Common use of Data Privacy and Cybersecurity Clause in Contracts

Data Privacy and Cybersecurity. (a) Except as would not, and would not reasonably be expected to, individually or in the aggregate, be material to the Business, taken as a whole, the data, privacy and security practices of the Company and its Subsidiaries conform, and since January 1, 2021, have conformed, to all of the Data Privacy Requirements. To the Company’s Knowledge, no claims have been asserted or threatened in writing against the Company or any of its Subsidiaries alleging a violation of any Person’s privacy or Personal Information or data rights pursuant to a Data Privacy Requirement. (b) Except as would not, and would not reasonably be expected to, individually or in the aggregate, be material to the Company and its Subsidiaries, taken as a whole, (i) the IT Assets operate and perform in a manner that permits the Company and its Subsidiaries to conduct the Business without any error or omission in the processing of any transactions, and (ii) there has been no unauthorized use, access, interruption, disruption, modification, corruption or other breach of the security of any of the IT Assets and (iii) to the Knowledge of the Company, none of the IT Assets contain or have contained any “back door,” “drop dead device,” “time bomb,” “Trojan horse,” “virus” or “worm” or any other similar code designed or intended to have, or capable of, disrupting, disabling, harming or otherwise impeding in any manner the operation of, or providing unauthorized access to, a computer system or network or other device on which such code is stored or installed, or damaging or destroying any data or file without the user’s consent.