Systems Security. (a) If any Service Provider, or its personnel, will be given access to any Service Recipient’s computer systems or software (“Systems”) in connection with the performance of the Transition Services, Tricadia shall, or shall cause its Affiliates to, use reasonable best efforts to cause any third-party service provider, and their respective personnel, to comply with all of such Service Recipient’s written system security policies, procedures and requirements (as amended from time to time, the “Security Regulations”), and will not tamper with, compromise or circumvent any security or audit measures employed by such Service Recipient. (b) Tricadia shall, and shall cause its Affiliates and third-party service providers to, use its reasonable commercial efforts (i) to ensure that only those of its personnel who are specifically authorized to have access to the Systems of a Service Recipient gain such access and use such access only to the extent needed to provide a Transition Service, and (ii) to prevent unauthorized access, use, destruction, alteration or loss of information contained therein. Tricadia shall, and shall cause its personnel, its Affiliates and third-party service providers to, access and use only those Systems, and only such data and information within such Systems to which a Service Recipient has granted it the right to access and use. Tricadia and any other Service Provider will notify TAMCO and/or a Service Recipient immediately upon becoming aware of any violations by any of its personnel of this Section 4.03(b). (c) A Service Recipient shall have the right to deny the personnel of a Service Provider access to its Systems, after prior written notice, in the event the Service Recipient reasonably believes that such personnel pose a security concern. (d) All user identification numbers and passwords of a Service Recipient disclosed to a Service Provider, and any information obtained from the use of the Systems, shall be deemed confidential information of TAMCO subject to Section 5.01. (e) Tricadia will, and will cause its Affiliates to and will use reasonable best efforts to cause any third-party service provider to, cooperate with TAMCO and each other Service Recipient in investigating any apparent unauthorized access of TAMCO’s or such other Service Recipient’s Systems or any apparent unauthorized release by a Service Provider or such Service Provider’s personnel of information of TAMCO or its Affiliates that is deemed to be confidential under Section 5.01. If any Service Provider has revoked access to its own systems to any of its personnel that also have access to a Service Recipient’s Systems and it will immediately revoke the access of such personnel to a Service Recipient’s Systems.
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Sources: Transition Services Agreement, Transition Services Agreement (Tiptree Financial Inc.)
Systems Security. (a) If any Service Provider, or its personnel, will be given access to any Service Recipient’s computer systems or software (“Systems”) in connection with the performance of the Transition Services, Tricadia Service Provider shall, or shall cause its Affiliates to, to and shall use reasonable best efforts to cause any third-party service provider, and their respective personnel, provider to comply with all of such Service Recipient’s written system security policies, procedures and requirements (as amended from time to time, the “Security Regulations”), and will not tamper with, compromise or circumvent any security or audit measures employed by such Service Recipient.
(b) Tricadia Service Provider shall, and shall cause its Affiliates and third-party service providers to, use its reasonable commercial efforts (i) to ensure that only those of its personnel who are specifically authorized to have access to the Systems of a Service Recipient gain such access and use such access only to the extent needed to provide a Transition Service, and (ii) to prevent unauthorized access, use, destruction, alteration or loss of information contained therein. Tricadia shall, and shall cause its personnel, its Affiliates and third-party service providers to, access and use only those Systems, and only such data and information within such Systems to which a Service Recipient has granted it the right to access and use. Tricadia and any other Service Provider will notify TAMCO and/or a Service Recipient immediately upon becoming aware of any violations by any of its personnel of this Section 4.03(b).
(c) A Service Recipient shall have the right to deny the personnel of a Service Provider access to its Systems, after prior written notice, in the event the Service Recipient reasonably believes that such personnel pose a security concern.
(d) All user identification numbers and passwords of a Service Recipient disclosed to a Service Provider, and any information obtained from the use of the Systems, shall be deemed confidential information of TAMCO Service Recipient subject to Section 5.01.
(e) Tricadia Service Provider will, and will cause its Affiliates to and will use reasonable best efforts to cause any third-party service provider to, cooperate with TAMCO and each other Service Recipient in investigating any apparent unauthorized access of TAMCO’s or such other Service Recipient’s Systems or any apparent unauthorized release by a Service Provider or such Service Provider’s personnel , its Affiliates or their respective third-party service providers of information of TAMCO Service Recipient or its Affiliates that is deemed to be confidential under Section 5.01. If any Service Provider has revoked access to its own systems to any of its personnel that also have access to a Service Recipient’s Systems and then it will immediately revoke the access of such personnel to a Service Recipient’s Systems.
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