Details of Data Processing (a) Subject matter: The subject matter of the data processing under this DPA is the Customer Data.
Order Processing Any order by you for the purchase of shares of the respective Funds through us shall be accepted at the time when it is received by us (or any clearing house agency that we may designate from time to time), and at the offering and sale price next determined, unless rejected by us or the respective Funds. In addition to the right to reject any order, the Funds have reserved the right to withhold shares from sale temporarily or permanently. We will not accept any order from you that is placed on a conditional basis or subject to any delay or contingency prior to execution. The procedures relating to the handling of orders shall be subject to instructions that we shall forward from time to time to all members of the Selling Group. The shares purchased will be issued by the respective Funds only against receipt of the purchase price, in collected New York or Los Angeles Clearing House funds subject to deduction of all concessions on such sale (reallowance of any concessions to which you are entitled on purchases at net asset value will be paid through our direct purchase concession system). If payment for the shares purchased is not received within three days after the date of confirmation the sale may be cancelled forthwith, by us or by the respective Funds, without any responsibility or liability on our part or on the part of the Funds, and we and/or the respective Funds may hold you responsible for any loss, expense, liability or damage, including loss of profit suffered by us and/or the respective Funds, resulting from your delay or failure to make payment as aforesaid.
Data Processing In this clause:
Subprocessing The data importer shall not subcontract any of its processing operations performed on behalf of the data exporter under the Clauses without the prior written consent of the data exporter. Where the data importer subcontracts its obligations under the Clauses, with the consent of the data exporter, it shall do so only by way of a written agreement with the subprocessor which imposes the same obligations on the subprocessor as are imposed on the data importer under the Clauses. Where the subprocessor fails to fulfil its data protection obligations under such written agreement the data importer shall remain fully liable to the data exporter for the performance of the subprocessor's obligations under such agreement.
Sub-processing 11.1 The data importer shall not subcontract any of its processing operations performed on behalf of the data exporter under the Clauses without the prior written consent of the data exporter. Where the data importer subcontracts its obligations under the Clauses, with the consent of the data exporter, it shall do so only by way of a written agreement with the sub-processor which imposes the same obligations on the sub- processor as are imposed on the data importer under the Clauses. Where the sub-processor fails to fulfil its data protection obligations under such written agreement the data importer shall remain fully liable to the data exporter for the performance of the sub-processor’s obligations under such agreement.
11.2 The prior written contract between the data importer and the sub-processor shall also provide for a third-party beneficiary clause as laid down in Clause 3 for cases where the data subject is not able to bring the claim for compensation referred to in paragraph 1 of Clause 6 against the data exporter or the data importer because they have factually disappeared or have ceased to exist in law or have become insolvent and no successor entity has assumed the entire legal obligations of the data exporter or data importer by contract or by operation of law. Such third-party liability of the sub-processor shall be limited to its own processing operations under the Clauses.
11.3 The provisions relating to data protection aspects for sub-processing of the contract referred to in paragraph 1 shall be governed by the law of the Member State in which the data exporter is established, namely ........................................
11.4 The data exporter shall keep a list of sub-processing agreements concluded under the Clauses and notified by the data importer pursuant to Clause 5(j), which shall be updated at least once a year. The list shall be available to the data exporter’s data protection supervisory authority.
Processing of Customer Personal Data 3.1 UKG will:
3.1.1 comply with all applicable Data Protection Laws in the Processing of Customer Personal Data; and
3.1.2 not Process Customer Personal Data other than for the purpose, and in accordance with, the relevant Customer’s instructions as documented in the Agreement and this DPA, unless Processing is required by the Data Protection Laws to which the relevant UKG Processor is subject, in which case UKG to the extent permitted by the Data Protection Laws, will inform Customer of that legal requirement before the Processing of that Customer Personal Data.
3.2 Customer hereby:
3.2.1 instructs UKG (and authorizes UKG to instruct each Subprocessor) to: (a) Process Customer Personal Data; and (b) in particular, transfer Customer Personal Data to any country or territory subject to the provisions of this DPA, in each case as reasonably necessary for the provision of the Services and consistent with the Agreement.
3.2.2 warrants and represents that it is and will at all relevant times remain duly and effectively authorized to give the instructions set out in Section 3.2.1 on behalf of each relevant Customer Affiliate; and
3.2.3 warrants and represents that it has all necessary rights in relation to the Customer Personal Data and/or has collected all necessary consents from Data Subjects to Process Customer Personal Data to the extent required by Applicable Law.
3.3 Schedule 1 to this DPA sets out certain information regarding UKG’s Processing of Customer Personal Data as required by Article 28(3) of the GDPR (and equivalent requirements of other Data Protection Laws).
Data Collection, Processing and Usage The Company collects, processes and uses the International Participant’s personal data, including the International Participant’s name, home address, email address, and telephone number, date of birth, social insurance number or other identification number, salary, citizenship, job title, any shares of Common Stock or directorships held in the Company, and details of all Equity Awards or any other equity compensation awards granted, canceled, exercised, vested, or outstanding in the International Participant’s favor, which the Company receives from the International Participant or the Employer. In granting the Equity Award under the Plan, the Company will collect the International Participant’s personal data for purposes of allocating shares of Common Stock and implementing, administering and managing the Plan. The Company’s legal basis for the collection, processing and usage of the International Participant’s personal data is the International Participant’s consent.
