SUB-PROCESSORS AND THIRD COUNTRY TRANSFERS Sample Clauses

SUB-PROCESSORS AND THIRD COUNTRY TRANSFERS. 4.1. Subject to clause 4.2, Data Processor may engage additional or replacement sub-processors to process the personal data on behalf of Data Processor without obtaining any further written, specific authorisation from Data Controller. Prior to Data Processor engaging any new sub-processor to carry out processing activities of the personal data on behalf of Data Controller, Data Processor will notify Data Controller of such change ("Initial Notice"). If Data Controller initially objects to an additional or replacement sub-processor: a) Data Processor shall provide Data Controller with any additional information reasonably requested by Data Controller to enable Data Controller to assess whether the use of the proposed sub-processor will ensure Data Controller's compliance with this Data Processing Agreement and the data protection laws; and b) subsequently, if Data Controller (acting reasonably) can demonstrate to Data Processor that such compliance will not be maintained through the proposed sub-processor, Data Controller shall be entitled to terminate the Agreement on 28 days' written notice provided such notice is given within 14 days of the Initial Notice. For clarity, this shall represent Data Controller's sole and exclusive remedy in connection with the change to Data Processor's sub-processing arrangements and Data Processor shall not be entitled to any other refund in respect of other amounts paid pursuant to the Agreement. 4.2. Where Data Processor authorises any sub-processor as described in clause 4.1, Data Processor shall: a) restrict the sub-processor's access to Data Controller's personal data only to what is necessary to maintain the Services or to provide the Services to Data Controller in accordance with Appendix 1A and Data Processor will prohibit the sub-processor from accessing the personal data for any other purpose; b) enter into a written contract with the sub-processor that requires it to comply with the same data processing obligations to those contained in this Data Processing Agreement, and, upon Data Controller's written request, provide Data Controller with copies of such contracts; and c) be accountable to Data Controller for the acts or omissions of any sub-processor as if such acts or omissions were acts or omissions of Data Processor. 4.3. Appendix 1B contains a list of pre-approved sub-processors as of the date of entry into force of the Data Processing Agreement. All Affiliates of Data Processor shall be deemed to be inclu...
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SUB-PROCESSORS AND THIRD COUNTRY TRANSFERS. 7.1. Customer acknowledges and agrees that Momentum may appoint another data processor ("Sub-processor") in connection with the provision of the Services. An updated list can be found at the following web-site: xxxxx://xxx.xxxxxxxxx.xx/gdpr/ 8.1. Momentum will notify Customer in advance of any changes to sub-processors using regular communication means such as customer newsletters, websites, and portals. If Customer reasonably objects to the addition of a new or Sub-processor (e.g., such change causes Customer to be noncompliant with applicable Data Protection Laws), Customer shall notify Momentum in writing of its specific objections within 30 days of receiving such notification. If Customer does not object within such period or objects but does not terminate the Service, the addition of the new Sub-processor and, if applicable, the accession to this Addendum shall be considered accepted. If Customer does object to the addition of a new data Sub-processor and Momentum cannot accommodate Customers' objection, Customer may terminate the Service. For the avoidance of doubt, the Momentum will not allow the new Sub-processor to process personal data until Customer accepts the Sub-processor or the Service is terminated in accordance with this Section 7.2. 8.2. If Momentum engages a Sub-processor, a written data processing agreement shall be drawn up between Momentum and the Sub-processor. The agreement between them shall state that the Sub-processor has the same obligations as Momentum in relation to Customer. Momentum is fully liable towards Customer for the processing carried out by the Sub-processor. 8.3. If a Sub-processor processes personal data in a third country, Customer may authorize Momentum to sign a data processing agreement on behalf of Customer with Sub-processors in the third country, in accordance with the requirements for third country transfers as specified in the Data Protection Laws. 8.4. Momentum shall ensure that Customer knows which Sub-processors process personal data by, without undue delay, at the request of Customer, providing Customer with complete, correct and updated information about all Sub-processors, where the following information is specified for each individual Sub-processor: o Definition of the Sub-processor, including contact details, corporate form and geographic location, o The type of service performed by the Sub-processor, o The characteristics of the Sub-processor, o Guarantees provided for compliance with the Regulat...
