Compromise or Loss of Citizens Data Sample Clauses

Compromise or Loss of Citizens Data of this Amendment. Without limiting the foregoing, Vendor shall: (a) advise Citizens immediately in the event that Vendor learns or has reason to believe that any individual who has or has had access to Citizens Data has violated or intends to violate the terms of the Agreement and Vendor will cooperate with Citizens in seeking injunctive or other equitable relief against any such individual; and, (b) pursuant to Section 501.171, Florida Statutes, in the case of PII, disclose to Citizens any breach of the security of the system associated with Citizens Data as soon as practicable, but no later than ten (10) calendar days following the determination of the breach of security or reason to believe the breach occurred.
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Compromise or Loss of Citizens Data. In the event of any act, error or omission, negligence, misconduct, or breach that compromises or is suspected to compromise the security, confidentiality, or integrity of Citizens Data or the physical, technical, administrative, or organizational safeguards put in place by Vendor that relate to the protection of the security, confidentiality, or integrity of Citizens Data, without limiting Vendor’s obligations of indemnification as described in Section 14. Indemnification and Limitation of Liability of this Amendment, Vendor shall, as applicable: (a) notify Citizens in accordance with Subsection 11.2.8.
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Compromise or Loss of Citizens Data. In the event of any act, error or omission, negligence, misconduct, or breach that compromises or is suspected to compromise the security, confidentiality, or integrity of Citizens Data or the physical, technical, administrative, or organizational safeguards put in place by Vendor that relate to the protection of the security, confidentiality, or integrity of Citizens Data, without limiting Vendor’s obligations of indemnification as described in Section [14.] Indemnification and Limitation of Liability of this Amendment, Vendor shall, as applicable: (a) notify Citizens in accordance with Subsection [11.2.8.] Unauthorized Use or Disclosure of Citizens Data of this Amendment and any other applicable laws and regulations; (b) cooperate fully with Citizens in investigating the occurrence, including making available all relevant records, logs, files, data reporting, and other materials required to comply with applicable laws or regulations or as otherwise required by Citizens; (c) in the case of PII, at Citizens’ sole election: (i) notify the affected individuals who comprise the PII as soon as practicable but no later than is required to comply with applicable law, or, in the absence of any legally required notification period, within five (5) calendar days of the occurrence; or, (ii) reimburse Citizens for any costs in notifying the affected individuals; (d) in the case of PII, provide third-party credit and identity monitoring services to each of the affected individuals who comprise the PII for the period required to comply with applicable law, or, in the absence of any legally required monitoring services, for no less than twelve (12) months following the date of notification to such individuals; (e) perform or take any other actions required to comply with applicable law as a result of the occurrence; (f) be responsible for recreating lost or corrupted Citizens Data without charge to Citizens; and, (g) provide to Citizens a detailed plan within ten
Sample 1Sample 2
Compromise or Loss of Citizens Data. In the event of any act, error or omission, negligence, misconduct, or breach that compromises or is suspected to compromise the security, confidentiality, or integrity of Citizens Data or the physical, technical, administrative, or organizational safeguards put in place by Vendor that relate to the protection of the security, confidentiality, or integrity of Citizens Data, without limiting Vendor’s obligations of indemnification as described in Section 14 of this Amendment, Vendor shall, as applicable: (a) notify Citizens in accordance with Subsection 11.2.8. of this Amendment and any other applicable laws and regulations; (b) cooperate fully with Citizens in investigating the occurrence, including making available all relevant records, logs, files, data reporting, and other materials required to comply with applicable laws or regulations or as otherwise required by Citizens;
Sample 1Sample 2
Compromise or Loss of Citizens Data. In the event of any act, error or omission, negligence, misconduct, or breach that compromises or is suspected to compromise the security, confidentiality, or integrity of Citizens Data or the physical, technical, administrative, or organizational safeguards put in place by Vendor that relate to the protection of the security, confidentiality, or integrity of Citizens Data, without limiting
Sample 1

Related to Compromise or Loss of Citizens Data

  • Notification of Compromise or Potential Compromise The compromise or potential compromise of Confidential Information must be reported to the DSHS Contact designated on the contract within one (1) business day of discovery. Contractor must also take actions to mitigate the risk of loss and comply with any notification or other requirements imposed by law or DSHS.

