internal review or investigations relating to the same; and the . The Company and its subsidiaries are presently in compliance in all material respects with all applicable laws or statutes and all judgments, orders, rules and regulations of any court or arbitrator or governmental or regulatory authority, internal policies and contractual obligations relating to the privacy and security of IT Systems and Personal Data and to the protection of such IT Systems and Personal Data from unauthorized use, access, misappropriation or modification, except where the failure to so be in compliance would not have a Material Adverse Effect.

IT Systems. Except as would not reasonably be expected to result in a Material Adverse Change, the Company’s The Company and its subsidiariesSubsidiaries’ information technology assets and equipment, computers, systems, networks, hardware, software, websites, applications, and databases (collectively, “IT Systems”) are adequate for, and operate and perform in all material respects as required in connection with the operation of the business of the Company and its subsidiaries Subsidiaries as currently conducted, and to the knowledge of the Company, are free and clear of all material bugs, errors, defects, Trojan horses, time bombs, malware and other corruptants; the . The Company and its subsidiaries have implemented Subsidiaries have, in all material respects, implemented, maintained and maintained commercially reasonable complied with adequate and effective controls, policies, procedures, and safeguards to maintain and protect its material their confidential information and the integrity, continuous operation, redundancy and security of all IT Systems, Systems and data (including all personal, personally identifiable, household, sensitive, confidential or regulated data, or any such data that may constitute trade secrets, important data and working secrets of any governmental authority or any other data that would otherwise be detrimental to national security, public interest or lawful rights and interests of relevant individuals or organizations pursuant to the applicable laws (“Personal and Confidential Data”)) used in connection with their businesses and/or the operation of the Company Offering, and its subsidiaries (including any information that relates to an identified or identifiable individual or is otherwise considered “personal information,” “personally identifiable information” or “personal data” under applicable law, sensitive data, confidential information or regulated data in any form (collectively, the “Protected Information”)) and, other than as disclosed in the Registration Statement and the Prospectus, there have been no breachesno, violations, outages or unauthorized uses of or access to the same, except for those that have been remedied without material cost or liability or the duty to notify any other person, nor any incidents under internal review or investigations relating to the same; and the Company and its subsidiaries Subsidiaries have not been notified of and have no knowledge of any event or condition that would reasonably be expected to result in, any breach, destruction, loss, violation, outage, leakage, misappropriation, modification, unauthorized distribution, use of or access to or other compromise or misuse of same. The Company and its Subsidiaries are presently in compliance in all material respects with all applicable laws or statutes and all judgments, orders, rules and regulations of any court or arbitrator or governmental or regulatory authorityauthority and any other legal obligations, internal policies and external policies, contractual obligations and industrial standards relating to the privacy and security of IT Systems and Personal and Confidential Data and (“Data Security Obligations”), to the protection of such IT Systems and Personal and Confidential Data from unauthorized use, access, misappropriation or modificationmodification and to the data outbound transition. The Company and its Subsidiaries have not received any notification of or complaint regarding and are unaware of any other facts that, individually or in the aggregate, would reasonably indicate non-compliance with any Data Security Obligations, and there have been no action, suit or proceeding by or before any court or government agency, authority or body pending or, to the best of the Company’s knowledge, threatened alleging non-compliance with any Data Security Obligation.

