Data Processing Agreement - Standard Contractual Clauses

Clause 1

Definitions

For the purposes of the Clauses:

(d) 'the subprocessor' means any processor engaged by the data importer or by any other subprocessor of the data importer who agrees to receive from the data importer or from any other subprocessor of the data importer personal data exclusively intended for processing activities to be carried out on behalf of the data exporter after the transfer in accordance with his instructions, the terms of the Clauses and the terms of the written subcontract;

Clause 2

Details of the transfer

The details of the transfer and in particular the special categories of personal data where applicable are specified in Appendix 1 which forms an integral part of the Clauses.

Clause 3

Third-party beneficiary clause

1. The data subject can enforce against the data exporter this Clause, Clause 4(b) to (i), Clause 5(a) to (e), and (g) to (j), Clause 6(1) and (2), Clause 7, Clause 8(2), and Clauses 9 to 12 as third-party beneficiary.

2. The data subject can enforce against the data importer this Clause, Clause 5(a) to (e) and (g), Clause 6, Clause 7, Clause 8(2), and Clauses 9 to 12, in cases where the data exporter has factually disappeared or has ceased to exist in law unless any successor entity has assumed the entire legal obligations of the data exporter by contract or by operation of law, as a result of which it takes on the rights and obligations of the data exporter, in which case the data subject can enforce them against such entity.

3. The data subject can enforce against the subprocessor this Clause, Clause 5(a) to (e) and (g), Clause 6, Clause 7, Clause 8(2), and Clauses 9 to 12, in cases where both the data exporter and the data importer have factually disappeared or ceased to exist in law or have become insolvent, unless any successor entity has assumed the entire legal obligations of the data exporter by contract or by operation of law as a result of which it takes on the rights and obligations of the data exporter, in which case the data subject can enforce them against such entity. Such third-party liability of the subprocessor shall be limited to its own processing operations under the Clauses.

4. The parties do not object to a data subject being represented by an association or other body if the data subject so expressly wishes and if permitted by national law.

Clause 4

Obligations of the data exporter

The data exporter agrees and warrants:

(a) that the processing, including the transfer itself, of the personal data has been and will continue to be carried out in accordance with the relevant provisions of the applicable data protection law (and, where applicable, has been notified to the relevant authorities of the Member State where the data exporter is established) and does not violate the relevant provisions of that State;

(b) that it has instructed and throughout the duration of the personal data processing services will instruct the data importer to process the personal data transferred only on the data exporter's behalf and in accordance with the applicable data protection law and the Clauses;

(c) that the data importer will provide sufficient guarantees in respect of the technical and organisational security measures specified in Appendix 2 to this contract;

(d) that after assessment of the requirements of the applicable data protection law, the security measures are appropriate to protect personal data against accidental or unlawful destruction or accidental loss, alteration, unauthorised disclosure or access, in particular where the processing involves the transmission of data over a network, and against all other unlawful forms of processing, and that these measures ensure a level of security appropriate to the risks presented by the processing and the nature of the data to be protected having regard to the state of the art and the cost of their implementation;

(e) that it will ensure compliance with the security measures;

(f) that, if the transfer involves special categories of data, the data subject has been informed or will be informed before, or as soon as possible after, the transfer that its data could be transmitted to a third country not providing adequate protection within the meaning of Directive 95/46/EC;

(g) to forward any notification received from the data importer or any subprocessor pursuant to Clause 5(b) and Clause 8(3) to the data protection supervisory authority if the data exporter decides to continue the transfer or to lift the suspension;

(h) to make available to the data subjects upon request a copy of the Clauses, with the exception of Appendix 2, and a summary description of the security measures, as well as a copy of any contract for subprocessing services which has to be made in accordance with the Clauses, unless the Clauses or the contract contain commercial information, in which case it may remove such commercial information;

(i) that, in the event of subprocessing, the processing activity is carried out in accordance with Clause 11 by a subprocessor providing at least the same level of protection for the personal data and the rights of data subject as the data importer under the Clauses; and

(j) that it will ensure compliance with Clause 4(a) to (i).

