Common use of Security Incident Notification Clause in Contracts

Security Incident Notification. The Transfer Agent shall promptly notify the Trust but in no event later than 72 hours following discovery of any Security Incident(s). Such notification shall include the extent and nature of such intrusion, disclosure, or unauthorized access, the identity of the compromised Customer Confidential Information (to the extent it can be ascertained), how the Transfer Agent was affected by the Security Incident, and its response to such Security Incident. The Transfer Agent shall use continuous and diligent efforts to remedy the cause and the effects of such Security Incident in an expeditious manner and deliver to the Trust a root cause analysis and future incident Mitigation plan with regard to any such incident. The Transfer Agent shall reasonably cooperate with the Trust’s investigation and response to each Security Incident. If the Trust determines in its sole discretion that it may need or be required to notify any individual(s) as a result of a Security Incident, the Trust shall have the right to control all such notifications and the Transfer Agent shall bear all direct costs associated with the notification, to the extent the notification and corresponding actions are required by U.S. law, and subject to the limitation of liability set forth in the Agreement. Without limiting the foregoing, unless otherwise required by U.S. law, no such notifications shall be made by the Transfer Agent without the Trust’s prior written consent and the Trust shall, together with the Transfer Agent, determine the content and delivery of all such notifications. For the avoidance of doubt, the Transfer Agent shall be solely responsible for all costs and expenses, subject to the limitations of liability under the Agreement that the Trust and/or the Transfer Agent may incur to the extent that they are attributable to or arise from the Transfer Agent’s breach of its confidentiality obligations under the Agreement.

Appears in 8 contracts

Samples: Transfer Agency and Service Agreement (Allspring Funds Trust), Transfer Agency and Service Agreement (Allspring Variable Trust), Transfer Agency and Service Agreement (Allspring Funds Trust)

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Security Incident Notification. The Transfer Agent DST shall promptly notify the Trust but in no event later than 72 48 hours following discovery of any Security Incident(s). Such notification shall include the extent and nature of such intrusion, disclosure, or unauthorized access, the identity of the compromised Customer Trust Confidential Information (to the extent it can be ascertained), how the Transfer Agent DST was affected by the Security Incident, and its response to such Security Incident. The Transfer Agent DST shall use continuous and diligent efforts to remedy the cause and the effects of such Security Incident in an expeditious manner and deliver to the Trust a root cause analysis and future incident Mitigation plan with regard to any such incident. The Transfer Agent DST shall reasonably cooperate with the Trust’s investigation and response to each Security Incident. If the Trust reasonably determines in its sole discretion that it may need or be required to notify any individual(s) as a result of a Security Incident, the Trust shall have the right to control all such notifications and and, to the Transfer Agent extent such Security Incident is the result of a breach of this Schedule by DST, DST shall bear all direct costs associated with the notification, to the extent the notification and corresponding actions are required by U.S. lawincluding printing, mailing, service-center responses, and one-year of credit-monitoring per affected individual, subject to the limitation of liability set forth in the Agreement. Without limiting the foregoing, unless otherwise required by U.S. law, no such notifications shall be made by the Transfer Agent DST without the Trust’s prior written consent and the Trust shall, together with the Transfer AgentDST, determine the content and delivery of all such notifications. For the avoidance of doubt, the Transfer Agent DST shall be solely responsible for all costs and expenses, subject to the limitations of liability under the Agreement that the Trust and/or the Transfer Agent DST may incur to the extent that they are attributable to or arise from the Transfer AgentDST’s breach of its confidentiality obligations under the Agreement.

Appears in 3 contracts

Samples: Services Agreement (Delaware Wilshire Private Markets Fund), Services Agreement (Delaware Wilshire Private Markets Tender Fund), Services Agreement (Delaware Wilshire Private Markets Master Fund)

