Amli Network PUBLISHER AGREEMENT:
Please read the following and make sure you fully understand these terms and conditions. By clicking on ‘accept terms’ and registering to our service you are accepting these terms and are bound to them. If you do not agree to all or parts of these terms you may choose not to use or access the Amli Network services. Whereas, the parties wish one or more of Amli Network’s software development kits to be integrated into Publisher’s application and that Publisher shall publish the integrated application to end users to allow such end users to view ads. Whereas, the parties wish that Amli Network shall collect money from Amli Network’s ads’ suppliers , shall pay a certain fee to Publisher as provided herein, and shall retain the rest;
Now therefore, it is hereby agreed as follows:
Developer / Publisher – An app Publisher registered to the Services pursuant to the terms of this Agreement.
Amli Network – Amli Network Inc. and any of its assignees and successors.
Services – Facilitating End Users to view ads through their mobile devices.
Website – Amli Network’s website at www.amlinetwork.com.
End User – A person or entity that has downloaded an Integrated Application from an application store.
Application – an application developed by Publisher.
Integrated Application – an Application in which the Amli Network SDK is embedded or in which Amli Network displays ads.
SDK/Amli Network SDK – a software development kit provided by Amli Network to Publisher pursuant to the terms of this Agreement, as may be updated by Amli Network from time to time in its sole discretion.
As a condition to using the Services, Publisher shall be required to register with Amli Network and enter Publisher’s email address. During such registration process, Publisher agrees to provide true, current and complete information and to promptly update the information. If Publisher provides information that is, or Amli Network believes is, untrue or inaccurate, Amli Network may suspend or terminate Publisher’s account.
During the process of subscribing to the Services, Publisher will designate personal and exclusive user name and password which are essential for Publisher’s access to Publisher’s account. Publisher shall keep the user name and password in strict confidence and shall not reveal them to any third party. Publisher acknowledges that Publisher shall be responsible for all activities that occur under Publisher’s user name and password, whether or not authorized by Publisher. Amli Network will not be liable for any loss or damage arising from Publisher’s failure to comply with this provision, and shall not be liable for actions taken by others who access Publisher’s account.
In connection with the performance of the Services, Amli Network will provide Publisher with an SDK, with a unique Publisher ID to serve as an identifier for revenue created. Once Publisher implements the Amli Network SDK in its Application, and once the End User downloads the Integrated Application to its device ads will be presented within the application. In respect of mobile devices, Publisher acknowledges that the Amli Network SDK may require additional permissions that Publisher’s Application may not originally require.
It is the Publisher’s responsibility to publish the Integrated Application on one or more application stores. Each application store besides Google Play or iTunes requires Amli Network’s permission.
It is the Publisher’s responsibility to comply with the terms and conditions applicable to each application store where the Integrated Application is published. Amli Network does not warrant or guarantee that use of the Amli Network SDK as part of the Integrated Application will comply with the requirements of any application store’s terms and conditions, and Amli Network shall have no liability to Publisher for any costs, liabilities, or damages incurred to Publisher as a result of such noncompliance.
Amli Network reserves the right to reject/remove from its Service any type of Application in Amli Network’s sole discretion. To prevent rejection from the Service, please refer to Amli Network’s Application Policy.
Subject to Publisher’s compliance with its obligations hereunder and as a sole and absolute consideration Amli Network will pay Publisher based on a revenue share model. Publisher shall bear any and all taxes in connection with any payments made to Publisher pursuant to this Agreement. In the event that pursuant to any law or regulation, tax is required to be withheld at source from any payment made to Publisher, Amli Network shall withhold said tax at the rate set forth in the certificate issued by the appropriate taxing authority and provided to Amli Network by Publisher, or in the absence of such certificate, at the rate determined by said law or regulation.
