Handling In order to protect such Confidential Information from improper disclosure, each Party agrees: (a) That all Confidential Information shall be and shall remain the exclusive property of the source; (b) To limit access to such Confidential Information to authorized employees who have a need to know the Confidential Information for performance of this Agreement; (c) To keep such Confidential Information confidential and to use the same level of care to prevent disclosure or unauthorized use of the received Confidential Information as it exercises in protecting its own Confidential Information of a similar nature; (d) Not to copy, publish, or disclose such Confidential Information to others or authorize anyone else to copy, publish, or disclose such Confidential Information to others without the prior written approval of the source; (e) To return promptly any copies of such Confidential Information to the source at its request; and (f) To use such Confidential Information only for purposes of fulfilling work or services performed hereunder and for other purposes only upon such terms as may be agreed upon between the Parties in writing.
Warehousing Provide materials and supplies, including storage, ordering, and inventory management.
Storage The ordering agency is responsible for storage if the contractor delivers within the time required and the agency cannot accept delivery.
Claims Handling If a credible claim is made or threatened, for which Newegg is entitled to indemnification from Seller including without limitation the filing of a lawsuit against Newegg, or the receipt of a demand or notice by Newegg or Newegg elects to defend any claim for which Newegg is entitled to indemnification: 12.2.1. Newegg shall have the right to engage counsel of its choosing that Newegg deems, in its sole discretion, to be necessary for a competent defense of the suit; 12.2.2. Newegg shall pay all legal fees and expenses incurred in defense of the claim or suit as they become due. Seller shall reimburse Newegg for such fees and expenses within thirty (30) days from date of invoice or debit memo from Newegg. After thirty (30) days, Newegg will be entitled to deduct any unpaid invoice or debit memo amount from any amounts owed by Newegg to Seller. This shall not apply to any judgment or settlement amount, which amounts Newegg shall be entitled to notify, invoice or debit Seller's account at any time. 12.2.3. In the event a claim is made or a suit is filed directly against Newegg, and Newegg is defending such claim or suit, then Newegg, in its sole discretion, may settle the claim or suit. If Seller is defending the claim or suit, Seller may not settle the claim of suit absent the written consent of Newegg unless such settlement (i) includes a release of all claims pending against Newegg; (ii) contains no admission of liability or wrongdoing by Newegg; and (iii) imposes no obligations upon Newegg other than an obligation to stop selling any infringing items. Newegg agrees to provide reasonable assistance to Seller, at Seller's expense, regarding such claim or action.
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.
COMPLAINTS HANDLING 44.1 Either Party shall notify the other Party of any Complaints made by Other Contracting Bodies, which are not resolved by operation of the Supplier's usual complaints handling procedure within five (5) Working Days of becoming aware of that Complaint and, if the Supplier is the Party providing the notice, such notice shall contain full details of the Supplier's plans to resolve such Complaint. 44.2 Without prejudice to any rights and remedies that a complainant may have at Law (including under this Framework Agreement and/or a Call Off Agreement), and without prejudice to any obligation of the Supplier to take remedial action under the provisions of this Framework Agreement and/or a Call Off Agreement, the Supplier shall use its all reasonable endeavours to resolve the Complaint within ten (10) Working Days and in so doing, shall deal with the Complaint fully, expeditiously and fairly. 44.3 Within two (2) Working Days of a request by the Authority, the Supplier shall provide full details of a Complaint to the Authority, including details of steps taken to achieve its resolution.
Processing The Union and the Employer agree that in-person meetings are preferred at all steps of the grievance process and will make efforts to schedule in person meetings, if possible.
Loading RPMG shall schedule the loading and shipping of all outbound corn oil purchased hereunder, but all labor and equipment necessary to load trucks and rail cars and other associated costs shall be supplied and borne by Producer without charge to RPMG. Producer shall handle the corn oil in a good and workmanlike manner in accordance with RPMG’s written requirements and normal industry practice. Producer shall maintain the truck and rail loading facilities in safe operating condition in accordance with normal industry standards and shall visually inspect all trucks and rail cars to assure (i) cleanliness so as to avoid contamination, and (ii) that such trucks and railcars are in a condition suitable for transporting the corn oil. RPMG and RPMG’s agents shall have adequate access to the Ethanol Facility to load Producer’s corn oil on an industry standard basis that allows RPMG to economically market Producer’s corn oil. RPMG’s employees shall follow all reasonable safety rules and procedures promulgated by Producer and provided to RPMG reasonably in advance and in writing. Producer shall supply product description tags, certificates of analysis, bills of lading and/or material safety data sheets that are applicable to all shipments. In the event that Producer fails to provide the labor, equipment and facilities necessary to meet RPMG’s loading schedule, Producer shall be responsible for all costs and expenses, including without limitation actual demurrage and wait time, incurred by RPMG resulting from or arising in connection with Producer’s failure to do so.
DELIVERY, STORAGE, AND HANDLING The Contractor shall be responsible to inspect all components on delivery to ensure that no damage occurred during shipping or handling for furnish and installation projects. For equipment only purchases, the ordering entity shall be responsible to inspect all components on delivery. Materials must be stored in original undamaged packaging in such a manner to ensure proper ventilation and drainage, and to protect against damage, weather, vandalism, and theft until ready for installation.
Details of the Processing The subject-matter of Processing of Personal Data by Data Processor is the performance of the Services pursuant to the Agreement. The duration of the Processing, the nature and purpose of the Processing, as well as the types of Personal Data Processed and categories of Data Subjects under this DPA are further specified in Schedule 1 (Details of the Processing) to this DPA.