Security clause: Copy, customize, and use instantly
Introduction
A security clause outlines the responsibilities of each party regarding the protection of property, data, and personnel. It ensures that appropriate measures are in place to prevent unauthorized access, theft, or harm, and defines the actions required in case of a security breach.
Below are templates for security clauses tailored to different scenarios. Copy, customize, and insert them into your agreement.
Buyer-friendly security clause
This clause ensures that the seller is responsible for maintaining robust security measures to protect the buyer’s property and data.
The Seller agrees to implement and maintain appropriate physical, technical, and administrative security measures to safeguard the Buyer’s property, confidential information, and data. The Seller will immediately notify the Buyer in writing of any security breaches, and the Seller will bear the costs of rectifying any damage caused by such breaches.
Seller-friendly security clause
This version places the responsibility for maintaining security on the buyer, ensuring the seller is protected from any claims related to the buyer’s negligence.
The Buyer agrees to take all necessary steps to ensure the security of the Seller’s property and data while in the Buyer’s possession. The Buyer will implement appropriate security measures and notify the Seller of any security issues. The Buyer will bear the costs of any security-related incidents resulting from their negligence or failure to maintain adequate security.
Neutral security clause
This clause places equal responsibility for security on both parties and outlines cooperative actions in case of a security breach.
Both parties agree to implement reasonable security measures to protect the property, data, and personnel associated with this Agreement. In the event of a security breach, both parties will cooperate to investigate the issue, mitigate damage, and take corrective actions. The costs of rectifying any security breaches will be shared by both parties, depending on the cause of the breach.
Security breach notification clause
This clause outlines the obligation to notify the other party in case of a security breach, ensuring transparency and prompt action.
In the event of a security breach, including unauthorized access, theft, or loss of property or data, the party responsible for the breach must immediately notify the other party within [number] hours. The notification will include details of the breach, the affected assets, and the corrective measures being taken to resolve the issue. The party responsible for the breach will bear the costs of any corrective actions.
Physical security measures clause
This clause focuses on ensuring that physical security measures are in place to protect property and personnel.
The Seller agrees to implement appropriate physical security measures at all locations where the Buyer’s property is stored or handled. This includes secure access control, monitoring systems, and physical barriers to prevent unauthorized access. The Seller will bear the costs of maintaining and upgrading physical security measures to meet industry standards.
Cybersecurity measures clause
This version emphasizes the importance of protecting digital assets and information with robust cybersecurity protocols.
The Seller agrees to implement and maintain up-to-date cybersecurity measures to protect the Buyer’s digital assets and data. This includes firewalls, encryption, multi-factor authentication, and regular security audits. The Seller will notify the Buyer of any security vulnerabilities or breaches and will bear the costs of any corrective actions needed to address cybersecurity issues.
Access control and monitoring clause
This clause focuses on controlling and monitoring access to sensitive areas, data, or systems to prevent unauthorized access.
Both parties agree to implement strict access control procedures for all sensitive data and systems related to this Agreement. Access will be granted only to authorized personnel, and all access will be logged and monitored regularly. Any unauthorized access will be reported immediately to the other party, and the responsible party will bear the costs of any necessary corrective actions.
Confidentiality and security clause
This clause combines security and confidentiality requirements, ensuring both physical and data security for confidential information.
The Seller agrees to protect the confidentiality and security of the Buyer’s confidential information in accordance with this Agreement. This includes implementing physical security measures, cybersecurity protocols, and restricting access to only authorized personnel. The Seller will promptly notify the Buyer of any breaches to confidentiality or security and will bear the costs of any necessary remedial actions.
Security audit clause
This clause allows for regular security audits to ensure compliance with agreed-upon security standards.
The Buyer reserves the right to conduct periodic security audits to assess the effectiveness of the security measures implemented by the Seller. The Seller will cooperate fully with these audits and provide all necessary documentation and access to facilities. The Buyer will bear the costs of the audit unless significant security deficiencies are identified, in which case the Seller will bear the costs of corrective actions.
Data protection and security clause
This version focuses specifically on the protection of data and outlines the responsibilities of each party to secure sensitive data.