  • Compromise Payment As to any matter disposed of (whether by a compromise payment, pursuant to a consent decree or otherwise) without an adjudication in a decision on the merits by a court, or by any other body before which the proceeding was brought, that such Covered Person either (a) did not act in good faith in the reasonable belief that such Covered Person's action was in the best interests of the Trust or (b) is liable to the Trust or its Shareholders by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of such Covered Person's office, indemnification shall be provided if (a) approved as in the best interest of the Trust, after notice that it involves such indemnification, by at least a majority of the Trustees who are disinterested persons and are not Interested Persons (provided that a majority of such Trustees then in office act on the matter), upon a determination, based upon a review of readily available facts (but not a full trial-type inquiry) that such Covered Person acted in good faith in the reasonable belief that such Covered Person's action was in the best interests of the Trust and is not liable to the Trust or its Shareholders by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of such Covered Person's office, or (b) there has been obtained an opinion in writing of independent legal counsel, based upon a review of readily available facts (but not a full trial-type inquiry) to the effect that such Covered Person appears to have acted in good faith in the reasonable belief that such Covered Person's action was in the best interests of the Trust and that such indemnification would not protect such Covered Person against any liability to the Trust to which such Covered Person would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of his office. Any approval pursuant to this Section shall not prevent the recovery from any Covered Person of any amount paid to such Covered Person in accordance with this Section as indemnification if such Covered Person is subsequently adjudicated by a court of competent jurisdiction not to have acted in good faith in the reasonable belief that such Covered Person's action was in the best interests of the Trust or to have been liable to the Trust or its shareholders by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of such Covered Person's office.

  • Uninsured Losses; Proceedings Against Assets There shall occur any material uninsured damage to or loss, theft or destruction of any of the Collateral in excess of $5,000,000 or the Collateral or any other of the Loan Parties’ or any of their Subsidiaries’ assets are attached, seized, levied upon or subjected to a writ or distress warrant; or such come within the possession of any receiver, trustee, custodian or assignee for the benefit of creditors and the same is not cured within thirty (30) days thereafter;

  • LAY-OFFS AND RECALLS (a) Both parties recognize that job security shall increase in proportion to length of seniority. Therefore, in the event of a lay-off, employees shall be laid off in the reverse order of their bargaining unit-wide seniority. (b) The employer shall meet with the union executive prior to a lay-off to review the seniority list and to discuss the order of lay-off. In addition, the parties will look to identify and implement all reasonable alternatives to the proposed lay-off Note: Where a proposed lay-off results in the subsequent displacement of any member(s) of the bargaining unit, the original notice to the union provided in (a) above shall be considered notice to the union of any subsequent lay-off. 12.02 Employees shall be recalled in the order of their seniority. 12.03 New employees shall not be hired until those laid off have been given an opportunity to recall. 12.04 An employee who accepts lay-off or exercises her/his bumping rights or otherwise secures alternate employment within the Agency following a notice of lay-off shall retain the right to be reinstated in his/her former job if such becomes available within nine (9) months of his/her original notice of lay-off. 12.05 An employee shall be given the right to continue their benefit coverage following lay-off. The employer shall continue to pay its share of such insured benefit premiums for a laid off employee for a period of six (6) months following lay-off, or until the employee has found other employment which includes benefit coverage prior to the end of the six (6) month period. (a) An employee shall have the opportunity of recall from lay-off in order of seniority to the final subsequent vacancy after the job posting provision has been exhausted providing he/she has the ability to perform the work within a reasonable time period, and is qualified. (b) An employee recalled to work in a different classification from which he/she was laid off shall have the privilege of returning to the classification held prior to the lay-off should it become vacant within six (6) months of being recalled. (c) The employer shall notify the employee of recall opportunity by registered mail, addressed to the last address on the record with the employer (which notification shall be deemed to be received on the second day following the date of mailing). The notification shall state the job to which the employee is eligible to be recalled and the date and time at which the employee shall report for work. The employee is solely responsible for his/her proper address being on record with the employer. (d) Employees on lay-off shall be given preference for temporary vacancies, which are expected to exceed ten (10) working days. An employee who has been recalled to such temporary vacancy shall not be required to accept such recall and may instead remain on lay-off. Further such employee recalled to a temporary vacancy is not entitled to any notice of lay-off at the end of the temporary assignment.

  • NO DISSOLUTION, NO NULLIFICATION To the extent permitted by law, the parties hereby waive their rights pursuant to Articles 6:265 to 6:272 inclusive of the Dutch Civil Code to dissolve (ontbinden), or demand in legal proceedings the dissolution (ontbinding) of, this Agreement. Furthermore, to the extent permitted by law, the parties hereby waive their rights under Article 6:228 of the Dutch Civil Code to nullify, or demand in legal proceedings the nullification of, this Agreement on the ground of error (dwaling).

  • LOCATION WITHIN ENTERPRISE OR REINVESTMENT ZONE At the time of the Application Approval Date, the Land is within an area designated either as an enterprise zone, pursuant to Chapter 2303 of the TEXAS GOVERNMENT CODE, or a reinvestment zone, pursuant to Chapter 311 or 312 of the TEXAS TAX CODE. The legal description, and information concerning the designation, of such zone is attached to this Agreement as EXHIBIT 1 and is incorporated herein by reference for all purposes.

