Common use of Security Review Clause in Contracts

Security Review. Upon the conditions set forth below, Yahoo, directly or through a Yahoo Affiliate designated by Yahoo, will have the right, at its own expense, to conduct Security Reviews, and/or to have an independent third party subject to a Partner-approved confidentiality agreement conduct Security Reviews. In the case that Yahoo uses an independent third party, the third party will be selected by Yahoo subject to approval by Partner, and such approval will not be unreasonably withheld or delayed. Partner will provide sufficient access to its facilities, personnel, and records as required for the Security Review during Partner’s regular business hours, and will otherwise support and cooperate with the Security Review. Security Reviews may result in the identification of Security Issues. a. Yahoo will have the right to conduct a Security Review: 1) prior to The System being available or in production, 2) when there is or is planned to be a material change to The System, 3) when Yahoo suspects there may be a Security Issue in The System, 4) upon termination of this Security Agreement. Notwithstanding the foregoing. Yahoo will not conduct a Security Review more than once during any consecutive twelve (12) month period unless a Security Issue has been confirmed to have occurred, in which case Yahoo may conduct a Security Review after each Security Issue has been resolved. b. Security Reviews will be subject to the following conditions: 1) Yahoo must provide reasonable notice to Partner before such Security Reviews, which notice must be at least fourteen (14) days in advance of the proposed review; 2) Security Reviews must be conducted during regular business hours in a manner that does not interfere with normal business activities.