IT Systems. Except as would not reasonably be expected Neither the Company nor any of its Subsidiaries is aware of any security breach or incident, unauthorized access or disclosure, or other compromise relating to result in a Material Adverse Change, the Company’s and its subsidiaries’ information technology assets and equipment, computers, computer systems, networks, hardware, software, websites, applications, data and databases used by the Company or any of its subsidiaries (collectively, “IT Systems”) ). The Company and its subsidiaries’ IT systems are adequate for, and operate and perform in all material respects as required in connection with the operation of the business of the Company and each of its subsidiaries as currently conducted, and and, to the knowledge of the Company’s knowledge, are free and clear of all material bugs, errors, defects, Trojan horses, time bombs, malware and other corruptants; , except, in each case, as would not reasonably be expected to, individually or in the aggregate, have a Material Adverse Effect. The Company and its subsidiaries have implemented and maintained commercially reasonable controls, policies, procedures, and safeguards to maintain and protect its material confidential information and the integrity, continuous operation, redundancy and security of all material IT Systems, Systems and data (including all personal, personally identifiable, sensitive, confidential or regulated data (“Personal Data”)) used in connection with the operation of the Company their business, and its subsidiaries (including any information that relates to an identified or identifiable individual or is otherwise considered “personal information,” “personally identifiable information” or “personal data” under applicable law, sensitive data, confidential information or regulated data in any form (collectively, the “Protected Information”)) and, other than as disclosed in the Registration Statement and the Prospectus, there have been no breaches, violations, outages or unauthorized uses of or access to the same, except for those that except, in each case, as would not reasonably be expected to, individually or in the aggregate, have been remedied without material cost or liability or the duty to notify any other person, nor any incidents under internal review or investigations relating to the same; and the a Material Adverse Effect. The Company and its subsidiaries are presently in material compliance in all material respects with all applicable laws or statutes and all judgments, orders, rules and regulations of any court or arbitrator or governmental or regulatory authority, internal policies and contractual obligations relating to the privacy and security of IT Systems and Personal Data and to the protection of such IT Systems and Personal Data from unauthorized use, access, misappropriation or modification, except, in each case, as would not reasonably be expected to, individually or in the aggregate, have a Material Adverse Effect.

IT Systems. Except as would not reasonably be expected to result in a Material Adverse ChangeTo the Company’s Knowledge, there has been no material security breach or attack or other material compromise of any of the Company’s and its subsidiaries’ information technology assets and equipment, computers, computer systems, networks, servers, hardware, software, websites, applications, databases and databases data (collectivelyincluding the data of their respective customers, employees, suppliers, vendors and any third party data maintained by or on behalf of them and including all Personal Data), equipment or technology used in connection with the Company’s or its subsidiaries’ business (“IT SystemsSystems and Data”), and (i) the Company and its subsidiaries’ IT Systems and Data are adequate for, and operate and perform in all material respects as required in connection with the operation of the business of the Company and its subsidiaries as currently conductedsubsidiaries, and to the knowledge of the Company, are free and clear of all material bugs, errors, defects, Trojan horses, time bombs, malware and other corruptants; (ii) the Company and its subsidiaries have implemented not been notified of, and maintained commercially have no Knowledge of any event or condition that would reasonably be expected to result in any material security breach, attack or compromise to their IT Systems and Data, (iii) the Company and each of its subsidiaries have complied, and are presently in compliance with, and maintain reasonable controls, policies, procedures, procedures and safeguards to maintain comply with, in all material respects, applicable laws, statutes or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority relating to the privacy or security of its IT Systems and Data and to the protection of such IT Systems and Data from unauthorized use, acquisition, access, misappropriation, exfiltration, disclosure, corruption, modification, or the unauthorized use, transfer, export, storage, protection, disposal or other processing of such IT Systems and Data and to protect its material their confidential information and preserve the integrity, confidentiality, continuous operation, redundancy and security of all IT Systems, Systems and data Data used in connection with the operation of their respective businesses, (iv) the Company and each of its subsidiaries have implemented backup and disaster recovery technology consistent with applicable laws, and (including any information that relates to an identified v) there is no action, suit, investigation or identifiable individual or is otherwise considered “personal information,” “personally identifiable information” or “personal data” under applicable law, sensitive data, confidential information or regulated data in any form (collectively, the “Protected Information”)) and, other than as disclosed in the Registration Statement and the Prospectus, there have been no breaches, violations, outages or unauthorized uses of or access to the same, except for those that have been remedied without material cost or liability or the duty to notify any other person, nor any incidents under internal review or investigations relating to the same; and the Company and its subsidiaries are presently in compliance in all material respects with all applicable laws or statutes and all judgments, orders, rules and regulations of proceeding before any court or arbitrator governmental agency, authority or governmental or regulatory authoritybody pending or, internal policies and contractual obligations relating to the privacy and security Knowledge of IT Systems and Personal Data and to the protection Company, threatened against the Company or any of such IT Systems and Personal Data from unauthorized useits subsidiaries, access, misappropriation alleging non-compliance with any of the foregoing which would individually or modificationin the aggregate have a Material Adverse Effect.

