LICENSE,
THE SUN COMMUNITY SOURCE LICENSE (SCSL) THE SUN INDUSTRY STANDARDS LICENSE
(SISL) AND THE APACHE LICENSE) ("OPEN SOURCE MATERIALS") USED BY THE COMPANY IN
ANY WAY. THE COMPANY IS IN COMPLIANCE WITH THE TERMS AND CONDITIONS OF ALL
LICENSES FOR THE OPEN SOURCE MATERIALS.
(XI)
FOR ALL SOFTWARE USED BY THE COMPANY IN PROVIDING SERVICES, OR
IN DEVELOPING OR MAKING AVAILABLE ANY OF THE COMPANY'S PRODUCTS, THE COMPANY HAS
IMPLEMENTED ANY AND ALL SECURITY PATCHES OR UPGRADES THAT ARE GENERALLY
AVAILABLE FOR THAT SOFTWARE.
(XII)
THE COMPANY HAS IMPLEMENTED AND MAINTAINS A COMPREHENSIVE
SECURITY PLAN WHICH (I) IDENTIFIES INTERNAL AND EXTERNAL RISKS TO THE SECURITY
OF THE CONFIDENTIAL INFORMATION, INCLUDING PERSONALLY IDENTIFIABLE INFORMATION;
(II) IMPLEMENTS, MONITORS AND IMPROVES ADEQUATE AND EFFECTIVE ADMINISTRATIVE,
ELECTRONIC AND PHYSICAL SAFEGUARDS TO CONTROL THOSE RISKS; AND (III) MAINTAINS
NOTIFICATION PROCEDURES IN COMPLIANCE WITH APPLICABLE LAWS OR REGULATIONS IN THE
CASE OF ANY BREACH OF SECURITY COMPROMISING UNENCRYPTED DATA CONTAINING
PERSONALLY IDENTIFIABLE INFORMATION. THE COMPANY HAS NOT EXPERIENCED ANY BREACH
OF SECURITY OR OTHERWISE UNAUTHORIZED ACCESS BY THIRD PARTIES TO THE
CONFIDENTIAL INFORMATION, INCLUDING PERSONALLY IDENTIFIABLE INFORMATION IN THE
COMPANY'S POSSESSION, CUSTODY OR CONTROL, OR TO ANY COMPANY PRODUCT.
(XIII)
THE COMPANY HAS COMPLIED WITH ALL APPLICABLE LAWS AND
REGULATIONS AND THEIR RESPECTIVE INTERNAL AND PUBLIC PRIVACY POLICIES RELATING
TO THE USE, COLLECTION, STORAGE, DISCLOSURE AND TRANSFER OF ANY PERSONALLY
IDENTIFIABLE INFORMATION COLLECTED BY THE COMPANY OR BY THIRD PARTIES HAVING
AUTHORIZED ACCESS TO THE RECORDS OF THE COMPANY. THE EXECUTION, DELIVERY AND
PERFORMANCE OF THIS AGREEMENT, WILL COMPLY WITH ALL APPLICABLE LAWS AND
REGULATIONS RELATING TO PRIVACY AND WITH THE COMPANY'S PRIVACY POLICIES. THE
COMPANY HAS NOT
received a complaint regarding the Company's collection, use or disclosure of
personally identifiable information.
(Y)
ENVIRONMENTAL LAWS.
THE COMPANY AND ITS SUBSIDIARIES (I) ARE IN
COMPLIANCE WITH ANY AND ALL ENVIRONMENTAL LAWS (AS HEREINAFTER DEFINED),
(II) HAVE RECEIVED ALL PERMITS, LICENSES OR OTHER APPROVALS REQUIRED OF THEM
UNDER APPLICABLE ENVIRONMENTAL LAWS TO CONDUCT THEIR RESPECTIVE BUSINESSES AND
(III) ARE IN COMPLIANCE WITH ALL TERMS AND CONDITIONS OF ANY SUCH PERMIT,
LICENSE OR APPROVAL WHERE, IN EACH OF THE FOREGOING CLAUSES (I), (II) AND (III),
THE FAILURE TO SO COMPLY COULD BE REASONABLY EXPECTED TO HAVE, INDIVIDUALLY OR
IN THE AGGREGATE, A MATERIAL ADVERSE EFFECT.
THE TERM "ENVIRONMENTAL LAWS"
MEANS ALL FEDERAL, STATE, LOCAL OR FOREIGN LAWS RELATING TO POLLUTION OR
PROTECTION OF HUMAN HEALTH OR THE ENVIRONMENT (INCLUDING, WITHOUT LIMITATION,
AMBIENT AIR, SURFACE WATER, GROUNDWATER, LAND SURFACE OR SUBSURFACE STRATA),
INCLUDING, WITHOUT LIMITATION, LAWS RELATING TO EMISSIONS, DISCHARGES, RELEASES
OR THREATENED RELEASES OF CHEMICALS, POLLUTANTS, CONTAMINANTS, OR TOXIC OR
HAZARDOUS SUBSTANCES OR WASTES (COLLECTIVELY, "HAZARDOUS MATERIALS") INTO THE
ENVIRONMENT, OR OTHERWISE RELATING TO THE MANUFACTURE, PROCESSING, DISTRIBUTION,
USE, TREATMENT, STORAGE, DISPOSAL, TRANSPORT OR HANDLING OF HAZARDOUS MATERIALS,
AS WELL AS ALL AUTHORIZATIONS, CODES, DECREES, DEMANDS OR DEMAND LETTERS,
INJUNCTIONS, JUDGMENTS, LICENSES, NOTICES OR NOTICE LETTERS, ORDERS, PERMITS,
PLANS OR REGULATIONS ISSUED, ENTERED, PROMULGATED OR APPROVED THEREUNDER.
(Z)
SUBSIDIARY RIGHTS.
EXCEPT AS SET FORTH IN SCHEDULE 3