Transfer Clauses Sample Clauses

A Transfer Clause defines the conditions under which rights, obligations, or interests under a contract may be assigned or transferred from one party to another. Typically, these clauses specify whether consent is required for a transfer, outline any restrictions or procedures for assignment, and may distinguish between transfers to affiliates versus third parties. For example, a Transfer Clause might prevent a party from selling its contractual rights without the other party’s written approval. The core function of this clause is to control and manage changes in contractual relationships, thereby protecting parties from unwanted or unexpected shifts in responsibility or benefit.
Transfer Clauses. To give effect to the requirements in Section 4 of this DPA, the parties attach and where possible incorporate by reference the following Transfer Clauses, which have been divided by jurisdiction in Annexes 4a et seq., as applicable.
Transfer Clauses. A. Where the Transfer Clauses apply under this Addendum: 1. Client and Supplier agree to observe the terms of the Transfer Clauses without modification and the Transfer Clauses shall be considered to be duly executed by the Parties immediately upon the date on which this Addendum enters into force; 2. the rights and obligations afforded by the Transfer Clauses will be ex- ercised in accordance with the terms of this Addendum; in case of any conflict between the terms of the Transfer Clauses and any other part of this Adden- dum or the Agreement, the Transfer Clauses shall prevail; 3. the Parties elect to add the optional Clause 7 (Docking Clause) of the Transfer Clauses and do not elect to add the additional optional language un- der Clause 11(a) (Redress) of the Transfer Clauses; 4. for purposes of Clause 17 (Governing Law) of the Transfer Clauses, the Parties elect Option 1, and the Parties agree that this shall be the law of Ireland; 5. for purposes of Clause 18 (Choice of Forum and Jurisdiction) of the Transfer Clauses, the Parties agree that any dispute arising from these Clauses shall be resolved by the courts of an EU Member State. The Parties agree that those shall be the courts of Ireland. 6. the Parties' signature to this Addendum or an Agreement that explicitly incorporates this Addendum shall be considered as signature to the Transfer Clauses; 7. if so required by the laws or regulatory procedures of any jurisdiction, the Parties shall execute or re-execute the Transfer Clauses as separate doc- uments setting out the proposed transfers of Personal Data in such manner as may be required; and 8. in the event that the Transfer Clauses are amended, replaced or oth- erwise invalidated by the European Commission or under the Data Protection Laws, the Parties shall work together in good faith to enter into any updated version of such Transfer Clauses or negotiate in good faith a solution to enable a transfer of the Personal Data to meet the requirements of Chapter V of the GDPR. B. In addition, with respect to Module 2 and/or Module 3 of the Transfer Clauses, the following additional provisions shall apply: 1. the Parties agree that the certification of deletion of Personal Data that is described in Clause 8.5 of the Transfer Clauses shall be provided by the Data Importer to the Data Exporter only upon Data Exporter’s written re- quest; 2. the Parties agree that the audits described in Clause 8.9 of the Transfer Clauses shall be carried out in accorda...
Transfer Clauses. The acquisition of funds must meet the conditions of an interbank transfer. However, in order for the money to be transferred to the beneficiary's bank account, the borrower, ▇▇. ▇▇▇▇▇ ▇▇▇▇▇▇▇, must provide a copy of his bank details. Once the funds have been received, the borrower ▇▇. ▇▇▇▇▇ ▇▇▇▇▇▇▇ undertakes to pay an amount of 1,386 Euros per month. This amount represents his monthly payment for the repayment of the loan and must inform the lender each time he has a new address when traveling during his (240 months) that the repayment of the loan must last.
Transfer Clauses. Where the Center has obtained Sponsor’s prior written instruction to transfer Personal Data in accordance with this DPA, the Center shall sign the EU Transfer Clauses as required by Sponsor unless the transfer is to a third country or international organization which is subject to a current, valid adequacy decision of the European Commission or a mechanism for providing appropriate safeguards to protect Personal Data applies in which case the Center or its permitted subcontractor (as the case may be) must comply with Applicable Privacy and Data Security Laws. In the event of inconsistencies between the provisions of the EU Transfer Clauses and this DPA or other agreements between the Partners, the EU Transfer Clauses shall take precedence.
Transfer Clauses. The following information is incorporated into the relevant Transfer Clauses for the purposes of their completion: EU Transfer Clauses Parties’ details Annex 1 of SCC Entity and organisational details about the data exporter and data importer are as stated in the Agreement. Processing details Annex 1 of SCC As described in the applicable Work Order(s). Governing law Clause 17 of SCC As stated in the Agreement. If the governing law does not allow for third party beneficiary rights, the EU Transfer Clauses shall be governed by a different law as agreed between the Parties. Choice of Forum and Jurisdiction Clause 18 of SCC As stated in the Agreement. Technical and organisational measures Annex 2 of SCC Appendix 2A of this DPA. Supervisory authority The Swedish Authority for Privacy Protection. Subprocessors Annex 3 of SCC Appendix 2B of this DPA.
Transfer Clauses. 3.1 Where the Data Exporter is the Controller of the Personal Data to be exported as a Relevant Transfer and the Data Importer is also to be a Controller in respect of that Personal Data then that Data Exporter and Data Importer shall observe the terms of the Controller Transfer Clauses and the Applicable Data Protection Law. 3.2 Where the Data Exporter is the Controller of Personal Data to be exported as a Relevant Transfer and the Data Importer is to be a Processor in respect of that Personal Data then that Data Exporter and Data Importer shall observe the terms of the Processor Transfer Clauses and the Applicable Data Protection Law. 3.3 If so required by the laws or regulatory procedures of any jurisdiction, the Parties shall, in respect of a Relevant Transfer or category of Relevant Transfers: 3.3.1 execute or re-execute the Transfer Clauses, including where the Transfer Clauses need to be executed or re-executed as separate documents; and/or 3.3.2 complete and sign a document in the material form of Annex B of Schedule 1 (for Controller to Controller transfers) and Appendix 1 to Schedule 2 (for Controller to Processor transfers) setting out the details of the proposed transfers of Personal Data, in such manner as may be required.

