PROCESSOR CLAUSES Sample Clauses
Processor clauses define the obligations and responsibilities of a data processor when handling personal data on behalf of a data controller. These clauses typically outline requirements for data security, confidentiality, and compliance with relevant data protection laws, such as specifying how data should be processed, stored, or deleted. By clearly delineating the processor’s duties, these clauses help ensure that personal data is managed lawfully and reduce the risk of unauthorized use or breaches.
PROCESSOR CLAUSES. 2.1. In the event that We process Your personal data under or in connection with the Agreement, the parties record their intention that We are the processor, and You are the controller of such personal data. The Product Fact Sheet sets out the subject-matter and duration of the processing of Your personal data, the nature and purpose of the processing, the type of personal data and the categories of data subjects. Subject to clause 2.7 of this Schedule 6, We may amend the Product Fact Sheet from time to time.
2.2. Each party shall comply with its obligations under applicable Data Protection Legislation, and You warrant and undertake that You shall not instruct Us to process Your personal data where such processing would be unlawful.
2.3. Subject to clause 2.4 and 2.7 below, We shall process Your personal data only in accordance with Your documented instructions and shall not transfer Your personal data outside of the European Union or the UK (the “Approved Jurisdiction”) without the documented instruction. For the avoidance of any doubt, any configuration of the service by You (or Us, acting on Your instruction) shall constitute ‘written instructions’ for the purposes of this Schedule 6 and in relation to any transfer as a result of such configuration, We shall have put in place appropriate safeguards to protect Your personal data and ensure that the relevant data subjects have enforceable subject access rights and effective legal remedies as required by the Data Protection Legislation.
2.4. We may process Your personal data other than in accordance with Your documented instructions where required to do so by applicable law provided that (unless prohibited by applicable law on important grounds of public interest) We shall notify You of such legal requirement before such processing.
2.5. We shall ensure that individuals engaged in the processing of Your personal data under the Agreement are subject to written obligations of confidentiality.
2.6. We shall implement appropriate technical and organisational measures to ensure a level of security appropriate to the risk involved in processing Your personal data pursuant to the Agreement. We shall assist You by appropriate technical and organisational measures in fulfilling Your obligations as controller in relation to the security of processing Your personal data. Our general security measures are set out in clause 4 to this Schedule 6, the Access Payment Product specific security measures are set out in the r...
PROCESSOR CLAUSES. 2.1. In the event that We process Your personal data under or in connection with the Agreement, the parties record their intention that We are the processor and You are the controller of such personal data. Paragraph 3 of this Schedule 2 sets out the subject-matter and duration of the processing of Your personal data, the nature and purpose of the processing, the type of personal data and the categori es of data subjects. The parties may amend paragraph 3 from time to time by written agreement. You warrant and undertake that You have reviewed paragraph 3 and that it contains full and accurate details of “type of personal data” and “categories of data subject” to which the Agreement relates. In the event of any change during the term of the Agreement each party shall inform the other and You and We shall work together to correct paragraph 3 and review Paragraph 4as necessary.
2.2. Each party shall comply with its obligations under applicable Data Protection Legislation and You warrant and undertake that You shall not instruct Us to process Your personal data where such processing would be unlawful.
2.3. Subject to paragraph 2.4 below, We shall process Your personal data only in accordance with Your documented instructions and shall not transfer Your Personal Data outside of the European Union or the UK (the “Approved Jurisdiction”) without Your consent. For the avoidance of any doubt, any configuration of the service by You (or Us, acting on Your instruction) shall constitute ‘written instructions’ for the purposes of this Schedule 2 and in relation to any transfer as a result of such configuration, We shall have put in place appropriate safeguards to protect Your personal data and ensure that the relevant data subject have enforceable subject access rights and effective legal remedies as required by the Data Protection Legislation.
2.4. We may process Your personal data other than in accordance with Your documented instructions where required to do so by applicable law provided that (unless prohibited by applicable law on important grounds of public interest) We shall notify You of such legal requirement before such processing.
2.5. We shall ensure that individuals engaged in the processing of Your personal data under the Agreement are subject to written obligations of confidentiality in respect of such personal data as set out in Clause 6 of the Agreement.