Clause 5

Obligations of the data importer

The data importer agrees and warrants:

(a) to process the personal data only on behalf of the data exporter and in compliance with its instructions and the Clauses; if it cannot provide such compliance for whatever reasons, it agrees to inform promptly the data exporter of its inability to comply, in which case the data exporter is entitled to suspend the transfer of data and/or terminate the contract;

(b) that it has no reason to believe that the legislation applicable to it prevents it from fulfilling the instructions received from the data exporter and its obligations under the contract and that in the event of a change in this legislation which is likely to have a substantial adverse effect on the warranties and obligations provided by the Clauses, it will promptly notify the change to the data exporter as soon as it is aware, in which case the data exporter is entitled to suspend the transfer of data and/or terminate the contract;

[2] Mandatory requirements of the national legislation applicable to the data importer which do not go beyond what is necessary in a democratic society on the basis of one of the interests listed in Article 13(1) of Directive 95/46/EC, that is, if they constitute a necessary measure to safeguard national security, defence, public security, the prevention, investigation, detection and prosecution of criminal offences or of breaches of ethics for the regulated professions, an important economic or financial interest of the State or the protection of the data subject or the rights and freedoms of others, are not in contradiction with the standard contractual clauses. Some examples of such mandatory requirements which do not go beyond what is necessary in a democratic society are, inter alia, internationally recognised sanctions, tax-reporting requirements or anti-money-laundering reporting requirements.

(c) that it has implemented the technical and organisational security measures specified in Appendix 2 before processing the personal data transferred;

(d) that it will promptly notify the data exporter about:

(i) any legally binding request for disclosure of the personal data by a law enforcement authority unless otherwise prohibited, such as a prohibition under criminal law to preserve the confidentiality of a law enforcement investigation,

(ii) any accidental or unauthorised access, and

(iii) any request received directly from the data subjects without responding to that request, unless it has been otherwise authorised to do so;

(e) to deal promptly and properly with all inquiries from the data exporter relating to its processing of the personal data subject to the transfer and to abide by the advice of the supervisory authority with regard to the processing of the data transferred;

(f) at the request of the data exporter to submit its data processing facilities for audit of the processing activities covered by the Clauses which shall be carried out by the data exporter or an inspection body composed of independent members and in possession of the required professional qualifications bound by a duty of confidentiality, selected by the data exporter, where applicable, in agreement with the supervisory authority;

(g) to make available to the data subject upon request a copy of the Clauses, or any existing contract for subprocessing, unless the Clauses or contract contain commercial information, in which case it may remove such commercial information, with the exception of Appendix 2 which shall be replaced by a summary description of the security measures in those cases where the data subject is unable to obtain a copy from the data exporter;

(h) that, in the event of subprocessing, it has previously informed the data exporter and obtained its prior written consent;

(i) that the processing services by the subprocessor will be carried out in accordance with Clause 11;

(j) to send promptly a copy of any subprocessor agreement it concludes under the Clauses to the data exporter.

Clause 6

Liability

1. The parties agree that any data subject, who has suffered damage as a result of any breach of the obligations referred to in Clause 3 or in Clause 11 by any party or subprocessor is entitled to receive compensation from the data exporter for the damage suffered.

2. If a data subject is not able to bring a claim for compensation in accordance with paragraph 1 against the data exporter, arising out of a breach by the data importer or his subprocessor of any of their obligations referred to in Clause 3 or in Clause 11, because the data exporter has factually disappeared or ceased to exist in law or has become insolvent, the data importer agrees that the data subject may issue a claim against the data importer as if it were the data exporter, unless any successor entity has assumed the entire legal obligations of the data exporter by contract of by operation of law, in which case the data subject can enforce its rights against such entity.

The data importer may not rely on a breach by a subprocessor of its obligations in order to avoid its own liabilities.

3. If a data subject is not able to bring a claim against the data exporter or the data importer referred to in paragraphs 1 and 2, arising out of a breach by the subprocessor of any of their obligations referred to in Clause 3 or in Clause 11 because both the data exporter and the data importer have factually disappeared or ceased to exist in law or have become insolvent, the subprocessor agrees that the data subject may issue a claim against the data subprocessor with regard to its own processing operations under the Clauses as if it were the data exporter or the data importer, unless any successor entity has assumed the entire legal obligations of the data exporter or data importer by contract or by operation of law, in which case the data subject can enforce its rights against such entity. The liability of the subprocessor shall be limited to its own processing operations under the Clauses.

