Common use of Data Security; Data Privacy Clause in Contracts

Data Security; Data Privacy. (a) No Target Company has experienced any material Security Breaches or material Security Incidents or a material failure of the IT Assets since the Lookback Date, and no Target Company has received any uncured written notices, claims or complaints from any Person regarding such a material Security Breach or material Security Incident or material failure of the IT Assets since the Lookback Date. Since the Lookback Date, no Target Company has received any uncured written complaint, claim, demand, inquiry or other notice, including a notice of investigation, from any Person (including any Governmental Entity or self- regulatory authority or entity) regarding any Target Company’s Processing of Personal Information or compliance with applicable Privacy and Security Requirements. (b) Except as would not be or reasonably be expected to be material, to the Knowledge of the Parent, each Target Company is, and since the Lookback Date has been, in compliance with all applicable Privacy and Security Requirements. To the Knowledge of the Parent, each Target Company has a valid and legal right (whether contractually, by Law or otherwise) to access or use all Personal Information that is processed by or on behalf of such Target Company in connection with the use and/or operation of its products and business, in the manner such Personal Information is accessed and used by such Target Company except where the failure to have such right would not be material. The execution, delivery, or performance of this Agreement and the consummation of the transactions contemplated by this Agreement will not violate any applicable Privacy and Security Requirements or result in or give rise to any right of termination or other right to impair or limit such Target Company’s right to own or process any Personal Information used in or necessary for the conduct of the business of such Target Company, except where such termination, impairment or limitation would not be material.

Data Security; Data Privacy. (a) No Target Except as set forth on Section 3.11(a) of the Company has and Sellers’ Disclosure Letter, the RSI Companies have not, to the Knowledge of the Company, experienced any material Security Breaches or material Security Incidents or a material failure of the IT Assets since the Lookback Date, and no Target RSI Company has received any uncured written notices, claims or complaints from any Person regarding such a material Security Breach or material Security Incident or material failure of the IT Assets since the Lookback Date. Since the Lookback Date, no Target RSI Company has received any uncured written complaint, claim, demand, inquiry or other notice, including a notice of investigation, from any Person (including any Governmental Entity or self- self-regulatory authority or entity) regarding any Target Company’s of the RSI Companies’ Processing of Personal Information or compliance with applicable Privacy and Security Requirements. (b) Except as set forth on Section 3.11(b) of the Company and Sellers’ Disclosure Letter or as would not be or reasonably be expected to be material, to the Knowledge of the Parentconstitute a Material Adverse Effect, each Target RSI Company is, and since the Lookback Date has been, in compliance with all applicable Privacy and Security Requirements. To the Knowledge of the Parent, each Target Company has The RSI Companies have a valid and legal right (whether contractually, by Law or otherwise) to access or use all Personal Information that is processed by or on behalf of such Target Company the RSI Companies in connection with the use and/or operation of its products and business, in the manner such Personal Information is accessed and used by such Target Company the RSI Companies except where the failure to have such right would not be materialmaterial to the RSI Companies. The execution, delivery, or performance of this Agreement and the consummation of the transactions contemplated by this Agreement will not violate any applicable Privacy and Security Requirements or result in or give rise to any right of termination or other right to impair or limit such Target Company’s the RSI Companies’ right to own or process any Personal Information used in or necessary for the conduct of the business of such Target Company, except where such termination, impairment or limitation would not be materialthe RSI Companies.