Personal Data Processing 2.1 The Processor shall process Personal Data only on the basis of corresponding recorded orders from the Controller.
2.2 By way of exception, in particular in urgent cases, processing orders from the Data Controller may also be made orally. In this case, the Data Controller shall confirm as soon as possible and in writing, by any appropriate means, the instructions given orally.
2.3 Where the processing concerns the transmission of Personal Data to a third country outside the European Union or to an international organization, the Data Processor shall also comply with the relevant instructions of the Data Controller, unless different legal requirements exist under European Union laws or the laws of the Member State to which the Data Processor is subject. In such a case, the Data Processor shall inform the Data Controller before processing of the legal requirement in question, unless the said law prohibits this kind of information for reasons of substantial public interest.
2.4 The transmission of Personal Data to a third country outside the European Union is prohibited unless the Data Controller has given prior explicit approval to that end, and one of the following conditions is met: • the European Commission has resolved that an adequate level of protection of personal data is ensured in the country the Personal Data is to be transmitted; • the transmission is to be made to the U.S.A.; and the recipient of the Personal Data has acceded to and abides by the Privacy Shield Framework; • the transmission will be governed by the standard data protection clauses issued by the European Commission.
2.5 The Data Processor shall inform the Data Controller immediately upon receipt of the order or as soon as possible if he / she determines that the content of a particular processing order violates the Regulation and / or national law and / or the law of another Member State of the European Union (EU), and / or other provisions of EU law on the protection of Personal Data.
2.6 The Data Processor acknowledges that the Data Controller has full control over her Personal Data and determines any particular feature of the processing to which the Personal Data will be submitted. If the Data Processor ignores the instructions of the Data Controller and determines alone the scope, the means and generally any other matter concerning the processing of Personal Data, she shall render herself the Data Controller for the purposes of implementing the Regulation and the legal framework on the protection of Personal Data. The practical consequence of this is that, in addition to the full responsibility of the Processor towards the Controller, she shall carry the same level of responsibility vis-à-vis the independent supervisory authority (and any other competent state authority) as well as the Natural Persons - Data Subjects of the data being processed.
ELECTRONIC WORKFLOW SYSTEM OGS reserves the right to incorporate an electronic workflow system that may include elements of the Authorized User RFQ process. OGS reserves the right to post Authorized User Contract usage of Centralized Contracts. For Lot 4 only, when provided for in the RFQ and resultant Authorized User Agreement, the Authorized Users may reimburse travel expenses. All rules and regulations associated with this travel can be found at xxxx://xxx.xxxxx.xx.xx/agencies/travel/travel.htm. In no case will any travel reimbursement be charged that exceeds these rates. All travel will be paid only as specified within the Authorized User Agreement and must be billed with the associated services on the same Invoice with receipts attached. The Contractor shall receive prior approval from the Authorized User for any travel that occurs during the term of an Authorized User Agreement. Parking fees and/or parking tickets shall not be paid by an Authorized User. Unless otherwise specified in writing by the Authorized User, a vehicle will not be provided by Authorized User to the Contractor for travel. Therefore, the Contractor will be responsible for ensuring that the Contractor has access to an appropriate vehicle (e.g., personal vehicle or rental vehicle) or common carrier with which to carry out any necessary travel. For the Contractor to obtain reimbursement for the use of a rental vehicle, such use must be justified as the most cost- effective mode of transportation under the circumstances (including consideration of the most effective use of time). The Contractor is responsible for keeping adequate records to substantiate any claims for travel reimbursement. All services provided under the resultant Authorized User Agreement must be performed within CONUS. There are no BONDS for this Contract. However, an Authorized User may require in an RFQ a performance, payment or Bid bond, or negotiable irrevocable letter of credit or other form of security for the faithful performance for the resultant Authorized User Agreement. Pursuant to New York State Executive Law Article 15-A and Parts 140-145 of Title 5 of the New York Codes, Rules and Regulations (“NYCRR”), the New York State Office of General Services (“OGS”) is required to promote opportunities for the maximum feasible participation of New York State-certified Minority- and Women-owned Business Enterprises (“MWBEs”) and the employment of minority group members and women in the performance of OGS contracts.
Processing of a Grievance It is recognized and accepted by the Union and the Employer that the processing of grievances as hereinafter provided is limited by the job duties and responsibilities of the employees and shall therefore be accomplished during normal working hours only when consistent with such employee duties and responsibilities. The aggrieved employee and a Union representative shall be allowed a reasonable amount of time without loss of pay when a grievance is investigated and presented to the Employer during normal working hours provided that the employee and the Union representative have notified and received the approval of the designated supervisor who has determined that such absence is reasonable and would not be detrimental to the work programs of the Employer.