Earnings reports are presented in the Publisher’s portal. Based on such report, Amli Network shall remit payment to Publisher within fourty five (45) days of the end of the applicable calendar month. Payment shall be made via payment options offered in the portal. Amli Network reserve the right to update the payment alternatives at any time. Payments will be based on actual performance of non-incentivized ads. Amli Network reserves the right to require Publisher to present a valid and eligible live applications which generated reported downloads and impressions and complies with Amli Network’s app policy.
Amli Network’s books and records shall constitute final evidence regarding downloads and impressions of the Integrated Applications counted by Amli Network for the purpose of calculating the consideration due to Publisher hereunder.
Amli Network Disclaimer of Warranties – Publisher agrees that the Services, the Amli Network SDK and all content on the Website are provided “As Is„ and without warranty of any kind, either express or implied, including, without limitation, implied warranties of merchantability, fitness for a particular purpose or non-infringement. Amli Network does not warrant the results of use of the Services, , and Publisher assumes all risk and responsibility with respect thereto.
Publisher Warranties – Publisher represents and warrants to Amli Network that:
(i) it is a business and not a consumer;
(ii) Publisher has the right, power and authority to enter into this Agreement and perform Publisher’s obligations under this Agreement, and if Publisher is an individual (i.e., not a corporation), Publisher is over the age of eighteen (18);
(iii) Publisher is the owner of the Application designated in connection with the use of Services or is legally authorized to act on behalf of the owner of such Application for the purposes of this Agreement;
(iv) Publisher’s Application and any material displayed therein comply with all applicable laws, statutes, ordinances and regulations, do not breach and have not breached any duty toward or rights of any person or entity including, without limitation, rights of intellectual property, publicity or privacy, or rights or duties under consumer protection, product liability, tort, or contract theories, and are not hate-related in content.
Limitation of Liability
IN NO EVENT SHALL Amli Network BE LIABLE TO PUBLISHER OR ANY OTHER PERSON FOR ANY DAMAGES RELATING TO INFRINGEMENT OR FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFIT OR GOODWILL, FOR ANY MATTER ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ITS SUBJECT MATTER, WHETHER SUCH LIABILITY IS ASSERTED ON THE BASIS OF CONTRACT, TORT OR OTHERWISE, EVEN IF Amli Network HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Amli Network’S ENTIRE AGGREGATE LIABILITY ARISING FROM OR RELATING TO THIS AGREEMENT OR THE SUBJECT MATTER HEREOF, UNDER ANY LEGAL THEORY (WHETHER IN CONTRACT, TORT, INDEMNITY OR OTHERWISE), SHALL BE LIMITED TO THE NET REVENUES ACTUALLY RECEIVED BY Amli Network IN CONNECTION WITH THE INTEGRATED APPLICATION DURING THE SIX (6) MONTH PERIOD PRIOR TO THE DATE OF THE RELEVANT CLAIM. Amli Network SHALL NOT BE LIABLE TOWARDS PUBLISHER IN THE EVENT THAT ANY APPLICATION STORE SHALL NOT ALLOW THE DOWNLOAD OF THE Amli Network SDK.
Publisher agrees to indemnify, hold harmless and defend Amli Network and its shareholders, subsidiaries, directors, officers, employees and agents from and against any action, claim, demand, dispute, or liability, including reasonable attorney’s fees and costs, arising from or relating to: (i) Publisher’s breach of this Agreement including any misrepresentation of Publisher, (ii) any negligence or willful misconduct of Publisher; (iii) any allegation that the Application infringes a third party’s patent, copyright, trademark or other proprietary or intellectual property right, or misappropriates a third party’s trade secrets due to an act or omission of Publisher; or (iv) any action or conduct of Amli Network undertaken pursuant to this Agreement resulting in a third party claim against Amli Network and due to an act or omission of Publisher. Publisher agrees that Amli Network shall have the right to participate in the defense of any such claim through counsel of its own choosing.