IT Systems. Except as would not reasonably be expected to result in a Material Adverse Change, Each of the Company’s Transaction Entities’ and its their respective subsidiaries’ information technology assets and equipment, computers, systems, networks, hardware, software, websites, applications, and databases (collectively, “IT Systems”) are reasonably believed by the Transaction Entities to be adequate in all material respects for, and operate and perform in all material respects as required in connection with with, the operation of the business of the Company Transaction Entities and its their respective subsidiaries as currently conductedconducted and, and to the knowledge of the CompanyTransaction Entities, are free and clear of all material bugs, errors, defects, Trojan horses, time bombs, malware and other corruptants; , except as would not, individually or in the Company aggregate, reasonably be expected to result in a Material Adverse Effect. Each of the Transaction Entities and its their respective subsidiaries have implemented and maintained commercially reasonable controls, policies, procedures, and safeguards to maintain and protect its their material confidential information and the integrity, continuous operation, redundancy and security of all IT Systems, Systems and data (including all personal, personally identifiable, sensitive, confidential or regulated data (“Personal Data”)) used in connection with the operation business of the Company Transaction Entities and its their respective subsidiaries (including any information that relates to an identified or identifiable individual or is otherwise considered “personal information,” “personally identifiable information” or “personal data” under applicable lawas currently conducted, sensitive data, confidential information or regulated data in any form (collectively, the “Protected Information”)) and, other than as disclosed in to the Registration Statement and knowledge of the ProspectusTransaction Entities, there have been no breaches, violations, outages or unauthorized uses of or access accesses to the same, except for those that have been remedied without material cost or liability or the duty to notify any other person, nor any incidents under internal review or investigations relating to the same; , except for such failures as would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. Each of the Transaction Entities and the Company and its their respective subsidiaries are presently in compliance in all material respects with all applicable laws or statutes and all judgments, orders, rules and regulations of any court or arbitrator or governmental or regulatory authority, internal policies and contractual obligations relating to the privacy and security of IT Systems and Personal Data and to the protection of such IT Systems and Personal Data from unauthorized use, access, misappropriation or modification, except for such failures as would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect.

IT Systems. Except as would not reasonably be expected to result in a Material Adverse Change, the Company’s The Company and its subsidiariesSubsidiaries’ information technology assets and equipment, computers, computer systems, networks, hardware, software, websites, applications, equipment or technology, data (including confidential information, trade secrets or other data of the Company or any of its Subsidiaries or their respective users, customers, employees, suppliers, vendors, patient data, clinical data and any third party data maintained by or on behalf of them) and databases (collectively, “IT SystemsSystems and Data”) are adequate for, for and operate and perform in all material respects as required in connection with the operation of the business of the Company and its subsidiaries Subsidiaries, if any, as currently conducted, and and, to the knowledge of the Company’s Knowledge, are free and clear of all material bugs, errors, defects, Trojan horses, time bombs, malware and other corruptants; the . The Company and each of its subsidiaries Subsidiaries, if any, have complied and are presently in compliance in all respects with all applicable laws, statutes or any judgment, order, rule or regulation of any court or arbitrator or other governmental or regulatory authority, published internal and external policies, contractual obligations and any other legal obligations, in each case, relating to the privacy and security of IT Systems and Data and to the protection of such IT Systems and Data from unauthorized use, access, misappropriation or modification, except where noncompliance would not, singularly or in the aggregate, have a Material Adverse Effect. The Company and each of its Subsidiaries, if any, has implemented and maintained commercially reasonable information technology, information security, cyber security and data protection controls, policiespolicies and procedures (including oversight, proceduresaccess controls, encryption, technological and physical safeguards and business continuity/disaster recovery and security plans, consistent with industry standards and practices) that are designed to maintain and protect the Company’s and any of its material Subsidiaries’ confidential information and the integrity, continuous operation, redundancy and security of all IT SystemsSystems and Data used in connection with its business, except where failure to implement and data maintain such policies and procedures, would not, singularly or in the aggregate, have a Material Adverse Effect. To the Company’s