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Information Transfers Sample Clauses

Information Transfers. 7.1 The Parties recognize that each of them has patent license arrangements with Third Parties and that it is the individual responsibility of each Party to secure any rights under the patents of Third Parties which may be needed to enable it to manufacture and/or market the product (including products manufactured using the technology to be developed under the Development Project) at such time as it determines in its sole judgement that such action is required. 7.2 Any confidential information disclosed by one Party or more Parties in performance of the Development Project shall be designated with an appropriate and conspicuously obvious legend, such as (a) “IBM Confidential”, or (b) “XYZ Confidential”, where “XYZ” is replaced with the name of the disclosing Participating Party, or (c) “IBM-QRS Confidential”, where the information was jointly developed by IBM and QRS pursuant to a separate development project, as the case may be. Such legends shall clearly indicate to a person viewing or otherwise accessing such information that it is of a confidential nature to the disclosing Party/Parties. Any such disclosure that is made orally shall be confirmed in writing under a like designation within thirty (30) days after the date of such disclosure. The Technical Coordinators shall monitor and keep records of all such disclosures of confidential information and shall ensure that it is properly marked as confidential, and record the date of receipt. Specific Results generated pursuant to the Development Project and any confidential information that is included in Specific Results shall be clearly designated by the Technical Coordinators with an appropriate legend, such as “IBM-ABC Confidential”, where IBM and ABC represent all of the Parties. Further, in the event that a Representative of any Party obtains information relating to the Development Project in tangible form which is not designated as confidential in accordance with this Section 7.2, but which from its nature appears likely to be confidential, such Representative will notify the Technical Coordinator(s) of the other Party(ies) who then will decide whether or not such information can and should be thereafter treated as confidential. The Technical Coordinators of the Parties shall either unanimously agree that such information is non-confidential or have all copies of such information in tangible form promptly marked with the appropriate legend identifying its confidentiality. Table of Contents
Information Transfers. (a) As referenced in Section 7.3 of the Master Terms, the “Confidentiality Period” is from the Effective Date until XXXXX after the date set forth on Exhibit B (as of the Effective Date) for the applicable Qualification. (b) As referenced in the Master Terms, the “Background Know How Exclusions” for purposes of the Development Project are: XXXXX (c) In addition to the disclosure rights of a Participating Party pursuant to Section 7 and license rights in Section 8 of the Master Terms, each Participating Party has the following rights to disclose portions of Specific Results and/or Background Know-How, solely for the purpose of exercising its rights under the Agreement: 1. To contractors, suppliers, and consultants (and, for clarity, Subsidiaries of such Participating Party acting in any of the foregoing capacities) as may be reasonably necessary for Participating Party to manufacture Integrated Circuits and Semiconductor Products. By way of example and not limitation, examples of the general types of information the Parties agree are “reasonably necessary” for disclosure to such contractors, suppliers, and consultants are as follows: XXXXX IBM CONFIDENTIAL 6 Joint Development Project Agreement REDACTED Confidential Treatment Requested The portions of this document marked by “XXXXX” have been omitted pursuant to a request for confidential treatment and have been filed separately with the Securities and Exchange Commission Executable Version XXXXX Bulk-Industry Standard Semiconductor Process Technology 2. To customers (including companies providing design services to such customers), library/IP creators, Electronic Design Automation (“EDA”) vendors, consultants (such consultants including design service providers, integrated circuit designers, and external subcontractors), (and, for clarity, Subsidiaries of a Participating Party acting in any of the foregoing capacities) (collectively, “Customers/Designers”) as may be reasonably necessary to enable the design and sale of Integrated Circuits or Semiconductor Products to such customers by Participating Party. By way of example and not limitation, examples of the general types of information the Parties agree are “reasonably necessary” for disclosure to some or all Customers/Designers are as follows: XXXXX This Section 4(c)2 also includes the right to sublicense (as set forth in Section 8.5 of the Master Terms) to EDA vendors and circuit design or library providers where such sublicense is for the benefit of the...
Information Transfers. 2.9.1 The Customer acknowledges and agrees that the Personal Information may be transferred or stored outside the Customer’s country in order to carry out the Services and DigiBlu's other obligations under this Agreement. DigiBlu agrees that where the performances of Services involves a transfer of Personal Information outside the Customer’s country, additional requirements are to be met over and above the requirements described under this agreement, unless:- (i) the country where DigiBlu or its service provider(s) is located is a country that is recognised by the applicable Customer country to have a similar or adequate level of protection of Personal Information as described in the relevant Data Protection Act of the Customer’s country, or (ii) (where transfer takes place to the USA) DigiBlu or its service provider has been certified under the United States Privacy Shield Program or any other similar program that is recognised as providing an adequate level of protection, or (iii) DigiBlu has fully implemented (contractually with its service provider) binding corporate rules which provide adequate safeguards as required by the applicable DataProtection Act; 2.9.2 The Customer shall ensure that the Customer is entitled to transfer the relevant Personal Information to DigiBlu so that DigiBlu may lawfully use, process and transfer the Personal Information in accordance with this Agreement on the Customer's behalf. The Customer shall ensure that the relevant third parties (data subjects) have been informed of, and have given their consent to, such use, processing, and transfer as required by all applicable Data Protection Acts;
Information Transfers. None of the information acquired by the fellow during the seminars and the work assignment is to be passed on to a third party without the pri- or expressed permission of the discussion partner or host institution. In case such information is of a confidential nature or is treated or identified as such by the discussion partner or host institution, such in- cussed with a third party.
Information Transfers. 8.1. The Operator shall promptly notify the Responsible Party of any planned permanent or temporary transfers of personal information to a third country, without an adequate level of protection, and shall only perform such a transfer after obtaining authorisation from the Responsible Party, which may be refused at its own discretion.
Information TransfersThe Operator will promptly notify the Responsible Party of any planned permanent or temporary transfers of Personal Information to any country outside the borders of the Republic of South Africa. Furthermore the Operator will promptly notify the Responsible Party of any planned transfer of Personal Information to any country without an adequate level of protection, and will only perform such a transfer after obtaining written authorisation from the Responsible Party, which may be refused at its own discretion.