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SUB-PROCESSORS AND THIRD COUNTRY TRANSFERS. 7.1 Sana Labs may engage sub-processors within and outside the EU/EEA and may transfer and in other ways process Personal Data outside the EU/EEA. Sana Labs shall ensure that sub-processors are bound by written agreements which impose on them the same data processing obligations as the obligations under this DPA in respect of data protection. Appendix B contains a complete list of its sub-processors that from the date of entry into force of this DPA have been pre-approved by the Subscriber. 7.2 Sana Labs shall inform the Subscriber of any new sub-processors and give the Subscriber the opportunity to object to such changes. Such objections by the Subscriber shall be based on grounds regarding the new sub-processor’s ability to comply with Applicable Data Protection Laws and be made in writing within thirty (30) days from receipt of the information. Sana Labs shall upon request provide the Subscriber with all information that the Subscriber may reasonably request to assess the proposed sub-processor’s ability to comply with Applicable Data Protection Laws. If Sana Labs, despite the Subscriber’s objection, wishes to engage the proposed sub-processor, the Subscriber is entitled to terminate the Agreement at no extra cost. 7.3 If Personal Data is transferred to, or made available from, outside EU/EEA, Sana Labs shall ensure that the transfer is subject to an appropriate safeguard under Applicable Data Protection Laws, using Standard Contractual Clauses adopted by the European Commission or an adequacy decision from the European Commission. The Subscriber hereby authorizes Sana Labs to enter into such standard data protection clauses with sub-processors on behalf of the Subscriber. 7.4 Sana Labs shall closely follow the development regarding the transfer of Personal Data outside the EU/EEA and, to the extent possible, implement any evolved requirements related to the transfer of Personal Data to a sub-processor, including the adoption of additional security measures and the conducting of all required risk assessments of privacy laws in jurisdiction where the sub-processor is located, to ensure that the Services and the use of the Services are compliant with Applicable Data Protection Laws.
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SUB-PROCESSORS AND THIRD COUNTRY TRANSFERS. 4.1 The Data Processor may engage sub-processors without the Data Controller’s prior approval. The Data Processor shall ensure that sub-processors are bound by written agreements that require them to comply with the same data processing obligations to those contained in this data processor agreement. Appendix 2 contains a list of pre-approved sub-processors as of the date of entry into force of the data processor agreement. 4.2 The Data Controller recognises and accepts that Data Processor, in accordance with what is stated in Appendix 2, is engaging Amazon Web Services as sub- processor. Provided that and to the extent it does not cause Data Controller or Data Processor to be in breach of applicable data protection laws, Data Processor shall not be obliged to enforce on Amazon Web Services other obligations regarding the processing of personal data than what is regulated in Amazon Web Services own data processing agreement that been entered into between Amazon Web Services and the Data Processor. 4.3 The Data Processor shall not, save for the Data Controller’s prior approval, transfer any personal data outside of the EU/EES. If any personal data is transferred to outside of the European Union the Data Processor shall ensure that there are legal basis in accordance with applicable data protection laws for these transfers. Such legal basis can consist of, e.g., the European Commission’s model clauses, which grant legal basis for Data Controllers within the EU/EES to transfer personal data to Data Processors outside of the EU/EES. The Data Controllers authorises the Data Processor to on behalf of the Data Controller enter into the European Union’s model clauses with such sub-processors which the Data Processor may engage in accordance with clause 4.1 (2017/87/EU). 4.4 If the Data Processor intends to engage a new sub-processor that will process personal data covered by this data processor agreement, the Data Processor shall, prior to such engagement, inform the Data Controller thereof, allowing the Data Controller to object. The Data Processor shall provide the Data Controller with any information reasonably requested by the Data Controller to enable the Data Controller to assess whether the use of the proposed sub-processor will ensure the Data Controller’s compliance with this data processor agreement and applicable data privacy legislation. If, in the Data Controller’s reasonable opinion, such compliance will not be enabled through the proposed new sub-pr...
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Related to SUB-PROCESSORS AND THIRD COUNTRY TRANSFERS

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