Knowledge, (i) there has been no material security breach or attack, violations, outages or unauthorized uses of, losses of, or accesses to any IT Systems and Data used in connection with the operation of the Company’s and any of its Subsidiaries’ respective businesses and (ii) neither the Company and its subsidiaries (including any information that relates to an identified or identifiable individual or is otherwise considered “personal information,” “personally identifiable information” or “personal data” under applicable law, sensitive data, confidential information or regulated data in any form (collectively, the “Protected Information”)) and, other than as disclosed in the Registration Statement and the Prospectus, there have been no breaches, violations, outages or unauthorized uses of or access to the same, except for those that have been remedied without material cost or liability or the duty to notify any other person, nor any incidents under internal review or investigations relating to the same; and the Company and of its subsidiaries are presently in compliance in all material respects with all applicable laws or statutes and all judgments, orders, rules and regulations Subsidiaries has been notified of any court event or arbitrator condition that would reasonably be expected to result in, any such security breach or governmental or regulatory authority, internal policies and contractual obligations relating attack to the privacy and security of its IT Systems and Personal Data and that could reasonably be expected, singularly or in the aggregate, to the protection of such IT Systems and Personal Data from unauthorized use, access, misappropriation or modificationhave a Material Adverse Effect.

IT Systems. Except as would not reasonably be expected to result not, individually or in the aggregate, have a Material Adverse ChangeEffect, the Company’s Company reasonably believes that (i) each of the Company and its subsidiaries’ information technology assets the Subsidiaries owns or has a valid right to access and equipment, computers, use all computer systems, networks, hardware, software, databases, websites, applicationsand equipment used to process, store, maintain and operate data, information, and databases functions used in connection with the business of the Company and the Subsidiaries (collectively, the “Company IT Systems”), (ii) the Company IT Systems are adequate for, and operate and perform in all material respects as required in connection with with, the operation of the business of the Company and its subsidiaries as currently conducted, conducted and to the knowledge of the Company, are free and clear of all material bugs, errors, defects, Trojan horses, time bombs, malware and other corruptants; the Company and its subsidiaries have implemented and maintained commercially reasonable controls, policies, procedures, and safeguards to maintain and protect its material confidential information and the integrity, continuous operation, redundancy and security of all IT Systems, and data used in connection with the operation (iii) each of the Company and its subsidiaries the Subsidiaries has implemented reasonable backup, security and disaster recovery technology consistent with applicable regulatory standards. (kk) Cybersecurity. (i)(x) There has been no security breach or other compromise of or relating to any of the Company’s or any Subsidiary’s information technology and computer systems, networks, hardware, software, data (including the data of its respective customers, employees, suppliers, vendors and any information that relates to an identified third party data maintained by or identifiable individual on behalf of it), equipment or is otherwise considered “personal information,” “personally identifiable information” or “personal data” under applicable law, sensitive data, confidential information or regulated data in any form technology (collectively, the “Protected InformationIT Systems and Data”)) and, other than as disclosed in the Registration Statement and the Prospectus, there have been no breaches, violations, outages or unauthorized uses of or access to the same, except for those that have been remedied without material cost or liability or the duty to notify any other person, nor any incidents under internal review or investigations relating to the same; and (y) the Company and the Subsidiaries have not been notified of, and has no knowledge of any event or condition that would reasonably be expected to result in, any security breach or other compromise to its subsidiaries IT Systems and Data; (ii) the Company and the Subsidiaries are presently in compliance in all material respects with all applicable laws or statutes and all judgments, orders, rules and regulations of any court or arbitrator or governmental or regulatory authority, internal policies and contractual obligations relating to the privacy and security of IT Systems and Personal Data and to the protection of such IT Systems and Personal Data from unauthorized use, access, misappropriation or modification, except as would not, individually or in the aggregate, have a Material Adverse Effect; (iii) the Company and the Subsidiaries have implemented and maintained commercially reasonable safeguards to maintain and protect its material confidential information and the integrity, continuous operation, redundancy and security of all IT Systems and Data; and (iv) the Company and the Subsidiaries have implemented backup and disaster recovery technology consistent with industry standards and practices.