Data Security; Data Privacy. (a) No Except as set forth on Section 3.11(a) of the Company Disclosure Letter, the Target Company has Companies have not, to the Knowledge of the Company, experienced any material Security Breaches or material Security Incidents or a material failure of the IT Assets since the Lookback Date, and no Target Company has received any uncured written notices, claims or complaints from any Person regarding such a material Security Breach or material Security Incident or material failure of the IT Assets since the Lookback Date. Since Except as would not be material to the Target Companies and to the Knowledge of the Company, since the Lookback Date, no Target Company has received any uncured written complaint, claim, demand, inquiry or other notice, including a notice of investigation, from any Person (including any Governmental Entity or self- regulatory authority or entityEntity) regarding any of the Target Company’s Companies’ Processing of Personal Information or compliance with applicable Privacy and Security Requirements. (b) Except as set forth on Section 3.11(b) of the Company Disclosure Letter or as would not be or reasonably be expected to be material, to the Knowledge of the Parentconstitute a Material Adverse Effect, each Target Company is, and since the Lookback Date has been, is in compliance with all applicable Privacy and Security Requirements. To the Knowledge of the Parent, each Target Company has a valid and legal right (whether contractually, by Law or otherwise) to access or use all Personal Information that is processed by or on behalf of such Target Company in connection with the use and/or operation of its products and business, in the manner such Personal Information is accessed and used by such Target Company except where the failure to have such right would not be material. The execution, delivery, or performance of this Agreement and the consummation of the transactions contemplated by this Agreement will not violate any applicable Privacy and Security Requirements or result in or give rise to any right of termination or other right to impair or limit such the Target Company’s Companies’ right to own or process any Personal Information used in or necessary for the conduct of the business of such the Target CompanyCompanies, except where such termination, impairment or limitation would not be materialmaterial to the Target Companies.

Data Security; Data Privacy. (a) No Target The Company has not experienced any material Security Breaches or material Security Incidents or a material failure of the IT Assets since the Lookback Date, and no Target the Company has not received any uncured written notices, claims or complaints from any Person regarding such a material Security Breach or material Security Incident or material failure of the IT Assets since the Lookback Date. Since the Lookback Date, no Target the Company has not received any uncured written complaint, claim, demand, inquiry or other notice, including a notice of investigation, from any Person (including any Governmental Entity or self- regulatory authority or entity) regarding any Target the Company’s Processing of Personal Information or compliance with applicable Privacy and Security Requirements. (b) Except as would not be or reasonably be expected to be material, to the Knowledge of Company’s Knowledge, the Parent, each Target Company is, and since the Lookback Date has been, in compliance with all applicable Privacy and Security Requirements. To the Knowledge of Company’s Knowledge, the Parent, each Target Company has a valid and legal right (whether contractually, by Law or otherwise) to access or use all Personal Information that is processed by or on behalf of such Target the Company in connection with the use and/or operation of its products and business, in the manner such Personal Information is accessed and used by such Target the Company except where the failure to have such right would not be materialmaterial to the Company. The execution, delivery, or performance of this Agreement and the consummation of the transactions contemplated by this Agreement will not violate any applicable Privacy and Security Requirements or result in or give rise to any right of termination or other right to impair or limit such Target the Company’s right to own or process any Personal Information used in or necessary for the conduct of the business of such Target the Company, except where such termination, impairment or limitation would not be materialmaterial to the Company.

Data Security; Data Privacy. (a) No The Target Company has not experienced any material Security Breaches or material Security Incidents or a material failure of the IT Assets since the Lookback Date, and no the Target Company has not received any uncured written notices, claims or complaints from any Person regarding such a material Security Breach or material Security Incident or material failure of the IT Assets since the Lookback Date. Since the Lookback Date, no the Target Company has not received any uncured written complaint, claim, demand, inquiry or other notice, including a notice of investigation, from any Person (including any Governmental Entity or self- regulatory authority or entity) regarding any Target Companyof the Target’s Processing of Personal Information or compliance with applicable Privacy and Security Requirements. (b) Except as would not be or reasonably be expected to be material, to the Knowledge of the Parent, each the Target Company is, and since the Lookback Date has have been, in compliance with all applicable Privacy and Security Requirements. To the Knowledge of the Parent, each the Target Company has a valid and legal right (whether contractually, by Law or otherwise) to access or use all Personal Information that is processed by or on behalf of such the Target Company in connection with the use and/or operation of its products and business, in the manner such Personal Information is accessed and used by such the Target Company except where the failure to have such right would not be material. The execution, delivery, or performance of this Agreement and the consummation of the transactions contemplated by this Agreement will not violate any applicable Privacy and Security Requirements or result in or give rise to any right of termination or other right to impair or limit such Target Companythe Target’s right to own or process any Personal Information used in or necessary for the conduct of the business of such Target Companythe Target, except where such termination, impairment or limitation would not be material.

