Data Processing Matters. In addition to any other rights and obligations set forth in this Agreement, the Parties shall execute all additional documents as are necessary to comply with all applicable Laws in connection with any Processing of Personal Data in connection with this Agreement or any Ancillary Agreement.
Data Processing Matters. With respect to the computer equipment, associated peripheral devices, related operating and application systems, and other software used in connection with the Services and Assets which Kensington-Minnesota owns, leases, or licenses (the "Data Processing Systems"):
Data Processing Matters. Except as otherwise set forth on Schedule 3.28:
(a) FHI and its Subsidiaries do not have any of their respective records, systems, controls, data or information recorded, stored, maintained, operated or otherwise wholly or partly dependent upon or held by any means (including any electronic, mechanical or photographic process, whether computerized or not) that (including all means of access thereto and therefrom) are not under the exclusive ownership and direct control of FHI and its Subsidiaries.
(b) FHI and its Subsidiaries own, lease or license certain computer equipment, associated peripheral devices, and related operating and application systems and other software utilized in connection with their business and operations (collectively, the "Data Processing Systems"). FHI and its Subsidiaries have not been advised by any consultant or other third party that the Data Processing Systems do not adequately meet the data processing needs of FHI and its Subsidiaries and their operations as presently conducted in any material respect.
(c) FHI and its Subsidiaries have taken appropriate action by instruction, agreement or otherwise with its employees or other Persons permitted access to system application programs and data files used in the Data Processing Systems to protect against unauthorized access, use, copying, modification, theft and destruction of such programs and files, to the extent usual and customary. FHI and its Subsidiaries have not sustained disruption of business or loss by reason of unauthorized access, use, copying, modification, theft or destruction of such programs and files by its current or former employees or other Persons permitted access thereto.
(d) The data processing and data storage facilities of FHI and its Subsidiaries are adequate, properly protected and possess proper temperature and humidity control devices and fire protection equipment.
(e) FHI and its Subsidiaries have arranged for back-up data processing services in the event that the Data Processing Systems or any component thereof are rendered temporarily or permanently inoperative as a result of a natural or other disaster.
Data Processing Matters. 6.22.1 With respect to the computer equipment, associated peripheral devices, related operating and application systems, and other software used in connection with the Services and Assets which Seller owns, leases, or licenses (the "Data Processing Systems"): a. Seller, through KMGI, has taken appropriate action, by instruction, agreement, or otherwise, with its employees or other persons permitted access to system application programs and data files, to protect against unauthorized access, use, copying, modification, theft and destruction of any such programs and files; and Seller has not sustained, and Xxx X. Xxxxxxxxx is not aware of any information or circumstances indicating that it may sustain, disruption of business or loss by reason of unauthorized access, use, copying, modification, theft, or destruction of any such programs and files by its employees or any such other persons; and b. Seller, through KMGI, has arranged for back-up data processing services adequate to meet data processing needs in the event that the Data Processing Systems are rendered temporarily or permanently inoperative as a result of a natural disaster or other cause.
6.22.2 Seller's data processing and data storage facilities are adequate for the Services, are properly protected, and possess proper temperature and humidity control devices and fire protection equipment.
Data Processing Matters. 4.27.1 With respect to the computer equipment, associated peripheral devices, related operating and application systems, and other software used in connection with the Services and Assets which Buffalo Hills Residence owns, leases, or licenses (the "Data Processing Systems"): a. Buffalo Hills Residence, through KMGI, has taken appropriate action, by instruction, agreement, or otherwise, with its employees or other persons permitted access to system application programs and data files, to protect against unauthorized access, use, copying, modification, theft and destruction of any such programs and files; and Buffalo Hills Residence has not sustained, and is not aware of any information or circumstances indicating that it may sustain, disruption of business or loss by reason of unauthorized access, use, copying, modification, theft, or destruction of any such programs and files by its employees or any such other persons; and b. Buffalo Hills Residence, through KMGI, has arranged for back-up data processing services adequate to meet data processing needs in the event that the Data Processing Systems are rendered temporarily or permanently inoperative as a result of a natural disaster or other cause.
4.27.2 Buffalo Hills Residence's data processing and data storage facilities are adequate for the Services, are properly protected, and possess proper temperature and humidity control devices and fire protection equipment.
Data Processing Matters. 5.18.1 Except as set forth in Schedule 5.18 attached hereto, CNHWC and/or Seller does not have any of its respective records, systems, controls, data or information relating to the Non-Xxxxxx Business recorded, stored, maintained, operated or otherwise wholly or partly dependent upon or held by any means (including any electronic, mechanical or photographic process, whether computerized or not) which (including all means of access thereto and therefrom) are not under the exclusive ownership and control of CNHWC and/or Seller.
5.18.2 The portion of the Data Processing Systems assets which will be transferred to Purchaser by the Seller as part of the Non-Xxxxxx Assets are listed in Schedule 5.18, and all agreements and licenses relating to leased or licensed Data Processing Systems which are being transferred are identified in Schedule 5.18 and are freely assignable or transferable to Purchaser by Seller on the same terms as leased or licensed by Seller and/or CNHWC and without requiring the payment of any additional fee by Purchaser.
Data Processing Matters. With respect to the computer equipment, associated peripheral devices, related operating and application systems, and other software used in connection with the Services and Assets which CKMI Partnership owns, leases, or licenses (the "Data Processing Systems"): a. CKMI Partnership, through KMGI, has taken appropriate action, by instruction, agreement, or otherwise, with its employees or other persons permitted access to system application programs and data files, to protect against unauthorized access, use, copying, modification, theft and destruction of any such programs and files; and CKMI Partnership has not sustained, and Xxx X. Xxxxxxxxx is not aware of any information or circumstances indicating that it may sustain, disruption of business or loss by reason of unauthorized access, use, copying, modification, theft, or destruction of any such programs and files by its employees or any such other persons; and b. CKMI Partnership, through KMGI, has arranged for back-up data processing services adequate to meet data processing needs in the event that the Data Processing Systems are rendered temporarily or permanently inoperative as a result of a natural disaster or other cause.
Data Processing Matters. With respect to the computer equipment, associated peripheral devices, related operating and application systems, and other software used in connection with the Services and Assets which Kensington-Iowa owns, leases, or licenses (the "Data Processing Systems"):
Data Processing Matters. 4.27.1 With respect to the computer equipment, associated peripheral devices, related operating and application systems, and other software used in connection with the Services and Assets which Kensington-Rochester owns, leases, or licenses (the "Data Processing Systems"):
a. Kensington-Rochester, through KMGI, has taken appropriate action, by instruction, agreement, or otherwise, with its employees or other persons permitted access to system application programs and data files, to protect against unauthorized access, use, copying, modification, theft and destruction of any such programs and files; and Kensington-Rochester has not sustained, and is not aware of any information or circumstances indicating that it may sustain, disruption of business or loss by reason of unauthorized access, use, copying, modification, theft, or destruction of any such programs and files by its employees or any such other persons; and b. Kensington-Rochester, through KMGI, has arranged for back-up data processing services adequate to meet data processing needs in the event that the Data Processing Systems are rendered temporarily or permanently inoperative as a result of a natural disaster or other cause.
Data Processing Matters. With respect to the computer equipment, associated peripheral devices, related operating and application systems, and other software used in connection with the Services and Assets which Kensington-North Dakota owns, leases, or licenses (the "Data Processing Systems"):