Related to Information Transfers

  • Permitted Transfers The provisions of Section 8.1 shall not apply to (a) a transfer or an assignment of this Lease in connection with the sale of substantially all the original Tenant’s assets if: (I) such sale of assets occurs on an arms’-length basis, to an unrelated third party, and is for a bona fide business purpose and not primarily to transfer Tenant’s interest in this Lease; and (II) upon the consummation of the transfer or assignment, the transferee or assignee is, in the sole, but reasonable determination of Landlord (and its lender, if applicable), capable of satisfying all of Tenant’s obligations hereunder; (b) an assignment of this Lease to a successor to Tenant by merger, consolidation, reorganization or similar corporate restructuring or to an entity that controls, is controlled by, or is under common control with, Tenant; or (c) a subletting of the Premises or any part thereof. In the case of an assignment or sublease that is expressly permitted pursuant to (a) or (c) of this Section 8.3, Tenant shall nevertheless be required to provide Landlord with notice of such assignment or sublease and a true and complete copy of the fully-executed documentation pursuant to which the assignment or sublease, as applicable, has been effectuated within ten (10) business days after the effective date of such assignment or sublease. Any permitted transferee under (a) of this Section 8.3 shall execute and deliver to Landlord any and all documentation reasonably required by Landlord in order to evidence assignee’s assumption of all obligations of Tenant hereunder and to evidence the assignee’s compliance (or ability to comply) with (a)(II) above. Notwithstanding anything to the contrary contained in this Section 8.3, in no event may Tenant assign, mortgage, transfer, pledge or sublease this Lease to any entity whatsoever if, at the time of such assignment, mortgage, transfer, pledge or sublease, a Default has occurred and remains continuing under this Lease.

  • Information Transmission The Provider, on behalf of itself and its respective Subsidiaries, shall use commercially reasonable efforts to provide or make available, or cause to be provided or made available, to the Recipient, in accordance with Section 6.1 of the Separation and Distribution Agreement, any Information received or computed by the Provider for the benefit of the Recipient concerning the relevant Service during the Service Period; provided, however, that, except as otherwise agreed to in writing by the Parties (a) the Provider shall not have any obligation to provide, or cause to be provided, Information in any non-standard format, (b) the Provider and its Subsidiaries shall be reimbursed for their reasonable costs in accordance with Section 6.3 of the Separation and Distribution Agreement for creating, gathering, copying, transporting and otherwise providing such Information, and (c) the Provider shall use commercially reasonable efforts to maintain any such Information in accordance with Section 6.4 of the Separation and Distribution Agreement.

