Privacy & Cybersecurity Sample Clauses

Privacy & Cybersecurity. Each party acknowledges that they may be provided with information or access information about customers of Company or Broker-Dealer (“Customer Information”). Each party agrees to comply with all federal, state, provincial and/or local law or regulation related to privacy. Furthermore, each party represents and warrants that it has implemented and currently maintains an effective information security program to protect the Customer Information, which program includes administrative, technical, and physical safeguards: A. to ensure the security and confidentiality of Customer Information;
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Privacy & Cybersecurity. (a) To the Knowledge of the Shareholder, the Companies are, and at all times have been in all material respects, in compliance with all (i) Privacy Agreements and (ii) Privacy Laws. To the Knowledge of the Shareholder, all service providers or other third parties whose relationship with a Company or its Affiliates involves the Processing of Personal Data on behalf of a Company or its Affiliates are subject to obligations that require such Persons to Process and protect such Personal Data in a manner consistent with a Company and its Affiliates’ obligations in the Privacy Agreements and in compliance with Privacy Laws, in each case.
Sample 1
Privacy & Cybersecurity. For the purposes of this Section 3.16, the terms “controller”, “data subject”, “processing” (and its cognates) and “processor” shall have the meaning given to them in the GDPR.
Sample 1
Privacy & Cybersecurity. (a) Except as has not had or as would not be expected to have, individually or in the aggregate, a Company Material Adverse Effect, the Group Companies have at all times during the past three years complied with: (i) all applicable Privacy Laws; (ii) all of the Group Companies’ written policies and notices regarding Personal Information (“Group Companies’ Privacy Notices”); (iii) all of the Group Companies’ material contractual obligations regarding the storing, processing or handling of Personal Information; and (iv) all self-regulatory guidelines (including of any applicable foreign jurisdiction) that the Company has accepted in writing relating to data privacy, data protection and data security, including with respect to the collection, processing, receipt, security, storage, transmission, transfer (including cross-border transfers), disclosure, destruction and use of Personal Information. None of the Group Companies has received in the three years prior to the date of this Agreement any written notice of any material claims (including written notice from third parties acting on its or their behalf), investigations, inquiries, actions or been charged with, the material violation of, any Privacy Laws. To the Knowledge of the Company, none of the Group Companies’ Privacy Notices have contained any material omissions or been misleading or deceptive.
Sample 1
Privacy & Cybersecurity. (a) Except as would not be adverse to the Business taken as a whole, in a material respect, to the extent relating to the Business, the Seller Entities are, and have at all times been, in compliance with (i) all applicable Laws regarding the privacy, protection or security of Personal Data (“Privacy Laws”), (ii) the privacy policies in effect between the Seller Entities, on the one hand, and the users of the Business products or services, (iii) Contracts (or portions thereof) between the Seller Entities, on the one hand, and vendors, marketing affiliates, financial institutions, other business partners, and any other third parties to which any Personal Data is provided, disclosed or made available by or on behalf of the Business, on the other hand, and (iv) any rules of self-regulatory, industry or other organizations in which the Seller Entities is a member relating to Personal Data, with which the Business is required to comply by virtue of such membership, in each case in clauses (ii), (iii) and (iv), that are applicable to the collection, storage, deletion and sale by transmission, or dissemination (“Processing”) of Personal Data by the Business (such policies and Contracts being hereinafter referred to as “Privacy Agreements”). Seller has delivered or made available to Purchaser accurate and complete copies of all material current Privacy Agreements of the Business.
Sample 1
Privacy & Cybersecurity. (a) The Company and any Person acting for or on the Company’s behalf has at all times during the past five years (in the case of any such Person, during the time such Person was acting for or on behalf of the Company) materially complied, as applicable to the Company, with: (i) all applicable Privacy Laws; (ii) all of the Company’s policies and notices regarding Personal Information (“Company’s Privacy Notices”); and (iii) all of the Company’s obligations regarding Personal Information and information technology security under any Contracts. The Company has not received in the five years prior to the date of this Agreement any notice of any claims, investigations, inquiries or alleged violations of Law, regulation, or Contract (including from third parties acting on its or their behalf), of or been charged with, the violation of, any Privacy Laws. The Company has not notified in writing, or been required by applicable law, regulation, or Contract to notify in writing, any person or entity of any personal data or information security-related incident. The Company’s Privacy Notices have not contained any material omissions or been misleading or deceptive.
Sample 1
Privacy & Cybersecurity. The Company and the Company Subsidiaries have in place policies and procedures regarding data security, privacy, and the storage, transfer, use or processing of Personally Identifiable Information that are commercially reasonable. Except as would not reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect, (i) the Company and the Company Subsidiaries are in compliance with all such policies and applicable Laws related to data privacy and data security and (ii) to the Knowledge of the Company, there has been (A) no material loss or theft of data or security breach relating to data (including Personally Identifiable Information) in the possession, custody or control of the Company or any Company Subsidiary or used in the business of the Company or any of the Company Subsidiaries, (B) no material violation of any security policy regarding any such data (including Personally Identifiable Information), (C) no unauthorized access or unauthorized use of any such data (including Personally Identifiable Information) and (D) no unintended or improper disclosure of any Personally Identifiable Information in the possession, custody or control of the Company or any Company Subsidiary or a contractor or agent acting on behalf of the Company or any Company Subsidiary. As of the date hereof, (1) no claims have been asserted or, to the Knowledge of the Company, threatened in writing against the Company or any Company Subsidiary relating to data security, privacy, or the storage, transfer, use or processing of data (including Personally Identifiable Information), and (2) to the Knowledge of the Company, the Company and the Company Subsidiaries are not the subject of any audits, investigations or other inquiries or Proceedings relating to data security, privacy, or the storage, transfer, use or processing of data (including Personally Identifiable Information) from any Governmental Entity, in the case of clause (1) or clause (2), that would be material to the Company and the Company Subsidiaries, taken as a whole.
Sample 1
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Privacy & Cybersecurity. For the purposes of Section 5.13 and this Section 5.14, the terms “controller,” “data subject,” “personal data breach,” “processing” (and its cognates) and “processor” shall have the meaning given to them in the applicable Privacy Laws.
Sample 1

