GDPR Liability23 Sample Clauses

GDPR Liability23. 12.1. Notwithstanding any limitation of liability provisions in the Agreement,24 each party shall indemnify the other party against a GDPR Compensation Claim in accordance with the indemnifying party’s part of responsibility for the damage giving rise to the GDPR Compensation Claim,25 subject to the following: (a) the party seeking indemnification must notify the indemnifying party without undue delay upon becoming aware that a GDPR Compensation Claim has been or may be made; (b) the party seeking indemnification must take all reasonable measures to minimize the risk, and amount, of a GDPR Compensation Claim; and (c) the party seeking indemnification must reasonably cooperate with the indemnifying party to defend against or otherwise respond to the GDPR Compensation Claim in a mutually acceptable way. 12.2. If either party is held liable, individually or jointly with a third party, for a GDPR Fine, then that party shall ensure that fine is paid and shall not seek, and will not be entitled to recover, indemnity from the other party, notwithstanding any provision to the contrary in the Agreement or this DPA.26 22 While Sterling can assist in some cases with the administrative service of providing notice or collecting consent, use of those administrative services is optional and the legal obligation to provide notice and collect consent remains with our client.