This agreement may be terminated by any party, with or without a reason, by providing the other party with a 24 hours prior written notice. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, warranties, disclaimers, limitations of liability, confidentiality and intellection property. Amli Network reserves the right to terminate this agreement and suspend Service to any Publisher immediately in the case where Publisher breached this Agreement.
To opt out please contact us at email@example.com
Each party agrees that it may be provided by the other party with information that is confidential and proprietary to that other party or a third- party, which (i) is in written, recorded, graphical or other tangible form and marked “Proprietary„, “Confidential„ or with a similar legend denoting the disclosing party’s proprietary interests therein, or (ii) is in oral form and identified by the disclosing party as proprietary or confidential at the time of oral disclosure, with subsequent confirmation in writing within 30 days of such disclosure, or (iii) is of apparent proprietary or confidential nature (“Confidential Information„). Without derogating from the above, Amli Network’s rates are considered confidential. Each party may use Confidential Information received from the other party only in connection with and to further the purposes of this Agreement. Confidential Information shall not be commingled with information or materials of others and any copies shall be strictly controlled. The receiving party undertakes that it shall treat and maintain the Confidential Information as confidential, and hold all such Confidential Information in trust and confidence for the disclosing party, utilizing at least the same degree of care the receiving party uses to protect its own confidential information, but not less than reasonable degree of care. The receiving party shall not disclose any Confidential Information disclosed by the disclosing party to any third party or to officers, directors, employees or contractors of the receiving party, except to officers, directors, employees or contractors who have to be so informed on a “need-to-know„ basis in order to carry out the purpose of this Agreement and, which are bound by confidentiality obligations not less rigorous than those contained herein. Confidential Information shall not include information which the receiving party can show through written evidence: (i) that is or becomes part of the public domain through no act or omission of the receiving party; (ii) that is lawfully received by the receiving party from a third-party without restriction on use or disclosure and without breach of this Agreement or any other agreement without knowledge by the receiving party of any breach of fiduciary duty, or (iii) that the receiving party had in its possession prior to the date of this Agreement; or (iv) that is independently developed by the receiving party without use of, or reference to, the Confidential Information of the disclosing party. Upon termination of this Agreement, or upon written request by Amli Network, Publisher must destroy or return to Amli Network any Confidential Information provided by Amli Network under this Agreement. This section shall survive termination of this agreement for any reason.
The SDK is and shall remain the sole proprietary of Amli Network and the Publisher acknowledges it has no right to use the SDK or modify it in any way unless explicitly provided otherwise herein. All materials displayed or performed on or accessible through the Website or Services including, but not limited to the Amli Network SDK, are protected by copyright. Publisher shall abide by all copyright notices, information, and restrictions contained in any content accessed in connection with the Services. Publisher shall not decompile, disassemble, decrypt, extract or otherwise reverse engineer or attempt to reconstruct or discover any source code of, or any underlying ideas in, the Amli Network SDK.
[If Publisher has comments on the Services or the SDK or ideas on how to improve them, he may contact Amli Network. By doing so, Publisher also grants Amli Network a perpetual, royalty-free, irrevocable, transferable license, with right of sublicense, to use and incorporate Publisher’s ideas or comments into the Services or the SDK (or third party software, content, or services), and to otherwise exploit Publisher’s ideas and comments, in each case without payment of any compensation].
Publisher grants Amli Network his approval to use Publisher’s name, Publisher’s Application name, and Publisher’s Application icons and images for use in Amli Network’s marketing and display on Amli Network Website.
Except as expressly set forth herein, this Agreement does not grant either party any rights, implied or otherwise, to the other’s content or any of the other’s intellectual property.
User Data Collection and Usage
Amli Network is a technology service provider. When your users see an ad that has been served by Amli Network, the app or site your user is visiting has commissioned Amli Network to act as an agent to deliver advertisements and report on advertising activity.