  • Administrative Civil Liability The Settling Respondent hereby agrees to the imposition of an administrative civil liability of $368,940 to resolve the alleged violation set forth in section II as follows: a. No later than 30 days after the Regional Water Board or its delegate signs this Stipulated Order, the Settling Respondent shall mail a check for State Water Resources Control Board Accounting Office Attn: ACL Payment P.O. Box 1888 Sacramento, CA 95812-1888 The Settling Respondent shall email a copy of the check to the State Water Board, Office of Enforcement (xxx.xxxxxx@xxxxxxxxxxx.xx.xxx), and to the Regional Water Board (xxxxx.xxxxx@xxxxxxxxxxx.xx.xxx). b. The Parties agree that the remaining $184,470 of the administrative liability shall be paid to the Regional Monitoring Program, care of the San Francisco Estuary Institute (SFEI), for implementation of a supplemental environmental project (SEP) named “High-Speed Mapping of Water Quality Parameters on the Eastern Shoal of South San Francisco Bay” as follows: i. $184,470 (SEP Amount) shall be paid in the manner described in section III, paragraph 1.b.ii, solely for use toward the SEP. Funding this project will result in high-speed mapping of water quality parameters covering the eastern shoals of South San Francisco Bay monthly over the course of four months. A complete description of the SEP is provided in Attachment B, incorporated herein by reference. ii. No later than 30 days after the Regional Water Board or its delegate signs this Stipulated Order, the Settling Respondent shall mail a check for $184,470, made payable to “Regional Monitoring Program,” referencing the Order number on page one of this Stipulated Order, to: Regional Monitoring Program c/o San Francisco Estuary Institute 0000 Xxxxxxx Xxxxxx Richmond, CA 94804 The Settling Respondent shall email a copy of the check to the State Water Board, Office of Enforcement (xxx.xxxxxx@xxxxxxxxxxx.xx.xxx), and to the Regional Water Board (xxxxx.xxxxx@xxxxxxxxxxx.xx.xxx).

  • Assistance in Litigation or Administrative Proceedings Covered Entity shall provide written notice to Business Associate if litigation or administrative proceeding is commenced against Covered Entity, its directors, officers, or employees, based on a claimed violation by Business Associate of HIPAA, the HIPAA Rules or other laws relating to security and privacy or PHI. Upon receipt of such notice and to the extent requested by Covered Entity, Business Associate shall, and shall cause its employees, Subcontractors, or agents assisting Business Associate in the performance of its obligations under the Contract to, assist Covered Entity in the defense of such litigation or proceedings. Business Associate shall, and shall cause its employees, Subcontractor’s and agents to, provide assistance, to Covered Entity, which may include testifying as a witness at such proceedings. Business Associate or any of its employees, Subcontractors or agents shall not be required to provide such assistance if Business Associate is a named adverse party.

  • Protection Against Loss of Future District Revenues Section 4.1. INTENT OF THE PARTIES. Subject to the limitations contained in this Agreement (including Section 7.1), it is the intent of the Parties that the District shall, in accordance with the provisions of TEXAS TAX CODE § 313.027(f)(1), be compensated by the Applicant for any loss that the District incurs in its Maintenance and Operations Revenue as a result of, or on account of, the Parties’ entering into this Agreement. Such compensation shall be independent of, and in addition to, all such other payments as are set forth in Article V and Article VI. Subject only to the limitations contained in this Agreement (including Section 7.1), it is the intent of the Parties that the risk of any negative financial consequence to the District as a result of Applicant’s location of Applicant’s Qualified Investment and Applicant’s Qualified Property in the District and the Parties’ entering into this Agreement will be borne by the Applicant and not by the District and be paid by the Applicant to the District in addition to any and all payments due under Article V and Article VI. The Parties expressly understand and agree that, for all Tax Years to which this Agreement may apply, the calculation of negative financial consequences will be defined for each applicable Tax Year in accordance with Applicable School Finance Law, as defined in Section 1.2 above, and that such definition specifically contemplates that calculations made under this Agreement may periodically change in accordance with changes in Applicable School Finance Law. The Parties further agree that printouts and projections produced during the negotiations and approval of this Agreement are: (i) for illustrative purposes only, are not intended to be relied upon, and have not been relied upon by the Parties as a prediction of future consequences to either Party; (ii) based upon current Applicable School Finance Law which is subject to change by statute, by administrative regulation (or interpretation thereof), or by judicial decision at any time; and (iii) may change in future years to reflect changes in Applicable School Finance Law. Section 4.2. CALCULATING THE AMOUNT OF LOSS OF MAINTENANCE AND OPERATIONS A. The Revenue Protection Amount owed by the Applicant to the District means the Original M&O Revenue minus the New M&O Revenue; Where:

  • No Control of the Other Party’s Business The Parties acknowledge and agree that the restrictions set forth in this Agreement are not intended to give Parent or Merger Sub, on the one hand, or the Company, on the other hand, directly or indirectly, the right to control or direct the business or operations of the other at any time prior to the Effective Time. Prior to the Effective Time, each of Parent and the Company will exercise, consistent with the terms, conditions and restrictions of this Agreement, complete control and supervision over their own business and operations.

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