ACCREDIBLEʼS OBLIGATIONS Sample Clauses

ACCREDIBLEʼS OBLIGATIONS. 5.1 Accredible shall in the course of providing Services, including with regard to transfers of Personal Data to a third country, Process Customer Personal Data only on behalf of and under the documented Instructions of Customer unless required to do so otherwise by Applicable Law, including the law of the European Union or the law of a member state of the European Union (“Member State”); in such a case, Accredible shall inform Customer of that legal requirement before Processing, unless that law prohibits such information on important grounds of public interest (the corresponding Clause 5 (a) SCC shall remain unaffected). 5.2 Without limiting the foregoing, Accredible shall not retain, use, sell or disclose Personal Data covered by the CCPA outside of the direct business relationship between the Customer and Accredible, unless otherwise required or permitted by Applicable Law. 5.3 Accredible shall take steps reasonably necessary to ensure that any natural person acting under its authority who has access to Customer Personal Data does not Process such data except on Instructions from Customer, unless otherwise required to do so by Applicable Law. 5.4 Accredible ensures that persons authorized to Process the Personal Data have committed themselves to confidentiality or are under an appropriate statutory obligation of confidentiality and that the obligation will remain after termination of this Accredible DPA.
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Related to ACCREDIBLEʼS OBLIGATIONS

  • Confidentiality (a) Subject to Section 7.15(c), during the Term and for a period of three

  • Indemnification Notwithstanding any contrary provision contained in this Agreement, any election hereunder or any termination of this Agreement, and whether or not this Agreement is otherwise carried out, the provisions of Section 5 shall not be in any way affected by such election or termination or failure to carry out the terms of this Agreement or any part hereof.

  • Force Majeure If by reason of Force Majeure, either party hereto shall be rendered unable wholly or in part to carry out its obligations under this Agreement through no fault of its own then such party shall give notice and full particulars of Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon. Upon delivering such notice, the obligation of the affected party, so far as it is affected by such Force Majeure as described, shall be suspended during the continuance of the inability then claimed but for no longer period, and such party shall endeavor to remove or overcome such inability with all reasonable dispatch. In the event that Vendor’s obligations are suspended by reason of Force Majeure, all TIPS Sales accepted prior to the Force Majeure event shall be the legal responsibility of Vendor and the terms of the TIPS Sale Supplemental Agreement shall control Vendor’s failure to fulfill for a Force Majeure event.

  • Indemnity The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, costs and reasonable counsel fees, for anything done or omitted by the Warrant Agent in the execution of this Agreement, except as a result of the Warrant Agent’s gross negligence, willful misconduct or bad faith.

  • Answering Paragraph No 66: Xxxx Xxx xxxxx knowledge or information sufficient to form a 20 belief about the truth of the allegations contained in this paragraph and on that basis denies them.

  • WHEREAS the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants; and

  • Term The term of this Agreement will be ten (10) years from the Effective Date (as such term may be extended pursuant to Section 4.2, the “Term”).

  • NOW, THEREFORE the parties hereto agree as follows:

  • Waiver The waiver by any party hereto of a breach of any provision of this Agreement shall not operate or be construed as a waiver of any other or subsequent breach.

  • Insurance The Company and the Subsidiaries are insured by insurers of recognized financial responsibility against such losses and risks and in such amounts as are prudent and customary in the businesses in which the Company and the Subsidiaries are engaged, including, but not limited to, directors and officers insurance coverage. Neither the Company nor any Subsidiary has any reason to believe that it will not be able to renew its existing insurance coverage as and when such coverage expires or to obtain similar coverage from similar insurers as may be necessary to continue its business without a significant increase in cost.

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