Requirements for Data Processor Clause Samples

Requirements for Data Processor. In the event Roomlinx or its agents Process (“Process” and its variants for purposes of this Section includes access, collect, record, organize, use, store, adapt, alter, retrieve, consult, transfer, disclose or destroy) any information relating to a natural person that can be identified or becomes identifiable by virtue of such information, on behalf of Hyatt or its affiliates (collectively, “Personal Information”), Roomlinx in connection with this Agreement shall and shall cause its agents and personnel that Process such Personal Information to: i. comply with all data protection and privacy laws and regulations in any relevant jurisdictions that are applicable to Roomlinx’ Processing of Personal Information in accordance with this Agreement (together, the “Data Protection Laws”); ii. agree that, as between the Parties, all such Personal Information shall be deemed to be Hyatt Confidential Information (as defined in Section 10) that is owned by Hyatt and its Affiliates; iii. Process and retain that Personal Information only on the prior written instructions of Hyatt and only to the extent reasonably necessary for performance of this Agreement; iv. implement reasonable technical and organizational measures to protect that Personal Information against accidental or unlawful destruction or accidental loss, alteration, unauthorized disclosure or access (including, without limitation, during disposal of such Personal Information), in particular where the Processing involves the transmission of data over a network, and against all other unlawful forms of Processing; v. implement measures to protect Personal Information in accordance with reasonable compliance programs enacted by Hyatt from time to time and provided to Roomlinx in advance in writing; vi. take reasonable steps to ensure the reliability of personnel who have access to the Personal Information, including, without limitation that such personnel are qualified to do so and have received proper training; and require such personnel to comply with Roomlinx’ obligations under this Data Privacy and Protection Provision; vii. not disclose Personal Information to any person except: (x) as required or permitted by this Agreement; (y) with the prior written consent of Hyatt; or (z) pursuant to an order or requirement of a court of law, administrative agency, or other governmental body, provided that, if not prohibited from doing so, Roomlinx gives reasonable notice to Hyatt to contest such order or requiremen...