Where Supplier. Personnel do not require access to the Deloitte Group’s working floors, Technology and/or Deloitte Information, the Supplier shall be responsible for screening such Supplier Personnel, at its own cost, to meet the following background checks at a minimum:
Where Supplier is supplying Goods to Customer as set out in the Contract Details, the Goods shall: (a) correspond with their description and any specification: (i) set forth in the Contract Details; and (ii) notified by Customer to Supplier from time to time; and (iii) in any documentation in connection with the Goods supplied by Supplier and which Customer relied upon to purchase the Goods; and Supplier acknowledges that precise conformity with the specification is of the essence; (b) be of satisfactory quality within the meaning of the Sale of Goods Xxx 0000 and fit for any purpose held out by the Supplier or made known to the Supplier by the Customer, expressly or by implication; and (c) comply with all applicable statutory and regulatory requirements relating to the manufacture, labelling, packaging, storage, handling, delivery and installation of the Goods (including Good Manufacturing Practice and Good Distribution Practice, if applicable).
Where Supplier as part of the Services under this Agreement, processes personal data as a data processor on behalf of the Customer, Supplier shall:
(i) act only on instructions from the Customer as a data controller;
(ii) comply with the Customer’s instructions in relation to the processing of personal data as such instructions are given and varied from time to time by the Customer;
(iii) at all times take all appropriate technical and organisational measures against unauthorised or unlawful processing of personal data and against accidental loss or destruction of, or damage to, personal data.
(iv) Subject to applicable law, Supplier may provide Customer’s Content/Data to other Supplier group companies, Affiliates, and employees, who may collect, use, transfer, store or otherwise process it (collectively ‘Process’) in various jurisdictions in which they operate for purposes related to:
(a) the provision of the Services
(b) complying with regulatory, and legal obligations to which Supplier is subject;
(c) conflict checking;
(d) for risk management and quality reviews; and
(e) for Supplier’ internal financial accounting, information technology and other administrative support services (collectively ‘Processing Purposes’). Supplier shall be responsible for maintaining the confidentiality of Customer’s Content/Data regardless of by whom such Information is Processed on Supplier’ behalf.
Where Supplier. (or it licensors) retains the Intellectual Property Rights Supplier shall grant or procure the grant of an irrevocable, non-exclusive, royalty-free licence or sub-licence to the University to use all aspects of the Supply for all purposes.
Where Supplier. Personnel is to render services at Supplier premises, both the Supplier and BT will each designat e their relevant Service coordinators or project managers, as contacts and liaison persons between both companies for the purposes of the Service. BT coordinators or BT main client’s coordinators shall not give direct work instructions to the Supplier Personnel; rather they should provide indications to the Supplier project manager, who shall be the only one giving instructions to the Supplier Personnel.
Where Supplier does development work at the specific request of and/or under the control of the Customer, ownership in such developed work will only pass to the Customer when Supplier has received full and final payment in respect thereof.
Where Supplier has the benefit of warranties in relation to components comprised in the Goods, the benefit of such warranties shall be assignable and hereby assigned to Pall Singapore. Pall Singapore may assign warranties provided by Supplier to Pall Singapore’s customers and the Supplier shall do all things required by Pall Singapore to enable such assignment to be effected.
Where Supplier is a signatory under a JCB export license or export agreement, Supplier shall provide prompt notification to the JCB in the event of changed circumstances including, but not limited to, ineligibility, a violation or potential violation of the ITAR, and the initiation or existence of a U.S. Government investigation, that could affect the Supplier’s performance under this Contract.
Where Supplier performs Engineering or Installation Services as part of a combined engineering, furnishing, and installation Order, the six (6) month period referenced above shall commence on the date of Ordering Company's Acceptance of Installation Service.