Amli Network, through the use of user identifier such as google advertising id or idfa, collects anonymous usage statistics. These are industry standard technologies used by many major websites and apps. No personally identifiable information is collected or used in this process. Information that is collected may include: session data, geography, device type, IP address, operating system type, Ad type.
We use the information we collect to display advertising that is customised to individuals’ interests (both explicit and inferred), preferences and locations, and to analyze with the aim of improving our technologies and processes.
The information we collect also helps us to provide filtering options based on content and app rating for publishers and developers to manage ads appearing on their sites and in their apps, and to provide targeting options for advertisers. Our publishers and developer clients benefit, by allowing us to present ads to your users that they haven’t already seen, and helps our advertiser clients serve ads that are most likely to be of interest to your users.
Amli Network will comply with the Research Policy Requirements on the Google Display Network through Ad Exchange as described at the following link.
To opt out of receiving the tailored advertising made possible by Amli Network on your mobile device, follow the opt-out instructions below:
iOS Opt Out
Android Opt Out
We are compliant with the COPPA policy (Children’s Online Privacy Protection Act), and thus, we do not store any information from anyone under 13 years of age or use it for profiling. If we become aware that we have unintentionally stored such information about a child under the age of 13, that information will be deleted immediately.
All advertisements meant for an older audience are filtered from apps with a low content rating, upon request from the publisher or developer. New and existing publishers are required to notify Amli Network of any new sites or app accounts that are directed at children to ensure we continue to comply with the COPPA rules.
Publisher must comply with the respective application store:
Google Play Business and Program Policies and Google ad policy https://developer.android.com/distribute/googleplay/policies/ads.php
App Store Review Policy
Independent Contractors: The parties and their respective personnel are and shall be independent contractors and neither party by virtue of this Agreement shall have any right, power or authority to act or create any obligation, express or implied, on behalf of the other party.
Assignment: Publisher may not assign any of its rights, duties or obligations under this Agreement to any person or entity, in whole or in part, and any attempt to do so shall be deemed void and/or a material breach of this Agreement. Amli Network may assign this agreement without Publisher’s consent.
Waiver: No waiver of any provision hereof or of any right or remedy hereunder shall be effective unless in writing and signed by the party against whom such waiver is sought to be enforced. No delay in exercising, no course of dealing with respect to, or no partial exercise of any right or remedy hereunder shall constitute a waiver of any other right or remedy, or future exercise thereof.
Severability: If any provision of this Agreement is determined to be invalid under any applicable statute or rule of law, it is to that extent to be deemed omitted, and the balance of the Agreement shall remain enforceable.
Notice: All notices shall be in writing and shall be deemed to be delivered when received by e-mail. All notices to Amli Network shall be sent to firstname.lastname@example.org, and all notices to Publisher shall be sent to the email address supplier by Publisher at registration, or to such other address as either party may, from time to time, designate by notice to the other party.
Amendment: Amli Network may amend this Agreement at any time. In a case where a change to this agreement is made, Amli Network will post a notice on its Website, or send a notice to Publisher via email.Publisher agrees to review this Agreement prior to each use and by continuing use or continued use of the Services, agrees to any modifications made to this Agreement by Amli Network.
Law: This Agreement shall be governed in all respects by the laws of the State of Dublin without regard to its conflict of law’s provisions. Exclusive venue for any dispute shall be the State of Dublin. Nothing in this Section shall be deemed to limit the parties’ right to seek interim injunction relief in any court of law.
Force Majeure: If the performance of any part of this Agreement by either party is prevented, hindered, delayed or otherwise made impracticable by reason of any flood, riot, fire, judicial or governmental action, labor disputes, act of God or any other causes beyond the control of either party, that party shall be excused from such to the extent that it is prevented, hindered or delayed by such causes.
Entire Agreement: This Agreement constitutes the complete and exclusive statement of all mutual understandings between the parties with respect to the subject matter hereof, superseding all prior or contemporaneous proposals, communications and understandings, oral or written. The Publisher must not edit, resize, modify, filter, obscure, hide, make transparent or reorder any advertising (including their associated links) supplied by the Amli Network Service.