Data Security; Data Privacy. (a) No Target Company has The ZB Companies have not experienced any material Security Breaches or material Security Incidents or a material failure of the IT Assets since the Lookback Date, and no Target ZB Company has received any uncured written notices, claims or complaints from any Person regarding such a material Security Breach or material Security Incident or material failure of the IT Assets since the Lookback Date. Since the Lookback Date, no Target ZB Company has received any uncured written complaint, claim, demand, inquiry or other notice, including a notice of investigation, from any Person (including any Governmental Entity or self- regulatory authority or entity) regarding any Target Company’s of the ZB Companies’ Processing of Personal Information or compliance with applicable Privacy and Security Requirements. (b) Except as would not be or reasonably be expected to be material, to the Knowledge of Company’s Knowledge, the Parent, each Target Company isZB Companies are, and since the Lookback Date has have been, in compliance with all applicable Privacy and Security Requirements. To the Knowledge of Company’s Knowledge, the Parent, each Target Company has ZB Companies have a valid and legal right (whether contractually, by Law or otherwise) to access or use all Personal Information that is processed by or on behalf of such Target Company the ZB Companies in connection with the use and/or operation of its products and business, in the manner such Personal Information is accessed and used by such Target Company the ZB Companies except where the failure to have such right would not be materialmaterial to the ZB Companies. The execution, delivery, or performance of this Agreement and the consummation of the transactions contemplated by this Agreement will not violate any applicable Privacy and Security Requirements or result in or give rise to any right of termination or other right to impair or limit such Target Company’s the ZB Companies’ right to own or process any Personal Information used in or necessary for the conduct of the business of such Target Companythe ZB Companies, except where such termination, impairment or limitation would not be materialmaterial to the ZB Companies.

Data Security; Data Privacy. (a) No Except as set forth on Section 3.11(a) of the Company Disclosure Letter, the Target Company has Companies have not, to the Knowledge of the Company, experienced any material Security Breaches or material Security Incidents or a material failure of the IT Assets since the Lookback Date, and no Target Company has received any uncured written notices, claims or complaints from any Person regarding such a material Security Breach or material Security Incident or material failure of the IT Assets since the Lookback Date. Since the Lookback Date, no Target Company has received any uncured written complaint, claim, demand, inquiry or other notice, including a notice of investigation, from any Person (including any Governmental Entity or self- regulatory authority or entityEntity) regarding any of the Target Company’s Companies’ Processing of Personal Information or compliance with applicable Privacy Requirements and Data Security Requirements. (b) Except as set forth on Section 3.11(b) of the Company Disclosure Letter or as would not be or reasonably be expected to be material, to the Knowledge of the Parentconstitute a Material Adverse Effect, each Target Company is, and since the Lookback Date has been, in compliance with all applicable Privacy Requirements and Data Security Requirements. To the Knowledge of the Parent, each Target Company has a valid and legal right (whether contractually, by Law or otherwise) to access or use all Personal Information that is processed by or on behalf of such Target Company in connection with the use and/or operation of its products and business, in the manner such Personal Information is accessed and used by such Target Company except where the failure to have such right would not be material. The execution, delivery, or performance of this Agreement and the consummation of the transactions contemplated by this Agreement will not violate any applicable Privacy and Requirements or Data Security Requirements or result in or give rise to any right of termination or other right to impair or limit such the Target Company’s Companies’ right to own or process any Personal Information used in or necessary for the conduct of the business of such the Target CompanyCompanies, except where such termination, impairment or limitation would not be materialmaterial to the Target Companies.