Related to Privacy & Cybersecurity

  • 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 third party data maintained by or on behalf of it), equipment or technology (collectively, “IT Systems and Data”) 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 IT Systems and Data; (ii) the Company and the Subsidiaries are presently in compliance 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 Data and to the protection of such IT Systems and 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.

  • Cybersecurity; Data Protection To the Company’s knowledge, 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, 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 their material confidential information and the integrity, continuous operation, redundancy and security of all IT Systems and data (including all personal, personally identifiable, sensitive, confidential or regulated data (collectively, the “Personal Data”)) used in connection with their businesses, and there have been no breaches, violations, outages or unauthorized uses of or accesses to same, except for those that have been remedied without cost or liability or the duty to notify any other person, nor any incidents under internal review or investigations relating to the same, except in each case as would not reasonably be expected to have a Material Adverse Effect. The Company and its subsidiaries are presently in material compliance 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.

  • Privacy of Customer Information Company Customer Information in the possession of the Agent, other than information independently obtained by the Agent and not derived in any manner from or using information obtained under or in connection with this Agreement, is and shall remain confidential and proprietary information of the Companies. Except in accordance with this Section 10.10, the Agent shall not use any Company Customer Information for any purpose, including the marketing of products or services to, or the solicitation of business from, Customers, or disclose any Company Customer Information to any Person, including any of the Agent’s employees, agents or contractors or any third party not affiliated with the Agent. The Agent may use or disclose Company Customer Information only to the extent necessary (i) for examination and audit of the Agent’s activities, books and records by the Agent’s regulatory authorities, (ii) to protect or exercise the Agent’s, the Custodian’s and the Lenders’ rights and privileges or (iii) to carry out the Agent’s, the Custodian’s and the Lenders’ express obligations under this Agreement and the other Facilities Papers (including providing Company Customer Information to Approved Investors), and for no other purpose; provided that the Agent may also use and disclose the Company Customer Information as expressly permitted by the relevant Company in writing, to the extent that such express permission is in accordance with the Privacy Requirements. The Agent shall take commercially reasonable steps to ensure that each Person to which the Agent intends to disclose Company Customer Information, before any such disclosure of information, agrees to keep confidential any such Company Customer Information and to use or disclose such Company Customer Information only to the extent necessary to protect or exercise the Agent’s, the Custodian’s and the Lenders’ rights and privileges, or to carry out the Agent’s, the Custodian’s and the Lenders’ express obligations, under this Agreement and the other Facilities Papers (including providing Company Customer Information to Approved Investors). The Agent agrees to maintain an Information Security Program and to assess, manage and control risks relating to the security and confidentiality of Company Customer Information pursuant to such program in the same manner as the Agent does so in respect of their own customers’ information, and shall implement the standards relating to such risks in the manner set forth in the Interagency Guidelines Establishing Standards for Safeguarding Company Customer Information set forth in 12 CFR Parts 30, 208, 211, 225, 263, 308, 364, 568 and 570. Without limiting the scope of the foregoing sentence, the Agent shall use at least the same physical and other security measures to protect all Company Customer Information in the Agent’s possession or control as the Agent uses for their own customers’ confidential and proprietary information.