Clause 7

Mediation and jurisdiction

1. The data importer agrees that if the data subject invokes against it third-party beneficiary rights and/or claims compensation for damages under the Clauses, the data importer will accept the decision of the data subject:

(a) to refer the dispute to mediation, by an independent person or, where applicable, by the supervisory authority;

(b) to refer the dispute to the courts in the Member State in which the data exporter is established.

2. The parties agree that the choice made by the data subject will not prejudice its substantive or procedural rights to seek remedies in accordance with other provisions of national or international law.

Clause 8

Cooperation with supervisory authorities

1. The data exporter agrees to deposit a copy of this contract with the supervisory authority if it so requests or if such deposit is required under the applicable data protection law.

2. The parties agree that the supervisory authority has the right to conduct an audit of the data importer, and of any subprocessor, which has the same scope and is subject to the same conditions as would apply to an audit of the data exporter under the applicable data protection law.

3. The data importer shall promptly inform the data exporter about the existence of legislation applicable to it or any subprocessor preventing the conduct of an audit of the data importer, or any subprocessor, pursuant to paragraph 2. In such a case the data exporter shall be entitled to take the measures foreseen in Clause 5 (b).

Clause 9

Governing Law

The Clauses shall be governed by the law of the country in which the data exporter is established.

Clause 10

Variation of the contract

The parties undertake not to vary or modify the Clauses. This does not preclude the parties from adding clauses on business related issues where required as long as they do not contradict the Clause.

Clause 11

Subprocessing

1. The data importer shall not subcontract any of its processing operations performed on behalf of the data exporter under the Clauses without the prior written consent of the data exporter. Where the data importer subcontracts its obligations under the Clauses, with the consent of the data exporter, it shall do so only by way of a written agreement with the subprocessor which imposes the same obligations on the subprocessor as are imposed on the data importer under the Clauses[3]. Where the subprocessor fails to fulfil its data protection obligations under such written agreement the data importer shall remain fully liable to the data exporter for the performance of the subprocessor's obligations under such agreement.

2. The prior written contract between the data importer and the subprocessor shall also provide for a third-party beneficiary clause as laid down in Clause 3 for cases where the data subject is not able to bring the claim for compensation referred to in paragraph 1 of Clause 6 against the data exporter or the data importer because they have factually disappeared or have ceased to exist in law or have become insolvent and no successor entity has assumed the entire legal obligations of the data exporter or data importer by contract or by operation of law. Such third-party liability of the subprocessor shall be limited to its own processing operations under the Clauses.

3. The provisions relating to data protection aspects for subprocessing of the contract referred to in paragraph 1 shall be governed by the law of the Member State in which the data exporter is established.

4. The data exporter shall keep a list of subprocessing agreements concluded under the Clauses and notified by the data importer pursuant to Clause 5 (j), which shall be updated at least once a year. The list shall be available to the data exporter's data protection supervisory authority.

Clause 12

Obligation after the termination of personal data processing services

1. The parties agree that on the termination of the provision of data processing services, the data importer and the subprocessor shall, at the choice of the data exporter, return all the personal data transferred and the copies thereof to the data exporter or shall destroy all the personal data and certify to the data exporter that it has done so, unless legislation imposed upon the data importer prevents it from returning or destroying all or part of the personal data transferred. In that case, the data importer warrants that it will guarantee the confidentiality of the personal data transferred and will not actively process the personal data transferred anymore.

2. The data importer and the subprocessor warrant that upon request of the data exporter and/or of the supervisory authority, it will submit its data processing facilities for an audit of the measures referred to in paragraph 1.

Appendix 1 to the Standard Contractual Clauses

This Appendix forms part of the Clauses and must be completed and signed by the parties.

The Member States may complete or specify, according to their national procedures, any additional necessary information to be contained in this Appendix.

