Common use of Security Breach Procedures Clause in Contracts

Security Breach Procedures. For purposes of this section, the term “Security Breach” shall mean (i) any act or omission that materially compromises either the security, confidentiality or integrity of personal information or the physical, technical, administrative or organizational safeguards put in place by Custodian (or any authorized persons) that relate to the protection of the security, confidentiality or integrity of personal information, or (ii) receipt of a complaint in relation to the privacy practices of Custodian (or any authorized persons) or a breach or alleged breach of this Agreement relating to such privacy practices. Custodian shall: (i) notify a Trust of a Security Breach as soon as practicable, but no later than twenty-four (24) hours after Custodian becomes aware of it; and (ii) notify a Trust of any Security Breaches by and with a copy by e-mail to Custodian’s primary business contact within the Trust. Immediately following Custodian’s notification to a Trust of a Security Breach, the parties shall coordinate with each other to investigate the Security Breach. Custodian agrees to cooperate with the Trust in the Trust’s handling of the matter, including, without limitation: (i) assisting with any investigation; (ii) providing the Trust with physical access to the facilities and operations affected; (iii) facilitating interviews with Custodian’s employees and others involved in the matter; and (iv) making available all relevant records, logs, files, data reporting and other materials required to comply with applicable law, regulation, industry standards or as otherwise reasonably required by the Trust. Custodian shall immediately remedy any Security Breach and prevent any further Security Breach at Custodian’s expense in accordance with applicable privacy rights, laws, regulations and standards. Custodian shall reimburse the Trust for actual costs incurred by the Trust in responding to, and mitigating damages caused by, any Security Breach, including all costs of notice and/or remediation pursuant to this paragraph.

Appears in 2 contracts

Sources: Custody Agreement (Eagle Series Trust), Custody Agreement (Eagle Series Trust)

Security Breach Procedures. For purposes (a) In the event of this section, the term “a Security Breach” shall mean , as defined above, Member shall: (i) any act or omission that materially compromises either provide PAEA with the securityname and contact information for an employee of Member who shall serve as ▇▇▇▇’s primary security contact and shall be available to assist PAEA twenty-four (24) hours per day, confidentiality or integrity of personal information or the physical, technical, administrative or organizational safeguards put seven (7) days per week as a contact in place by Custodian (or any authorized persons) that relate to the protection of the security, confidentiality or integrity of personal information, or resolving obligations associated with a Security Breach; (ii) receipt of a complaint in relation to the privacy practices of Custodian (or any authorized persons) or a breach or alleged breach of this Agreement relating to such privacy practices. Custodian shall: (i) notify a Trust PAEA of a Security Breach as soon as practicable, but no later than twenty-four (24) hours after Custodian Member becomes aware of it; and and (iiiii) notify a Trust PAEA of any Security Breaches by telephone at the following number: Security Officer ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇- ▇▇▇-▇▇▇▇ and e-mailing PAEA with a read receipt at ▇▇▇▇▇ ▇▇▇▇▇▇: ▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇ AND ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇ with a copy by e-mail to CustodianMember’s primary business contact within the Trust. PAEA. (b) Immediately following CustodianMember’s notification to a Trust PAEA of a Security BreachBreach (as defined in the Agreement), the parties shall coordinate with each other to investigate the Security Breach. Custodian Member agrees to cooperate with the Trust ▇▇▇▇ in the Trust▇▇▇▇’s handling of the matter, including, without limitation: : (i) assisting with any investigation; ; (ii) providing the Trust PAEA with secure and accompanied physical access to the facilities and operations affected; ; (iii) facilitating interviews with CustodianMember’s employees and others involved in the matter; and and (iv) making available all relevant records, logs, files, data reporting and other materials required to comply with applicable law, regulation, industry standards or as otherwise reasonably required by the Trust. Custodian PAEA. (c) Member shall take reasonable steps to immediately remedy any Security Breach and prevent any further Security Breach at CustodianMember’s expense in accordance with applicable privacy rights, laws, regulations and standards. Custodian . (d) Member agrees that, unless required by applicable law or regulation, it shall reimburse the Trust for actual costs incurred by the Trust in responding to, and mitigating damages caused by, not inform any third party of any Security BreachBreach without first obtaining PAEA’s prior written consent, including all costs other than to inform a complainant that the matter has been forwarded to ▇▇▇▇’s legal counsel. (e) Member agrees to cooperate with PAEA in any litigation or other formal action deemed reasonably necessary by PAEA to protect its rights relating to the use, disclosure, protection and maintenance of notice and/or remediation pursuant PAEA Data arising from or related to this paragraphMember’s obligations to PAEA under the Agreement.

