Common use of Digital Certificate Clause in Contracts

Digital Certificate. (a) Vendor’s access to the secured portion of the Site (if such access is granted by Lowe’s) and to any Information shall be through the use of one or more digital certificates issued to Vendor by Lowe’s (collectively, the “Certificate”). The Certificate will be deemed accepted by Vendor upon its receipt unless Vendor, in accordance with the notice provisions of this Agreement, notifies Lowe’s of any inaccuracy or defect in the Certificate within three (3) Business Days thereafter. For purposes of this Agreement, Business Day means any of Monday, Tuesday, Wednesday, Thursday or Friday, excluding all national holidays in the United States observed by the Federal Reserve Bank. (b) By accepting the Certificate, Vendor represents, warrants, agrees and covenants that during the Term of this Agreement: (i) each digital signature created using the private key corresponding to the public key listed in the Certificate is the digital signature of the Vendor; (ii) Vendor shall retain control of its private key and take all necessary precautions to prevent its loss, disclosure, modification or unauthorized use; (iii) Vendor, in accordance with the notice provisions of this Agreement, shall immediately notify Lowe’s if the private key is lost, disclosed, modified or used without authorization; (iv) Vendor shall protect the secrecy of the private key associated with the Certificate through the use of encryption software or hardware tokens as reasonably specified by Lowe’s from time-to-time; (v) all information provided by Vendor and contained in the Certificate is true; and (vi) the Certificate will be used solely for purposes consistent with this Agreement and only in accordance with all conditions of use that may be established by Lowe’s from time-to-time. (c) Lowe’s may suspend or revoke the Certificate at any time and for any reason. During suspension, or permanently upon revocation, the Certificate’s operational period shall immediately be considered terminated; provided, however, that any such suspension or revocation shall not affect any underlying contractual obligations created or communicated under this Agreement. In the event of any such suspension or revocation, the private key corresponding to the public key contained in the Certificate shall be safeguarded by Vendor throughout the period of suspension and destroyed upon revocation. Upon notice of revocation of the Certificate, Vendor shall permanently remove the Certificate from Vendor’s server, any electronic device or hard drive and/or other computer equipment on which it is installed by Vendor and thereafter not use it for any purpose whatsoever. 3.7

Appears in 1 contract

Sources: Master Standard Buying Agreement

Digital Certificate. (a) Vendor’s access to the secured portion of the Site (if such access is granted by Lowe’s) and to any Information shall be through the use of one or more digital certificates issued to Vendor by Lowe’s (collectively, the “Certificate”). The Certificate will be deemed accepted by Vendor upon its receipt unless Vendor, in accordance with the notice provisions of this Agreement, notifies Lowe’s of any inaccuracy or defect in the Certificate within three (3) Business Days thereafter. For purposes of this Agreement, Business Day means any of Monday, Tuesday, Wednesday, Thursday or Friday, excluding all national holidays in the United States observed by the Federal Reserve Bank. (b) By accepting the Certificate, Vendor represents, warrants, agrees and covenants that during the Term of this Agreement: (i) each digital signature created using the private key corresponding to the public key listed in the Certificate is the digital signature of the Vendor; (ii) Vendor shall retain control of its private key and take all necessary precautions to prevent its loss, disclosure, modification or unauthorized use; (iii) Vendor, in accordance with the notice provisions of this Agreement, shall immediately notify Lowe’s if the private key is lost, disclosed, modified or used without authorization; (iv) Vendor shall protect the secrecy of the private key associated with the Certificate through the use of encryption software or hardware tokens as reasonably specified by Lowe’s from time-to-time; (v) all information provided by Vendor and contained in the Certificate is true; and (vi) the Certificate will be used solely for purposes consistent with this Agreement and only in accordance with all conditions of use that may be established by Lowe’s from time-to-time. (c) Lowe’s may suspend or revoke the Certificate at any time and for any reason. During suspension, or permanently upon revocation, the Certificate’s operational period shall immediately be considered terminated; provided, however, that any such suspension or revocation shall not affect any underlying contractual obligations created or communicated under this Agreement. In the event of any such suspension or revocation, the private key corresponding to the public key contained in the Certificate shall be safeguarded by Vendor throughout the period of suspension and destroyed upon revocation. Upon notice of revocation of the Certificate, Vendor shall permanently remove the Certificate from Vendor’s server, any electronic device or hard drive and/or other computer equipment on which it is installed by Vendor and thereafter not use it for any purpose whatsoever. 3.7.

Appears in 1 contract

Sources: Master Standard Buying Agreement (Vu1 CORP)