Data exporter

The data exporter refers individually and collectively also to all affiliates of data exporter which make use of the services under the agreement and who each are entitled to enforce the Clauses as independent data exporters.

Exclusively for the purpose of the Clauses, the rights of each data exporter under the Clauses shall directly be exercised by Controller towards data importer, e.g. Controller may submit an instruction not only for itself bit also on behalf of the other data exporters, unless mandatory law requires a direct communication between the respective data exporter and data importer; in such a case Controller has to notify data importer in text format (e.g. email) and without undue delay about such mandatory legal requirement and to identify such respective data exporter (full legal name and registered address). Furthermore, to the extent either the Clauses or mandatory law requires data importer to notify a data exporter, Controller shall be deemed to be entitled to receive such notification on behalf of such data exporter. In addition, the terms and conditions of the Clauses remain unaffected.

Data subjects

The personal data transferred concern the following categories of data subject:

Employees of Data exporter

Categories of data

The personal data transferred concern the following categories of data:

Name, address, customer, number, contact details etc. Special categories of personal data are not a subject matter of the data processing.

Processing operations

As agreed under an applicable software order.

Additional safeguards as required by Art. 28 GDPR

1. Interpretation and Order of precedence

The standard contractual clauses shall be interpreted in the light of the Regulation (EU) 2016/679 (General Data Protection Regulation, “GDPR”).

The rights and obligations set forth in this section shall be additional to those set forth in the standard contractual clauses above and shall under no circumstance lower the level of data protection stipulated standard contractual clauses. In case of contradictions the regulations set forth in the standard contractual clauses shall prevail.

2. Instructions

Data importer shall inform data exporter without undue delay, if data importer is of the opinion that an instruction of data exporter infringes regulations pursuant to applicable data protection laws or if data importer is obligated under applicable laws to process personal data outside the scope of data exporter’s instructions.

3. Confidentiality Obligation

Data importer shall ensure that only persons have access to personal data if necessary for the processing under the Standard Contractual Clauses. Furthermore, data importer ensures that such persons authorized to process personal data have committed themselves to confidentiality or are subject to an appropriate statutory obligation of confidentiality. The obligation of confidentiality survives the expiration, termination or cancellation of the Standard Contractual Clauses.

4. Appointment of data protection officer

Data importer shall appoint – where required by applicable data protection law – a data protection officer who possesses the knowledge and reliability necessary for the performance of his/her duties and provide data exporter with data protection officer’s contact details. Data importer shall inform data exporter about any changes in the person of the data protection officer without undue delay and shall provide data exporter with updated contact details.

5. Support and Notification Obligations

Data importer shall support data exporter at data exporter’s request with all information necessary to demonstrate compliance with GDPR in particular

in creating and maintaining a record of processing activities in accordance with Art. 30 GDPR. Data importer shall keep records of all categories of processing activities carried out on behalf of data exporter in accordance with Art. 30(2) GDPR. Data importer shall make such records available to data exporter or a supervisory authority upon request of one of them;
in case data importer has to comply with an obligation to perform a data privacy impact assessment, including providing data exporter with the results of any prior performed data privacy impact assessment performed by Processor;
with respect to prior consultations with supervisory authorities (Art. 35, 36 GDPR).

Data importer shall notify data exporter immediately and in any case within five business days if it receives:

any communication from a data protection authority or any other regulatory authority in connection with personal data processed under the Standard Contractual Clauses;
a request from any third party for disclosure of personal data processed under the Standard Contractual Clauses where compliance with such request is required or purported to be required by applicable law unless such notification is prohibited by applicable law;
any processing of personal data outside the scope of the standard contractual clauses or of any violations of applicable data protection laws, in particular disruptions, suspected breaches of data protection, whereas such notification may in any case be no later than 24 hours after becoming aware of it; or
other request, complaint or communication relating to the data exporter’s obligations under applicable data protection laws.

6. Rights of data subjects

Data importer shall assist data exporter in the fulfilment of data exporter’s obligation to respond to data subject rights requests (e.g. Art. 15 – 20 GDPR), and to defend against data subject claims (Art. 82 GDPR). In particular, but not limited to, this shall include the provision of relevant information and further relevant support upon data exporter’s request without undue delay.