Security Incident Notification. The Transfer Agent shall promptly notify the Trust Fund, but in no event later than (seventy-two) 72 hours following discovery discovery, of any Security Incident(s). Such notification shall include the extent and nature of such intrusion, disclosure, or unauthorized access, the identity of the compromised Customer Fund Confidential Information (to the extent it can be ascertained), how the Transfer Agent was affected by the Security Incident, and its response to such Security Incident. The Transfer Agent shall use continuous and diligent efforts to remedy the cause and the effects of such Security Incident in an expeditious manner and deliver to the Trust Fund a root cause analysis and future incident Mitigation plan with regard to any such incidentSecurity Incident. The Transfer Agent shall reasonably cooperate with the TrustFund’s investigation and response to each Security Incident, including the Fund’s efforts to comply with statutory notice or other legal obligations (including, if applicable, litigation and reasonable investigations) applicable to Fund or its shareholders arising out of such Security Incident. If the Trust Fund determines in its sole discretion that it may need or be required to notify any individual(s) as a result of a Security Incident, the Trust Fund shall have the right to control all such notifications and the Transfer Agent shall bear all direct costs associated with the notification, to the extent the notification and corresponding actions are required by U.S. law, and subject to the limitation of liability set forth in the Agreement. Without limiting the foregoing, unless otherwise required by U.S. law, no such notifications shall be made by the Transfer Agent without the TrustFund’s prior written consent and the Trust Fund shall, together with the Transfer Agent, determine the content and delivery of all such notifications. For the avoidance of doubt, the Transfer Agent shall be solely responsible for all costs and expenses, subject to the limitations of liability under the Agreement that the Trust Fund and/or the Transfer Agent may incur to the extent that they are attributable to or arise from the Transfer Agent’s breach of its confidentiality obligations under the Agreement.

Appears in 2 contracts

Samples: Master Transfer Agency and Service Agreement (American Beacon Apollo Total Return Fund), Master Transfer Agency and Service Agreement (American Beacon Sound Point Enhanced Income Fund)

Security Incident Notification. The Transfer Agent DST shall promptly notify the Trust Fund but in no event later than 72 hours following discovery of any Security Incident(s). Such notification shall include the extent and nature of such intrusion, disclosure, or unauthorized access, the identity of the compromised Customer Fund Confidential Information (to the extent it can be ascertained), how the Transfer Agent DST was affected by the Security Incident, and its response to such Security Incident. The Transfer Agent DST shall use continuous and diligent efforts to remedy the cause and the effects of such Security Incident in an expeditious manner and deliver to the Trust Fund a root cause analysis and future incident Mitigation plan with regard to any such incident. The Transfer Agent DST shall reasonably cooperate with the TrustFund’s investigation and response to each Security Incident. If the Trust Fund determines in its sole discretion that it may need or be required to notify any individual(s) as a result of a Security Incident, the Trust Fund shall have the right to control all such notifications and the Transfer Agent DST shall bear all direct costs associated with the notification, to the extent the notification and corresponding actions are required by U.S. lawlaw and to the extent such Security Incident is the result of DST’s failure to comply with its obligations under this Agreement, and subject to the limitation of liability set forth in the Agreement. Without limiting the foregoing, unless otherwise required by U.S. law, no such notifications shall be made by the Transfer Agent DST without the TrustFund’s prior written consent and the Trust Fund shall, together with the Transfer AgentDST, determine the content and delivery of all such notifications. For the avoidance of doubt, the Transfer Agent DST shall be solely responsible for all reasonable costs and expenses, including reasonable attorney’s fees, subject to the limitations of liability under the Agreement that the Trust Fund and/or the Transfer Agent DST may incur to the extent that they are attributable to or arise from the Transfer AgentDST’s breach of its confidentiality obligations under the Agreement.

Appears in 1 contract

Samples: Agency Agreement (Nuveen Enhanced High Yield Municipal Bond Fund)

Security Incident Notification. The Transfer Agent shall promptly notify the Trust Fund but in no event later than 72 hours following discovery of any Security Incident(s). Such notification shall include the extent and nature of such intrusion, disclosure, or unauthorized access, the identity of the compromised Customer Confidential Information (to the extent it can be ascertained), how the Transfer Agent was affected by the Security Incident, and its response to such Security Incident. The Transfer Agent shall use continuous and diligent efforts to remedy the cause and the effects of such Security Incident in an expeditious manner and deliver to the Trust Fund a root cause analysis and future incident Mitigation plan with regard to any such incident. The Transfer Agent shall reasonably cooperate with the TrustFund’s investigation and response to each Security Incident. If the Trust Fund determines in its sole discretion that it may need or be required to notify any individual(s) as a result of a Security Incident, the Trust Fund shall have the right to control all such notifications and the Transfer Agent shall bear all direct costs associated with the notification, to the extent the notification and corresponding actions are required by U.S. law, and subject to the limitation of liability set forth in the Agreement. Without limiting the foregoing, unless otherwise required by U.S. law, no such notifications shall be made by the Transfer Agent without the TrustFund’s prior written consent and the Trust Fund shall, together with the Transfer Agent, determine the content and delivery of all such notifications. For the avoidance of doubt, the Transfer Agent shall be solely responsible for all costs and expenses, subject to the limitations of liability under the Agreement that the Trust Fund and/or the Transfer Agent may incur to the extent that they are attributable to or arise from the Transfer Agent’s breach of its confidentiality obligations under the Agreement.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Keeley Funds, Inc.)