Appears in 1 contract

Sources: Master License Agreement

Security Breach Procedures. For purposes (a) In the event of this section, the term “a Security Breach” shall mean , as defined above, Member shall: (i) any act or omission that materially compromises either provide PAEA with the securityname and contact information for an employee of Member who shall serve as ▇▇▇▇’s primary security contact and shall be available to assist PAEA twenty-four (24) hours per day, confidentiality or integrity of personal information or the physical, technical, administrative or organizational safeguards put seven (7) days per week as a contact in place by Custodian (or any authorized persons) that relate to the protection of the security, confidentiality or integrity of personal information, or resolving obligations associated with a Security Breach; (ii) receipt of a complaint in relation to the privacy practices of Custodian (or any authorized persons) or a breach or alleged breach of this Agreement relating to such privacy practices. Custodian shall: (i) notify a Trust PAEA of a Security Breach as soon as practicable, but no later than twenty-four (24) hours after Custodian Member becomes aware of it; and and (iiiii) notify a Trust PAEA of any Security Breaches by telephone at the following number: Security Officer ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇- ▇▇▇-▇▇▇▇ and e-mailing PAEA by e-mailing PAEA with a read receipt at ▇▇▇▇▇-▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇ with a copy by e-mail to CustodianMember’s primary business contact within the Trust. PAEA. (b) Immediately following CustodianMember’s notification to a Trust PAEA of a Security BreachBreach (as defined in the Agreement), the parties shall coordinate with each other to investigate the Security Breach. Custodian Member agrees to cooperate with the Trust ▇▇▇▇ in the Trust▇▇▇▇’s handling of the matter, including, without limitation: : (i) assisting with any investigation; ; (ii) providing the Trust PAEA with secure and accompanied physical access to the facilities and operations affected; ; (iii) facilitating interviews with CustodianMember’s employees and others involved in the matter; and and (iv) making available all relevant records, logs, files, data reporting and other materials required to comply with applicable law, regulation, industry standards or as otherwise reasonably required by the Trust. Custodian PAEA. (c) Member shall take reasonable steps to immediately remedy any Security Breach and prevent any further Security Breach at CustodianMember’s expense in accordance with applicable privacy rights, laws, regulations and standards. Custodian . (d) Member agrees that, unless required by applicable law or regulation, it shall reimburse the Trust for actual costs incurred by the Trust in responding to, and mitigating damages caused by, not inform any third party of any Security BreachBreach without first obtaining PAEA’s prior written consent, including all costs other than to inform a complainant that the matter has been forwarded to ▇▇▇▇’s legal counsel. (e) Member agrees to cooperate with PAEA in any litigation or other formal action deemed reasonably necessary by PAEA to protect its rights relating to the use, disclosure, protection and maintenance of notice and/or remediation pursuant PAEA Data arising from or related to this paragraphMember’s obligations to PAEA under the Agreement.

Appears in 1 contract

Sources: Master License Agreement

Security Breach Procedures. For purposes (a) In the event of this section, the term “a Security Breach” shall mean , as defined above, Member shall: (i) any act or omission that materially compromises either provide PAEA with the securityname and contact information for an employee of Member who shall serve as ▇▇▇▇’s primary security contact and shall be available to assist PAEA twenty-four (24) hours per day, confidentiality or integrity of personal information or the physical, technical, administrative or organizational safeguards put seven (7) days per week as a contact in place by Custodian (or any authorized persons) that relate to the protection of the security, confidentiality or integrity of personal information, or resolving obligations associated with a Security Breach; (ii) receipt of a complaint in relation to the privacy practices of Custodian (or any authorized persons) or a breach or alleged breach of this Agreement relating to such privacy practices. Custodian shall: (i) notify a Trust PAEA of a Security Breach as soon as practicable, but no later than twenty-four (24) hours after Custodian Member becomes aware of it; and and (iiiii) notify a Trust PAEA of any Security Breaches by telephone at the following number: Security Officer ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇-▇▇▇-▇▇▇▇ and e-mailing PAEA with a read receipt at ▇▇▇▇▇ ▇▇▇▇▇▇: ▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇ AND ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇ with a copy by e-mail to CustodianMember’s primary business contact within the Trust. PAEA. (b) Immediately following CustodianMember’s notification to a Trust PAEA of a Security BreachBreach (as defined in the Agreement), the parties shall coordinate with each other to investigate the Security Breach. Custodian Member agrees to cooperate with the Trust ▇▇▇▇ in the Trust▇▇▇▇’s handling of the matter, including, without limitation: : (i) assisting with any investigation; ; (ii) providing the Trust PAEA with secure and accompanied physical access to the facilities and operations affected; ; (iii) facilitating interviews with CustodianMember’s employees and others involved in the matter; and and (iv) making available all relevant records, logs, files, data reporting and other materials required to comply with applicable law, regulation, industry standards or as otherwise reasonably required by the Trust. Custodian PAEA. (c) Member shall take reasonable steps to immediately remedy any Security Breach and prevent any further Security Breach at CustodianMember’s expense in accordance with applicable privacy rights, laws, regulations and standards. Custodian . (d) Member agrees that, unless required by applicable law or regulation, it shall reimburse the Trust for actual costs incurred by the Trust in responding to, and mitigating damages caused by, not inform any third party of any Security BreachBreach without first obtaining PAEA’s prior written consent, including all costs other than to inform a complainant that the matter has been forwarded to ▇▇▇▇’s legal counsel. (e) Member agrees to cooperate with PAEA in any litigation or other formal action deemed reasonably necessary by PAEA to protect its rights relating to the use, disclosure, protection and maintenance of notice and/or remediation pursuant PAEA Data arising from or related to this paragraphMember’s obligations to PAEA under the Agreement.

