Arrangement Between the Parties Sample Clauses

Arrangement Between the Parties. 2.1.1. The Parties each acknowledge and agree that the factual arrangements between them dictate the classification and role of each Party in respect of the Data Protection Laws. Notwithstanding the foregoing, the Parties anticipate that, in respect of the University Data, as between the University and the Supplier for the purposes of this Agreement, the University shall act as the Controller and the Supplier is appointed by the University to and shall act as the Processor in accordance with the terms of this Schedule 1. 2.1.2. Each of the Parties acknowledges and agrees that Appendix 1 (Data Processing Particulars) to this Agreement is an accurate description of the Data Processing Particulars. 2.1.3. Notwithstanding Paragraph 2.1.1 if either Party is deemed to be a joint Controller with the other in relation to the University Data, the Parties agree that they shall: a) be jointly responsible for the compliance obligations imposed on a Controller by the Data Protection Laws, and the Parties shall cooperate to do all necessary things to enable performance of such compliance obligations, except that each Party shall be responsible, without limitation, for compliance with its data security obligations where University Data has been transmitted by it, or while University Data is in its possession or control; and b) acting reasonably and in good faith seek by way of variation or additional agreement or arrangement, to document the parties' respective obligations in accordance with Data Protection Laws (particularly in respect of communications with Data Subjects, third parties and a Regulator, including in respect of transparency requirements and notification obligations). 2.1.4. Each Party agrees that in performing its obligations under this Agreement, it shall comply with the obligations imposed on it under the Data Protection Laws.

Arrangement Between the Parties. 1.1.1 The parties acknowledge that the factual arrangement between them dictates the classification of each party in respect of the Data Protection Laws. The parties anticipate that the Client shall act as a Controller and EOL shall act as a Processor pursuant to the Data Protection Particulars. 1.1.2 Each party shall comply at all times with Data Protection Laws and shall not perform its obligations under this Agreement in such a way as to cause the other to breach any of its applicable obligations under Data Protection Laws. 1.1.3 Notwithstanding anything in this Agreement to the contrary, this Clause 1 (Data Protection) shall continue in full force and effect for so long as EOL Processes any Customer Data.

Arrangement Between the Parties. 2.1.1 The Parties acknowledge that the factual arrangement between them dictates the classification of each party in respect of the Data Protection Laws. Notwithstanding the foregoing the Parties anticipate that the Customer shall act as a Controller and The Growth Company shall act as a Processor where The Growth Company is Processing the Personal Data on behalf of the Customer in relation to the Permitted Purpose in connection with the performance of its obligations under this Agreement; 2.1.2 Each of the Parties shall in performing its obligations under this Agreement, comply with the obligations imposed upon it under the Data Protection Laws. 2.1.3 Each of the Parties acknowledges and agrees that Schedule 1B (Data Processing Particulars) to this Agreement is an accurate description of the Data Processing Particulars.

Arrangement Between the Parties. 3.1.1 EOL acknowledges that the Client acts as a service provider to its clients and acts in that capacity as Data Processor. The Client's clients are the Controllers. EOL is carrying out specific processing activities as a sub-Processor pursuant to the Data Protection Particulars.

Arrangement Between the Parties. 3.1.1 Each Party agrees that the nature of the Processing under this Agreement will be as follows: (a) the Parties shall each Process the Personal Data; (b) each Party shall act as a Controller in respect of the Processing of the Personal Data on its own behalf and in particular each shall be a Controller of the Personal Data acting individually and in common, as follows: (i) The University shall be a Controller where it is Processing Personal Data in relation to our role as an education provider supplying services to students; and (ii) The Union shall be a Controller where it is Processing Personal Data in relation to the activities set out in paragraph A and B. 3.1.2 The Parties acknowledge and agree that Appendix 1 (Data Processing Particulars) to this Agreement is an accurate description of the Data Processing Particulars.

