Processing by Processor in a Sample Clauses

Processing by Processor in a third country with poor data protection security. If the processing of the data by the Processor takes place exclusively or also in a third country with poor data protection security, the EU standard contractual clauses adopted by Commission Implementing Decision (EU) 2021/914 of 4 June 2021 (“EU standard contractual clauses 2021”) shall apply in respect of such processing. The selection of the module of these EU standard contractual clauses 2021 applicable to the processing shall be made in Attachment 1. Controller and Processor shall cooperate closely in documenting compliance with the obligations resulting from the EU standard contractual clauses 2021. In order to meet the criteria set out in Clause 14 of the EU standard contractual clauses 2021, the Processor shall provide the Controller with all information required in this respect. In particular, the Processor shall answer the Controller’s questions truthfully, comprehensively and within a reasonable period of time regarding the applicability of legal provisions and practices or their practical implementation in the relevant third countries with poor data protection security. If, due to the legal provisions and practices in these third countries with poor data protection security and in view of the particular circumstances of the processing, there is no reasonable assurance that the processing will be carried out in compliance with the EU standard contractual clauses 2021, the Processor shall, in consultation with the Controller, (i) implement additional technical and organizational measures and/or (ii) provide additional contractual assurances, which, taking into account these legal provisions and practices and the particular circumstances of the processing, provide a sufficient guarantee for the processing of the data in compliance with the Processor’s obligations under the EU standard contractual clauses 2021 (“Additional Measures and Assurances”). The processing of the data by the Processor may only start after the Controller’s questions mentioned in paragraph 2 have been answered by the Processor and after the Additional Measures and Assurances possibly required according to paragraph 3 have been taken or given.
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Processing by Processor in a third country with poor data protection security. If the processing of the data by the Processor takes place exclusively or partly in a third country with poor data protection security, the relevant EU Standard Contractual Clauses will apply in relation to such processing. References to Directive 95/46/EC in the EU Standard Contractual Clauses shall be understood as references to the relevant and corresponding articles in the GDPR.
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Related to Processing by Processor in a

  • REMOVAL OF RECORDS FROM PREMISES Where performance of the Contract involves use by the Contractor (or the Contractor’s subsidiaries, affiliates, partners, agents or subcontractors) of Authorized User owned or licensed papers, files, computer disks or other electronic storage devices, data or records at Authorized User facilities or offices, or via remote access, the Contractor (or the Contractor’s subsidiaries, affiliates, partners, agents or subcontractors) shall not remotely access, modify, delete, copy or remove such Records without the prior written approval of the Authorized User. In no case, with or without the written approval of the Authorized User, can the Authorized User data be accessed, moved or sent outside the continental United States.

  • Cancellation and Destruction of Surrendered Receipts; Maintenance of Records All Receipts surrendered to the Depositary shall be cancelled by the Depositary. The Depositary is authorized to destroy Receipts so cancelled in accordance with its customary practices. Cancelled Receipts shall not be entitled to any benefits under this Deposit Agreement or be valid or obligatory for any purpose.

  • Use of sub-processors 1. The data processor shall meet the requirements specified in Article 28(2) and (4) GDPR in order to engage another processor (a sub-processor). 2. The data processor shall therefore not engage another processor (sub-processor) for the fulfilment of the Clauses without the prior general notification of the data controller. 3. The data processor has the data controller’s general authorisation for the engagement of sub-proces- sors. The data processor shall inform the data controller of any intended changes concerning the addi- tion or replacement of sub-processors at least 14 days in advance, thereby giving the data controller the opportunity to object to such changes prior to the engagement of the concerned sub-processor(s). Longer time periods of prior notice for specific sub-processing services can be provided in Appendix B. The list of sub-processors already authorised by the data controller can be found in Appendix B. 4. Where the data processor engages a sub-processor for carrying out specific processing activities on behalf of the data controller, the same data protection obligations as set out in the Clauses shall be imposed on that sub-processor by way of a contract or other legal act under EU or Member State law, in particular providing sufficient guarantees to implement appropriate technical and organisational measures in such a manner that the processing will meet the requirements of the Clauses and the GDPR. The data processor shall therefore be responsible for requiring that the sub-processor at least complies with the obligations to which the data processor is subject pursuant to the Clauses and the GDPR. 5. A copy of such a sub-processor agreement and subsequent amendments shall – at the data controller’s request – be submitted to the data controller, thereby giving the data controller the opportunity to ensure that the same data protection obligations as set out in the Clauses are imposed on the sub-processor. Clauses on business related issues that do not affect the legal data protection content of the sub-pro- cessor agreement, shall not require submission to the data controller. 6. The data processor shall agree a third-party beneficiary clause with the sub-processor where – in the event of bankruptcy of the data processor – the data controller shall be a third-party beneficiary to the sub-processor agreement and shall have the right to enforce the agreement against the sub-processor engaged by the data processor, e.g., enabling the data controller to instruct the sub-processor to delete or return the personal data. 7. If the sub-processor does not fulfil his data protection obligations, the data processor shall remain fully liable to the data controller as regards the fulfilment of the obligations of the sub-processor. This does not affect the rights of the data subjects under the GDPR – in particular those foreseen in Articles 79 and 82 GDPR – against the data controller and the data processor, including the sub-processor.

  • REMANUFACTURED, RECYCLED, RECYCLABLE OR RECOVERED MATERIALS Upon the conditions specified in the Bid Specifications and in accordance with the laws of the State of New York, Contractors are encouraged to use recycled, recyclable or recovered materials in the manufacture of Products and packaging to the maximum extent practicable without jeopardizing the performance or intended end use of the Product or packaging unless such use is precluded due to health, welfare, safety requirements or in the Bid Specifications. Contractors are further encouraged to offer remanufactured Products to the maximum extent practicable without jeopardizing the performance or intended end use of the Product and unless such use is precluded due to health, welfare, safety requirements or by the Bid Specifications. Where such use is not practical, suitable, or permitted by the Bid Specifications, Contractor shall deliver new materials in accordance with the “Warranties" set forth below. Items with recycled, recyclable, recovered, refurbished or remanufactured content must be identified in the Bid or Bidder will be deemed to be offering new Product.

  • Disclaimer EXCEPT AS SPECIFICALLY PROVIDED TO THE CONTRARY IN THIS AGREEMENT, NEITHER PARTY MAKES ANY REPRESENTATIONS OR WARRANTIES TO THE OTHER PARTY CONCERNING THE SPECIFIC QUALITY OF ANY SERVICES, OR FACILITIES PROVIDED UNDER THIS AGREEMENT. THE PARTIES DISCLAIM, WITHOUT LIMITATION, ANY WARRANTY OR GUARANTEE OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING, OR FROM USAGES OF TRADE.