Sub-processors Sample Clauses
The Sub-processors clause defines the rules and conditions under which a data processor may engage third parties (sub-processors) to process personal data on behalf of the data controller. Typically, this clause requires the processor to obtain the controller’s consent before appointing sub-processors and to ensure that any sub-processor is bound by data protection obligations equivalent to those in the main agreement. Its core function is to maintain control and oversight over the handling of personal data, ensuring that data protection standards are upheld throughout the processing chain and mitigating the risk of unauthorized or non-compliant data processing by third parties.
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Sub-processors. 7.1 bookinglab shall not subcontract any processing of the Customer Personal Data to any Sub-Processor except as authorised by the Customer in accordance with this paragraph 7. The Customer consents to bookinglab engaging Sub-Processors to process the Data provided that: (i) bookinglab provides at least 30 days' prior notice of the addition of any subcontractor (including details of the processing it performs or will perform) (“Sub-Processor Notice”); and (ii) bookinglab complies with paragraphs 7.4 and 7.5 of this Appendix.
7.2 The Customer hereby consents to bookinglab’s use of the Sub-Processors listed at ▇▇▇.▇▇▇▇▇▇▇▇▇▇.▇▇.▇▇/▇▇▇▇▇▇ which shall be maintained and updated when any Sub-Processor is added or removed in accordance with this paragraph 7.
7.3 If within 30 days of receipt of a Sub-Processor Notice the Customer notifies bookinglab in writing of its refusal to consent to bookinglab’s appointment of a Sub-Processor on reasonable grounds relating to the protection of Customer Personal Data, then either: (i) bookinglab will not appoint the Sub-Processor; or (ii) if bookinglab does appoint the Sub-Processor, the Customer may elect to terminate the Agreement without penalty or cost to either party save that any portion of the fees paid in advance in respect of Services not yet delivered as at the effective date of termination shall be refunded to the Customer. If after 30 days from receipt of the Sub-Processor Notice the Customer has not indicated its refusal of the appointment of a Sub-Processor in accordance with this paragraph, then the Customer is deemed to have given its consent and bookinglab shall be entitled to appoint the relevant Sub-Processor with immediate effect.
7.4 If bookinglab appoints a Sub-Processor, bookinglab shall ensure that:
(a) such Sub-Processor shall only process Customer Personal Data in order to perform one or more of bookinglab's obligations under this Agreement; and
(b) it enters into a written agreement or other legally enforceable terms with that Sub-Processor prior to any processing by the Sub-Processor, requiring the Sub-Processor to:
(i) process Customer Personal Data only in accordance with the written instructions of bookinglab or the Customer; and
(ii) comply with data protection obligations equivalent in all material respects to those imposed on bookinglab under this Appendix.
7.5 Notwithstanding the appointment of a Sub-Processor, bookinglab is responsible and liable to the Customer for any processing by the Su...
Sub-processors. 8.1. The Data Processor has outlined in the Data Pro Statement whether the Data Processor uses any third parties (sub-processors) to help it process the Personal Data, and if so, which third parties.
8.2. The Client authorises the Data Processor to hire other sub-processors to meet its obligations under the Agreement.
8.3. The Data Processor will notify the Client if there is a change with regard to the third parties hired by the Data Processor, e.g. through a revised Data Pro Statement. The Client will be entitled to object to the aforementioned change implemented by the Data Processor. The Data Processor will ensure that any third parties it hires will commit to ensuring the same level of Personal Data protection as the security level the Data Processor is bound to provide to the Client pursuant to the Data Pro Statement.
Sub-processors. The Controller acknowledges and agrees that:
(a) Subsidiaries of the Processor may be used as Sub-Processors; and
(b) the Processor and its Subsidiaries respectively may engage Sub-Processors in connection with the provision of the Services. All Sub-Processors who process Personal Data in the provision of the Services to the Controller shall comply with the obligations of the Processor similar to those set out in this Data Processing Agreement. Where Sub-Processors are located outside of the EEA, the Processor confirms that such Sub-Processors:
(a) are located in a third country or territory recognized by the EU Commission to have an adequate level of protection; or
(b) have entered into Standard Contractual Clauses with the Processor; or
(c) have other legally recognized appropriate safeguards in place, such as the EU-US Privacy Shield or Binding Corporate Rules. The Processor shall make available to the Controller the current list of Sub- Processors (at ▇▇▇▇▇://▇▇▇▇▇▇▇▇▇▇▇.▇▇▇/legal/policies/subprocessors/) which shall include the identities of Sub-Processors, what they’re used for, and their location. During the term of this DPA, the Processor shall provide the Controller with at least 14 days prior notification, via email (or in-application notice), of any changes to the list of Sub-Processor(s) who may process Personal Data before authorizing any new or replacement Sub-Processor(s) to process Personal Data in connection with the provision of the Services. If the Controller objects to a new or replacement Sub-Processor the Controller may terminate the Customer Terms with respect to those Services which cannot be provided by the Processor without the use of the new or replacement Sub- Processor. The Processor will refund the Controller any prepaid fees covering the remainder of the Term of the Customer Terms following the effective date of termination with respect to such terminated Services.
Sub-processors. Buyer agrees that Licensor, a processor, may engage other processors (“Sub- processors”) to assist in providing the Services consistent with the Standard Contract. Licensor will make a list of such Sub-processors available to Buyer prior to transferring any Personal Data to such Sub-processors. Licensor will notify Buyer of any changes to the list of Sub-processors in order to give Buyer an opportunity to object to such changes.