2.6. We shall implement appropriate technical and organisational measures to ensure a level of secur...
PROCESSOR CLAUSES. 2.1. The parties acknowledge that the factual arrangements between them dictate the role of each party in respect of the Data Protection Legislation. Notwithstanding the foregoing, each party acknowledges that the intention is that You will be sharing Your and, to the extent applicable, Your Permitted Users’ personal data with Dext in order for Dext to fulfil its obligations under the Agreement and analyse the Customer Data, including Your personal data.
2.2. In the event that We process Your, and, to the extent applicable, Your Permitted Users’ personal data under or in connection with the Agreement, the parties record their intention that We are the processor, and You are the controller of such personal data. The Data Processing Details sets out the subject-matter and duration of the processing of Your personal data, the nature and purpose of the processing, the type of personal data and the categories of data subjects. Subject to clause 2.12 of this Data Processor Agreement, We may amend the Data Processing Details from time to time.
2.3. Each party shall comply with its obligations under applicable Data Protection Legislation, and You warrant and undertake that You shall not instruct Us to process Your personal data where such processing would be unlawful.
2.4. You acknowledge that We do not want, nor expect any special category of personal data to be uploaded by You or Permitted Users or Authorised Users and You agree not to (and to ensure that Your Permitted Users or Authorised Users as applicable do not) upload the same. Breach of this clause shall constitute a material breach of Your Agreement with US which may allow Us to terminate the Agreement in accordance with its terms including, without limitation, clause 6.1 of Schedule 1 of Dext’s General Terms and Conditions.
2.5. You also agree that (i) Dext is not acting on Your or any of Your Permitted User or Authorised User’s behalf as a Business Associate or subcontractor; (ii) the Dext Products may not be used to store, maintain, process or transmit protected health information (“PHI”) and (iii) the Dext Products will not be used in any manner that would require Dext or any of the Dext Products to be compliant with the Health Insurance Portability and Accountability Act of 1996, as amended and supplemented (“HIPAA”). In the preceding sentence, the terms “Business Associate,” “subcontractor,” “protected health information” or “PHI” shall have the meanings described in HIPAA.
2.6. Subject to clause 2...
PROCESSOR CLAUSES. 2.1 In the event that We process Your personal data under the Agreement, the parties record their intention that We are the processor and You are the controller of such personal data. Annex 1 to this Addendum 1 sets out the subject-matter and duration of the processing of Your personal data, the nature and purpose of the processing, the type of personal data and the categories of data subjects. The parties may amend Annex 1 from time to time by written agreement. You warrant and undertake that You have reviewed Annex 1 and that it contains full and accurate details of “type of personal data” and “categories of data subject” to which the Agreement relates. In the event of any change during the term of the Agreement You shall inform Us and You and We shall work together to correct Annex 1 and review Annex 2 as necessary.
PROCESSOR CLAUSES. 3.1 Subject to clause 5.1, the Processor Clauses shall apply to any transfers of Customer Personal Data falling within the scope of the GDPR from the Customer (as controller) to SUSE (as processor).
3.2 For the purposes of the Processor Clauses:
(a) references to Regulation (EU) 2018/1725 shall be deemed deleted;
(b) Annex I (List of Parties) shall be deemed to incorporate:
(i) with respect to the Customer and Customer Affiliates the information set out in the "Customer Details" and "Customer Affiliates" sections at the top of this DPA; and
(ii) with respect to ▇▇▇▇, the following information;
(c) Annex II (Description of the processing) shall be deemed to incorporate the information in Schedule 1;
(d) Annex III (Technical and Organisational Measures) shall be deemed to incorporate the information set out in the Technical and Organisational Measures Addendum.
PROCESSOR CLAUSES. In the event that the Seller process the Buyer’s personal data under the Agreement, the parties record their intention that the Seller are the processor and the Buyer are the controller of such personal data. The Sales Order sets out the subject-matter of the processing of the Buyer’s personal data and the duration of processing will be until termination of contract as outlined in the terms and conditions. The Buyer warrants and undertakes that the Buyer have reviewed the sales order, and project plan where applicable, and that it contains full and accurate details of “type of personal data” and “categories of data subject” to which the Agreement relates. In the event of any change during the term of the Agreement the Buyer shall inform the Seller and the Buyer and the Seller shall work together to review the information as necessary.