Both parties agree to implement appropriate data protection and security measures to protect any personal, financial, or sensitive data shared during the course of this Agreement. This includes encryption, secure storage, and controlled access to data. In the event of a data breach, the responsible party will immediately notify the other party and take corrective actions at their own expense.
Employee security training clause
This clause ensures that all employees involved in the project are properly trained on security procedures.
The Seller agrees to provide regular security training to all employees involved in the execution of this Agreement. The training will cover topics such as data security, access control, and emergency procedures. The Seller will bear the costs of providing and updating security training as necessary.
Vendor security compliance clause
This clause ensures that all vendors and subcontractors involved in the Agreement comply with the same security standards as the primary party, thus maintaining a consistent security protocol throughout the project.
The Seller will ensure that all vendors and subcontractors involved in the performance of this Agreement adhere to the same security standards as required by this Agreement. The Seller will be responsible for verifying vendor security compliance and will bear the costs associated with ensuring third-party compliance with security protocols.
Security incident response clause
This clause outlines the response steps to be taken in the event of a security incident, including containment and communication procedures, ensuring the issue is handled swiftly and effectively.
In the event of a security incident, including data breaches or physical security threats, the Seller agrees to immediately activate an incident response plan. This plan will include containment measures, an investigation, and communication with the Buyer. The Seller will bear the costs of managing the incident unless it is caused by the Buyer’s actions or negligence.
Security breach liability clause
This clause assigns responsibility for the costs arising from a security breach, specifically when the breach is a result of negligence by the Seller, including legal and mitigation costs.
If a security breach occurs due to the Seller’s failure to implement adequate security measures, the Seller will be liable for all costs associated with the breach, including legal fees, data recovery, and reputational damage. The Buyer will cooperate with the Seller in investigating and mitigating the breach, but the Seller will bear the full financial responsibility for the breach.
Security equipment and technology clause
This clause ensures that the necessary security equipment and technology are provided and maintained to protect sensitive information, physical assets, and other critical systems.
The Seller agrees to provide and maintain all necessary security equipment, such as surveillance cameras, alarm systems, and access control systems, to protect the Buyer’s property and sensitive information. The Seller will bear the costs of installation, maintenance, and upgrades to ensure that the security equipment remains effective.
Incident reporting and documentation clause
This clause defines the procedures for reporting and documenting security incidents, ensuring transparency and accountability when an issue arises.
In the event of any security incident, the responsible party must provide a full report to the other party within [number] hours. The report will include the nature of the incident, the cause, the affected assets, and the corrective actions taken. Both parties agree to keep a record of all security incidents for a period of [number] years and will cooperate in addressing the cause of the incident.
Security data retention clause
This clause outlines the data retention requirements, ensuring that data is securely stored and retained for as long as necessary, while adhering to security standards.
The Seller agrees to securely store and retain any data related to the Agreement in accordance with applicable security standards. The Seller will ensure that data is stored in encrypted formats and access is restricted to authorized personnel only. The Seller will bear the costs of secure data storage and will comply with any requests from the Buyer regarding data access or removal.
Security policy enforcement clause
This clause gives the Buyer the right to review and enforce security policies to ensure compliance with the Agreement.
The Buyer reserves the right to review the Seller’s security policies and procedures periodically to ensure compliance with this Agreement. The Seller will make necessary adjustments to its security policies to address any deficiencies identified during the review. The Seller will bear the costs of implementing any changes to security policies required by the Buyer.
Security breach notification and cooperation clause
This clause ensures both parties are notified of any security breach and are required to cooperate to address the breach.
Both parties agree to notify each other immediately in the event of any security breach, including unauthorized access, theft, or loss of property or data. Each party will cooperate in investigating the breach and taking corrective actions. The responsible party will bear all costs related to the breach, including notification, mitigation, and legal fees.
Digital asset protection clause
This clause protects the Seller’s digital assets by requiring security measures to prevent unauthorized access or loss.
The Seller agrees to protect all digital assets, including software, databases, and intellectual property, used in connection with this Agreement. The Seller will implement strong security measures such as encryption, firewalls, and multi-factor authentication to prevent unauthorized access. The Seller will bear the costs associated with ensuring the security of digital assets.
