Processor Agreement Sample Clauses
A Processor Agreement is a contractual provision that outlines the responsibilities and obligations of a data processor when handling personal data on behalf of a data controller. It typically specifies the types of data processed, the purposes of processing, security measures to be implemented, and requirements for data confidentiality and breach notification. This clause ensures that both parties comply with data protection laws, such as the GDPR, and clarifies the processor's duties, thereby reducing the risk of unauthorized data use or breaches.
Processor Agreement. Client shall and will at all times maintain a contract with a Processor approved in writing by Bank (“Processor Agreement”) for purposes of providing Processing Services; provided that, notwithstanding anything to the contrary in the Agreement, Client may directly perform any Processing Services (including, but not limited to, Client directly processing NACHA files related to inbound/outbound ACHs), subject to written approval by Bank that Client’s direct Processing Services comply with Bank’s standards for processors, with such approval not to be unreasonably withheld. For the avoidance of doubt, Galileo Financial Technologies, LLC is approved by Bank. Unless otherwise agreed or amended by the provisions of any Program Authorization Letter, a Processor Agreement shall provide for the Processing Services as described in an Exhibit to the applicable Addendum or Program Authorization Letter in connection with the Accounts. Such Processor Agreement shall also specifically provide that Bank, Client and Processor shall enter into a tri-party agreement whereby Bank shall be entitled to rely upon and enforce as a third-party beneficiary the provisions of the Processing Agreement in the event of a breach of this Agreement by Client. Client shall cause Processor to provide Bank all Customer data, those reports provided by Processor to Client, and any additional reports that the Bank may reasonably request either on a regular scheduled basis or as periodically requested by Bank. Client shall be solely responsible for all fees and costs incurred under the Processor Agreement, including, but not limited to, all fees and costs related to the reporting to be provided to Bank. In no event may Client terminate any contractual relationship with Processor without the consent of Bank. Unless Bank has provided its written approval for Client to provide Processing Services pursuant to this Section 3.6, and pursuant to Section 9.2(a)(i) hereof and subject to the cure period described therein, Bank may hold Client in breach of this Section 3.6 if (i) the Processor provides notice to Bank that Processor is terminating the Processing Agreement due to Client’s breach of the Processing Agreement, and (ii) Client has not contracted with an alternative Processor approved by the Bank and pursuant to the terms of this Section 3.6.
Processor Agreement. All intellectual property rights vested in and/or contained in the Service(s) are vested in Taggrs. Client shall not infringe thereon in any way.
Processor Agreement. Agreement between GPSI and Customer containing the rights and obligations of GPSI and Customer in connection with the processing of Personal data by GPSI, as meant in article 14, section 2 of the DPAC.
Processor Agreement. (1) Contractor and client are both obligated to undertake to act back and forth in accourdance with the legislation on the protection of personal data.
(2) Contractor has no control over personal data that the client has made available. Without necessity, with the nature of the assignment given by the customer, explicit permission from the client or legal obligation, the contractor will not provide the data to third parties or process them for other purposes than for the agreed purposes.
(3) Contractor will take appropriate technical and organizational measures to protect the client's personal data against loss or any form of unlawful processing.
(4) Protection Authority will first give the controller a binding instruction before the Data Protection Authority can impose an administrative fine. The controller will inform the Contractor immediately of this binding instruction. Contractor will do everything that can reasonably be expected of him to make compliance possible. If the Contractor does not do what can be reasonably demanded of it, resulting in a fine, or if the Data Protection Authority imposes a fine immediately because there is intent or gross negligent negligence on the part of the Contractor, then the applicable limitation of liability as mentioned in article 11 applies.
(5) Contractor is responsible for damage in the context of personal data due to acts or omissions of the subprocessor where the liability limitation from article 11 applies. Contractor is not liable in case of force majeure on the part of the subprocessor.
(6) Contractor can engage third parties (sub-processors) to carry out certain activities. If the Contractor engages Third Parties, the Contractor will impose these Third Parties (in writing) on all obligations arising from the agreement with the Client.
(7) Contractor will only process the Personal Data within the European Economic Area.
Processor Agreement this present Processor Agreement agreed to by the parties.
Processor Agreement. [Insert the parties’ processor agreement, see clause 5.
Processor Agreement between r2p Tracking ApS, CVR 27550185 (r2p Tracking) and the customer indicated on the signature page (Customer).
Processor Agreement this agreement between Responsible Party and Processor;
Processor Agreement. Prior to the sponsorship into any Network by BofA or an Affiliate with respect to a Customer or a Terminal or the provision by Company of any Payment Services for which the BofA provides Sponsorship Services under this Agreement (1)Company will have become a Certified Processor or have obtained a Certified Processor for such Network acceptable to BofA; and (2)such Certified Processor shall have entered into a Processor Agreement with such Network as required by the applicable Network’s Operating Rules. Company shall ensure that such Certified Processor shall comply with the terms thereof and otherwise maintain itself in good standing with the Network. The Parties acknowledge and agree that TSYS Acquiring Solutions, L.L.C. is acting as a Certified Processor of Company.
Processor Agreement. The processor agreement entered into between TAGGRS and Client, with Taggrs qualifying as a “processor” and Client qualifying as a “controller” within the meaning of the GDPR; These General Terms of Service of TAGGRS.