Compliance by You Sample Clauses
The 'Compliance by You' clause requires the party to adhere to all applicable laws, regulations, and contractual obligations relevant to the agreement. In practice, this means the party must ensure their actions, business practices, and use of any products or services under the contract do not violate legal or regulatory requirements. This clause serves to allocate responsibility for legal compliance, protecting the other party from liability arising from unlawful conduct and ensuring that the agreement operates within the bounds of the law.
Compliance by You. You shall comply with any applicable European regulation related to personal data (such as the GDPR from its date of enforceability). In that regard:
(a) before any personal data processing, You shall provide Us with (i) the type of personal data (ii) the categories of data subjects for said personal data, (iii) the subject-matter, duration, nature and purpose of the processing of said personal data;
(b) You warrant that Your use of personal data through the Platform will comply with the scope described above;
(c) You warrant that unless We gave You prior written consent, You shall only use hosting providers / regions located in the European Union to process data covered by the GDPR;
(d) You warrant that unless We gave You prior written consent, You shall not process sensitive data (such as personal financial and financial account information, sexual orientation, personal medical or health information, personal information of children under 13, social security numbers, national identity, national insurance, and similar personal identifiers) through the Platform.
Compliance by You. We may give notice in writing to Your Board (the “Second Notification Notice”) that We are minded to issue a Second Performance Notice (whether or not arising from issues raised in the First Performance Notice) specifying: (i) the reasons why We have a reasonable concern in accordance with Paragraph 4.2(a)(i) or 4.2(a)(ii); (ii) the respects in which We consider You may not have complied with Paragraph 4.2(a)(i) or 4.2(a)(ii); (iii) the decision making process which We will follow in determining whether to issue a Second Performance Notice pursuant to this Paragraph 4.2, which decision making process is set out in more detail in Paragraphs 4.2(c) to 4.2(d) below; (iv) such steps as We may deem necessary for You to take to address the potential Non-Compliance or alleged failure to comply with the First Performance Notice to Our the Executive and the time frame for such compliance in the event that a Second Performance Notice does issue; and (v) any steps which We may take or may require You to take, whether under Paragraph 4.3 or otherwise, in the event that a Second Performance Notice does issue. You will have fourteen (14) days (or such other shorter or longer period as We may specify) from the date of Second Notification Notice to make written representations to Us in respect thereof and/or to address the matters specified in the Second Notification Notice. We shall consider the representations received from You and We may (in our absolute discretion) meet with You to discuss the matter. Following expiry of the period provided for in Paragraph 4.2(c) and having considered Your representations (if any), We shall make a determination as follows: (i) if We determine that You are not in non-compliance with the First Performance Notice or are not in Non-Compliance We shall so inform You in writing; (ii) if We determine that You have been in non-compliance with the First Performance Notice or in Non-Compliance but this has been addressed to Our satisfaction then We reserve the right to issue a Second Performance Notice in the terms set out in Paragraph 4.2(f) below; or (iii) if We determine that You have been in noncompliance with the First Performance Notice or have been in Non-Compliance and this has not been addressed to Our satisfaction, We may issue the Second Performance Notice in the terms set out in Paragraph 4.2(f) below. The Second Performance Notice shall specify: (i) Our determination; (ii) the reasons for Our determination; (iii) the steps We requ...