Assessment & Remediation Clause Samples

Assessment & Remediation. The Client, acting collectively through an authorized representative reasonably acceptable to the Custodian, at no additional expense and with reasonable notice, may no more than once per year inspect documentation concerning the Custodian’s information security practices and safeguards, provided, however, that no such documentation may be copied or removed from the Custodian’s premises. The Custodian, as its sole expense, shall conduct reasonable testing of externally facing information systems that process Confidential Information or Personal Information on at least an annual basis or as mutually agreed, remediate any material findings within a commercially reasonable timeframe, and provide a Portfolio with copies of any relevant independent SOC 1, SOC 2, SOC 3 reports or comparable reports and, if applicable, ISO 27001 certification to verify its compliance with its obligations under the Agreement.

Assessment & Remediation. The Client, acting through an authorized representative reasonably acceptable to the Service Provider, at no additional expense and with reasonable notice, may no more than once per year inspect documentation concerning the Service Provider’s information security practices and safeguards and may visit facilities relevant to the services provided to a Fund, provided, however, that no such documentation may be copied or removed from the Service Provider’s premises. The Service Provider, as its sole expense, shall commission an independent penetration test of externally facing information systems that process Confidential Information or Personal Data on at least an annual basis, remediate any material findings within a commercially reasonable timeframe, and provide a Fund with copies of any relevant independent SOC 1, SOC 2, SOC 3 reports or comparable reports and, if applicable, ISO 27001 certification to verify its compliance with its obligations under the Agreement.

Assessment & Remediation. The Client, acting through an authorized representative reasonably acceptable to the Service Provider, at no additional expense and with reasonable notice, may no more than once per year inspect documentation concerning the Service Provider’s information security practices and safeguards and may visit facilities 1 Transport Layer Security (or TLS) is a cryptographic protocol that provides secure (encrypted) communication for e-mail exchanged over the Internet between two organizations. Schedule 5 to Services Agreement Page 1 relevant to the services provided to a Fund, provided, however, that no such documentation may be copied or removed from the Service Provider’s premises. The Service Provider, as its sole expense, shall commission an independent penetration test of externally facing information systems that process Confidential Information or Personal Data on at least an annual basis, remediate any material findings within a commercially reasonable timeframe, and provide a Fund with copies of any relevant independent SOC 1, SOC 2, SOC 3 reports or comparable reports and, if applicable, ISO 27001 certification to verify its compliance with its obligations under the Agreement.

Assessment & Remediation a. The Agent shall have the right to require Indemnitor, at its own cost and expense, to obtain a professional environmental assessment for any Property in accordance with the Agent’s then standard environmental assessment requirements, provided that such requirements are consistent with the reasonable guidelines of Phase I or Phase II environmental site assessments as established by the Agent consistently applied in similar situations upon the occurrence of any one or more of the following events: (i) an Event of Default but only during the continuance thereof; or (ii) upon the Agent obtaining knowledge of the occurrence of a Release or Threat of Release on, in, on, under or affecting the said Property and the determination by the Agent that such Release or Threat of Release could reasonably be expected to have a Material Adverse Effect. b. In the event that Indemnitor does not commence any such environmental assessment within forty-five (45) days of the written request therefor by the Agent, the Agent may, at Indemnitor’s cost and expense, cause such environmental assessment to be undertaken. c. Any amounts paid or advanced by the Agent and all costs and expenditures incurred in connection with any action taken pursuant to the terms of this Indemnity Agreement, including but not limited to reasonable environmental consultants’ and experts’ fees and expenses, attorneys’ fees and expenses, court costs and all costs of assessment monitoring clean-up, containment, remediation, removal and restoration, with interest thereon at the Default Rate, shall be a demand obligation of Indemnitor to the Agent, and shall be added to the Obligations secured by the Collateral and shall be secured by the lien of the Security Documents as fully and as effectively and with the same priority as every other Obligation secured thereby.

Assessment & Remediation. The Client, acting collectively through an authorized representative reasonably acceptable to the Custodian, at no additional expense and with reasonable notice, may no more than once per year inspect documentation concerning the Custodian’s information security practices and safeguards, provided, however, that no such documentation may be copied or removed from the Custodian’s premises. The Custodian, as its sole expense, shall conduct reasonable testing of externally facing information systems that process Confidential Information or Personal Information on at least an annual basis or as mutually agreed, remediate any material findings within a commercially reasonable timeframe, and provide a Portfolio with copies of any relevant independent SOC 1, SOC 2, SOC 3 reports or comparable reports and, if applicable, ISO 27001 certification to verify its compliance with its 1 Transport Layer Security (or TLS) is a cryptographic protocol that provides secure (encrypted) communication for e-mail exchanged over the Internet between two organizations. 36 obligations under the Agreement.

Assessment & Remediation. The Client, acting through an authorized representative reasonably acceptable to the Service Provider, at no additional expense and with reasonable notice, may no more than once per year inspect documentation concerning the Service Provider’s information security practices and safeguards and may visit facilities 1 Transport Layer Security (or TLS) is a cryptographic protocol that provides secure (encrypted) communication for e-mail exchanged over the Internet between two organizations. relevant to the services provided to a Fund, provided, however, that no such documentation may be copied or removed from the Service Provider’s premises. The Service Provider, and as required under Data Protection Law. The Receiving Party will only use and disclose the Disclosing Party’s Confidential Information to the extent permitted in these Conditions and the Agreement.

Assessment & Remediation. The Trusts, acting collectively through an authorized representative reasonably acceptable to the Custodian, at no additional expense and with reasonable notice, may no more than once per year inspect documentation concerning Custodian’s information security practices and safeguards and may visit facilities relevant to the services provided to a Trust, provided, however, that no such documentation may be copied or removed from Custodian’s premises. Custodian, as its sole expense, shall commission an independent penetration test of externally facing information systems that process Confidential Information on at least an annual basis, remediate any material findings within a commercially reasonable timeframe, and provide a Trust with copies of any relevant independent SOC 1 audits.