Worksite security access control clause
This clause ensures that only authorized personnel can access the worksite to protect sensitive data and property.
The Seller will implement a strict access control policy at the worksite, ensuring that only authorized personnel are allowed entry. The Seller will provide identification badges, manage entry points, and monitor access logs. The Seller will bear the costs of implementing and maintaining the access control system, including personnel and equipment.
Security breach containment clause
This clause ensures that when a security breach occurs, immediate actions are taken to contain and mitigate further damage.
In the event of a security breach, the responsible party agrees to take immediate containment actions to prevent further unauthorized access or damage. These actions will include isolating the affected system, securing physical premises if necessary, and alerting relevant stakeholders. The responsible party will bear the costs associated with containment and remediation, unless the breach is caused by the other party's negligence.
Access rights and monitoring clause
This clause outlines the process for managing and monitoring access rights to critical systems and data.
The Seller will implement and maintain monitoring systems to track access to critical systems and data. The monitoring system will provide real-time alerts of unauthorized access or unusual activity. The Buyer will have the right to review access logs upon request, and the Seller will bear the costs of any monitoring systems and related services.
Security vulnerability testing clause
This clause ensures regular testing for vulnerabilities to prevent security threats from being exploited.
The Seller agrees to conduct regular security vulnerability testing of its systems, networks, and processes to identify potential security risks. The testing will include penetration testing and vulnerability assessments. The Seller will bear the costs of these tests and will promptly address any vulnerabilities discovered.
Security compliance certification clause
This clause requires the Seller to maintain certifications proving compliance with security standards.
The Seller agrees to obtain and maintain certifications that demonstrate compliance with applicable security standards, such as ISO 27001 or NIST. The Seller will provide the Buyer with copies of these certifications upon request and will bear the costs of obtaining and maintaining the certifications.
Data access restriction clause
This clause ensures that only authorized personnel have access to sensitive data and systems.
The Seller will ensure that access to sensitive data is strictly controlled and limited to authorized personnel only. Access will be granted based on the principle of least privilege, and any unauthorized access will be immediately reported. The Seller will bear the costs of implementing and maintaining access control systems and auditing procedures.
Incident response plan clause
This clause requires the Seller to have a comprehensive plan in place to respond to security incidents.
The Seller agrees to develop and maintain an incident response plan that outlines the steps to be taken in the event of a security breach or incident. The plan will include detection, containment, eradication, recovery, and post-incident analysis procedures. The Seller will bear the costs associated with the development, testing, and updating of the plan.
Security awareness training clause
This clause ensures that the Seller provides ongoing security training to all relevant personnel.
The Seller agrees to provide security awareness training to all employees involved in the performance of this Agreement. This training will cover topics such as phishing, data protection, and secure handling of information. The Seller will bear the costs of providing and maintaining the training program.
Third-party security audit clause
This clause allows the Buyer to engage a third-party auditor to assess the Seller’s security practices.
The Buyer may engage a third-party security auditor to assess the Seller’s security practices and compliance with this Agreement. The Seller agrees to cooperate fully with the audit and provide all necessary access to systems and records. The costs of the audit will be borne by the Buyer unless significant security gaps are found, in which case the Seller will bear the audit costs and the costs of remediation.
Remote access security clause
This clause ensures that remote access to sensitive systems is securely managed.
If remote access to systems or data is required under this Agreement, the Seller will implement secure remote access protocols, including VPNs, multi-factor authentication, and encryption. The Seller will bear the costs of securing remote access and ensuring that all remote connections are properly monitored.
Confidentiality and security integration clause
This clause integrates confidentiality measures into the overall security framework of the Agreement.
The Seller will integrate confidentiality and security measures into all aspects of this Agreement, ensuring that confidential information is both securely stored and transmitted. The Seller will implement both physical and technical controls to prevent unauthorized disclosure of sensitive information. The costs of implementing these security measures will be borne by the Seller.
Security breach legal obligations clause
This clause outlines the Seller's obligations to comply with legal requirements in the event of a security breach.