Related to Transfer Clauses

  • WAIVER CLAUSE The parties acknowledge that during the negotiations which resulted in this Agreement, each had the unlimited right and opportunity to make demands and proposals with respect to any subject matter not removed by law from the area of collective bargaining, and that the understandings and agreements arrived at by the parties after the exercise of that right and opportunity are set forth in the Agreement. Therefore, the Employer and the Association, for the life of this Agreement, each voluntarily and unqualifiedly waives the right and each agrees that the other shall not be obligated to bargain collectively with respect to any subject or matter not specifically referred to or covered in this Agreement, even though such subjects or matters may not have been within the knowledge or contemplation of either or both of the parties at the time that they negotiated or signed this Agreement.

  • Additional Clauses 31.13.1 The Parties expressly agree that if any limitation or provision contained or expressly referred to in this Clause 31 (Indemnities and Liability) is held to be invalid under any Law, it will be deemed omitted to that extent, and if any party becomes liable for loss or damage to which that limitation or provision applied, that liability will be subject to the remaining limitations and provisions set out in this Clause 31 (Indemnities and Liability). 31.13.2 Nothing in this Clause 31 (Indemnities and Liability) will act to reduce or affect a Party's general duty to mitigate its loss and for the avoidance of doubt including any circumstances under which a party has the benefit of an indemnity under this Agreement.

  • Mandatory Clauses Mandatory Clauses Part 2: Mandatory Clauses of the Approved Addendum, being the template Addendum B.1.0 issued by the ICO and laid before Parliament in accordance with s119A of the Data Protection Act 2018 on 2 February 2022, as it is revised under Section 18 of those Mandatory Clauses.