Security Measures and Operating Procedures Sample Clauses

Security Measures and Operating Procedures. You recognize and agree that the Services are the property of Bank and/or Bank's third party service provider, and you covenant and agree not to share or disclose any Confidential Information regarding the terms of this Agreement or the Services to any other persons who do not have a legal need-to-know right. You covenant and agree to comply with all Security Procedures, set forth by the Bank, as may be amended from time to time, and to maintain the confidentiality of the Services, all User IDs and passwords, which you adopt or which are assigned to you, and authentication security controls. Furthermore, you covenant and agree to take necessary and reasonable measures to prevent any unauthorized access to the Services. You agree to notify us immediately as set forth in this Agreement, if you believe that your User IDs or passwords have been compromised or that an unauthorized person has gained access to the Services. As applicable by law, you may be responsible and liable for any damages, losses, fees, costs, or expenses which arise out of your failure to maintain sufficient and reasonable security controls on the Confidential Information entrusted to you. If you use the Services in connection with any Business Account (based on availability and subject to Bank's approval), you acknowledge and agree that you have reviewed the Security Procedures and that you have independently determined that the Security Procedures (1) are a commercially reasonable method of providing security against unauthorized payments, transfers, access, and other intrusions and (2) are adequate based on the size, type, and frequency of payment orders and/or transfer requests and the Services that you use. You further agree that you are responsible for ensuring that the Security Procedures continue to be commercially reasonable for your use of the Services, and the Security Procedures are reasonable and sufficient at all times. You agree to notify us immediately in writing if you determine the Security Procedures are insufficient for your use of the Services. The occurrence of any unauthorized access or disclosure shall not affect any payments or transfers made in good faith by the Bank, prior to receipt of any notification regarding security; the Bank shall have a reasonable time to act upon notifications from you.
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Security Measures and Operating Procedures. The Company recognizes that the Service is operated by a third party and agrees to comply with such procedures and requirements as may be established from time to time by the operator of the Service or by ASB. The Company shall not disclose any proprietary information regarding the Service to any third party, and shall comply with such security measures and recognition procedures as may be established from time to time by ASB or by the operator of the Service. The Company authorizes ASB to act upon ALL communications ASB receives through the Service (for example, but not limited to, the transfer of funds between accounts or loan advances). The Company agrees not to give or make available the username or password or other means to access the Accounts via the Service to anyone other than the User. If the Company permits persons other than the User to use the Service or the password or other means to access the Accounts, the Company is responsible for any transactions that occur. The Company shall notify ASB immediately, by telephone and in writing, if the Company knows or believes that the username or password for the Service is known to an unauthorized person or that an unauthorized person accessed the Service and Accounts. Telephone notice shall be given by calling (000) 000-0000 or 0-000-000-0000 from 8:00 a.m. to 7:00 p.m. (HST), Monday through Friday, and from 9:00 a.m. to 3:00 p.m. (HST)
Security Measures and Operating Procedures a. Company agrees not to disclose any confidential or proprietary information regarding the System, Services, or other procedures or operations of Bank or its third party vendors, to any third parties. Company further agrees to comply with all Security Procedures set forth herein. Company agrees that it is primarily responsible for ensuring that the Security Procedures are commercially reasonable and adequate, at all times for Company and that Company shall notify the Bank immediately in writing if Company’s security fails to meet the minimum standards set forth by the Security Procedures. Bank shall have no liability for Company’s failure to maintain adequate and reasonable security measures, precautions, and procedures and Company agrees to indemnify, defend, and hold harmless Bank, its shareholders, officers, directors, employees, agents, representatives, parent company, affiliates, subsidiaries, and divisions from any claims or damages from a third party for Company’s failure to maintain a secure system and follow the Security Procedures. Company acknowledges and agrees that the Security Procedures are commercially reasonable with industry practices and Company agrees to work with Bank in updating and maintain reasonable ongoing Security Procedures. b. The Company recognizes that the System and the Services are the property of a third party and/or Bank and Company agrees to comply with all Security Procedures and requirements as may be established from time to time by Bank or the third party owner of the iMBX System and Services. Company has reviewed the Security Procedures and has independently determined that the Bank Recommended Security Procedures (1) are a commercially reasonable method of providing security against unauthorized payments, transfers, access, and other intrusions, and (2) are adequate based on the size, type, and frequency of payment orders and/or transfer requests and Services, which the Company anticipates. Bank will notify Company of changes to the Bank Recommended Security Procedures; however, Company agrees that it is primarily responsible for ensuring that the Security Procedures continue to be commercially reasonable and adequate at all times and in the future for Company, and that Company shall notify the Bank in writing, if Company’s security fails to meet the minimum standards set forth by the Security Procedures or commercially reasonable standards. Company represents and warrants that it is knowledgeable with respect to ...
Security Measures and Operating Procedures 

Related to Security Measures and Operating Procedures

  • Standard Operating Procedures Standard Operating Procedures shall not contravene the Canada Labour Code, the Canadian Human Rights Code, or the Collective Agreement, and an allegation of such contravention is subject to the grievance procedure.