Arrangement Between the Parties. The Parties shall each Process the Personal Data. The Parties acknowledge that the factual arrangements between them dictate the classification of each Party in respect of the Data Protection Laws. Notwithstanding the foregoing, the Parties anticipate that, in respect of the Personal Data, as between the OU and the Service Provider for the purposes of this Agreement, the OU shall act as the Controller and the Service Provider shall act as the Processor. The Service Provider shall only process Personal Data in relation to the Permitted Purpose in connection with the performance of its obligations under this Agreement. Each of the Parties acknowledges and agrees that Appendix 2 (Data Processing Particulars) to this Agreement is an accurate description of the Data Processing Particulars. Nothing within this Agreement relieves the Service Provider of its own direct responsibilities and liabilities under the Data Protection Laws. Each Party shall make due notification to any relevant Regulator. The Service Provider undertakes to the OU that it will take all necessary steps to ensure that it operates at all times in accordance with the requirements of the Data Protection Laws and the Service Provider will, at its own expense, assist the OU in discharging its obligations under the Data Protection Laws as more particularly detailed in this Paragraph Error: Reference source not found (Data Protection). The Service Provider shall not, whether by act or omission, cause the OU to breach any of its obligations under the Data Protection Laws. To the extent that the Service Provider Processes any Personal Data as a Processor for and on behalf of the OU (as the Controller) it shall: only Process the Personal Data for and on behalf of the OU for the purposes of performing its obligations under this Agreement, and only in accordance with the terms of this Agreement and any documented instructions from the OU;

Arrangement Between the Parties. The Parties shall each Process the Personal Data. The Parties acknowledge that the factual arrangements between them dictate the classification of each Party in respect of the Data Protection Laws. Notwithstanding this, the Parties anticipate that, in respect of the Personal Data, as between the Recipient and the the Supplier for the purposes of this Agreement, the Recipient shall act as the Controller and the the Supplier shall act as the Processor, as follows: the Recipient shall be the Controller where it is Processing Personal Data in relation to the Permitted Purpose; and the Supplier shall be the Data Processor where it is Processing Personal Data in relation to the Permitted Purpose in connection with the performance of its obligations under this Agreement. Each of the Parties acknowledges and agrees that Schedule 1B (Data Processing Particulars) to this Agreement is an accurate description of the Data Processing Particulars. Nothing within this Agreement relieves the Supplier of its own direct responsibilities and liabilities under the Data Protection Laws. Each Party shall make due notification to any relevant regulator. the Supplier undertakes to the Recipient that it will take all necessary steps to ensure that it operates at all times in accordance with the requirements of the Data Protection Laws and the Supplier will, at its own expense, assist the Recipient in discharging its obligations under the Data Protection Laws as detailed in this Paragraph 2. The Supplier shall not, whether by act or omission, cause the Recipient to breach any of its obligations under the Data Protection Laws. To the extent that the Supplier Processes any Personal Data as a Processor for and on behalf of the Recipient (as the Controller) it shall: only Process the Personal Data for and on behalf of the Recipient for the purposes of performing its obligations under this Agreement, and only in accordance with the terms of this Agreement and any documented instructions from the Recipient; keep a record of any Processing of the Personal Data it carries out on behalf of the Recipient;

Arrangement Between the Parties. (a) By entering into this Addendum, the Supplier, at its sole option and discretion, requests, and Xxxxxxxxx.xxx shall use, commercially reasonable efforts to pay Qualifying Invoices early, in accordance with the terms of this Addendum. (b) In order for Xxxxxxxxx.xxx to provide the SciPay early payment service as contemplated by this Addendum, Users (as defined below) will require access to the SaaS Services and Xxxxxxxxx.xxx requires access to the SaaS Services and related services from the Third party (as defined below). Xxxxxxxxx.xxx has therefore entered into an agreement with a third party SaaS provider as explained further in clause 4.1 (the “Third Party”). Supplier acknowledges and agrees that only employees of Supplier who have been assigned a unique user name and password and issued a service token to access and use the SaaS Services (“Users”) are entitled to access and use the SaaS Services for Supplier’s internal business purposes and Supplier shall be responsible for ensuring that only such Users do so. Supplier shall be responsible for each User’s access and use of the SaaS Services. Access and use of the SaaS Services is at all times conditional upon compliance with the then current acceptable use policy of the Third Party from time to time (“AUP”) and this Addendum shall at all times be construed accordingly. Supplier warrants, represents and undertakes that it agrees and shall procure all Users agree to be bound by and shall only access and use the SaaS Services in accordance with the AUP. The AUP as at the date of this Addendum is attached as appendix 1 hereto. The AUP may be amended from time to time without requiring an amendment to this Addendum. In the event of such amendment, Xxxxxxxxx.xxx shall notify Suppliers in a reasonable manner. If the Supplier or any of its Users do not agree to the amended AUP, neither the Supplier nor any of its Users should access the SaaS Services on or after the effective date of such amendment and Supplier shall procure that no Users do so in such circumstance. Supplier acknowledges and agrees that it shall be responsible for any breach of this Addendum and/or the AUP by it and its Users as if such breach was its own. (c) Supplier will defend, indemnify and hold harmless Xxxxxxxxx.xxx, its Affiliates (and its/their respective officers, directors, employees, agents and representatives) from and against any and all losses, costs, damages, claims, liabilities and expenses of any nature whatsoever (including...

