Common use of Systems Security Clause in Contracts

Systems Security. (a) If any Citi Party or Banco de Chile Party, or its Personnel or authorized third party, will be given passwords and/or access codes or any other form or mechanism (collectively, “Passwords”) to limit or control access to any Banco de Chile Party’s or Citi Party’s, as applicable, computer systems or software (“Systems”) in connection with the performance of the Services, the accessing Party or its Personnel, as the case may be, shall comply with (i) the processes and procedures set forth in Schedule 5.4, and (ii) all of such other Party’s system security policies, procedures and requirements (as amended from time to time, the “Security Regulations”), and will not tamper with, compromise or circumvent any security or audit measures employed by such other Party. Such Passwords are Confidential Information as provided in Section 5.4(e), and may only be used by such receiving Party and its Authorized Users. Each of Citi and Banco de Chile represents that any user of the Banco de Chile Services or the Citi Services, as the case may be, gaining access by means of such Passwords has been expressly authorized by Citi and Banco de Chile, as the case may be, to use them. Where a Password has been provided to a Party’s employee, agent or customer, such Party shall cause such employee, agent or customer to cease all use of such Password if such employment, agency or customer relationship with such Party terminates for any reason, and in addition such Party shall give the other Party immediate notice of the need to de-activate such Password. Each Party acknowledges and agrees that the other Party may rely on any communications or instructions made online by a person using a Password as if coming from the person authorized to use such Password acting on behalf of such Party, and that any such communications or instructions, including any use or misuse of Passwords by anyone, will be binding on such Party and, if applicable, the person or entity to whom the Password was issued. (b) Each Party shall use commercially reasonable efforts to ensure that only those of its Personnel who are specifically authorized to have access to the Systems of the other Party gain such access, and to prevent unauthorized access, use, destruction, alteration or loss of information contained therein, including notifying its Personnel regarding the restrictions set forth in this Agreement and establishing appropriate policies designed to effectively enforce such restrictions. (c) If, at any time, either Party determines that the other Party or its Personnel has sought to circumvent, or has circumvented, its Security Regulations, that any unauthorized Personnel of the other Party has accessed its Systems or that the other Party or any of its Personnel has engaged in activities that may lead to the unauthorized access, use, destruction, alteration or loss of data, information or software, such Party shall immediately terminate any such Personnel’s access to the Systems and immediately notify the other Party.

Systems Security. (a) If any Citi Party or Banco de Chile Party, or its Personnel or authorized third party, will be given passwords and/or access codes or any other form or mechanism (collectively, “Passwords”) to limit or control access to any Banco de Chile Party’s or Citi Party’s, as applicable, computer systems or software (“Systems”) in connection with the performance of the Services, the accessing Party or its Personnel, as the case may be, shall comply with (i) the processes and procedures set forth in Schedule 5.4, and (ii) all of such other Party’s system security policies, procedures and requirements (as amended from time to time, the “Security Regulations”), and will not tamper with, compromise or circumvent any security or audit measures employed by such other Party. Such Passwords are Confidential Information as provided in Section 5.4(e), and may only be used by such receiving Party and its Authorized Users. Each of Citi and Banco de Chile represents that any user of the Banco de Chile Services or the Citi Services, as the case may be, gaining access by means of such Passwords has been expressly authorized by Citi and Banco de Chile, as the case may be, to use them. Where a Password has been provided to a Party’s employee, agent or customer, such Party shall cause such employee, agent or customer to cease all use of such Password if such employment, agency or customer relationship with such Party terminates for any reason, and in addition such Party shall give the other Party immediate notice of the need to de-activate such Password. Each Party acknowledges and agrees that the other Party may rely on any communications or instructions made online by a person using a Password as if coming from the person authorized to use such Password acting on behalf of such Party, and that any such communications or instructions, including any use or misuse of Passwords by anyone, will be binding on such Party and, if applicable, the person or entity to whom the Password was issued. (b) Each Party shall use commercially reasonable efforts to ensure that only those of its Personnel who are specifically authorized to have access to the Systems of the other Party gain such access, and to prevent unauthorized access, use, destruction, alteration or loss of information contained therein, including notifying its Personnel regarding the restrictions set forth in this Agreement and establishing appropriate policies designed to effectively enforce such restrictions. (c) If, at any time, either Party determines that the other Party or its Personnel has sought to circumvent, or has circumvented, its Security Regulations, that any unauthorized Personnel of the other Party has accessed its Systems or that the other Party or any of its Personnel has engaged in activities that may lead to the unauthorized access, use, destruction, alteration or loss of data, information or software, such Party shall immediately terminate any such Personnel’s access to the Systems and immediately notify the other Party.

Systems Security. (a) If any Citi Party or Banco de Chile Party, or its Personnel or authorized third party, will be given passwords and/or access codes or any other form or mechanism (collectively, “Passwords”) to limit or control access to any Banco de Chile Party’s or Citi Party’s, as applicable, computer systems or software (“Systems”) in connection with the performance of the Services, the accessing Party or its Personnel, as the case may be, shall comply with (i) the processes and procedures set forth in Schedule 5.4, and (ii) all of such other Party’s system security policies, procedures and requirements (as amended from time to time, the “Security Regulations”), and will not tamper with, compromise or circumvent any security or audit measures employed by such other Party. The Parties’ Security Regulations and other relevant procedures to be complied with are attached in Schedule 5.4 hereto. Such Passwords are Confidential Information as provided in Section 5.4(e), and may only be used by such receiving Party and its Authorized Users. Each of Citi Party and each Banco de Chile Party, as the case may be, represents that any user of the Banco de Chile Services or the Citi Services, as the case may be, gaining access by means of such Passwords has been expressly authorized by such Citi Party and Banco de ChileChile Party, as the case may be, to use them. Where a Password has been provided to a Party’s employee, agent or customer, such Party shall cause such employee, agent or customer to cease all use of such Password if such employment, agency or customer relationship with such Party terminates for any reason, and in addition such Party shall give the other Party immediate notice of the need to de-activate such Password. Each Party acknowledges and agrees that the other Party may rely on any communications or instructions made online by a person using a Password as if coming from the person authorized to use such Password acting on behalf of such Party, and that any such communications or instructions, including any use or misuse of Passwords by anyone, will be binding on such Party and, if applicable, the person or entity to whom the Password was issued. (b) Each Party shall use commercially reasonable efforts to ensure that only those of its Personnel who are specifically authorized to have access to the Systems of the other Party gain such access, and to prevent unauthorized access, use, destruction, alteration or loss of information contained therein, including notifying its Personnel regarding the restrictions set forth in this Agreement and establishing appropriate policies designed to effectively enforce such restrictions. (c) If, at any time, either Party determines that the other Party or its Personnel has sought to circumvent, or has circumvented, its Security Regulations, that any unauthorized Personnel of the other Party has accessed its Systems or that the other Party or any of its Personnel has engaged in activities that may lead to the unauthorized access, use, destruction, alteration or loss of data, information or software, such Party shall immediately terminate any such Personnel’s access to the Systems and immediately notify the other Party.