Common use of AUTHORIZED PARTNERS Clause in Contracts

AUTHORIZED PARTNERS. The parties acknowledge and agree that, by executing the Agreement, the Customer enters into the DPA on behalf of itself and, as applicable, in the name and on behalf of its Authorized Partners, thereby establishing a separate DPA between WorkSpan and each such Authorized Partner subject to the provisions of the Agreement and this DPA. Each Authorized Partner agrees to be bound by the obligations set forth in this DPA and, to the extent applicable, the Agreement. For the avoidance of doubt, an Authorized Partner is not and does not become a party to the Agreement and is only a party to the DPA. All access to and use of the Services by Authorized Partners must comply with the terms and conditions of the Agreement and any violation of the terms and conditions of the Agreement by an Authorized Partner shall be deemed a violation by Customer. The Customer that is the contracting party to the Agreement shall remain responsible for coordinating all communication with WorkSpan under this DPA and be entitled to make and receive any communication in relation to this DPA on behalf of its Authorized Partners. Where an Authorized Partner becomes a party to the DPA with WorkSpan, it shall to the extent required under applicable Data Protection Laws and Regulations be entitled to exercise the rights and seek remedies under this DPA, subject to the following: (i) Except where applicable Data Protection Laws and Regulations require the Authorized Partner to exercise a right or seek any remedy under this DPA against WorkSpan directly by itself, the parties agree that (i) solely the Customer that is the contracting party to the Agreement shall exercise any such right or seek any such remedy on behalf of the Authorized Partner, and (ii) the Customer that is the contracting party to the Agreement shall exercise any such rights under this DPA not separately for each Authorized Partner individually but in a combined manner for all of its Authorized Partners together. (ii) The parties agree that the Customer that is the contracting party to the Agreement shall, when carrying out an on-site audit of the procedures relevant to the protection of Customer Personal Data, take all reasonable measures to limit any impact on WorkSpan by combining, to the extent reasonably possible, several audit requests carried out on behalf of different Authorized Partners in one single audit.

AUTHORIZED PARTNERS. The parties acknowledge and agree that, by executing the Agreement, the Customer enters into the DPA on behalf of itself and, as applicable, in the name and on behalf of its Authorized Partners, thereby establishing a separate DPA between WorkSpan and each such Authorized Partner subject to the provisions of the Agreement and this DPA. Each Authorized Partner agrees to be bound by the obligations set forth in this DPA and, to the extent applicable, the Agreement. For the avoidance of doubt, an Authorized Partner is not and does not become a party to the Agreement and is only a party to the DPA. All access to and use of the Services by Authorized Partners must comply with the terms and conditions of the Agreement and any violation of the terms and conditions of the Agreement by an Authorized Partner shall be deemed a violation by Customer. The Customer that is the contracting party to the Agreement shall remain responsible for coordinating all communication with WorkSpan under this DPA and be entitled to make and receive any communication in relation to this DPA on behalf of its Authorized Partners. Where an Authorized Partner becomes a party to the DPA with WorkSpan, it shall to the extent required under applicable Data Protection Laws and Regulations be entitled to exercise the rights and seek remedies under this DPA, subject to the following: (i) Except where applicable Data Protection Laws and Regulations require the Authorized Partner to exercise a right or seek any remedy under this DPA against WorkSpan directly by itself, the parties agree that that (i) solely the Customer that is the contracting party to the Agreement shall exercise any such right or seek any such remedy on behalf of the Authorized Partner, and (ii) the Customer that is the contracting party to the Agreement shall exercise any such rights under this DPA not separately for each Authorized Partner individually but in a combined manner for all of its Authorized Partners together. (ii) The parties agree that the Customer that is the contracting party to the Agreement shall, when carrying out an on-site audit of the procedures relevant to the protection of Customer Personal Data, take all reasonable measures to limit any impact on WorkSpan by combining, to the extent reasonably possible, several audit requests carried out on behalf of different Authorized Partners in one single audit.