Breach of University Data Sample Clauses

Breach of University Data. Contractor acknowledges and agrees that, in the course of its engagement by Xxxx’x Daughters, contractor may receive or have access to King’s Daughters, Contractor shall comply with the terms and conditions set forth in this agreement and the Business Associate Agreement between King’s Daughters and Contractor in its collection, receipt, transmission, access, storage, disposal, use and disclosure of such King’s Daughters Data and be responsible for the unauthorized collection, receipt, transmission, access, storage, disposal, use and disclosure of King’s Daughters Data under its control or in its possession by all Authorized Persons. Contractor shall be responsible for, and remain liable to, Xxxx’x Daughters for the actions and omissions of all Authorized Persons that are not Authorized Employees concerning the treatment of King’s Daughters as if they were Contractor’s own actions and omissions. In recognition of the foregoing, Contractor agrees and covenants that it shall: • keep and maintain all King’s Daughters Data in strict confidence, using such degree of care as is appropriate to avoid unauthorized acquisition, access, use or disclosure. • use and disclose King’s Daughters Data solely and exclusively for the purposes for which King’s Daughters Data, or access to it, is provided pursuant to the terms and conditions of this Agreement, and not use, sell, rent, transfer, distribute, or otherwise disclose or make available King’s Daughters Data for Contractor’s own purposes or for the benefit of anyone other than King’s Daughters in each case, without King’s Daughters prior written consent; • not, directly or indirectly, disclose King’s Daughters Data to any person other than its Authorized Employees, including any, subcontractors, agents, outsourcers or auditors (an “Unauthorized Third Party”), without express written consent from King’s Daughters unless and to the extent required by applicable law, in which case, Contractor shall (i) notify King’s Daughters before such disclosure or as soon thereafter as reasonably possible; (ii) be responsible for and remain liable to King’s Daughters for the actions and omissions of such unauthorized • Third Party concerning the treatment of such King’s Daughters Data as if they were Contractor’s own actions and omissions; and (iii) require the Unauthorized Third Party that has access to King’s Daughters Data to execute a written agreement agreeing to comply with the terms and conditions of the Contract, including, w...
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Related to Breach of University Data

  • Exclusion for Material Breach of this CIA 1. Definition of Material Breach. A material breach of this CIA means:

  • Breach of Confidentiality Contractor acknowledges that there can be no adequate remedy at law for any breach of Contractor’s obligations hereunder, that any such breach will likely result in irreparable harm, and therefore, that upon any breach or threatened breach of the confidentiality obligations, the Court shall be entitled to appropriate equitable relief, without the requirement of posting a bond, in addition to its other remedies at law. INDEMNIFICATION

  • Breach of Agreement Failure by the party to comply with or perform any agreement or obligation (other than an obligation to make any payment under this Agreement or delivery under Section 2(a)(i) or 2(e) or to give notice of a Termination Event or any agreement or obligation under Section 4(a)(i), 4(a)(iii) or 4(d)) to be complied with or performed by the party in accordance with this Agreement if such failure is not remedied on or before the thirtieth day after notice of such failure is given to the party;

  • Breach of Covenant The Borrower breaches any material covenant or other term or condition of the Subscription Agreement or this Note in any material respect and such breach, if subject to cure, continues for a period of ten (10) business days after written notice to the Borrower from the Holder.

  • Material Breach of Contract In the event Contractor fails to deliver the product and services as contracted for herein, to the satisfaction of the City of Sparks or otherwise fails to perform any provisions of this Contract, the City, after providing five (5) days written notice and Contractor’s failure to cure such breach within the time specified in the notice, may without waiving any other remedy, make good the deficiencies and deduct the actual cost of providing alternative products and/or services from payment due the Contractor. Non-performance after the first notice of non-performance shall be considered a material breach of contract.

  • Defendant’s Breach of Plea Agreement If the defendant commits any crimes, violates any conditions of release, or violates any term of this plea agreement between the signing of this plea agreement and the date of sentencing, or fails to appear for sentencing, or if the defendant provides information to the Probation Office or the Court that is intentionally misleading, incomplete, or untruthful, or otherwise breaches this plea agreement, the United States will be released from its obligations under this agreement. The defendant, however, will remain bound by the terms of the agreement, and will not be allowed to withdraw his plea of guilty. The defendant also understands and agrees that in the event he violates this plea agreement, all statements made by him to law enforcement agents subsequent to the execution of this plea agreement, any testimony given by him before a grand jury or any tribunal or any leads from such statements or testimony shall be admissible against him in any and all criminal proceedings. The defendant waives any rights that he might assert under the United States Constitution, any statute, Rule 11(f) of the Federal Rules of Criminal Procedure, Rule 410 of the Federal Rules of Evidence, or any other federal rule that pertains to the admissibility of any statements made by him subsequent to this plea agreement.

  • Breach of Covenants If the Company breaches any of the covenants set forth in this Section 4, and in addition to any other remedies available to the Buyer pursuant to this Agreement, it will be considered an event of default under Section 3.4 of the Note.

  • Indemnification Related to Confidentiality of Materials The Contractor will protect, defend, indemnify, and hold harmless the Department for claims, costs, fines, and attorney’s fees arising from or relating to its designation of materials as trade secret or otherwise confidential.

  • FALSE STATEMENTS; BREACH OF REPRESENTATIONS The Parties acknowledge that this Agreement has been negotiated, and is being executed, in reliance upon the information contained in the Application, and any supplements or amendments thereto, without which the Comptroller would not have approved this Agreement and the District would not have executed this Agreement. By signature to this Agreement, the Applicant:

  • RESEARCH MISCONDUCT If this Agreement involves basic, applied, or demonstration research in a field of science, medicine, engineering, or mathematics, including but not limited to, research in economics, education, linguistics, medicine, psychology, social sciences, statistics, and research involving human subject or animals, this Agreement incorporates by reference DEAR 952.235-71 Research Misconduct (July 2005).

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