Cross-Border Transfer Sample Clauses

Cross-Border Transfer. We may transfer your Personal Information to a third-party service provider for processing and storage. Whenever we engage a third-party service provider, we ensure that the information is properly safeguarded at all times at a comparable level of protection the information would have received if it had not been transferred. Your Personal Information may be stored and processed in any country where we have facilities or in which we engage service providers, and by using the Services you consent to the transfer of information to countries outside of Canada, including the United States, which may have different data protection rules. In the event that your Personal Information is transferred outside of Canada, the government, courts or law enforcement or regulatory agencies of that jurisdiction may be able to obtain disclosure of your Personal Information through the laws of that jurisdiction.
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Cross-Border Transfer. Xxxxxx shall not process or transfer Personal Data subject to this Agreement to a country outside of the EU, European Economic Area, or Switzerland without MRK’s prior written consent; such consent is provided by concluding the EU Standard Contractual Clauses attached in Exhibit C. This Section 7.6 does not apply if Section 7.4 applies.
Cross-Border Transfer. 14.1. To the extent Everest Group’s use of the Products and/or Services requires an onward transfer mechanism to lawfully transfer personal data from a jurisdiction (i.e., the European Economic Area, the United Kingdom or Switzerland) to a recipient in locations outside of that jurisdiction, the parties hereby incorporate, and agree to comply with, the Standard Contractual Clauses of June 4, 2021 (“SCCs”) approved by the European Commission. In such case:
Cross-Border Transfer. 5.1 Each Party will ensure that, to the extent that any personal data is transferred by the Party to another country, such transfer will be subject to appropriate safeguards that provide an adequate level of protection in accordance with the Data Protection Laws.
Cross-Border Transfer. Any transfer of Personal Data that originates in the European Union to a third country outside the European Union in connection with the performance of a Party’s obligations under this Agreement shall only be made in accordance with Articles 44 to 50 of the EU GDPR and other Applicable Laws. The Parties agree to implement appropriate safeguards in accordance with Article 46 of the EU GDPR where necessary for the transfer of Personal Data for the purposes of the collaboration under this Agreement; this includes the obligation to enter into standard data protection clauses adopted by the European Commission in accordance with the examination procedure referred to in Article 93 (2) of the EU GDPR where necessary.
Cross-Border Transfer. Any transfer of relevant Personal Data by either Party to a third country outside the European Economic Area in connection with this Agreement shall only be made in accordance with Articles 44 to 50 of the GDPR and other Applicable DP Laws. The Parties agree to implement appropriate safeguards in accordance with Article 46 of the GDPR where necessary for the transfer of Personal Data for the purposes of the Collaboration under this Agreement; this includes the obligation to enter into, where necessary, standard data protection clauses adopted by the European Commission (from time to time) for the transfer of Personal Data from controllers established inside the European Economic Area to controllers or processors (as applicable) established in countries or territories outside the European Economic Area that are not Adequate Countries (“Model Clauses”). *** Certain information in this agreement has been omitted and filed separately with the Securities and Exchange Commission. [***] indicates that text has been omitted and is the subject of a confidential treatment request. Table of Contents
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Cross-Border Transfer. Any transfer of Personal Data governed by the EU GDPR out of the European Economic Area, United Kingdom or Switzerland to a third country outside the European Economic Area, United Kingdom or Switzerland in connection with this Agreement shall only be made in accordance with Articles 44 to 50 of the EU GDPR and other Applicable Laws. The Parties agree to implement appropriate safeguards in accordance with Article 46 of the EU GDPR where necessary or reasonably useful for the transfer of Personal Data for the purposes of the activities under this Agreement; this includes the obligation to enter into standard data protection clauses adopted by the European Commission in accordance with the examination procedure referred to in Article 93 (2) of the EU GDPR where necessary or reasonably useful.

Related to Cross-Border Transfer

  • Transfer Agreement Exhibit B, Transfer Agreement, between the Bureau, CONTRACTOR, and the Florida Department of Corrections (the FDC) which establishes guidelines for transfer of inmates between the Bay Correctional Facility and facilities operated by the FDC.

