These terms set forth the additional terms and conditions that Supplier must adhere to if Supplier will be accessing any Archer Data, Archer Systems or Archer Facilities (as defined below) in connection with its providing Goods to Archer or provisioning of any Services or Software to Archer, and supplement the Archer Supplier Terms and Conditions.
ACCESS TO ARCHER DATA, SYSTEMS AND FACILITIES
Access, if any, to: (i) any facilities made available to Supplier by Archer in connection with providing any Goods or provisioning any Services or Software to Archer (“Archer Facilities”), (ii) Archer data resulting from Supplier providing any Goods to Archer or provisioning of any Services or Software to Archer pursuant to this Agreement, including, without limitation any Confidential Information shared in connection with our relationship (“Archer Data”), and/or (iii) software or systems utilized or made available by Archer (“Archer Systems”), is granted solely to allow Supplier to provide the Goods to Archer or provision Services or Software to Archer and is limited to those specific Archer Systems, time periods, and personnel as are determined by Archer in its sole discretion from time-to-time. In connection with such access, Supplier will comply with all data security and business control and information protection policies, standards, obligations, and guidelines as may be required by Archer in its sole discretion from time to time, including, without limitation, any set forth in the following: Archer’s Supplier Security Measures. Supplier will not use Archer Data, Archer Systems or Archer Facilities for any other purposes or allow individuals not authorized by Archer to access the same. Any other non-permitted use of any Archer Data and/or Archer System is expressly prohibited. To the extent Supplier is granted access to any Archer Facilities Supplier will comply with any safety, control, protection, and other policies and guideline as Archer may provide from time-to-time and will be solely liable for its acts or omissions while at any site, including, without limitation, those resulting in personal injury or property damage. Without limiting the foregoing, Supplier warrants that it has adequate measures in place to comply with the above obligations (including without limitation those set forth in Archer’s Supplier Security Measures) and to ensure that access granted hereunder will not impair the integrity and availability of Archer Facilities, Archer Data and/or Archer Systems.
As part of Archer’s compliance efforts relating to Data Protection Laws and Privacy Principles (each defined below), Archer requires that its Suppliers comply with its Personal Data Processing Terms if, in connection with the Services or Software Supplier provides Archer, Supplier processes Personal Data (as defined below) on behalf of Archer.
Any terms not defined herein and therein, such as “process”, “processor”, “controller”, “sub-processor”, and “data subject”, shall have the same meaning as in the General Data Protection Regulation (2016/679) (“GDPR”) along with national measures covering the same. “Data Protection Law” means the GDPR, United States federal and state law, including without limitation the California Consumer Privacy Act (“CCPA”), and any similar law governing the collection, use, and disclosure of personal data. “Personal Data” has the meaning ascribed to personal data or personal information (or other analogous variations of such terms) under Data Protection Laws. “Sell” means any activity that qualifies as “sell,” “selling,” “sale,” or “sold,” under the CCPA. “Privacy Principles” means the EU- US Privacy Shield Framework Principles issued by the US Department of Commerce which forms Annex II to EC Commission Implementing Decision of 12 July 2016 (C(2016) 4176 final) and the Swiss-US Privacy Shield Framework Principles issued by the US Department of Commerce.
For clarity, the obligations set forth herein and therein supplement any existing terms and conditions contained in any agreement(s) Supplier may have with Archer relating to the Services or Software (“Applicable Agreements”).