  • Transfer of Personal Information Supplier warrants to DXC that Personal Information provided to Supplier or obtained by Supplier under this Agreement on behalf of DXC (including any SOW) shall not be transferred across national boundaries unless authorized by law or specified within this Agreement or the applicable SOW as authorized for transfer across national boundaries. Supplier agrees that any such transfer will only be made in compliance with applicable Data Privacy Laws. If there is a conflict between this Section ‘Data Protection and Privacy’ and the other provisions of this Agreement, the requirements of this Section shall take precedence.

  • Restricted Transfers Parties agree that when the transfer of personal data from Customer (as “data exporter”) to Atlassian (as “data importer”) is a Restricted Transfer and Applicable Data Protection Law requires that appropriate safeguards are put in place, the transfer will be subject to the Standard Contractual Clauses, which are deemed incorporated into and form a part of this DPA, as follows: (a) In relation to transfers of Customer Personal Data governed by the EU GDPR and processed in accordance with Section 2.2(a) of this DPA, the EU SCCs will apply, completed as follows: i. Module Two or Module Three will apply (as applicable); ii. in Clause 7, the optional docking clause will not apply; iii. in Clause 9, Option 2 will apply, and the time period for prior notice of Sub-processor changes will be as set out in Section 2.10 of this DPA; iv. in Clause 11, the optional language will not apply; v. in Clause 17, Option 1 will apply, and the EU SCCs will be governed by Irish law; vi. in Clause 18(b), disputes will be resolved before the courts of Ireland; vii. Annex I of the EU SCCs is deemed completed with the information set out in Exhibit A to this DPA, as applicable; and viii. Subject to Section 2.8 of this DPA, Xxxxx XX of the EU SCCs is deemed completed with the information set out in Exhibit B to this DPA; (b) In relation to transfers of personal data governed by the EU GDPR and processed in accordance with Section 2.2(b) of this DPA, the EU SCCs apply, completed as follows: i. Module One will apply; ii. in Clause 7, the optional docking clause will not apply; iii. in Clause 11, the optional language will not apply; iv. in Clause 17, Option 1 will apply, and the EU SCCs will be governed by Irish law; v. in Clause 18(b), disputes will be resolved before the courts of Ireland; vi. Annex I of the EU SCCs is deemed completed with the information set out in Exhibit A to this DPA, as applicable; and vii. Subject to Section 2.8 of this DPA, Xxxxx XX of the EU SCCs is deemed completed with the information set out in Exhibit B to this DPA; (c) In relation to transfers of personal data governed by UK Data Protection Law, the EU SCCs: (i) apply as completed in accordance with paragraphs (a) and (b) above; and (ii) are deemed amended as specified by the UK Addendum, which is deemed executed by the parties and incorporated into and forming an integral part of this DPA. In addition, Tables 1 to 3 in Part 1 of the UK Addendum is deemed completed respectively with the information set out in Section 2.9, as well as Exhibits A and B of this DPA; Table 4 in Part 1 is deemed completed by selecting “neither party.” Any conflict between the terms of the EU SCCs and the UK Addendum will be resolved in accordance with Section 10 and Section 11 of the UK Addendum. (d) In relation to transfers of personal data governed by the Swiss FADP, the EU SCCs will also apply in accordance with paragraphs (a) and (b) above, with the following modifications: i. any references in the EU SCCs to “Directive 95/46/EC” or “Regulation (EU) 2016/679” will be interpreted as references to the Swiss FADP, and references to specific Articles of “Regulation (EU) 2016/679” will be replaced with the equivalent article or section of the Swiss FADP; ii. references to “EU”, “Union”, “Member State” and “Member State law” will be interpreted as references to Switzerland and Swiss law, as the case may be, and will not be interpreted in such a way as to exclude data subjects in Switzerland from exercising their rights in their place of habitual residence in accordance with Clause 18(c) of the EU SCCs;