Privacy Shield and Standard Contractual Clauses Sample Clauses

Privacy Shield and Standard Contractual Clauses. During the term of the Agreement, Tripwire shall either: (a) remain certified under the EU-US and Swiss-US Privacy Shield self-certification programs operated by the U.S. Department of Commerce (“Privacy Shield”); or (b) if for any reason Tripwire ceases to be certified under the Privacy Shield or Privacy Shield is invalidated, the provisions of the Standard Contractual Clauses in Exhibit 2 shall immediately become effective. In such case: (a) The terms “data importer” means Tripwire, “data exporter” means Customer and its Affiliates. (b) For the purposes of Clause 5(a) of Exhibit 2, the following are deemed to be Customer’s instructions to process Personal Data: (i) Processing accordance with the Agreement; (ii) Processing initiated by Users in their use of the Services; (iii) Processing to comply with other reasonable instructions provided by Customer (e.g. via email or support tickets) where such instructions are consistent with the terms of the Agreement. (c) Pursuant to Clauses 5(h) and 11 of Exhibit 2, Customer acknowledges and expressly agrees that (i) Tripwire may engage Sub-Processors in connection with the provision of the Services under the terms in Sections 4 and 8.2 of this DPA; (ii) Tripwire will provide the current list of Sub-Processors as described in Section 4.1 of this DPA; and (iii) Tripwire may engage new Sub-Processors as described in Sections 4.2 and 4.3 of this DPA. (d) Copies of Sub-Processor agreements that must be provided by Tripwire to Customer pursuant to Clause 5(j) of Exhibit 2 may have all commercial information and clauses unrelated to the requirements of Exhibit 2 removed or redacted, and that such copies will be provided only on Customer’s request. (e) The audits described in Clauses 5(f) and 12(2) of Exhibit 2 shall be carried out in accordance with Section 7 of this DPA.
Sample 1
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Privacy Shield and Standard Contractual Clauses. During the term of the Agreement, Tripwire shall either: (a) remain certified under the EU-US and Swiss-US Privacy Shield self-certification programs operated by the U.S. Department of Commerce (“Privacy Shield”); or (b) if for any reason Tripwire ceases to be certified under the Privacy Shield, the provisions of the Standard Contractual Clauses in Exhibit 2 shall immediately become effective. In Exhibit 2, “data importer” means Tripwire, “data exporter” means Customer and its Affiliates. Clauses 5(f) and 5(h) of Exhibit 2 are satisfied by compliance with Sections 7 and 4 of this DPA, respectively.
Sample 1

Related to Privacy Shield and Standard Contractual Clauses

  • Standard Contractual Clauses Where (i) Personal Data of an EEA or Swiss based Controller is processed in a country outside the EEA, Switzerland and any country, organization or territory acknowledged by the European Union as safe country with an adequate level of data protection under Art. 45 GDPR, or where (ii) Personal Data of another Controller is processed internationally and such international processing requires an adequacy means under the laws of the country of the Controller and the required adequacy means can be met by entering into Standard Contractual Clauses, then: (a) SAP and Customer enter into the Standard Contractual Clauses; (b) Customer enters into the Standard Contractual Clauses with each relevant Subprocessor as follows, either (i) Customer joins the Standard Contractual Clauses entered into by SAP or SAP SE and the Subprocessor as an independent owner of rights and obligations ("Accession Model") or, (ii) the Subprocessor (represented by SAP) enters into the Standard Contractual Clauses with Customer ("Power of Attorney Model"). The Power of Attorney Model shall apply if and when SAP has expressly confirmed that a Subprocessor is eligible for it through the Subprocessor list provided under Section 6.1(c), or a notice to Customer; and/or (c) Other Controllers whose use of the Cloud Services has been authorized by Customer under the Agreement may also enter into Standard Contractual Clauses with SAP and/or the relevant Subprocessors in the same manner as Customer in accordance with Sections 7.2

  • TO THE STANDARD CONTRACTUAL CLAUSES This Appendix forms part of the Clauses and must be completed and signed by the parties.

