Common use of Data Processor’s Processing of Personal Data Clause in Contracts

Data Processor’s Processing of Personal Data. Subject to the Agreement with Customer, Data Processor shall Process Personal Data in accordance with Customer’s documented instructions regarding the manner in which the Data Processor will process the Personal Data, for the following purposes: (i) Processing in accordance with the Agreement and this DPA; (ii) Processing for Customer to be able to use the Services; (iii) Processing to comply with other Personal Data related requests provided by Customer where such requests are consistent with the terms of the Agreement; (iv) Processing as required by Union or Member State law to which Data Processor is subject; in such a case, Data Processor shall inform the Customer of the legal requirement before processing, unless that law prohibits such information on important grounds of public interest. To the extent that Data Processor cannot comply with a request from Customer and/or its Authorized Users (including, without limitation, any instruction, direction, code of conduct, certification, or change of any kind), Data Processor (i) shall inform Customer, providing relevant details of the problem, (ii) Data Processor may, without any kind of liability to Customer, temporarily cease all Processing of the affected Personal Data (other than securely storing those data) and/or suspend access to the Account, and (iii) if the Parties do not agree on a resolution to the issue in question and the costs thereof, Customer may, as its sole remedy, terminate the Agreement and this DPA with respect to the affected Processing, and Customer shall pay to Data Processor all the amounts owed to Data Processor or due before the date of termination. Customer will have no further claims against Data Processor (including, without limitation, requesting refunds for Services) due to the termination of the Agreement and the DPA in the situation described in this paragraph.

Data Processor’s Processing of Personal Data. Subject to the Agreement with CustomerAgreement, Data Processor shall Process Personal Data in accordance with Customer’s documented instructions regarding the manner in which the Data Processor will process the Personal Data, for the following purposes: (i) Processing in accordance with the Agreement and this DPADPA and to provide the Services; (ii) Processing for Customer to be able to use the Services; (iii) Processing to comply with other Personal Data related requests documented reasonable instructions provided by Customer (e.g., via email) where such requests instructions are consistent with the terms of the Agreement; (iv) Processing as required by Union or Member State law to which Data Processor is subject; in such a case, Data Processor shall inform the Customer of the legal requirement before processing, unless that law prohibits such information on important grounds of public interest. To the extent that Data Processor cannot comply with a request from Customer and/or its Authorized Users authorized users (including, without limitation, any instruction, direction, code of conduct, certification, or change of any kind), Data Processor (i) shall inform Customer, providing relevant details of the problem, (ii) Data Processor may, without any kind of liability to towards Customer, temporarily cease all Processing of the affected Personal Data (other than securely storing those data) and/or suspend access to the Account), and (iii) if the Parties do not agree on a resolution to the issue in question and the costs thereof, Customer each Party may, as its sole remedy, terminate the Agreement and this DPA with respect to the affected Processing, and Customer shall pay to Data Processor all the amounts owed to Data Processor or due before the date of termination. Customer will have no further claims against Data Processor (including, without limitation, requesting refunds for Services) due to the termination of the Agreement and and/or the DPA in the situation described in this paragraphparagraph (excluding the obligations relating to the termination of this DPA set forth below). Totango will not be liable in the event of any claim brought by a third party, including, without limitation, a Data Subject, arising from any act or omission of Totango, to the extent that such is a result of Customer’s instructions. If Customer provides Totango or any of the entities of the Totango Group with instructions, requests, suggestions, comments or feedback (whether orally or in writing) with respect to the Services, Customer acknowledges that any and all rights, including intellectual property rights, therein shall belong exclusively to Totango and that such shall be considered Totango’s intellectual property without restrictions or limitations of any kind, and Customer hereby irrevocably and fully transfers and assigns to Totango any and all intellectual property rights therein and waives any and all moral rights that Customer may have in respect thereto.

Data Processor’s Processing of Personal Data. Subject to the Agreement with CustomerAgreement, Data Processor shall Process Personal Data in accordance with CustomerCompany’s documented instructions regarding the manner in which the Data Processor will process the Personal Data, for the following purposes: (i) Processing in accordance with the Agreement and this DPADPA and to provide the Services; (ii) Processing for Customer Company to be able to use the Services; (iii) Processing to comply with other Personal Data related requests documented reasonable instructions provided by Customer Company (e.g., via email) where such requests instructions are consistent with the terms of the Agreement; (iv) Processing as required by Union or Member State law to which Data Processor is subject; in such a case, Data Processor shall inform the Customer Company of the legal requirement before processing, unless that law prohibits such information on important grounds of public interest. To the extent that Data Processor cannot comply with a request from Customer Company and/or its Authorized Users authorized users (including, without limitation, any instruction, direction, code of conduct, certification, or change of any kind), Data Processor (i) Data Processor shall inform CustomerCompany, providing relevant details of the problem, (ii) Data Processor may, without any kind of liability to Customertowards Company, temporarily cease all Processing of the affected Personal Data (other than securely storing those such data) and/or suspend access to the Account), and (iii) if the Parties do not agree on a resolution to the issue in question and the costs thereof, Customer each Party may, as its sole remedy, terminate the Agreement and this DPA with respect to the affected Processing, and Customer Company shall pay to Data Processor all the amounts owed to Data Processor or due before the date of termination. Customer Company will have no further claims against Data Processor (including, without limitation, requesting refunds for Services) due to the termination of the Agreement and and/or the DPA in the situation described in this paragraphparagraph (excluding the obligations relating to the termination of this DPA set forth below).