Arrangement Between the Parties. 1.1 Solution Provider shall be extending POS/Product Master Data Solution to for which they intend to validate product master data received from these retail points by using DataKart Services of GS1 India. While rendering the Services, Solution Provider shall have the access to GS1 India’s DataKart Application Interface. Solution Provider shall extract the APIs through a secured network in XML or JSON formats or as mutually agreed /decided by both the parties, i.e. Solution Provider and GS1 India from time to time. Solution Provider shall be responsible for integration of their internal systems with GS1 India DataKart APIs at its own costs / expenses. 1.2 GS1 India shall provide the access of the data to Solution Provider through APIs wherever the Brand owners / manufacturers are willing or have not restricted to share their product information with third parties. 1.3 Solution Provider shall be responsible for obtaining and keeping valid all such licenses as may be required by it for providing any services and/or for the fulfilment of any of its or obligations under this Agreement. Solution Provider shall be solely responsible, at its own cost, for obtaining all necessary approvals, sanctions, permissions, licenses to render the services as required by the applicable laws. 1.4 Solution Provider shall be permitted only to offer the POS/ Product Master Data related services to etc. 1.5 Solution Provider shall use only GS1 India’s white-listed IPs to extract data from GS1 India DataKart portal available on Datakart interface.

Arrangement Between the Parties. 1.1 The Parties shall each Process the Student Data and acknowledge that the factual arrangement between them dictates the classification of each Party in respect of the Data Protection Laws. 1.2 Notwithstanding Paragraph 1.1 the Parties anticipate that: 1.2.1 INTO shall be a Controller where it is Processing the Student Data for the purposes of assessing Student applications and issuing offers of places in respect of Programmes of the INTO JVs and the INTO Subsidiaries and assessing applications in respect of the Direct Entry Programmes; the relevant INTO JV and INTO Subsidiary shall be a Controller where it is Processing the Student Data in relation to its recruitment of Students to, and provision of, its respective Programmes; and the relevant INTO Partner University shall be a Controller where it is Processing the Student Data in relation to the recruitment of Students to, and the provision of, its own programmes, including Direct Entry Programmes; and 1.2.2 The Counsellor shall be a Controller where it is Processing the Student Data on its own behalf and determines the purposes for which and the manner in which any such Student Data are, or are to be, Processed. 1.3 Each of the Parties acknowledges and agrees that Appendix 1 (Data Protection Particulars) to this Schedule 2 is an accurate description of the Data Protection Particulars; 1.4 The Counsellor undertakes to comply with the terms of this Schedule and the Data Protection Laws in Processing the Student Data and undertakes to ensure that: 1.4.1 it is not subject to any prohibition or restriction which would prevent or restrict it from disclosing or transferring the Student Data to INTO or to INTO providing the Student Data to the relevant INTO JV, the relevant INTO Subsidiary and/or the relevant INTO Partner University in accordance with the terms of the Counsellor Agreement; 1.4.2 all fair processing notices (as required under Data Protection Laws) have been given (and/or, as applicable, consents obtained), including in relation to any Personal Data, and are sufficient in scope to: (i) allow INTO, the relevant INTO JV, the relevant INTO Subsidiary and the relevant INTO Partner University to access and Process the Student Data as required and envisaged under the Counsellor Agreement; (ii) disclose or transfer the Student Data (or relevant Student Data as applicable) to other third parties in accordance with the terms of the Counsellor Agreement.; 1.4.3 all Student Data disclosed or transferred t...