In the event of a security breach involving sensitive data, the Seller will comply with all legal requirements for breach notification, including notifying affected individuals and regulatory authorities within the required timeframes. The Seller will bear the costs of legal fees, notification, and any penalties related to the breach unless the breach was caused by the Buyer’s actions.
Facility security measures clause
This clause ensures the physical security of the Seller’s facilities.
The Seller will ensure that all physical facilities related to this Agreement are protected by security measures, including locked doors, security guards, and surveillance systems. The Seller will bear the costs associated with implementing and maintaining these facility security measures, and the Buyer may request periodic reports on the effectiveness of these measures.
Security encryption clause
This clause requires the Seller to use encryption to protect sensitive data.
The Seller agrees to encrypt sensitive data both in transit and at rest to prevent unauthorized access. The encryption will meet industry standards, and the Seller will bear the costs of implementing and maintaining encryption protocols. The Buyer may request proof of encryption measures, and the Seller will comply with these requests.
Security breach notification clause
This clause outlines the requirements for notifying the other party in the event of a security breach, ensuring prompt action and transparency.
In the event of a security breach, including unauthorized access to systems or data, the responsible party will notify the other party within [number] hours of discovery. The notification will include the nature of the breach, the compromised data or systems, and the steps being taken to mitigate the breach. The responsible party will bear all costs related to the notification and breach management.
Security event monitoring clause
This clause ensures continuous monitoring for potential security events, reducing the risk of undetected breaches.
The Seller agrees to implement security event monitoring systems to detect and alert on any suspicious activity or unauthorized access within [number] minutes. The monitoring system will log all access attempts, including failed attempts, and generate alerts for review. The Seller will bear the costs of implementing and maintaining these systems.
Security compliance verification clause
This clause ensures that the Seller’s security practices are regularly verified for compliance with industry standards and legal requirements.
The Seller agrees to undergo annual security compliance audits, verifying adherence to applicable security standards such as GDPR or ISO 27001. The audit results will be provided to the Buyer, and any identified security gaps will be promptly addressed. The Seller will bear the costs of the audit and any corrective actions required.
Data storage security clause
This clause requires the Seller to securely store data to prevent unauthorized access, loss, or corruption.
The Seller agrees to store any sensitive data related to this Agreement in a secure, encrypted environment, with access restricted to authorized personnel only. The Seller will implement both physical and digital security measures to prevent unauthorized access, and will bear the costs of maintaining secure storage systems.
Security access logging clause
This clause mandates that detailed logs of all access to sensitive systems and data are kept, enabling transparency and accountability.
The Seller will maintain detailed logs of all access to sensitive systems, including user identification, access time, and the specific actions taken. These logs will be kept for a minimum of [number] years and will be available for review by the Buyer upon request. The Seller will bear the costs associated with log management and audits.
Security breach investigation clause
This clause ensures that a thorough investigation is conducted following a security breach to determine the cause and take corrective action.
In the event of a security breach, the Seller will conduct a full investigation to determine the cause, the scope of the breach, and the impact on data and systems. The Seller will take immediate corrective action to prevent future breaches and will bear the costs of the investigation and any corrective measures required.
Security patch management clause
This clause requires the Seller to promptly apply security patches to systems and software to mitigate vulnerabilities.
The Seller agrees to apply all relevant security patches to its systems and software within [number] days of their release. Patches will be tested to ensure they do not negatively impact system performance. The Seller will bear the costs of patch implementation and system testing.
Workplace security policy clause
This clause requires the Seller to develop and enforce a security policy for its workplace, ensuring consistent security practices are followed.
The Seller agrees to develop a comprehensive workplace security policy that includes guidelines for physical security, data protection, and employee conduct. The policy will be reviewed and updated regularly, and all employees will be trained on its provisions. The Seller will bear the costs of developing and enforcing the policy.
Security breach indemnification clause
This clause provides indemnification to the Buyer in case of a security breach caused by the Seller’s negligence or failure to implement proper security measures.
The Seller agrees to indemnify and hold harmless the Buyer from any claims, losses, or expenses resulting from a security breach caused by the Seller’s negligence or failure to implement appropriate security measures. This includes legal fees, notification costs, and any damage to the Buyer’s reputation. The Seller will bear all associated costs.