Data Processor’s Processing of Personal Data. Subject to the Agreement with CustomerAgreement, Data Processor shall Process Personal Data in accordance with CustomerClient’s documented instructions regarding the manner in which the Data Processor will process the Personal Data, for the following purposes: (i) Processing in accordance with the Agreement and this DPADPA and to provide the Services; (ii) Processing for Customer Client to be able to use the Services; (iii) Processing to comply with other Personal Data related requests documented reasonable instructions provided by Customer Client (e.g., via email) where such requests instructions are consistent with the terms of the Agreement; (iv) Processing as required by Union or Member State law to which Data Processor is subject; in such a case, Data Processor shall inform the Customer Client of the legal requirement before processing, unless that law prohibits such information on important grounds of public interest. To the extent that Data Processor cannot comply with a request from Customer Client and/or its Authorized Users authorized users (including, without limitation, any instruction, direction, code of conduct, certification, or change of any kind), Data Processor (i) shall inform CustomerClient, providing relevant details of the problem, (ii) Data Processor may, without any kind of liability to Customertowards Client, temporarily cease all Processing of the affected Personal Data (other than securely storing those data) and/or suspend access to the Account), and (iii) if the Parties do not agree on a resolution to the issue in question and the costs thereof, Customer each Party may, as its sole remedy, terminate the Agreement and this DPA with respect to the affected Processing, and Customer Client shall pay to Data Processor all the amounts owed to Data Processor or due before the date of termination. Customer Client will have no further claims against Data Processor (including, without limitation, requesting refunds for Services) due to the termination of the Agreement and and/or the DPA in the situation described in this paragraphparagraph (excluding the obligations relating to the termination of this DPA set forth below). Xxxxxx.xx will not be liable in the event of any claim brought by a third party, including, without limitation, a Data Subject, arising from any act or omission of Xxxxxx.xx, to the extent that such is a result of Client’s instructions. If Client provides Xxxxxx.xx or any of the entities of the Xxxxxx.xx Group with instructions, requests, suggestions, comments or feedback (whether orally or in writing) with respect to the Services, Client acknowledges that any and all rights, including intellectual property rights, therein shall belong exclusively to Xxxxxx.xx and that such shall be considered Xxxxxx.xx’s intellectual property without restrictions or limitations of any kind, and Client hereby irrevocably and fully transfers and assigns to Xxxxxx.xx any and all intellectual property rights therein and waives any and all moral rights that Client may have in respect thereto.

Data Processor’s Processing of Personal Data. Subject to the Agreement with CustomerAgreement, Data Processor shall Process Personal Data in accordance with CustomerClient’s documented instructions regarding the manner in which the Data Processor will process the Personal Data, for the following purposes: (i) Processing in accordance with the Agreement and this DPADPA and to provide the Services; (ii) Processing for Customer Client to be able to use the Services; (iii) Processing to comply with other Personal Data related requests documented reasonable instructions provided by Customer Client (e.g., via email) where such requests instructions are consistent with the terms of the Agreement; (iv) Processing as required by Union or Member State law to which Data Processor is subject; in such a case, Data Processor shall inform the Customer Client of the legal requirement before processing, unless that law prohibits such information on important grounds of public interest. To the extent that Data Processor cannot comply with a request from Customer Client and/or its Authorized Users authorized users (including, without limitation, any instruction, direction, code of conduct, certification, or change of any kind), Data Processor (i) shall inform CustomerClient, providing relevant details of the problem, (ii) Data Processor may, without any kind of liability to Customertowards Client, temporarily cease all Processing of the affected Personal Data (other than securely storing those data) and/or suspend access to the Account), and (iii) if the Parties do not agree on a resolution to the issue in question and the costs thereof, Customer each Party may, as its sole remedy, terminate the Agreement and this DPA with respect to the affected Processing, and Customer Client shall pay to Data Processor all the amounts owed to Data Processor or due before the date of termination. Customer Client will have no further claims against Data Processor (including, without limitation, requesting refunds for Services) due to the termination of the Agreement and and/or the DPA in the situation described in this paragraphparagraph (excluding the obligations relating to the termination of this DPA set forth below). QualiSystems will not be liable in the event of any claim brought by a third party, including, without limitation, a Data Subject, arising from any act or omission of QualiSystems, to the extent that such is a result of Client’s instructions. If Client provides QualiSystems or any of the entities of the QualiSystems Group with instructions, requests, suggestions, comments or feedback (whether orally or in writing) with respect to the Services, Client acknowledges that any and all rights, including intellectual property rights, therein shall belong exclusively to QualiSystems and that such shall be considered QualiSystems’s intellectual property without restrictions or limitations of any kind, and Client hereby irrevocably and fully transfers and assigns to QualiSystems any and all intellectual property rights therein and waives any and all moral rights that Client may have in respect thereto.