  • Privacy and Data Security (a) The parties will keep confidential any information regarding the Trust, Jefferson National, the Variable Accounts and Contract Owners received in connection with providing services and meeting their respective obligations hereunder, except: (a) as necessary to provide the services or otherwise meet their respective obligations under this Agreement; (b) as necessary to comply with applicable law; and (c) information regarding the Trust or Variable Accounts which is otherwise publicly available. The parties will maintain internal safekeeping procedures to safeguard and protect the confidentiality of the data transmitted to another party or its designees or agents in accordance with Section 248.11 of Regulation S-P (17 CFR 248.1—248.30) (“Reg S-P”), and any other applicable federal or state privacy laws and regulations, including without limitation 201 CFR 17.00 et seq. and applicable security breach notification regulations (collectively “Privacy Laws”). Each party shall use such data solely to effect the services contemplated herein, and none of the parties will directly, or indirectly through an affiliate, disclose any non-public personal information protected under Privacy Laws (“Non-public Personal Information”) received from another party to any person that is not an affiliate, designee, service provider, or agent of the receiving party and provided that any such information disclosed to an affiliate, designee, service provider, or agent will be under the same or substantially similar contractual limitations on use and non-disclosure and will comply with all legal requirements. NFD and the Trust will not use information, including Non-public Personal Information, directly or indirectly provided to it by Jefferson National or its designees or agents pursuant to this Agreement for the purpose of marketing to Contract Owners or any other similar purpose, except as may be agreed by the parties hereto. Except for confidential information consisting of Non-public Personal Information, which will be governed in all respects in accordance with the immediately preceding sentence, confidential information does not include information which (i) was publicly known and/or was in the possession of the party receiving confidential information (the “Receiving Party”) from other sources prior to the Receiving Party’s receipt of confidential information from the party disclosing confidential information (the “Disclosing Party”), or (ii) is or becomes publicly available other than as a result of a disclosure by the Receiving Party or its representatives, or (iii) is or becomes available to the Receiving Party on a non-confidential basis from a source (other than the Disclosing Party) which, to the best of the Receiving Party’s knowledge is not prohibited from disclosing such information to the Receiving Party by a legal, contractual or fiduciary obligation to the Disclosing Party, or (iv) describes the annual fees payable to JNSC under this Agreement.

  • Cybersecurity and Data Protection The Company and its Subsidiaries’ information technology assets and equipment, computers, systems, networks, hardware, software, websites, applications, and databases (collectively, “IT Systems”) are reasonably believed by the Company to be adequate in all material respects for, and operate and perform as required in connection with, the operation of the business of the Company and its Subsidiaries as currently conducted and, to the Company’s knowledge, 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 reasonably be expected to result in a Material Adverse Effect. The Company and its Subsidiaries have implemented and maintained commercially reasonable controls, policies, procedures, and safeguards to maintain and protect their material confidential information and the integrity, continuous operation, redundancy and security of all IT Systems and data (including all personal, personally identifiable, sensitive, confidential or regulated data (“Personal Data”)) used in connection with the business of the Company and its Subsidiaries as currently conducted, and, to the knowledge of the Company, there have been no breaches, violations, outages or unauthorized uses of or accesses to 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. The Company and its Subsidiaries are presently in compliance 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.

  • Privacy Policy The Provider must publicly disclose material information about its collection, use, and disclosure of Student Data, including, but not limited to, publishing a terms of service agreement, privacy policy, or similar document.

  • Privacy and Security (a) The Service Provider shall not transmit or store any AHS data outside the borders of Canada, nor transmit any AHS data in Canada to any party not specifically contemplated in this Agreement, without AHS’s prior written consent to each such data transmittal, which consent may be arbitrarily and unreasonably withheld.

  • Privacy 11.1.0 In accordance with applicable privacy legislation, the Trust Plan Administrator shall limit the collection, use and disclosure of personal information to information that is necessary for the purpose of providing benefits administration services. The Trust Plan Administrator’s policy shall be based on the Personal Information Protection and Electronic Documents Act (PIPEDA).

  • Privacy and Data Protection 8.1 The Receiving Party undertakes to comply with South Africa’s general privacy protection in terms Section 14 of the Xxxx of Rights in connection with this Bid and shall procure that its personnel shall observe the provisions of such Act [as applicable] or any amendments and re-enactments thereof and any regulations made pursuant thereto.

  • Safeguarding Customer Information The Servicer has implemented and will maintain security measures designed to meet the objectives of the Interagency Guidelines Establishing Standards for Safeguarding Customer Information published in final form on February 1, 2001, 66 Fed. Reg. 8616 and the rules promulgated thereunder, as amended from time to time (the “Guidelines”). The Servicer shall promptly provide the Master Servicer, the Trustee and the NIMS Insurer information reasonably available to it regarding such security measures upon the reasonable request of the Master Servicer, the Trustee and the NIMS Insurer which information shall include, but not be limited to, any Statement on Auditing Standards (SAS) No. 70 report covering the Servicer’s operations, and any other audit reports, summaries of test results or equivalent measures taken by the Servicer with respect to its security measures to the extent reasonably necessary in order for the Seller to satisfy its obligations under the Guidelines.

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