Security Incident Notification. The Transfer Agent shall promptly notify the Trust Fund but in no event later than 72 24 hours following discovery confirmation of any Security Incident(s). Such notification shall include the extent and nature of such intrusion, disclosure, or unauthorized access, the identity of the compromised Customer Confidential Information of the Fund (to the extent it can be ascertained), how the Transfer Agent was affected by the Security Incident, and its response to such Security Incident. The Transfer Agent shall provide the Fund with regular updates as to such Security Incident. The Transfer Agent shall use continuous and diligent efforts to remedy the cause and the effects of such Security Incident in an expeditious manner and deliver to the Trust Fund a root cause analysis analysis, final summary reflecting the extent of the Security Incident, the Confidential Information of the Fund that was compromised, the remedial actions taken and future incident Mitigation plan with regard to any such incident. The Transfer Agent shall reasonably cooperate with the TrustFund’s investigation and response to each Security Incident. If the Trust Fund determines in its sole discretion that it may need or be required to notify any individual(s) as a result of a Security Incident, the Trust Fund shall have the right to control all such notifications and the Transfer Agent shall bear all direct costs associated with the notification, to the extent the notification and corresponding actions are required by U.S. law, and subject to the limitation of liability set forth in the Agreement. Without limiting the foregoing, unless otherwise required by U.S. law, no such notifications shall be made by the Transfer Agent without the TrustFund’s prior written consent and the Trust Fund shall, together with the Transfer Agent, determine the content and delivery of all such notifications. For the avoidance of doubt, the Transfer Agent shall be solely responsible for all costs and expenses, subject to the limitations of liability under the Agreement that the Trust Fund and/or the Transfer Agent may incur to the extent that they are attributable to or arise from the Transfer Agent’s breach of its confidentiality obligations under the Agreement.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Commerce Funds)

Security Incident Notification. The Transfer Agent DST shall promptly notify the Trust Fund but in no event later than 72 hours following discovery of any Security Incident(s). Such notification shall include the extent and nature of such intrusion, disclosure, or unauthorized access, the identity of the compromised Customer Fund Confidential Information (to the extent it can be ascertained), how the Transfer Agent DST was affected by the Security Incident, and its response to such Security Incident. The Transfer Agent DST shall use continuous and diligent efforts to remedy the cause and the effects of such Security Incident in an expeditious manner and deliver to the Trust Fund a root cause analysis and future incident Mitigation plan with regard to any such incident. The Transfer Agent DST shall reasonably cooperate with the TrustFund’s investigation and response to each Security Incident. If the Trust Fund reasonably determines in its sole discretion that it may need or be required to notify any individual(s) as a result of a Security Incident, the Trust Fund shall have the right to control all such notifications and and, to the Transfer Agent extent such Security Incident is the result of a breach of this Schedule by DST, DST shall bear all direct costs associated with the notification, to the extent the notification and corresponding actions are required by U.S. lawincluding printing, mailing, service-center responses, and one-year of credit-monitoring per affected individual, subject to the limitation of liability set forth in the Agreement. Without limiting the foregoing, unless otherwise required by U.S. law, no such notifications shall be made by the Transfer Agent DST without the TrustFund’s prior written consent and the Trust Fund shall, together with the Transfer AgentDST, determine the content and delivery of all such notifications. For the avoidance of doubt, the Transfer Agent DST shall be solely responsible for all costs and expenses, subject to the limitations of liability under the Agreement that the Trust Fund and/or the Transfer Agent DST may incur to the extent that they are attributable to or arise from the Transfer AgentDST’s breach of its confidentiality obligations under the Agreement.

Appears in 1 contract

Samples: Services Agreement (Frost Family of Funds)

