Security Policy Agreement Template

SECURITY POLICY AGREEMENT

This Security Policy Agreement (the "Agreement") is entered into as of Effective Date: by and between Company Name: , a legal entity with principal address at , and Client Name: , with principal address at .

RECITALS

WHEREAS, Company develops, maintains, or provides certain information systems, products, services, and processing environments that may store, process, or transmit Client data;

WHEREAS, the parties desire to set forth minimum administrative, technical, and physical security requirements applicable to the handling, protection, and disclosure of Client data and related information assets;

WHEREAS, the parties intend that implementation of the policies and controls described in this Agreement will reduce risks and create a measurable security posture for the systems and services covered by this Agreement;

NOW, THEREFORE, in consideration of the mutual promises and covenants set forth below, the parties agree as follows:

1. DEFINITIONS

1.1 "Confidential Information" means non-public information disclosed by Client or Company that is designated as confidential and includes Client data, system architecture details, security controls, and vulnerability information.

1.2 "Personal Data" means any information relating to an identified or identifiable natural person as defined under applicable law.

2. SCOPE

2.1 This Agreement applies to all services, systems, applications, devices, and infrastructure operated by Company in the performance of services for Client that process, store, or transmit Client data ("Covered Systems").

2.2 The specific systems and locations subject to this Agreement are:

3. SECURITY CONTROLS

Company shall implement and maintain administrative, technical, and physical safeguards designed to protect the confidentiality, integrity, and availability of Client data, including without limitation the controls described below. These controls shall be implemented in a manner consistent with industry standards and adjusted as reasonably necessary to address changes in technology or risk.

Select applied security controls (check all that apply):

Encryption at rest for persistent storage
Encryption in transit (TLS) for network communications
Multi-factor authentication for administrative and remote access
Endpoint protection and anti-malware on servers and user devices
Regular vulnerability scanning and remediation process
Security event monitoring and logging (SIEM) with 90-day retention minimum
Physical access controls for data centers and sensitive facilities

Other controls or standards to be observed:

4. DATA CLASSIFICATION AND HANDLING

4.1 Client data shall be classified by Client prior to transfer to Company. Company will handle Client data consistent with the following classifications:

Public — may be disclosed publicly
Internal — limited disclosure within authorized personnel
Confidential — restricted to authorized personnel only
Restricted — highest sensitivity, special handling required

4.2 Company shall apply handling, retention, and destruction measures appropriate to the data classification and in accordance with Client instructions and applicable law.

5. ACCESS CONTROL & PRIVILEGE MANAGEMENT

5.1 Company will grant access to Covered Systems and Client data on a least-privilege basis. Administrative privileges will be restricted and monitored. Company will maintain an access approval and revocation process and retain access logs for a minimum of 90 days.

5.2 Requests for privileged access for Company personnel shall be documented and approved by Client's designated representative in accordance with the process described here:

6. INCIDENT RESPONSE & NOTIFICATION

6.1 Company shall maintain an incident response plan that includes identification, containment, eradication, recovery, and post-incident review. Company will provide Client with timely notifications of security incidents affecting Client data.

Notification timings: Company will provide initial notification of a confirmed security incident affecting Client data within hours of discovery, and will provide ongoing updates as material information becomes available.

Primary incident response contact for Company:

7. AUDIT, ASSESSMENT & REPORTING

7.1 Company shall, upon reasonable notice and subject to reasonable confidentiality protections, permit Client to conduct security audits or third-party assessments to verify compliance with this Agreement. Such audits shall not unreasonably disrupt Company operations.

7.2 Frequency and scope of audits:

8. SUBCONTRACTORS AND THIRD PARTIES

8.1 Company shall require subcontractors that access Client data to agree to written obligations at least as protective as those in this Agreement. Company remains fully liable for subcontractor performance.

8.2 Current material subcontractors that may process Client data:

9. CONFIDENTIALITY

9.1 Each party shall maintain the confidentiality of Confidential Information using at least the same degree of care it uses to protect its own similar information, but in no event less than reasonable care.

9.2 Confidential information disclosures required by law shall be governed by the notice and cooperation procedures set forth in the Notices section below.

10. LIABILITY, INSURANCE & INDEMNIFICATION

10.1 Each party's liability arising under this Agreement shall be limited as follows: the aggregate liability of Company for direct damages arising from a breach of its security obligations shall not exceed .

10.2 Company shall maintain insurance coverage appropriate for the services rendered, including cyber liability insurance. Insurance details:

11. TERM AND TERMINATION

11.1 This Agreement shall commence on the Effective Date and continue for a period of months, unless earlier terminated in accordance with this Agreement.

11.2 Either party may terminate this Agreement for material breach if the breach remains uncured for a period of days after written notice.

12. NOTICES

12.1 All notices, requests, consents, claims, demands, waivers and other communications hereunder shall be in writing and addressed to the parties at the addresses set forth below or to such other address that a party may designate by notice to the other party.

13. AMENDMENT, WAIVER AND COUNTERPARTS

13.1 No amendment to this Agreement will be effective unless it is in writing and signed by authorized representatives of both parties.

13.2 A waiver of any right or remedy is effective only if set forth in a writing signed by the party granting the waiver. This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument.

14. GOVERNING LAW; SEVERABILITY; ENTIRE AGREEMENT

14.1 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to its conflict of law principles.

14.2 Severability. If any provision of this Agreement is held to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect.

14.3 Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, whether written or oral, relating to that subject matter.

15. MISCELLANEOUS

15.1 Independent Contractors. The parties are independent contractors and nothing in this Agreement creates a partnership, joint venture, or agency relationship.

15.2 Survival. Provisions that by their nature should survive termination of this Agreement shall survive, including but not limited to confidentiality, indemnification, limitation of liability, and data return or deletion obligations.

SIGNATURES

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