Computer Systems and Technology Clause Samples
The 'Computer Systems and Technology' clause defines the responsibilities and requirements related to the use, maintenance, and security of computer systems and technology within the scope of an agreement. It typically outlines standards for hardware and software usage, data protection measures, and may specify protocols for handling confidential information or responding to cybersecurity incidents. By establishing clear expectations for technology management, this clause helps prevent misunderstandings, ensures compliance with relevant regulations, and mitigates risks associated with data breaches or system failures.
Computer Systems and Technology. (i) The computer, information technology and data processing systems, facilities and services used by United and United Bank, including all software, hardware, networks, communications facilities, platforms and related systems and services (collectively, the “United Systems”), are reasonably sufficient for the conduct of the respective businesses of United and United Bank as currently conducted and (ii) the United Systems are in good working condition to effectively perform all computing, information technology and data processing operations necessary for the operation of the respective businesses of United and United Bank as currently conducted. To the knowledge of United, since December 31, 2017, no third party has gained unauthorized access to any United Systems owned or controlled by United and United Bank, and United and United Bank have taken commercially reasonable steps and implemented commercially reasonable safeguards to ensure that the United Systems are secure from unauthorized access and free from any disabling codes or instructions, spyware, Trojan horses, worms, viruses or other software routines that permit or cause unauthorized access to, or disruption, impairment, disablement, or destruction of, software, data or other materials. Each of United and United Bank has implemented backup and business continuity policies, procedures and systems with disaster recovery practices consistent with generally accepted industry standards applicable to United and United Bank and sufficient to reasonably maintain the operation of the respective business of United and United Bank in all material respects. Each of United and United Bank has implemented and maintains commercially reasonable measures and procedures designed to reasonably mitigate the risks of cybersecurity breaches and attacks.
(ii) Since December 31, 2017, each of United and United Bank has (A) complied in all material respects with all applicable laws that govern the receipt, collection, compilation, use, storage, processing, sharing, safeguarding, security, disposal, destruction, disclosure or transfer of the personal information of customers or other individuals and similar laws governing data privacy, and with all of its internal privacy and data security policies and guidelines, including with respect to the collection, storage, transmission, transfer, disclosure, destruction and use of personally identifiable information and (B) taken commercially reasonable measures to ensure that al...
Computer Systems and Technology. (i) The computer, information technology and data processing systems, facilities and services used by CBTC and Essex Bank, including all software, hardware, networks, communications facilities, platforms and related systems and services (collectively, the “CBTC Systems”), are reasonably sufficient for the conduct of the respective businesses of CBTC and Essex Bank as currently conducted and (ii) the CBTC Systems are in good working condition to effectively perform all computing, information technology and data processing operations necessary for the operation of the respective businesses of CBTC and Essex Bank as currently conducted. To the knowledge of CBTC, since December 31, 2017, no third party has gained unauthorized access to any CBTC Systems owned or controlled by CBTC and Essex Bank, and CBTC and Essex Bank have taken commercially reasonable steps and implemented commercially reasonable safeguards to ensure that the CBTC Systems are secure from unauthorized access and free from any disabling codes or instructions, spyware, Trojan horses, worms, viruses or other software routines that permit or cause unauthorized access to, or disruption, impairment, disablement, or destruction of, software, data or other materials. Each of CBTC and Essex Bank has implemented backup and business continuity policies, procedures and systems with disaster recovery practices consistent with generally accepted industry standards applicable to CBTC and Essex Bank and sufficient to reasonably maintain the operation of the respective business of CBTC and Essex Bank in all material respects. Each of CBTC and Essex Bank has implemented and maintains commercially reasonable measures and procedures designed to reasonably mitigate the risks of cybersecurity breaches and attacks.
(ii) Since December 31, 2017, each of CBTC and Essex Bank has (A) complied in all material respects with all applicable laws that govern the receipt, collection, compilation, use, storage, processing, sharing, safeguarding, security, disposal, destruction, disclosure or transfer of the personal information of customers or other individuals and similar laws governing data privacy, and with all of its internal privacy and data security policies and guidelines, including with respect to the collection, storage, transmission, transfer, disclosure, destruction and use of personally identifiable information and (B) taken commercially reasonable measures to ensure that all personally identifiable information in...
Computer Systems and Technology. (i) The computer, information technology and data processing systems, facilities and services used by Piedmont and Piedmont Bank, including all software, hardware, networks, communications facilities, platforms and related systems and services (collectively, the “Piedmont Systems”), are reasonably sufficient for the conduct of the respective businesses of Piedmont and Piedmont Bank as currently conducted and (ii) the Piedmont Systems are in good working condition to effectively perform all computing, information technology and data processing operations necessary for the operation of the respective businesses of Piedmont and Piedmont Bank as currently conducted. To the knowledge of Piedmont, since December 31, 2020, no third party has gained unauthorized access to any Piedmont Systems owned or controlled by Piedmont and Piedmont Bank, and Piedmont and Piedmont Bank have taken commercially reasonable steps and implemented commercially reasonable safeguards to ensure that the Piedmont Systems are secure from unauthorized access and free from any disabling codes or instructions, spyware, Trojan horses, worms, viruses or other software routines that permit or cause unauthorized access to, or disruption, impairment, disablement, or destruction of, software, data or other materials. Each of Piedmont and Piedmont Bank has implemented backup and business continuity policies, procedures and systems with disaster recovery practices consistent with generally accepted industry standards applicable to Piedmont and Piedmont Bank and sufficient to reasonably maintain the operation of the respective business of Piedmont and Piedmont Bank in all material respects. Each of Piedmont and Piedmont Bank has implemented and maintains commercially reasonable measures and procedures designed to reasonably mitigate the risks of cybersecurity breaches and attacks.
(ii) Since December 31, 2020, each of Piedmont and Piedmont Bank has (A) complied in all material respects with all applicable laws that govern the receipt, collection, compilation, use, storage, processing, sharing, safeguarding, security, disposal, destruction, disclosure or transfer of the personal information of customers or other individuals and similar laws governing data privacy, and with all of its internal privacy and data security policies and guidelines, including with respect to the collection, storage, transmission, transfer, disclosure, destruction and use of personally identifiable information and (B) taken ...