IT Systems. Except as would not reasonably be expected to result in a Material Adverse Change, the The Company’s and its subsidiaries’ information technology assets and equipment, computers, computer systems, networks, hardware, software, websites, applications, equipment or technology, data (including confidential information, trade secrets or other data of the Company or its respective users, customers, employees, suppliers, vendors, patient data, clinical data and any third party data maintained by or on behalf of the Company) and databases (collectively, “IT SystemsSystems and Data”) are adequate for, for and operate and perform in all material respects as required in connection with the operation of the business of the Company and its subsidiaries as currently conducted, and and, to the knowledge of the Company’s Knowledge, are free and clear of all material bugs, errors, defects, Trojan horses, time bombs, malware and other corruptants; . The Company, in all material respects, has complied and is presently in compliance with, all applicable laws, statutes or any judgment, order, rule or regulation of any court or arbitrator or other governmental or regulatory authority, published internal and external policies, contractual obligations and any other legal obligations, in each case, relating to the privacy and security of IT Systems and Data and to the protection of such IT Systems and Data from unauthorized use, access, misappropriation or modification. The Company and its subsidiaries have has implemented and maintained commercially reasonable information technology, information security, cyber security and data protection controls, policiespolicies and procedures (including oversight, proceduresaccess controls, encryption, technological and physical safeguards and business continuity/disaster recovery and security plans, consistent with industry standards and practices) that are designed to maintain and protect its material the Company’s confidential information and the integrity, continuous operation, redundancy and security of all IT SystemsSystems and Data used in connection with its business. To the Company’s Knowledge, (i) there has been no material security breach or attack, violations, outages or unauthorized uses of, losses of, or accesses to any IT Systems and data Data used in connection with the operation of the Company Company’s business and its subsidiaries (including any information that relates to an identified or identifiable individual or is otherwise considered “personal information,” “personally identifiable information” or “personal data” under applicable law, sensitive data, confidential information or regulated data in any form (collectively, the “Protected Information”)ii) and, other than as disclosed in the Registration Statement and the Prospectus, there have been no breaches, violations, outages or unauthorized uses of or access to the same, except for those that have been remedied without material cost or liability or the duty to notify any other person, nor any incidents under internal review or investigations relating to the same; and the Company and its subsidiaries are presently in compliance in all material respects with all applicable laws or statutes and all judgments, orders, rules and regulations has not been notified of any court event or arbitrator condition that would reasonably be expected to result in, any such security breach or governmental or regulatory authority, internal policies and contractual obligations relating attack to the privacy and security of its IT Systems and Personal Data and to the protection of such IT Systems and Personal Data from unauthorized use, access, misappropriation or modificationData.