  • Safety Measures Awarded vendor shall take all reasonable precautions for the safety of employees on the worksite, and shall erect and properly maintain all necessary safeguards for protection of workers and the public. Awarded vendor shall post warning signs against all hazards created by the operation and work in progress. Proper precautions shall be taken pursuant to state law and standard practices to protect workers, general public and existing structures from injury or damage.

  • Security Measures Lessee hereby acknowledges that the rental payable to Lessor hereunder does not include the cost of guard service or other security measures, and that Lessor shall have no obligation whatsoever to provide same. Lessee assumes all responsibility for the protection of the Premises, Lessee, its agents and invitees and their property from the acts of third parties.

  • Safeguard Measures The Parties note the multilateral negotiations pursuant to Article X of GATS on the question of emergency safeguard measures based on the principle of non-discrimination. Upon the conclusion of such multilateral negotiations, the Parties shall conduct a review for the purpose of discussing appropriate amendments to this Agreement so as to incorporate the results of such multilateral negotiations.

  • Technical Safeguards 1. USAC and DSS will process the data matched and any data created by the match under the immediate supervision and control of authorized personnel to protect the confidentiality of the data, so unauthorized persons cannot retrieve any data by computer, remote terminal, or other means. 2. USAC and DSS will strictly limit authorization to these electronic data areas necessary for the authorized user to perform their official duties. All data in transit will be encrypted using algorithms that meet the requirements of the Federal Information Processing Standard (FIPS) Publication 140-2 or 140-3 (when applicable). 3. Authorized system users will be identified by User ID and password, and individually tracked to safeguard against the unauthorized access and use of the system. System logs of all user actions will be saved, tracked and monitored periodically. 4. USAC will transmit data to DSS via encrypted secure file delivery system. For each request, a response will be sent back to USAC to indicate success or failure of transmission.

  • Operating Procedures Company shall observe and comply with the Operating Procedures. Company shall ensure that Company's Stores personnel are trained regarding the Operating Procedures and shall ensure their compliance with them. The Operating Procedures may be supplemented, amended or modified by Bank from time to time in its reasonable discretion; provided, however, a copy of any such supplement, amendment or modification shall be provided to Company at least ninety (90) days before its effective date (the "Notice Date") unless otherwise required by Applicable Law, and for those changes required by Applicable Law, notice shall be given as soon as practicable. For changes that are (A) required by Applicable Law, or (B) determined by Bank in good faith to be necessary from the standpoint of safe and sound banking practices (both (A) and (B) being referred to herein as the "Required Changes"), where Bank implements such Required Changes with all of its other clients that are also affected by such change in Applicable Law or operate in circumstances similarly requiring changes from the standpoint of safe and sound banking practices, Bank shall identify the changes as Required Changes in the notice to Company. Unless such change is a Required Change, Company shall have the right within thirty (30) days after the Notice Date to object to such change and the parties' representatives will promptly thereafter meet to discuss such change in good faith in order to agree upon such change or a mutually agreeable alternative to such change. In the event the parties are unable to agree upon such change or an alternative within sixty (60) days after the Notice Date, then a senior executive from both Company and Bank shall meet to negotiate in good faith in order to agree upon such change or a mutually agreeable alternative to such change. If the parties' senior executives are unable to mutually agree within ninety (90) days after the Notice Date, then Bank shall have the right to implement the initially proposed change so long as (i) Bank implements such change with all or substantially all of its other similar clients, (ii) such change does not change the chargebacks section of the Operating Procedures, and (iii) such change does not impose a material adverse financial or operational burden on Company.