  • Agreement to Purchase and Sell On the terms and subject to the conditions set forth in this Agreement, each Originator, severally and for itself, agrees to sell to the Buyer, and the Buyer agrees to purchase from such Originator, from time to time on or after the Closing Date, but before the Purchase and Sale Termination Date (as defined in Section 1.4), all of such Originator’s right, title and interest in and to:

  • Conditions Applicable to All Sale and Purchase Transactions (a) Any transaction effected under this Article XII or in connection with the acquisition, disposition or substitution of any Asset shall be conducted on an arm’s length basis and, if effected with an Affiliate of the Collateral Manager (or with an account or portfolio for which the Collateral Manager or any of its Affiliates serves as investment adviser), shall be effected in accordance with the requirements of Section 5 of the Collateral Management Agreement on terms no less favorable to the Issuer than would be the case if such Person were not an Affiliate of the Collateral Manager; provided that the Trustee shall have no responsibility to oversee compliance with this clause (a) by the other parties. Any sale of a Collateral Obligation or an Equity Security (other than a Substitute Collateral Obligation) to the Collateral Manager, an Affiliate of the Collateral Manager or an Affiliate of the Issuer shall be at a purchase price at least equal to the current Fair Market Value of such Collateral Obligation or Equity Security and certified by the Collateral Manager to the Trustee.

  • Additional Terms applicable to the Transaction Adjustments applicable to the Transaction: Potential Adjustment Events: Notwithstanding Section 11.2(e) of the Equity Definitions, a “Potential Adjustment Event” means an occurrence of any event or condition, as set forth in any Dilution Adjustment Provision, that would result in an adjustment under the Indenture to the “Conversion Rate” or the composition of a “unit of Reference Property” or to any “Last Reported Sale Price,” “Daily VWAP,” “Daily Conversion Value” or “Daily Settlement Amount” (each as defined in the Indenture). For the avoidance of doubt, Dealer shall not have any delivery or payment obligation hereunder, and no adjustment shall be made to the terms of the Transaction, on account of (x) any distribution of cash, property or securities by Counterparty to holders of the Convertible Notes (upon conversion or otherwise) or (y) any other transaction in which holders of the Convertible Notes are entitled to participate, in each case, in lieu of an adjustment under the Indenture of the type referred to in the immediately preceding sentence (including, without limitation, pursuant to the fourth sentence of Section 14.04(c) of the Indenture or the fourth sentence of Section 14.04(d) of the Indenture). Method of Adjustment: Calculation Agent Adjustment, which means that, notwithstanding Section 11.2(c) of the Equity Definitions, upon any Potential Adjustment Event, the Calculation Agent, acting in good faith and in a commercially reasonable manner, shall make a corresponding adjustment to any one or more of the Strike Price, Number of Options, Option Entitlement and any other variable relevant to the exercise, settlement or payment for the Transaction. Notwithstanding the foregoing and “Consequences of Merger Events / Tender Offers” below:

  • Amendments to the Receivables Purchase Agreement The Receivables Purchase Agreement is hereby amended as follows:

  • ASSIGNMENT AND TRANSFER SIGNATURE LINES FOR VALUE RECEIVED, the undersigned Holder hereby sell(s), assign(s) and transfer(s) unto ______________________________ whose taxpayer identification number is _______________________ and whose address including postal zip code is ____________________________, the within Receipt and all rights thereunder, hereby irrevocably constituting and appointing ________________________ attorney-in-fact to transfer said Receipt on the books of the Depositary with full power of substitution in the premises.

  • Stop Transfer Instructions In order to enforce the foregoing covenants, the Company may impose stop-transfer instructions with respect to the securities of each Holder (and the securities of every other person subject to the restrictions in Section 1.14(a)).

  • Amendment to Purchase Agreement The Purchase Agreement is hereby amended as follows:

  • Purchase and Sale Agreement The Participating Investors and the selling Key Holder agree that the terms and conditions of any Proposed Key Holder Transfer in accordance with Subsection 2.2 will be memorialized in, and governed by, a written purchase and sale agreement with the Prospective Transferee (the “Purchase and Sale Agreement”) with customary terms and provisions for such a transaction, and the Participating Investors and the selling Key Holder further covenant and agree to enter into such Purchase and Sale Agreement as a condition precedent to any sale or other transfer in accordance with this Subsection 2.2.

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