Confidential Information and Privacy. 19.1 Cytiva and its contractors will treat patient information as confidential. In addition, each party (the "receiving party”) will treat the other party's written, proprietary business information as confidential for a period of 3 years from the date of receipt by the receiving party as long as it is marked as confidential and/or proprietary prior to its disclosure and is not otherwise available to the receiving party from a lawful source. Notwithstanding the foregoing, either party may disclose the other party's Confidential Information to the extent required by law, in which case such party will so notify the other party as soon as practicable and in any event prior to such party making such required disclosure. 19.2 Each party must comply, and must ensure that their respective Personnel comply, with all applicable Privacy Law as they apply to that party. 19.3 If any Personal Information is provided or otherwise made available to Cytiva or its Personnel by you or your Personnel, you represents and warrants to Cytiva that you have procured and obtained all necessary individual consents (as required by all applicable Privacy Law) to enable and permit Cytiva and its Personnel to collect, store, use, disclose or otherwise deal with the Personal Information for the sole purpose of providing the Support services to you as anticipated under the Agreement. 19.4 The parties acknowledge and agree that breach of clause 19.1 may cause irreparable harm to the other. The parties agree that in the event of any breach of this provision, a party will be entitled to seek injunctive relief in addition to seeking any other remedy provided in the Agreement or available at law. 20 EQUIPMENT DE-INSTALLATION In the event that any of the Equipment is de-installed during the Service Term, the Annual Fixed Charge remains payable in respect of the de-installed Equipment until 60 days after Cytiva receives written notification from you of the intended date of de-installation or the actual date of de-installation (as the case maybe). 21 SECURITY Cytiva is not responsible for: (i) securing Buyer’s network; (ii) preventing unauthorized access to Buyer’s network or the Product; (iii) backup management; (iv) data integrity; (v) recovery of lost, corrupted or damaged data, images, software or equipment; or (vi) providing or validating antivirus or related IT safeguards unless sold to Buyer by Cytiva. NEITHER PARTY WILL BE LIABLE TO THE OTHER PARTY FOR DAMAGES CAUSED BY UNAUTHORIZED ACCESS TO THE NETWORK, PRODUCT OR SOFTWARE AS A SERVICE IN SPITE OF A PARTY’S COMPLIANT SECURITY MEASURES. 22 GENERAL PROVISIONS 22.1 The Agreement is the complete and exclusive statement of the terms of the arrangement between you and Cytiva regarding its subject matter. No prior proposals, statements, course of dealing, or usage of the trade will form a part of Agreement. Any terms and conditions stated or attached to your purchase order are hereby expressly excluded. If any of these Terms conflict with any Support Summary or the Schedules, the Support Summary will take precedence, followed by the Schedules and then these Terms. the information or opinion. For the avoidance of doubt, Personal Information includes health information of a patient of the Customer. 22.2 The Agreement may only be varied by a subsequent written document signed by the authorized representatives of each party. A signed copy of the Agreement delivered by facsimile machine is binding and enforceable on both parties. 22.3 The Agreement may be executed in any number of counterparts. All counterparts taken together constitute one instrument. 23
Appears in 2 contracts
Samples: 1 Agreement, 1 Agreement
Confidential Information and Privacy. 19.1 Cytiva and its contractors will treat patient information as confidential. In addition, each party (the "receiving party”) will treat the other party's written, proprietary business information as confidential for a period of 3 years from the date of receipt by the receiving party as long as it is marked as confidential and/or proprietary prior to its disclosure and is not otherwise available to the receiving party from a lawful source. Notwithstanding the foregoing, either party may disclose the other party's Confidential Information to the extent required by law, in which case such party will so notify the other party as soon as practicable and in any event prior to such party making such required disclosure. 19.2 Each party must comply, and must ensure that their respective Personnel comply, with all applicable Privacy Law as they apply to that party. 19.3 If any Personal Information is provided or otherwise made available to Cytiva or its Personnel by you or your Personnel, you represents and warrants to Cytiva that you have procured and obtained all necessary individual consents (as required by all applicable Privacy Law) to enable and permit Cytiva and its Personnel to collect, store, use, disclose or otherwise deal with the Personal Information for the sole purpose of providing the Support services to you as anticipated under the Agreement. 19.4 The parties acknowledge and agree that breach of clause 19.1 may cause irreparable harm to the other. The parties agree that in the event of any breach of this provision, a party will be entitled to seek injunctive relief in addition to seeking any other remedy provided in the Agreement or available at law. 20 EQUIPMENT DE-INSTALLATION In the event that any of the Equipment is de-installed during the Service Term, the Annual Fixed Charge remains payable in respect of the de-installed Equipment until 60 days after Cytiva receives written notification from you of the intended date of de-installation or the actual date of de-installation (as the case maybe). 21 SECURITY Cytiva is not responsible for: (i) securing Buyer’s network; (ii) preventing unauthorized access to Buyer’s network or the Product; (iii) backup management; (iv) data integrity; (v) recovery of lost, corrupted or damaged data, images, software or equipment; or (vi) providing or validating antivirus or related IT safeguards unless sold to Buyer by Cytiva. NEITHER PARTY WILL BE LIABLE TO THE OTHER PARTY FOR DAMAGES CAUSED BY UNAUTHORIZED ACCESS TO THE NETWORK, PRODUCT OR SOFTWARE AS A SERVICE IN SPITE OF A PARTY’S COMPLIANT SECURITY MEASURES. 22 GENERAL PROVISIONS 22.1 The Agreement is the complete and exclusive statement of the terms of the arrangement between you and Cytiva regarding its subject matter. No prior proposals, statements, course of dealing, or usage of the trade will form a part of Agreement. Any terms and conditions stated or attached to your purchase order are hereby expressly excluded. If any of these Terms conflict with any Support Summary or the Schedules, the Support Summary will take precedence, followed by the Schedules and then these Terms. the information or opinion. For the avoidance of doubt, Personal Information includes health information of a patient of the Customer. 22.2 The Agreement may only be varied by a subsequent written document signed by the authorized representatives of each party. A signed copy of the Agreement delivered by facsimile machine is binding and enforceable on both parties. 22.3 The Agreement may be executed in any number of counterparts. All counterparts taken together constitute one instrument. 23
Appears in 2 contracts
Samples: 1 Agreement, 1 Agreement