Appears in 1 contract

Sources: Master License Agreement

Security Breach Procedures. For purposes of this section, the term “Security Breach” shall mean (ia) any act or omission that materially compromises either the security, confidentiality or integrity of personal information or the physical, technical, administrative or organizational safeguards put in place by Custodian (or any authorized persons) that relate to the protection of the security, confidentiality or integrity of personal information, or (ii) receipt of a complaint in relation to the privacy practices of Custodian (or any authorized persons) or a breach or alleged breach of this Agreement relating to such privacy practices. Custodian ▇▇▇▇▇ shall: (i) provide Client with the name and contact information for an employee of ▇▇▇▇▇ who shall serve as Client’s primary security contact and shall be available to assist Client twenty-four (24) hours per day, seven (7) days per week as a contact in resolving obligations associated with a Security Breach; (ii) notify a Trust Client of a Security Breach as soon as practicable, but no later than [twenty-four (24) )] hours after Custodian ▇▇▇▇▇ becomes aware of it; and (iiiii) notify a Trust Client of any Security Breaches by telephone at a designated contact number: e-mailing Client at a designated contact email address, and with a copy by e-mail to Custodian’s ▇▇▇▇▇’▇ primary business contact within the Trust. Client. (b) [Immediately following Custodian’s ▇▇▇▇▇’▇ notification to a Trust Client of a Security Breach, the parties shall coordinate with each other to investigate the Security Breach. Custodian ▇▇▇▇▇ agrees to fully/reasonably cooperate with the Trust Client in the TrustClient’s handling of the matter, including, without limitation: (i) assisting with any investigation; (ii) providing the Trust Client with physical access to the facilities and operations affected; (iii) facilitating interviews with Custodian’s ▇▇▇▇▇’▇ employees and others involved in the matter; and (iv) making available all relevant records, logs, files, data reporting and other materials required to comply with applicable law, regulation, industry standards or as otherwise reasonably required by the Trust. Custodian Client. (c) ▇▇▇▇▇ shall take reasonable steps to/use best efforts to immediately remedy any Security Breach and prevent any further Security Breach at Custodian’s ▇▇▇▇▇’▇ expense in accordance with applicable privacy rights, laws, regulations and standards. Custodian ▇▇▇▇▇ shall reimburse the Trust Client for actual [reasonable costs incurred in providing individuals affected by a Security Breach with notice of the breach, reissued payment cards and/or complimentary access for credit monitoring services, which Client in its sole discretion deems necessary to protect such affected individuals/in consultation with ▇▇▇▇▇, shall determine is reasonable to protect such affected individuals in light of the risks posed by the Trust Security Breach. (d) ▇▇▇▇▇ reserves the right, in responding toits sole discretion, to report criminal acts relating to the use and mitigating damages caused bydisclosure of Personal Information to applicable Government Authorities and shall notify Client as soon as practicable that such reporting has occurred. With respect to instances in which ▇▇▇▇▇ is considering notifying Government Authorities concerning civil, but not criminal, acts, ▇▇▇▇▇ shall notify Client in writing and consult with Client prior to making any such notification. The parties shall immediately endeavor in good faith to reach agreement on the need and nature of such notification. If such agreement cannot be reached within seventy-two (72) hours after ▇▇▇▇▇ has provided Client with written notice, ▇▇▇▇▇ shall have the right to inform Government Authorities solely to the extent required by applicable law. (e) ▇▇▇▇▇ agrees to fully/reasonably cooperate at its own expense with Client in any litigation or other formal action deemed [reasonably] necessary by Client to protect its rights relating to the use, disclosure, protection and maintenance of Personal Information. (f) In the event of any Security Breach, including all costs ▇▇▇▇▇ shall promptly use its reasonable/best efforts to prevent a recurrence of notice and/or remediation pursuant to this paragraphany such Security Breach.

Appears in 1 contract

Sources: Online Service Agreement