IT Systems. Except as would not reasonably be expected to result in a Material Adverse Change, the Company’s The Company and its subsidiaries’ information technology assets and equipment, computers, systems, networks, hardware, software, websites, applications, and databases (collectively, “IT Systems”) are adequate for, and operate and perform in all material respects as required in connection with the operation of the business of the Company and its subsidiaries as currently conducted, and to the knowledge of the Company, are free and clear of all material bugs, errors, defects, Trojan horses, time bombs, malware and other corruptants; the . The Company and its subsidiaries have implemented implemented, maintained and maintained commercially reasonable complied with adequate and effective controls, policies, procedures, and safeguards to maintain and protect its in all material respects their confidential information and the integrity, continuous operation, redundancy and security of all IT Systems, Systems and data (including all personal, personally identifiable, household, sensitive, confidential or regulated data, or any such data that may constitute trade secrets, important data and working secrets of any governmental authority or any other data that would otherwise be detrimental to national security, public interest or lawful rights and interests of relevant individuals or organizations pursuant to the applicable laws (“Personal and Confidential Data”)) used in connection with their businesses and/or the operation offering of the ADSs, and there have been no, and the Company and its subsidiaries (including have not been notified of and have no knowledge of any information event or condition that relates would reasonably be expected to an identified or identifiable individual or is otherwise considered “personal information,” “personally identifiable information” or “personal data” under applicable lawresult in, sensitive dataany material breach, confidential information or regulated data in any form (collectivelydestruction, the “Protected Information”)) andloss, other than as disclosed in the Registration Statement and the Prospectusviolation, there have been no breachesoutage, violationsleakage, outages or misappropriation, modification, unauthorized uses distribution, use of or access to the or other compromise or misuse of same, except for those that have been remedied without material cost or liability or the duty to notify any other person, nor any incidents under internal review or investigations relating to the same; and the . The Company and its subsidiaries are presently in material compliance in all material respects with all applicable laws or statutes and all judgments, orders, rules and regulations of any court or arbitrator or governmental or regulatory authorityauthority and any other legal obligations, internal policies and external policies, contractual obligations and industrial standards relating to the privacy and security of IT Systems and Personal and Confidential Data and (“Data Security Obligations”), to the protection of such IT Systems and Personal and Confidential Data from unauthorized use, access, misappropriation or modificationmodification and to the data outbound transition. The Company and its subsidiaries have taken commercially reasonable actions to prepare to comply with all applicable laws and regulations with respect to Personal and Confidential Data that have been announced as of the date hereof as becoming effective within 12 months after the date hereof, and for which any non-compliance with same would be reasonably likely to create a material liability as soon they take effect. The Company and its subsidiaries have not received any notification of or complaint regarding and are unaware of any other facts that, individually or in the aggregate, would reasonably indicate material non-compliance with any Data Security Obligations, and there have been no material action, suit or proceeding by or before any court or government agency, authority or body pending or threatened alleging material non-compliance with any Data Security Obligation.

IT Systems. Except as would not reasonably be expected to result in a Material Adverse Change, the Company’s The Company and its subsidiaries’ information technology assets and equipment, computers, technology systems and other systems, networks, hardware, software, websites, applications, and databases (collectively, “IT Systems”) are adequate for, and operate and perform in all material respects as required in connection with the operation of the business of the Company and its subsidiaries as currently conducted, and to the knowledge of the Company, are free and clear of all material bugs, errors, defects, Trojan horses, time bombs, malware and other corruptants; . The Company and each of its subsidiaries have taken, in all material respects, technical and organizational measures necessary to protect the IT Systems and Data used in connection with the operation of the Company’s and its subsidiaries’ businesses. Without limiting the foregoing, the Company and its subsidiaries have used reasonable efforts to establish and maintain, and have established, maintained, implemented and maintained commercially complied with, reasonable information technology, information security, cyber security and data protection controls, policies, policies and procedures, including oversight, access controls, encryption, technological and physical safeguards and business continuity/disaster recovery and security plans that are designed to protect against and prevent breach, destruction, loss, unauthorized distribution, use, access, disablement, misappropriation or modification, or other compromise or misuse of or relating to any information technology system or Data used in connection with the operation of the Company’s and its subsidiaries’ businesses (“Breach”) and to maintain and protect its material confidential information and the integrity, continuous operation, redundancy and security of all IT Systems, Systems and data Data used in connection with the operation of the Company or its subsidiaries. Except as would not, singly or in the aggregate, reasonably be expected to have a material adverse effect on the Company and its subsidiaries (including any information that relates to an identified or identifiable individual or is otherwise considered “personal information,” “personally identifiable information” or “personal data” under applicable law, sensitive data, confidential information or regulated data in any form (collectively, the “Protected Information”)) and, other than taken as disclosed in the Registration Statement and the Prospectusa whole, there have has been no breachessuch Breach, violations, outages or unauthorized uses of or access to the same, except for those that have been remedied without material cost or liability or the duty to notify any other person, nor any incidents under internal review or investigations relating to the same; and the Company and its subsidiaries are presently in compliance in all material respects with all applicable laws or statutes have not been notified of and all judgments, orders, rules and regulations have no knowledge of any court event or arbitrator or governmental or regulatory authoritycondition that would reasonably be expected to result in, internal policies and contractual obligations relating any such Breach. ​ ​ ​ (gg) Absence of Labor Dispute. There is (i) no unfair labor practice complaint pending against the Company, nor to the privacy Company’s knowledge, threatened against it, before the National Labor Relations Board, any state or local labor relation board or any foreign labor relations board, and security no grievance or arbitration proceeding arising out of IT Systems and Personal Data and or under any collective bargaining agreement is so pending against the Company or any of its subsidiaries, or, to the protection Company’s knowledge, threatened against it, and (ii) no labor disturbance by the employees of such IT Systems the Company, to the Company’s knowledge, is imminent, and Personal Data from unauthorized usethe Company is not aware of any existing or imminent labor disturbance by the employees of any of its principal suppliers, accessmanufacturers, misappropriation customers or modification.contractors, that could reasonably be expected, singularly or in the aggregate, to have a Material Adverse Effect. The Company is not aware that any key employee or significant group of employees of the Company plans to terminate employment with the Company. ​

IT Systems. Except as would not reasonably be expected to result in a Material Adverse ChangeTo the Company’s knowledge, there has been no material security breach or attack or other material compromise of any of the Company’s and its subsidiariesSubsidiaries’ information technology assets and equipment, computers, computer systems, networks, servers, hardware, software, websites, applications, databases and databases data (collectivelyincluding the data of their respective customers, employees, suppliers, vendors and any third party data maintained by or on behalf of them and including all Personal Data), equipment or technology used in connection with the Company’s or its Subsidiaries’ business (“IT SystemsSystems and Data”), and (i) the Company and its Subsidiaries’ IT Systems and Data are adequate for, and operate and perform in all material respects as required in connection with the operation of the business of the Company and its subsidiaries as currently conductedSubsidiaries, and to the knowledge of the Company, are free and clear of all material bugs, errors, defects, Trojan horses, time bombs, malware and other corruptants; (ii) the Company and its subsidiaries Subsidiaries have implemented not been notified of, and maintained commercially have no knowledge of any event or condition that would reasonably be expected to result in any material security breach, attack or compromise to their IT Systems and Data, (iii) the Company and each of its Subsidiaries have complied, and are presently in compliance with, and maintain reasonable controls, policies, procedures, procedures and safeguards to maintain comply with, in all material respects, applicable laws, statutes or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority relating to the privacy or security of its IT Systems and Data and to the protection of such IT Systems and Data from unauthorized use, acquisition, access, misappropriation, exfiltration, disclosure, corruption, modification, or the unauthorized use, transfer, export, storage, protection, disposal or other processing of such IT Systems and Data and to protect its material their confidential information and preserve the integrity, confidentiality, continuous operation, redundancy and security of all IT Systems, Systems and data Data used in connection with the operation of their respective businesses, (iv) the Company and each of its subsidiaries Subsidiaries have implemented backup and disaster recovery technology consistent with applicable laws, and (including any information that relates to an identified v) there is no action, suit, investigation or identifiable individual or is otherwise considered “personal information,” “personally identifiable information” or “personal data” under applicable law, sensitive data, confidential information or regulated data in any form (collectively, the “Protected Information”)) and, other than as disclosed in the Registration Statement and the Prospectus, there have been no breaches, violations, outages or unauthorized uses of or access to the same, except for those that have been remedied without material cost or liability or the duty to notify any other person, nor any incidents under internal review or investigations relating to the same; and the Company and its subsidiaries are presently in compliance in all material respects with all applicable laws or statutes and all judgments, orders, rules and regulations of proceeding before any court or arbitrator governmental agency, authority or governmental or regulatory authoritybody pending or, internal policies and contractual obligations relating to the privacy and security knowledge of IT Systems and Personal Data and to the protection Company, threatened against the Company or any of such IT Systems and Personal Data from unauthorized useits Subsidiaries, access, misappropriation alleging non-compliance with any of the foregoing which would individually or modificationin the aggregate have a Material Adverse Effect.