GDPR Data Processing Agreement:
This Data Processing Agreement reflects the requirements of the European Data Protection Regulation (“GDPR”) as it comes into effect on May 25, 2018. Amli Network ́s products and services offered in the European Union are GDPR ready and this DPA provides you with the necessary documentation of this readiness.
This Data Processing Agreement ("DPA") is an addendum to the Customer Terms of Service ("Agreement") between Amli Network and the Customer. All capitalized terms not defined in this DPA shall have the meanings set forth in the Agreement. Customer enters into this DPA on behalf of itself and, to the extent required under Data Protection Laws, in the name and on behalf of its Authorized Affiliates (defined below).
The parties agree as follows:
"Affiliate" means an entity that directly or indirectly Controls, is Controlled by or is under common Control with an entity.
“Authorized Affiliate” means any of Customer Affiliate(s) permitted to or otherwise receiving the benefit of the Services pursuant to the Agreement.
"Control" means an ownership, voting or similar interest representing fifty percent (50%) or more of the total interests then outstanding of the entity in question. The term "Controlled" shall be construed accordingly.
"Controller" means an entity that determines the purposes and means of the processing of Personal Data.
“Customer Data” means any data that Amli Network and/or its Affiliates processes on behalf of Customer in the course of providing the Services under the Agreement.
"Data Protection Laws" means all data protection and privacy laws and regulations applicable to the processing of Personal Data under the Agreement, including, where applicable, EU Data Protection Law.
"EU Data Protection Law" means (i) prior to May 25, 2018, Directive 95/46/EC of the European Parliament and of the Council on the protection of individuals with regard to the processing of Personal Data and on the free movement of such data ("Directive") and on and after May 25, 2018, Regulation 2016/679 of the European Parliament and of the Council on the protection of natural persons with regard to the processing of Personal Data and on the free movement of such data (General Data Protection Regulation) ("GDPR"); and (ii) Directive 2002/58/EC concerning the processing of Personal Data and the protection of privacy in the electronic communications sector and applicable national implementations of it (in each case, as may be amended, superseded or replaced).
"Personal Data" means any Customer Data relating to an identified or identifiable natural person to the extent that such information is protected as personal data under applicable Data Protection Law.
"Privacy Shield" means the EU-US and Swiss-US Privacy Shield Frameworks, as administered by the U.S. Department of Commerce.
"Privacy Shield Principles" means the Privacy Shield Framework Principles (as supplemented by the Supplemental Principles) contained in Annex II to the European Commission Decision of 12 July 2016 pursuant to the Directive, details of which can be found at www.privacyshield.gov/eu-us-framework.
"Processor" means an entity that processes Personal Data on behalf of the Controller.
"Processing" has the meaning given to it in the GDPR and "process", "processes" and "processed" shall be interpreted accordingly.
"Security Incident" means any unauthorized or unlawful breach of security that leads to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of or access to Personal Data.
"Services" means any product or service provided by Amli Network to Customer pursuant to and as more particularly described in the Agreement.
"Sub-processor" means any Processor engaged by Amli Network or its Affiliates to assist in fulfilling its obligations with respect to providing the Services pursuant to the Agreement or this DPA. Sub- processors may include third parties or any Amli Network Affiliate.
2. Scope and Applicability of this DPA
2.1 This DPA applies where and only to the extent that Amli Network processes Personal Data on behalf of the Customer in the course of providing the Services and such Personal Data is subject to Data Protection Laws of the European Union, the European Economic Area and/or their member states, Switzerland and/or the United Kingdom. The parties agree to comply with the terms and conditions in this DPA in connection with such Personal Data.
