Security Events Sample Clauses

Security Events. Without limiting any obligation of SaaS Provider herein, if at any time SaaS Provider discovers or otherwise becomes aware of any Security Event that impacts the Client, SaaS Provider will: (i) immediately notify Client of such Security Event and furnish Client with the full details of such Security Event; and (ii) cooperate with Client in any effort, action, or proceeding to protect the End User and/or Cardholder Data and to mitigate and/or remediate the impact of the Security Event, as such may be deemed necessary by Client and/or required by applicable laws or regulations, including breach notification laws and credit reporting laws. In the event of any Security Event, or at any time if requested by Client, SaaS Provider will, with prior reasonable notice, permit Client, a Payment Card Industry (“PCI”) representative, and/or a PCI approved third party (individually or collectively, the “PCI Auditor”), to conduct a thorough review of SaaS Provider’s books, records, files, computer processors, equipment, systems, physical and electronic log files, and facilities relating to the Services, to investigate or remediate a Security Event or validate and confirm SaaS Provider’s compliance with the Security Requirements (the “Breach Audit”). SaaS Provider will provide the PCI Auditor with full cooperation and access to enable such Breach Audit. If any Breach Audit identifies any failure of SaaS Provider to comply with the Security Requirements, SaaS Provider will promptly repair and/or remedy any such failure and deliver written notice of such efforts and remedy to Client. In any such audit above, SaaS Provider may charge Client reasonable fees for use of SaaS Provider’s personnel during such audits and determine reasonable access restrictions as required to protect other clients, except to the extent such audit arose due to a Security Event or SaaS Provider’s failure to maintain the required certifications or comply with its material security obligations under this Agreement.
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Security Events. Each of the following shall be a security event ("Security Event") hereunder unless waived by a Required Majority of Banks in writing:
Security Events. (a) If a Negative Security Event occurs during a Positive Security Period, as promptly as practicable after the occurrence of such Negative Security Event, and in any event on or before the Security Perfection Date in respect thereof, take or cause to be taken the following actions:
Security Events. “Security Event” means any event that jeopardizes the confidentiality, integrity, or availability of Bank Confidential Information. Security Events include an actual or reasonably suspected loss, theft, misuse, unauthorized disclosure or acquisition of, or unauthorized access to Bank Confidential Information, regardless of whether it creates a likelihood of harm. The Firm must notify the Bank as soon as practically possible, but in no event more than one day from when the Firm, its personnel, subcontractors, contractors or affiliates become aware of a Security Event. This notification must occur without delay on account of business hours, holiday or otherwise even if it means notifying the Bank before the Firm has commenced or completed its own investigation into the cause or extent of the Security Event. Notice should be given to the Bank pursuant to section 7 of this Agreement. The Firm agrees to promptly: (i) investigate the Security Event; (ii) act on the Bank’s reasonable request for investigative steps; (iii) regularly report detailed findings as to the cause and impact of the Security Event; (iv) reasonably cooperate with the Bank in its efforts to remediate and make proper notifications to individuals or entities effected; and (v) upon the Bank’s request, promptly provide progress reports regarding any investigation or remediation efforts. If the Bank provides notice to any individual, entity, or government agency as a result of a Security Event attributable to the Firm’s breach of the terms of this Section 11(e), the Firm shall: (i) reimburse the Bank for its reasonable, out-of-pocket costs in notifying any such affected individual, entity, and/or agency and for the costs in notifying any other affected individual (regardless of whether the Bank has a legal obligation to provide such notification to such individual) whose Bank Confidential Information of the same type was also the subject of such Security Event; and (ii) and, if credit monitoring is reasonably determined to be an appropriate remedy by the Bank in light of the risks posed by the Security Event and the nature of the personally identifiable information compromised, the Firm shall reimburse the Bank for its reasonable, out-of-pocket cost of providing to each such affected individual one (1) year (or longer if required by law) of credit monitoring services from a nationally-recognized supplier of such services; provided, however, that the Firm’s liability for the provision of such cred...
Security Events. Each of the following shall be a security event ("Security Event") hereunder unless waived by a Required Majority of Banks in writing: (a) the occurrence of an Event of Default hereunder; (b) the financial statements required by Section 8.02(a)(ii) hereof are accompanied by an opinion which contains a qualification which is, in the reasonable judgment of a Simple Majority of Banks, adverse; (c) the Loan Parties fail to comply with Section 8.01(e) (i) for a period of five (5) Business Days after Borrower becomes aware thereof without giving effect to any adjustment pursuant to Sections 8.01(e) (ii) or 5.01(cc); (d) either (i) any of the Loan Parties is required immediately to grant, or grants, any Liens in any of its assets in favor of the holders of any Permitted Additional Senior Indebtedness, or (ii) any event shall occur which permits the holders of any Permitted Additional Senior Indebtedness to require any Loan Party to grant any Liens in any of its assets in favor of the holders of such Permitted Additional Senior Indebtedness. 7.03
Security Events. 84 7.03 Release of Liens. . . . . . . . . . . . . . . . .84
Security Events. (a) The occurrence of any of the following shall constitute a “Security Event” under this Amendment:
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Related to Security Events

