Arrangement Between the Parties. The Parties may each Process the University Data. The Parties each acknowledge and agree that the factual arrangements between them dictate the classification and role of each Party in respect of the Data Protection Laws. Notwithstanding the foregoing, the Parties anticipate that the University shall act as a Controller and the Supplier shall act as a Processor in respect of the University Data. Each of the Parties acknowledges and agrees that Schedule 1 to this Agreement is an accurate description of the Data Processing Particulars. Notwithstanding Clause 2.1.1 if either Party is deemed to be a joint Controller with the other in relation to the University Data, the Parties agree that they shall: be jointly responsible for the compliance obligations imposed on a Controller by the Data Protection Laws, and the Parties shall cooperate to do all necessary things to enable performance of such compliance obligations, except that each Party shall be responsible, without limitation, for compliance with its data security obligations where University Data has been transmitted by it, or while University Data is in its possession or control; and acting reasonably and in good faith seek by way of variation or additional agreement or arrangement, to document the parties' respective obligations in accordance with Data Protection Laws (particularly in respect of communications with Data Subjects, third parties and a Regulator, including in respect of transparency requirements and notification obligations). Each Party agrees that in performing its obligations under this Agreement, it shall comply with the obligations imposed on it under the Data Protection Laws.
Appears in 2 contracts
Sources: Data Processing Agreement, Data Processing Agreement
Arrangement Between the Parties. The Parties may each Process the University Data2.1.1. The Parties each acknowledge and agree that the factual arrangements between them dictate the classification and role of each Party in respect of the Data Protection Laws. Notwithstanding the foregoing, the Parties anticipate that the University shall act as a Controller and the Supplier shall act as a Processor that, in respect of the University Data, as between the University and the Supplier for the purposes of this Agreement, the University shall act as the Controller and the Supplier is appointed by the University to and shall act as the Processor in accordance with the terms of this Schedule 1.
2.1.2. Each of the Parties acknowledges and agrees that Schedule Appendix 1 (Data Processing Particulars) to this Agreement is an accurate description of the Data Processing Particulars.
2.1.3. Notwithstanding Clause Paragraph 2.1.1 if either Party is deemed to be a joint Controller with the other in relation to the University Data, the Parties agree that they shall: :
a) be jointly responsible for the compliance obligations imposed on a Controller by the Data Protection Laws, and the Parties shall cooperate to do all necessary things to enable performance of such compliance obligations, except that each Party shall be responsible, without limitation, for compliance with its data security obligations where University Data has been transmitted by it, or while University Data is in its possession or control; and and
b) acting reasonably and in good faith seek by way of variation or additional agreement or arrangement, to document the parties' respective obligations in accordance with Data Protection Laws (particularly in respect of communications with Data Subjects, third parties and a Regulator, including in respect of transparency requirements and notification obligations).
2.1.4. Each Party agrees that in performing its obligations under this Agreement, it shall comply with the obligations imposed on it under the Data Protection Laws.
Appears in 2 contracts
Sources: Standard Terms and Conditions Agreement, Standard Terms and Conditions Agreement