2.2 Role of the Parties. As between Amli Network and Customer, Customer is the Controller of Personal Data and Amli Network shall process Personal Data only as a Processor on behalf of Customer. Nothing in the Agreement or this DPA shall prevent Amli Network from using or sharing any data that Amli Network would otherwise collect and process independently of Customer's use of the Services.
2.3 Customer Obligations. Customer agrees that (i) it shall comply with its obligations as a Controller under Data Protection Laws in respect of its processing of Personal Data and any processing instructions it issues to Amli Network; and (ii) it has provided notice and obtained (or shall obtain) all consents and rights necessary under Data Protection Laws for Amli Network to process Personal Data and provide the Services pursuant to the Agreement and this DPA.
2.4 Amli Network Processing of Personal Data. As a Processor, Amli Network shall process Personal Data only for the following purposes: (i) processing to perform the Services in accordance with the Agreement; (ii) processing to perform any steps necessary for the performance of the Agreement; and (iii) to comply with other reasonable instructions provided by Customer to the extent they are consistent with the terms of this Agreement and only in accordance with Customer’s documented lawful instructions. The parties agree that this DPA and the Agreement set out the Customer’s complete and final instructions to Amli Network in relation to the processing of Personal Data and processing outside the scope of these instructions (if any) shall require prior written agreement between Customer and DigitalOcean.
2.5 Nature of the Data. Amli Network handles Customer Data provided by Customer. Such Customer Data may contain special categories of data depending on how the Services are used by Customer. The Customer Data may be subject to the following process activities: (i) storage and other processing necessary to provide, maintain and improve the Services provided to Customer; (ii) to provide customer and technical support to Customer; and (iii) disclosures as required by law or otherwise set forth in the Agreement.
2.6 Amli Network Data. Notwithstanding anything to the contrary in the Agreement (including this DPA), Customer acknowledges that Amli Network shall have a right to use and disclose data relating to and/or obtained in connection with the operation, support and/or use of the Services for its legitimate business purposes, such as billing, account management, technical support, product development and sales and marketing. To the extent any such data is considered personal data under Data Protection Laws, Amli Network is the Controller of such data and accordingly shall process such data in compliance with Data Protection Laws.
3.1 Authorized Sub-processors. Customer agrees that Amli Network may engage Sub-processors to process Personal Data on Customer's behalf. The Sub-processors currently engaged by Amli Network and authorized by Customer are listed in Annex A.
3.2 Sub-processor Obligations. Amli Network shall: (i) enter into a written agreement with the Sub- processor imposing data protection terms that require the Sub-processor to protect the Personal Data to the standard required by Data Protection Laws; and (ii) remain responsible for its compliance with the obligations of this DPA and for any acts or omissions of the Sub-processor that cause Amli Network to breach any of its obligations under this DPA.
3.3 Changes to Sub-processors. Amli Network shall provide Customer reasonable advance notice (for which email shall suffice) if it adds or removes Sub-processors.
3.4 Objection to Sub-processors. Customer may object in writing to Amli Network’s appointment of a new Sub-processor on reasonable grounds relating to data protection by notifying Amli Network promptly in writing within five (5) calendar days of receipt of Amli Network's notice in accordance with Section 3.3. Such notice shall explain the reasonable grounds for the objection. In such event, the parties shall discuss such concerns in good faith with a view to achieving commercially reasonable resolution. If this is not possible, either party may terminate the applicable Services that cannot be provided by Amli Network without the use of the objected-to-new Sub-processor.
4.1 Security Measures. Amli Network shall implement and maintain appropriate technical and organizational security measures to protect Personal Data from Security Incidents and to preserve the security and confidentiality of the Personal Data, in accordance with Amli Network's security standards described in Annex B ("Security Measures").
4.2 Confidentiality of Processing. Amli Network shall ensure that any person who is authorized by Amli Network to process Personal Data (including its staff, agents and subcontractors) shall be under an appropriate obligation of confidentiality (whether a contractual or statutory duty).