  • Bilateral Safeguard Measures 1. Where, as a result of the reduction or elimination of a customs duty under this Agreement, any product originating in a Party is being imported into the territory of another Party in such increased quantities, in absolute terms or relative to domestic production, and under such conditions as to constitute a substantial cause of serious injury or threat thereof to the domestic industry of like or directly competitive products in the territory of the importing Party, the importing Party may take bilateral safeguard measures to the minimum extent necessary to remedy or prevent the injury, subject to the provisions of paragraphs 2 to 10. 2. Bilateral safeguard measures shall only be taken upon clear evidence that increased imports have caused or are threatening to cause serious injury pursuant to an investigation in accordance with the procedures laid down in the WTO Agreement on Safeguards. 3. The Party intending to take a bilateral safeguard measure under this Article shall immediately, and in any case before taking a measure, make notification to the other Parties and the Joint Committee. The notification shall contain all pertinent information, which shall include evidence of serious injury or threat thereof caused by increased imports, a precise description of the product involved and the proposed measure, as well as the proposed date of introduction, expected duration and timetable for the progressive removal of the measure. A Party that may be affected by the measure shall be offered compensation in the form of substantially equivalent trade liberalisation in relation to the imports from any such Party. 4. If the conditions set out in paragraph 1 are met, the importing Party may take measures consisting in increasing the rate of customs duty for the product to a level not to exceed the lesser of: (a) the MFN rate of duty applied at the time the action is taken; or (b) the MFN rate of duty applied on the day immediately preceding the date of the entry into force of this Agreement. 5. Bilateral safeguard measures shall be taken for a period not exceeding one year. In very exceptional circumstances, after review by the Joint Committee, measures may be taken up to a total maximum period of three years. No measure shall be applied to the import of a product which has previously been subject to such a measure. 6. The Joint Committee shall within 30 days from the date of notification examine the information provided under paragraph 3 in order to facilitate a mutually acceptable resolution of the matter. In the absence of such resolution, the importing Party may adopt a measure pursuant to paragraph 4 to remedy the problem, and, in the absence of mutually agreed compensation, the Party against whose product the measure is taken may take compensatory action. The bilateral safeguard measure and the compensatory action shall be immediately notified to the other Parties and the Joint Committee. In the selection of the bilateral safeguard measure and the compensatory action, priority must be given to the measure which least disturbs the functioning of this Agreement. The compensatory action shall normally consist of suspension of concessions having substantially equivalent trade effects or concessions substantially equivalent to the value of the additional duties expected to result from the bilateral safeguard measure. The Party taking compensatory action shall apply the action only for the minimum period necessary to achieve the substantially equivalent trade effects and in any event, only while the measure under paragraph 4 is being applied. 7. Upon the termination of the measure, the rate of customs duty shall be the rate which would have been in effect but for the measure. 8. In critical circumstances, where delay would cause damage which would be difficult to repair, a Party may take a provisional emergency measure pursuant to a preliminary determination that there is clear evidence that increased imports constitute a substantial cause of serious injury, or threat thereof, to the domestic industry. The Party intending to take such a measure shall immediately notify the other Parties and the Joint Committee thereof. Within 30 days of the date of the notification, the procedures set out in paragraphs 2 to 6, including for compensatory action, shall be initiated. Any compensation shall be based on the total period of application of the provisional emergency measure and of the emergency measure. 9. Any provisional measure shall be terminated within 200 days at the latest. The period of application of any such provisional measure shall be counted as part of the duration of the measure set out in paragraph 5 and any extension thereof. Any tariff increases shall be promptly refunded if the investigation described in paragraph 2 does not result in a finding that the conditions of paragraph 1 are met. 10. Five years after the date of entry into force of this Agreement, the Parties shall review in the Joint Committee whether there is need to maintain the possibility to take safeguard measures between them. If the Parties decide, after the first review, to maintain such possibility, they shall thereafter conduct biennial reviews of this matter in the Joint Committee.

  • Testing Procedures Testing will be conducted by an outside certified Agency in such a way to ensure maximum accuracy and reliability by using the techniques, chain of custody procedures, equipment and laboratory facilities which have been approved by the U.S. Department of Health and Human Services. All employees notified of a positive controlled substance or alcohol test result may request an independent test of their split sample at the employee’s expense. If the test result is negative the Employer will reimburse the employee for the cost of the split sample test.

  • Safeguarding requirements and procedures (1) The Contractor shall apply the following basic safeguarding requirements and procedures to protect covered contractor information systems. Requirements and procedures for basic safeguarding of covered contractor information systems shall include, at a minimum, the following security controls: (i) Limit information system access to authorized users, processes acting on behalf of authorized users, or devices (including other information systems). (ii) Limit information system access to the types of transactions and functions that authorized users are permitted to execute. (iii) Verify and control/limit connections to and use of external information systems. (iv) Control information posted or processed on publicly accessible information systems. (v) Identify information system users, processes acting on behalf of users, or devices. (vi) Authenticate (or verify) the identities of those users, processes, or devices, as a prerequisite to allowing access to organizational information systems. (vii) Sanitize or destroy information system media containing Federal Contract Information before disposal or release for reuse. (viii) Limit physical access to organizational information systems, equipment, and the respective operating environments to authorized individuals. (ix) Escort visitors and monitor visitor activity; maintain audit logs of physical access; and control and manage physical access devices. (x) Monitor, control, and protect organizational communications (i.e., information transmitted or received by organizational information systems) at the external boundaries and key internal boundaries of the information systems. (xi) Implement subnetworks for publicly accessible system components that are physically or logically separated from internal networks. (xii) Identify, report, and correct information and information system flaws in a timely manner. (xiii) Provide protection from malicious code at appropriate locations within organizational information systems. (xiv) Update malicious code protection mechanisms when new releases are available. (xv) Perform periodic scans of the information system and real-time scans of files from external sources as files are downloaded, opened, or executed.

  • Safeguards Business Associate, its Agent(s) and Subcontractor(s) shall implement and use appropriate safeguards to prevent the use or disclosure of PHI other than as provided for by this Agreement. With respect to any PHI that is maintained in or transmitted by electronic media, Business Associate or its Subcontractor(s) shall comply with 45 CFR sections 164.308 (administrative safeguards), 164.310 (physical safeguards), 164.312 (technical safeguards) and 164.316 (policies and procedures and documentation requirements). Business Associate or its Agent(s) and Subcontractor(s) shall identify in writing upon request from Covered Entity all of the safeguards that it uses to prevent impermissible uses or disclosures of PHI.

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