User Data We will maintain certain data that you transmit to the Services for the purpose of managing the performance of the Services, as well as data relating to your use of the Services. Although we perform regular routine backups of data, you are solely responsible for all data that you transmit or that relates to any activity you have undertaken using the Services. You agree that we shall have no liability to you for any loss or corruption of any such data, and you hereby waive any right of action against us arising from any such loss or corruption of such data.
Customer Data 5.1 The Customer shall own all right, title and interest in and to all of the Customer Data and shall have sole responsibility for the legality, reliability, integrity, accuracy and quality of the Customer Data.
5.2 In the event of any loss or damage to Customer Data, the Customer’s sole and exclusive remedy shall be for the Supplier to use reasonable commercial endeavours to restore the lost or damaged Customer Data from the latest back-up of such Customer Data maintained by the Supplier. The Supplier shall not be responsible for any loss, destruction, alteration or disclosure of Customer Data caused by any third party (except those third parties sub-contracted by the Supplier to perform services related to Customer Data maintenance and back-up).
5.3 The Customer acknowledges and agrees that its Customer Data (non-confidential Authorised User answers and Authorised User progress) may be utilised by the Supplier for the proper performance of, and improvement of, the Services, including analysis and research, general metrics and analytics and general promotional uses.
5.4 To the extent that the Customer Data comprises Personal Data and the Supplier processes such Personal Data on the Customer’s behalf when performing its obligations under this agreement (Customer Personal Data), the parties record their intention that the Customer shall be the Controller and the Supplier shall be the Processor of such Customer Personal Data and the following provisions apply:
(a) both parties shall comply with the Data Protection Laws in the performance of this agreement;
(b) the Supplier shall process the Customer Personal Data only in accordance with this agreement and any lawful instructions reasonably given by the customer from time to time (unless the Supplier is required by the Data Protection Laws or any other applicable laws to otherwise process the Customer Personal Data, in which case the Supplier shall promptly notify the Customer of this before performing the processing unless those Applicable Laws prohibit the Supplier from doing so;
(c) unless otherwise agreed, the Customer Personal Data shall not be transferred outside of the European Economic Area (EEA);
(d) the Customer shall be responsible for ensuring that it is lawfully entitled to transfer the Customer Personal Data to the Supplier, including by giving all necessary notices and/ or obtaining necessary consents, so that the Supplier may use, process and transfer it in accordance with this agreement;
(e) taking into account the state of technical development and the nature of processing, each party shall take appropriate technical and organisational measures against unauthorised or unlawful processing of Customer Personal Data or its accidental loss, alteration, disclosure, destruction or damage;
(f) the Supplier shall ensure that all persons acting for it with access to Customer Personal Data are informed of the confidential nature of the Customer Personal Data and are subject to a suitable binding obligation to keep the same confidential;
(g) the Customer acknowledges and agrees that the Supplier may use third party sub-Processors for the purposes of providing the Services, provided that the Supplier shall remain fully responsible for the acts and omissions of such third parties. The Supplier shall inform the Customer of any intended changes concerning the addition or replacement of sub- Processors involved the processing of Customer Personal Data, thereby giving the Customer the opportunity to object to such changes;
(h) the Supplier shall assist the Customer in providing Data Subject access and allowing Data Subjects to exercise their rights under the GDPR;
(i) the Supplier shall notify the Customer without delay and in any case within seventy-two (72) hours on becoming aware of any breach of Customer Personal Data;
(j) the Supplier must assist the Customer in meeting its GDPR obligations in relation to the security of processing, the notification of personal data breaches and data protection impact assessments; and
(k) the Supplier shall maintain complete and accurate records to demonstrate its compliance with this clause 5.4 and allow for audits by the Customer to verify the Supplier’s compliance with this clause 5.4.
5.5 All Customer Data will be handled in accordance with the privacy notice referred to in Schedule 1.
Source of Data A description of (1) the process used to identify claims in the Population, and (2) the specific documentation relied upon by the IRO when performing the Quarterly Claims Review (e.g., medical records, physician orders, certificates of medical necessity, requisition forms, local medical review policies (including title and policy number), CMS program memoranda (including title and issuance number), Medicare contractor manual or bulletins (including issue and date), other policies, regulations, or directives).
Data To permit evaluation of requests under paragraph (c) of this clause based on unreasonable cost, the Contractor shall include the following information and any applicable supporting data based on the survey of suppliers: Foreign (Nondesignated Country) and Domestic Construction Materials Cost Comparison Construction material description Unit of measure Quantity Cost (dollars) * Item 1: Foreign construction material Domestic construction material Item 2 Foreign construction material Domestic construction material [List name, address, telephone number, and contact for suppliers surveyed. Attach copy of response; if oral, attach summary.][Include other applicable supporting information.] [* Include all delivery costs to the construction site.]
Operator Materials Operator retains all right, title and interest in and to any and all of Operator’s software, materials, tools, forms, documentation, training and implementation materials and intellectual property (“Operator Materials”). Operator grants to the LEA a personal, nonexclusive license to use the Operator Materials for its own non-commercial, incidental use as set forth in the Service Agreement. Operator represents that it has all intellectual property rights necessary to enter into and perform its obligations in this DPA and the Service Agreement, warrants to the District that the District will have use of any intellectual property contemplated by the Service Agreement free and clear of claims of any nature by any third Party including, without limitation, copyright or patent infringement claims, and agrees to indemnify the District for any related claims.