4.3 Security Incident Response. Upon becoming aware of a Security Incident, Amli Network shall notify Customer without undue delay and shall provide timely information relating to the Security Incident as it becomes known or as is reasonably requested by Customer.
4.4 Updates to Security Measures. Customer acknowledges that the Security Measures are subject to technical progress and development and that Amli Network may update or modify the Security Measures from time to time provided that such updates and modifications do not result in the degradation of the overall security of the Services purchased by the Customer.
5. Security Reports and Audits
5.1 Amli Network shall maintain records of its security standards. Upon Customer's written request, Amli Network shall provide (on a confidential basis) copies of relevant external ISMS certifications, audit report summaries and/or other documentation reasonably required by Customer to verify Amli Network's compliance with this DPA. Amli Network shall further provide written responses (on a confidential basis) to all reasonable requests for information made by Customer, including responses to information security and audit questionnaires, that Customer (acting reasonably) considers necessary to confirm Amli Network's compliance with this DPA, provided that Customer shall not exercise this right more than once per year.
6. International Transfers
6.1 Processing Locations. Amli Network stores and processes EU Data (defined below) in data centers located inside and outside the European Union. All other Customer Data may be transferred and processed anywhere in the world where Customer, its Affiliates and/or its Sub-processors maintain data processing operations. Amli Network shall implement appropriate safeguards to protect the Personal Data, wherever it is processed, in accordance with the requirements of Data Protection Laws.
6.2 Transfer Mechanism: Notwithstanding Section 6.1, to the extent Amli Network processes or transfers (directly or via onward transfer) Personal Data under this DPA from the European Union, the European Economic Area and/or their member states and Switzerland ("EU Data") in or to countries which do not ensure an adequate level of data protection within the meaning of applicable Data Protection Laws of the foregoing territories, the parties agree that Amli Network shall be deemed to provide appropriate safeguards for such data by virtue of having certified its compliance with the Privacy Shield and Amli Network shall process such data in compliance with the Privacy Shield Principles. Customer hereby authorises any transfer of EU Data to, or access to EU Data from, such destinations outside the EU subject to any of these measures having been taken.
7. Return or Deletion of Data
7.1 Upon deactivation of the Services, all Personal Data shall be deleted, save that this requirement shall not apply to the extent Amli Network is required by applicable law to retain some or all of the Personal Data, or to Personal Data it has archived on backup systems, which such Personal Data Amli Network shall securely isolate and protect from any further processing, except to the extent required by applicable law.
8.1 To the extent that Customer is unable to independently access the relevant Personal Data within the Services, Amli Network shall (at Customer's expense) taking into account the nature of the processing, provide reasonable cooperation to assist Customer by appropriate technical and organizational measures, in so far as is possible, to respond to any requests from individuals or applicable data protection authorities relating to the processing of Personal Data under the Agreement. In the event that any such request is made directly to Amli Network, Amli Network shall not respond to such communication directly without Customer's prior authorization, unless legally compelled to do so. If Amli Network is required to respond to such a request, Amli Network shall promptly notify Customer and provide it with a copy of the request unless legally prohibited from doing so.
8.2 To the extent Amli Network is required under Data Protection Law, Amli Network shall (at Customer's expense) provide reasonably requested information regarding Amli Network's processing of Personal Data under the Agreement to enable the Customer to carry out data protection impact assessments or prior consultations with data protection authorities as required by law.
9.1 Except for the changes made by this DPA, the Agreement remains unchanged and in full force and effect. If there is any conflict between this DPA and the Agreement, this DPA shall prevail to the extent of that conflict.
9.2 This DPA is a part of and incorporated into the Agreement so references to "Agreement" in the Agreement shall include this DPA.
9.3 In no event shall any party limit its liability with respect to any individual's data protection rights under this DPA or otherwise.
9.4 This DPA shall be governed by and construed in accordance with governing law and jurisdiction provisions in the Agreement, unless required otherwise by Data Protection Laws.