Security audit cooperation clause
This clause ensures the Seller will cooperate with audits conducted by the Buyer or third-party auditors to assess security practices.
The Seller agrees to fully cooperate with any security audits conducted by the Buyer or third-party auditors. The Seller will provide access to necessary systems, records, and personnel to facilitate the audit process. The Buyer will bear the costs of the audit unless significant deficiencies are found, in which case the Seller will bear the costs of the audit and any remedial actions required.
Encryption standards clause
This clause ensures that the Seller implements strong encryption protocols to protect sensitive data both in transit and at rest.
The Seller agrees to use industry-standard encryption methods to protect all sensitive data, including personal, financial, and proprietary information. All data in transit and at rest will be encrypted using algorithms such as AES-256. The Seller will bear the costs of implementing and maintaining these encryption standards.
Security breach notification timelines clause
This clause establishes a clear timeline for notifying the other party in case of a security breach, ensuring swift communication and action.
In the event of a security breach, the responsible party will notify the other party within [number] hours of discovery, providing detailed information on the breach’s nature, scope, and immediate actions taken. The responsible party will bear all costs related to the breach notification and remediation.
Data access audit clause
This clause ensures that data access is regularly audited to ensure that only authorized personnel have access to sensitive information.
The Seller agrees to perform regular audits of all data access activities to ensure that access is restricted to authorized personnel only. Audit logs will be reviewed at least monthly, and any unauthorized access will be immediately investigated. The Seller will bear the costs of conducting and maintaining these audits.
Intrusion detection system clause
This clause requires the Seller to implement an intrusion detection system (IDS) to monitor and identify potential security threats in real-time.
The Seller agrees to implement and maintain an intrusion detection system (IDS) to monitor for suspicious activity, unauthorized access, and potential threats to systems and data. The system will be configured to alert designated personnel of any detected threats. The Seller will bear the costs of setting up and maintaining the IDS.
Security training for third parties clause
This clause ensures that any third-party vendors or subcontractors are provided with security training to protect sensitive data.
The Seller will provide all third-party vendors and subcontractors with security training that aligns with the security standards required by this Agreement. The training will cover data protection, access control, and incident response. The Seller will bear the costs of providing this training to third-party personnel.
Backup and disaster recovery clause
This clause ensures that the Seller has a reliable backup and disaster recovery plan in place to protect data in case of emergencies.
The Seller will implement a backup and disaster recovery plan to ensure the continuous availability of critical data. This plan will include regular backups, secure off-site storage, and a clear recovery process to restore data in case of failure or loss. The Seller will bear the costs associated with backup and recovery systems.
Physical security for data centers clause
This clause ensures that physical security measures are in place to protect data stored in data centers from theft or unauthorized access.
The Seller agrees to implement physical security measures for data centers, including access control, surveillance cameras, and security personnel. Only authorized personnel will have access to sensitive data stored in these centers. The Seller will bear the costs of maintaining these physical security measures.
Security patch testing clause
This clause ensures that security patches are thoroughly tested before being applied to systems to avoid introducing new vulnerabilities.
The Seller agrees to test all security patches in a controlled environment before applying them to production systems. This will ensure that patches do not interfere with system functionality or introduce new security vulnerabilities. The Seller will bear the costs associated with testing and deploying security patches.
Data minimization clause
This clause ensures that only the minimum necessary data is collected and stored, reducing the risk of data exposure.
The Seller agrees to collect and store only the minimum amount of personal or sensitive data necessary to fulfill the terms of this Agreement. Unnecessary data will be securely deleted, and any data retained will be encrypted. The Seller will bear the costs of implementing data minimization practices.
Disaster recovery plan testing clause
This clause ensures that the Seller regularly tests its disaster recovery plan to ensure it works effectively in the event of an emergency.
The Seller agrees to test its disaster recovery plan at least annually to ensure that all procedures are effective and that data can be recovered in the event of an emergency. Any issues identified during testing will be addressed immediately. The Seller will bear the costs of conducting these tests and implementing corrective measures.
This article contains general legal information and does not contain legal advice. Cobrief is not a law firm or a substitute for an attorney or law firm. The law is complex and changes often. For legal advice, please ask a lawyer.