  • CONTRACT CLAUSES  A SOLICITATION/CONTRACT FORM 1  I CONTRACT CLAUSES 58  B SUPPLIES OR SERVICES AND PRICES/COSTS 2 PART III - LIST OF DOCUMENTS, EXHIBITS & ATTACHMENTS  C DESCRIPTION/SPECS./WORK STATEMENT 25  J LIST OF ATTACHMENTS 74  D PACKAGING AND MARKING 26 PART IV - REPRESENTATIONS AND INSTRUCTIONS  E INSPECTION AND ACCEPTANCE 27 K REPRESENTATIONS, CERTIFICATIONS OTHER STATEMENTS OF OFFERORS  F DELIVERIES OR PERFORMANCE 29  G CONTRACT ADMINISTRATION DATA 32 L INSTRS., CONDS., AND NOTICES TO  H SPECIAL CONTRACT REQUIREMENTS 34 M EVALUATION FACTORS FOR AWARD

  • Compliance with Laws and Contractual Obligations Each Credit Party will (a) comply with and shall cause each of its Subsidiaries to comply with (i) the requirements of all applicable laws, rules, regulations and orders of any Governmental Authority (including, without limitation, laws, rules, regulations and orders relating to taxes, employer and employee contributions, securities, employee retirement and welfare benefits, environmental protection matters and employee health and safety) as now in effect and which may be imposed in the future in all jurisdictions in which any Credit Party or any of its Subsidiaries is now doing business or may hereafter be doing business and (ii) the obligations, covenants and conditions contained in all Contractual Obligations of such Credit Party or any of its Subsidiaries other than those laws, rules, regulations, orders and provisions of such Contractual Obligations the noncompliance with which could not be reasonably expected to have, either individually or in the aggregate, a Material Adverse Effect, and (b) maintain or obtain and shall cause each of its Subsidiaries to maintain or obtain all licenses, qualifications and permits now held or hereafter required to be held by such Credit Party or any of its Subsidiaries, for which the loss, suspension, revocation or failure to obtain or renew, could reasonably be expected to have, either individually or in the aggregate, a Material Adverse Effect. This Section 2.1 shall not preclude any Credit Party or its Subsidiaries from contesting any taxes or other payments, if they are being diligently contested in good faith in a manner which stays enforcement thereof and if appropriate expense provisions have been recorded in conformity with GAAP, subject to Section 3.2.

  • Compliance with Laws and Material Contractual Obligations Each Loan Party will, and will cause each Subsidiary to, (i) comply with each Requirement of Law applicable to it or its property (including without limitation Environmental Laws) and (ii) perform in all material respects its obligations under material agreements to which it is a party, except, in each case, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. Each Loan Party will maintain in effect and enforce policies and procedures designed to ensure compliance by such Loan Party, its Subsidiaries and their respective directors, officers, employees and agents with Anti-Corruption Laws and applicable Sanctions.

  • General Clauses 29.1 This Deed of Sale constitutes the entire agreement between the Parties as to the subject matter hereof and no agreement, representation or warranty between the Parties other than those set out herein are binding on the Parties. 29.2 No extension of time, waiver, indulgence or suspension of any of the provisions of this agreement, which any Party hereto may have given, shall be binding unless recorded in a written document signed by all Parties. 29.3 No variation or alteration or cancellation of this Deed of Sale or any of the terms hereof, shall be of any force or effect, unless in writing and signed by the Parties hereto. 29.4 The Parties signing this document confirm that they have read and understood all of the terms and conditions contained herein and agree that they are bound hereto. 29.5 The Seller and the Purchaser warrants that they are duly authorised to sign acceptance of the Deed of Sale. 29.6 The agreements and undertaking of parties contained in this agreement shall each be construed as an agreement and undertaking independent of any other provision of this agreement. The parties hereby expressly agree that it is not the intention of any party to violate any public policy, statutory or common law, and that if any sentence, paragraph, clause or combination of the same is in violation of the law of the Republic of South Africa, such sentence, paragraph, clause or combination of the same alone shall be void in the jurisdiction where it is unlawful, and the remainder of such clause and this agreement shall remain binding upon the parties hereto. The parties further acknowledge that it is their intention that the provisions of this agreement be binding only to the extent that they may be lawful under existing applicable law of the Republic of South Africa, and in the event that any provision hereof is determined to be overly broad or unenforceable, the parties hereto agree to the modification of such provisions by their attorneys to the minimum extent required to make them valid and enforceable.

