18. . Provider tend to protect, indemnify, and you may keep simple JVZoo, the latest Associates, and their affiliates, administrators, team, agents, successors and you will assigns out of and you may facing all states, strategies, loss, responsibility, problems, costs, and you will expenses (together with sensible attorneys’ costs and you will costs) (together “Claims”) arising from, linked to or associated with the people serves or omissions out-of Supplier, new advertisement, revenue, or access to any one of Seller’s products or services (together with one Bodily Things), any breach of Agreement because of the Provider, or one violation by Merchant of every representations or guarantees contained here. JVZoo reserves ideal, at Seller’s costs, to imagine the fresh new exclusive cover and you can control of any number otherwise at the mercy of indemnification from the Seller hereunder. Provider hereby understands that Affiliates are designed alternative party beneficiaries of your foregoing indemnification obligations. Zero settlement are consummated rather than JVZoo’s show composed authorization, which shall not be unreasonably withheld.
Included in which indemnification duty, JVZoo should have the right out of offset up against one numbers owed hereunder to Seller for your indemnification debt established over
Provider commonly instantaneously notify JVZoo of every newest, impending, or prospective legal action facing they of the a third party for issues in accordance with JVZoo, new User Program, that it Contract, or any information considering for the partnership therewith (otherwise any blend of the foregoing) if exact same pops up.
20. Eu Personal data. As of , You agree that at any time when You have not accepted the JVZoo Data Processing Addendum (or when it is not in full force and effect for any other reason), You shall be prohibited from Processing Client Personal Data regulated by EU Data Protection Laws (all capitalized references in this Section 20 and not otherwise defined in this Agreement shall have the meaning defined in the said Addendum), including, but not limited to, the EU General Data Protection Regulation) or requesting that JVZoo Process such Client Personal Data on your behalf, and shall be obligated to immediately cease and desist from any such Processing activities, for as long as the said Addendum is not in web sites full force and effect. You agree to indemnify and hold harmless JVZoo and its officers, directors, employees, agents, affiliates, successors, and permitted assigns against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind which JVZoo may sustain as a consequence of the breach by You of Your obligations pursuant to this paragraph. For the sake of clarity, in the context of performing the services contemplated herein, JVZoo is acting as a Processor and you are acting as a Controller.