  • Liquidity Events of Default If (a) any Liquidity Event of Default has occurred and is continuing and (b) there is a Performing Note Deficiency, the Liquidity Provider may, in its discretion, deliver to the Borrower a Termination Notice, the effect of which shall be to cause (i) the obligation of the Liquidity Provider to make Advances hereunder to expire on the fifth Business Day after the date on which such Termination Notice is received by the Borrower, (ii) the Borrower to promptly request, and the Liquidity Provider to promptly make, a Final Advance in accordance with Section 2.02(d) hereof and Section 3.6(i) of the Intercreditor Agreement, (iii) all other outstanding Advances to be automatically converted into Final Advances for purposes of determining the Applicable Liquidity Rate for interest payable thereon, and (iv) subject to Sections 2.07 and 2.09 hereof, all Advances (including, without limitation, any Provider Advance and Applied Provider Advance), any accrued interest thereon and any other amounts outstanding hereunder to become immediately due and payable to the Liquidity Provider.

  • Reports of unusual occurrence The Contractor shall, during the Maintenance Period, prior to the close of each day, send to the Authority and the Authority’s Engineer, by facsimile or e- mail, a report stating accidents and unusual occurrences on the Project Highway relating to the safety and security of the Users and Project Highway. A monthly summary of such reports shall also be sent within 3 (three) business days of the closing of month. For the purposes of this Clause 15.4, accidents and unusual occurrences on the Project Highway shall include:

  • Extraordinary Events Regarding Common Stock In the event that the Company shall (a) issue additional shares of the Common Stock as a dividend or other distribution on outstanding Common Stock, (b) subdivide its outstanding shares of Common Stock, or (c) combine its outstanding shares of the Common Stock into a smaller number of shares of the Common Stock, then, in each such event, the Purchase Price shall, simultaneously with the happening of such event, be adjusted by multiplying the then Purchase Price by a fraction, the numerator of which shall be the number of shares of Common Stock outstanding immediately prior to such event and the denominator of which shall be the number of shares of Common Stock outstanding immediately after such event, and the product so obtained shall thereafter be the Purchase Price then in effect. The Purchase Price, as so adjusted, shall be readjusted in the same manner upon the happening of any successive event or events described herein in this Section 4. The number of shares of Common Stock that the Holder of this Warrant shall thereafter, on the exercise hereof as provided in Section 1, be entitled to receive shall be adjusted to a number determined by multiplying the number of shares of Common Stock that would otherwise (but for the provisions of this Section 4) be issuable on such exercise by a fraction of which (a) the numerator is the Purchase Price that would otherwise (but for the provisions of this Section 4) be in effect, and (b) the denominator is the Purchase Price in effect on the date of such exercise.

  • Default Events (a) Any material breach of the Funding Agreement by the Recipient, including those set out below, will be an event of default (“Default Event”):

  • Casualty Events Not later than ten (10) Business Days following the receipt of any Net Cash Proceeds from a Casualty Event by any Group Member, the Borrower shall apply an amount equal to 100% of such Net Cash Proceeds to make prepayments in accordance with Section 2.10(h) and (i); provided that

  • Trigger Events The Employee shall be entitled to collect the severance benefits set forth in Subsection (b) hereof in the event that either (i) the Employee voluntarily terminates employment for any reason within the 30-day period beginning on the date of a Change in Control, (ii) the Employee voluntarily terminates employment within 90 days of an event that both occurs during the Protected Period and constitutes Good Reason, or (iii) the Bank or the Company or their successor(s) in interest terminate the Employee's employment without his written consent and for any reason other than Just Cause during the Protected Period.

  • Certain Events of Default The following Events of Default will apply to the parties as specified below, and the definition of “Event of Default” in Section 14 is deemed to be modified accordingly:

  • Extraordinary Events No fault if failure due to an Extraordinary Event

  • Listing of Events of Default Each of the following events or occurrences described in this Section 8.1 shall constitute an "Event of Default".

  • Special Events During the Term of the Agreement, the Concessionaire may schedule events for dates up to 12 months after the Agreement’s end date. For all events scheduled during the 12-month post-agreement period, the Concessionaire will provide a copy of the original event contract to the Department. All special event contracts for events after the Agreement’s end date must provide notice that the contract may be assigned to another concessionaire at the Department’s request. The Department may either issue a permit authorizing the Concessionaire to fulfill these event obligations or require the Concessionaire to assign the contracts and deposits to another concessionaire. In the event of a cancellation, the Concessionaire will not pursue or accept a replacement date or event, unless the Department’s Agreement Manager gives written pre-approval. After the Agreement’s end date, the Concessionaire will not schedule any additional events or reschedule existing events.

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