  • CONTRACTUAL TERMS Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the Terms and Conditions) set forth in the Prospectus dated [⚫] 2021 [and the supplement[s] to it dated [⚫] [and [date]] which [together] constitute[s] a base prospectus (the Prospectus) for the purposes of Regulation (EU) 2017/1129 (the Prospectus Regulation) and UK Regulation (EU) 2017/1129 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 (the EUWA) (the UK Prospectus Regulation) This document constitutes the Final Terms of the Covered Bonds described herein for the purposes of the Prospectus Regulation and the UK Prospectus Regulation and must be read in conjunction with such Prospectus. Full information on the Issuer, the LLP and the Covered Bonds is only available on the basis of the combination of these Final Terms and the Prospectus [and the supplemental Prospectus dated [date]]. The Prospectus is published on the website of the London Stock Exchange and is available for viewing at Xxxxx Xxxxxx Xxxxx, 000 Xxxxxx Xxxxxx, Edinburgh EH2 4LH and the Issuer's website (xxx.xxx.xx.xx/xxxxxxxxx/xxxx-xxxxxxxxx), and copies may be obtained during normal business hours from TSB Bank plc, Xxxxx Xxxxxx Xxxxx, 000 Xxxxxx Xxxxxx, Edinburgh EH2 4LH. [Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the Terms and Conditions) set forth in the prospectus dated [⚫] which are incorporated by reference into the Prospectus dated [⚫] 2021 [and the supplement[s] to it dated [⚫] [and [date]] which [together] constitute[s] a base prospectus (the Prospectus) for the purposes of Regulation (EU) 2017/1129 (the Prospectus Regulation) and UK Prospectus Regulation (Regulation (EU) 2017/1129) as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 (EUWA) (the UK Prospectus Regulation).This document constitutes the Final Terms of the Covered Bonds described herein for the purposes of the Prospectus Regulation and the UK Prospectus Regulation and must be read in conjunction with the Prospectus. Full information on the Issuer, the LLP and the Covered Bonds is only available on the basis of the combination of these Final Terms and the Prospectus dated [current date] [and the supplemental Prospectus dated [date]]. The Prospectus and the Terms and Conditions are published on the website of the London Stock Exchange and are available for viewing at Xxxxx Xxxxxx Xxxxx, 000 Xxxxxx Xxxxxx, Edinburgh EH2 4LH and the Issuer's website (xxx.xxx.xx.xx/xxxxxxxxx/xxxx-xxxxxxxxx), and copies may be obtained during normal business hours from TSB Bank plc, Xxxxx Xxxxxx House, 120 Xxxxxx Street, Edinburgh EH2 4LH.]

  • Maximum Contractual Obligation The maximum obligation of COUNTY under this Agreement shall not 12 exceed the amount of $9,750,000, or actual allowable costs, whichever is less.

  • NO STRIKE CLAUSE During the life of this Agreement the VSEA and employees covered by this Agreement acknowledge their statutory obligations in relation to 3 VSA 903(b) and agree to be bound thereby.

  • SUBCONTRACTUAL RELATIONS 5.3.1 By written agreement, the Contractor shall require each Subcontractor, to the extent of the Work to be performed by the Subcontractor, to be bound to the Contractor by the terms of the Contract Documents, and to assume toward the Contractor all the obligations and responsibilities

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