IT Systems. Except as would not reasonably be expected to result in a Material Adverse Change, the Company’s The Company and its subsidiariesSubsidiaries’ information technology assets and equipment, computers, systems, networks, hardware, software, websites, applications, and databases (collectively, “IT Systems”) are adequate for, and operate and perform in all material respects as required in connection with the operation of the business of the Company and its subsidiaries Subsidiaries as currently conducted, and to the knowledge of the Company, are free and clear of all material bugs, errors, defects, Trojan horses, time bombs, malware and other corruptants; the . The Company and its subsidiaries have implemented Subsidiaries have, in all material respects, implemented, maintained and maintained commercially reasonable complied with adequate and effective controls, policies, procedures, and safeguards to maintain and protect its material their confidential information and the integrity, continuous operation, redundancy and security of all IT Systems, Systems and data (including all personal, personally identifiable, household, sensitive, confidential or regulated data, or any such data that may constitute trade secrets, important data and working secrets of any governmental authority or any other data that would otherwise be detrimental to national security, public interest or lawful rights and interests of relevant individuals or organizations pursuant to the applicable laws (“Personal and Confidential Data”)) used in connection with their businesses and/or the operation of the Company Offering, and its subsidiaries (including any information that relates to an identified or identifiable individual or is otherwise considered “personal information,” “personally identifiable information” or “personal data” under applicable law, sensitive data, confidential information or regulated data in any form (collectively, the “Protected Information”)) and, other than as disclosed in the Registration Statement and the Prospectus, there have been no breachesno, violations, outages or unauthorized uses of or access to the same, except for those that have been remedied without material cost or liability or the duty to notify any other person, nor any incidents under internal review or investigations relating to the same; and the Company and its subsidiaries Subsidiaries have not been notified of and have no knowledge of any event or condition that would reasonably be expected to result in, any breach, destruction, loss, violation, outage, leakage, misappropriation, modification, unauthorized distribution, use of or access to or other compromise or misuse of same. The Company and its Subsidiaries are presently in compliance in all material respects with all applicable laws or statutes and all judgments, orders, rules and regulations of any court or arbitrator or governmental or regulatory authorityauthority and any other legal obligations, internal policies and external policies, contractual obligations and industrial standards relating to the privacy and security of IT Systems and Personal and Confidential Data and (“Data Security Obligations”), to the protection of such IT Systems and Personal and Confidential Data from unauthorized use, access, misappropriation or modificationmodification and to the data outbound transition. The Company and its Subsidiaries have not received any notification of or complaint regarding and are unaware of any other facts that, individually or in the aggregate, would reasonably indicate non-compliance with any Data Security Obligations, and there have been no action, suit or proceeding by or before any court or government agency, authority or body pending or, to the Company’s knowledge after due inquiry, threatened alleging non-compliance with any Data Security Obligation.