Sub-processors. 5.1 The parties agree that Zoho may engage Sub-Processors in the course of providing the services and with respect to ▇▇▇▇’s engagement of such Sub-Processors, the Subscriber hereby agrees that Zoho may authorise its affiliates and other third party entities as "Sub-Processors" in order to Process the Personal Data. In each case, any such Sub-Processor shall be permitted to Process Personal Data solely in accordance with Zoho’s instructions and not for any other purpose. Zoho shall ensure that the Processing activity is carried out by the Sub-Processor in accordance with at least the same level of protection for the Personal Data and the rights of Data Subject as applicable to Zoho under Applicable Data Protection Laws. Zoho shall (i) make available to Subscriber the list of current Sub-Processors through the Privacy Policy statement applicable for the services; and (ii) provide email notification prior to appointment of any new Sub-Processor. Upon notification regarding Zoho’s intention to engage a new Sub-Processor, Subscriber may object to such engagement by notifying Zoho promptly in writing within ten (10) business days after receipt of Zoho’s notice. In the event Subscriber objects to a new Sub-Processor, as allowed in the preceding sentence, ▇▇▇▇ will recommend to the Subscriber commercially reasonable changes in the configuration or use of the services to avoid Processing of Personal Data by the proposed new Sub-Processor. If Subscriber is not satisfied with the changes suggested by ▇▇▇▇, Subscriber may, upon written notice to Zoho, terminate the Agreement. In the event of such termination, Zoho will refund Subscriber on a pro-rata basis any amounts paid by Subscriber for use of the service.
5.2 Following written request from the Subscriber, Zoho agrees to promptly share copies of agreements executed with Sub-Processors. The parties agree that such agreements may be redacted to remove any commercial information or other clause unrelated to the Processing of Personal Data by Zoho.
Sub-processors. Customer agrees that Motorola may engage sub-processors who in turn may engage additional sub-processors to Process personal data in accordance with this Agreement. When engaging sub-processors, Motorola will enter into agreements with the sub-processors to bind them to data processing obligations to the extent required by law.
Sub-processors. 6.1 The Data Processor is given general authorisation to engage third parties to process the Personal Data (“Sub-Processors”) without obtaining any further written, specific authorisation from the Data Controller, provided that the Data Processor notifies the Data Controller in writing about the identity of a potential Sub-Processor (and its processors, if any) before any agreements are made with the relevant Sub-Processors and before the relevant Sub-Processor processes any of the Personal Data. If the Data Controller wishes to object to the relevant Sub-Processor, the Data Controller shall give notice thereof in writing within ten (10) business days from receiving the notification from the Data Processor. Absence of any objections from the Data Controller shall be deemed consent to the relevant Sub-Processor.
6.2 In the event the Data Controller objects to a new Sub-Processor and the Data Processor cannot accommodate the Data Controller’s objection, the Data Controller may terminate the Service by providing written notice to the Data Processor in accordance with the Service Agreement.
6.3 The Data Processor shall complete a written sub-processor agreement with any Sub-Processors. Such an agreement shall at minimum provide the same data protection obligations as the ones applicable to the Data Processor, including the obligations under this Data Processor Agreement. The Data Processor shall on an ongoing basis monitor and control its Sub-Processors’ compliance with the Applicable Law. Documentation of such monitoring and control shall be provided to the Data Controller if so requested in writing.
6.4 The Data Processor is accountable to the Data Controller for any Sub-Processor in the same way as for its own actions and omissions.
6.5 The Data Processor is at the time of entering into this Data Processor Agreement using the Sub-Processors listed in sub-appendix B. If the Data Processor initiates sub-processing with a new Sub-Processor, such new Sub-Processor shall be added to the list in sub-appendix B.
Sub-processors. Contractor shall enter into written agreements with all Sub-processors performing functions pursuant to the Service Agreement, whereby the Sub-processors agree to protect Student Data in a manner consistent with the terms of this DPA. Contractor shall provide the LEA with a description of the sub-processors or types of sub-processors who have access to the LEA's student data and shall update the list as new sub-processors are added.
Sub-processors those Group companies and third-parties listed at ▇▇▇.▇▇▇▇▇▇.▇▇▇/▇▇▇▇▇/▇▇▇▇▇▇▇▇▇▇▇▇▇▇ from time to time.
Sub-processors. 1. The Data Controller authorizes the Data Processor to engage the Sub-processors. All Sub-processors authorized by the Data Controller are acting under the authority and subject to direct instructions of the Data Controller. A list of the current Sub-processors is set out in Appendix 1 for the purposes specified therein. The Data Processor shall notify the Data Controller in writing in advance of any changes, in particular before engaging other Sub-processors in which event the Data Processor shall without undue delay and at the latest 8 weeks prior to transferring any Personal Data to a Sub-processor, inform the Data Controller in writing of the identity of such Sub-processor as well as the purpose for which it will be engaged.
2. The Data Controller at its own discretion may object to any such changes within 8 weeks after the Data Processor’s notice.
3. The Data Processor shall impose by written agreement, which includes an electronic form, on all Sub-processors processing Personal Data under this DPA (including inter alia its agents, intermediaries and sub-contractors) the same obligations as apply to the Data Processor, in particular the obligations defined in section 4.1 (in particular, procedure of notification to Data Controller and Data Controller’s right to issue direct instructions to Sub-processors) and section 4.2 of this DPA.