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Security Incident Notification. The Transfer Agent DST shall promptly notify the Trust but in no event later than 72 hours following discovery of any Security Incident(s). Such notification shall include the extent and nature of such intrusion, disclosure, or unauthorized access, the identity of the compromised Customer Trust Confidential Information (to the extent it can be ascertained), how the Transfer Agent DST was affected by the Security Incident, and its response to such Security Incident. The Transfer Agent DST shall use continuous and diligent efforts to remedy the cause and the effects of such Security Incident in an expeditious manner and deliver to the Trust a root cause analysis and future incident Mitigation plan with regard to any such incident. The Transfer Agent DST shall reasonably cooperate with the Trust’s investigation and response to each Security Incident. If the Trust reasonably determines in its sole discretion that it may need or be required to notify any individual(s) as a result of a Security Incident, the Trust shall have the right to control all such notifications and the Transfer Agent DST shall bear all direct costs associated with the notification, including printing, mailing, service-center responses, and one-year of credit monitoring per affected individual, to the extent the notification and corresponding actions are required by U.S. law, and subject to the limitation of liability set forth in the Agreement. Without limiting the foregoing, unless otherwise required by U.S. law, no such notifications shall be made by the Transfer Agent DST without the Trust’s prior written consent and the Trust shall, together with the Transfer AgentDST, determine the content and delivery of all such notifications. For the avoidance of doubt, the Transfer Agent DST shall be solely responsible for all costs and expenses, subject to the limitations of liability under the Agreement that the Trust and/or the Transfer Agent DST may incur to the extent that they are attributable to or arise from the Transfer AgentDST’s breach of its confidentiality obligations under the Agreement.

Appears in 1 contract

Samples: Agency Agreement (Advisors' Inner Circle Fund III)

Security Incident Notification. The Transfer Agent DST shall promptly notify the Trust Fund but in no event later than 72 hours following discovery of any Security Incident(s). Such notification shall include the extent and nature of such intrusion, disclosure, or unauthorized access, the identity of the compromised Customer Fund Confidential Information (to the extent it can be ascertained), how the Transfer Agent DST was affected by the Security Incident, and its response to such Security Incident. The Transfer Agent DST shall use continuous and diligent efforts to remedy the cause and the effects of such Security Incident in an expeditious manner and deliver to the Trust Fund a root cause analysis and future incident Mitigation plan with regard to any such incident. The Transfer Agent DST shall reasonably cooperate with the TrustFund’s investigation and response to each Security Incident. If the Trust Fund determines in its sole discretion that it may need or be required to notify any individual(s) as a result of a Security Incident, the Trust Fund shall have the right to control all such notifications and the Transfer Agent DST shall bear all direct costs associated with the notification, notification to the extent the notification and corresponding actions action are required by U.S. lawapplicable law or are mutually agreed, and subject to the limitation of liability set forth in the Agreement. Without limiting the foregoing, unless otherwise required by U.S. law, no such notifications shall be made by the Transfer Agent DST without the TrustFund’s prior written consent and the Trust Fund shall, together with the Transfer AgentDST, determine the content and delivery of all such notifications. For the avoidance of doubt, the Transfer Agent DST shall be solely responsible for all reasonable costs and expenses, subject to the limitations of liability under the Agreement that the Trust Fund and/or the Transfer Agent DST may incur to the extent that they are attributable to or arise from the Transfer AgentDST’s breach of its confidentiality obligations under the Agreement.

Appears in 1 contract

Samples: Agency Agreement (Krane Shares Trust)

Security Incident Notification. The Transfer Agent shall promptly notify the Trust Fund but in no event later than 72 48 hours following discovery of any Security Incident(s). Such notification shall include the extent and nature of such intrusion, disclosure, or unauthorized access, the identity of the compromised Customer Confidential Information (to the extent it can be ascertained), how the Transfer Agent was affected by the Security Incident, and its response to such Security Incident. The Transfer Agent shall use continuous and diligent efforts to remedy the cause and the effects of such Security Incident in an expeditious manner and deliver to the Trust Fund a root cause analysis and future incident Mitigation plan with regard to any such incident. The Transfer Agent shall reasonably cooperate with the TrustFund’s investigation and response to each Security Incident. If the Trust Fund determines in its sole discretion that it may need or be required to notify any individual(s) as a result of a Security Incident, the Trust Fund shall have the right to control all such notifications and the Transfer Agent shall bear all direct costs associated with the notification, to the extent the notification and corresponding actions are required by U.S. law, and subject to the limitation of liability set forth in the Agreement. Without limiting the foregoing, unless otherwise required by U.S. law, no such notifications shall be made by the Transfer Agent without the TrustFund’s prior written consent and the Trust Fund shall, together with the Transfer Agent, determine the content and delivery of all such notifications. For the avoidance of doubt, the Transfer Agent shall be solely responsible for all costs and expenses, subject to the limitations of liability under the Agreement that the Trust Fund and/or the Transfer Agent may incur to the extent that they are attributable to or arise from the Transfer Agent’s breach of its confidentiality obligations under the Agreement.

Appears in 1 contract

Samples: Transfer Agency and Service Agreement (Calvert World Values Fund Inc)

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