If data importer receives a request from a data subject, data importer shall immediately and in any case within five business days inform data exporter in writing or in electronic form (e.g. e-mail) of the details of the request.

7. Copies or Duplicates

The data importer is not allowed to make copies or duplicates of personal data of the data exporter without the prior written consent of the data exporter, unless such copies or duplicates are necessary in the course of proper data processing activities or the fulfilment of statutory data retention obligations.

8. Return of data storage media and deletion of data

In addition to Clause 12 of the Standard Contractual Clauses, the parties agree that no personal data of the data exporter that was provided under the Standard Contractual Clauses shall remain with the data importer after the duration of the data processing. At the choice of the data exporter the data importer shall return or destroy data storage media of the data exporter. The deletion of this data and – if applicable – the destruction of data storage media shall be carried out in accordance with the current state of the art and with the data protection requirements. The data importer shall confirm the deletion and – if applicable – the destruction in writing or via e-mail.

9. Unlawful Processing due to a Change in Applicable Data Protection Law (e.g. Brexit)

In the event that a change in applicable data protection law would make the continued transfer or processing of personal data under this Annex unlawful for Controller, then, prior to the effective dateof any such change, either (a) if commercially reasonable alternatives exist for adjusting the procedures for transfer or processing in order to avoid a violation of applicable law, then Processor and Controller, at their own respective cost and expense, shall cooperate in good faith by implementing such alternatives, or (b) if the Parties fail to reach an agreement satisfactory to both Parties within 90 days after the receipt of the request for negotiation, then Controller shall be entitled to terminate the agreement and/or any SOW, if executed with immediate effect.

Appendix 2: Technical and organizational measures

The technical and organizational measures applicable to the Agreement, and which the Processor shall apply, are set out below. The general measures set out in section 1 are mandatory and applicable to all cases of data processing activities. All other measures in sections 2 and 3 apply, unless the Parties agree that they do not apply to the data processing activity. Processor represents and warrants, on a continuing basis, that the selected technical and organizational measures are, and will remain, in place for the present data processing by the Processor.

1. General measures

Internal data privacy and IT security policies, incl. procedures according to applicable laws and regulations, are implemented and regularly reviewed and updated as required
Appointment of individuals with data privacy and IT security responsibilities (e.g. IT security officer, data protection officer (if required under applicable law))
Access to personal data by individuals is subject to appropriate confidentiality obligations (e.g. employment contract, confidentiality agreement, professional obligations)
Regular training of employees in data privacy and IT security
Regular internal audits to check adherence to data privacy and IT security policies and assess/evaluate whether these are appropriate for ensuring protection of personal data
Use of encryption for storing of sensitive personal data
Encryption of personal data in cases of online transmission or transport by means of mobile data carriers (e.g. on notebooks, and laptops, harddrives, CDs, DVDs, USB sticks, tapes, discs, memory cards, etc.)
Procedures/policies for appropriate segregation of data sets (e.g. segregation of data sets of different controllers, separation of test / development data and productive data)
Implemented physical access authorizations (according to the sensitivity of the data and criticality of the processing) for employees and third parties (visitors, customers, cleaning staff, workmen, etc.) including for request, approval and removal of access
Implemented IT system access authorizations policy for employees and third parties accessing IT systems (e.g. support and/or maintenance, freelancer, consultants, developers) on the basis of need-to-know principle and taking into account the sensitivity and criticality of the processing
IT systems accessible through personalized and password protected user accounts (based on state of the art policies for creation of secure passwords)
IT systems access blocked after repeated incorrect access attempts or automatically locked in case of inactivity for a period of time, requiring a new login by the user
Protection of internal networks against unauthorized access (e.g. by firewalls, virus scanners)
Data back-up and recovery policies and procedures are implemented
Implemented service continuity strategy, including recovery time objectives
Ability to apply retention periods as defined by the data controller
Sub-processors engaged by Processor have formalized, documented and controlled data processing arrangements in place

2. Specific measures based on risk level – All Services

a. Organizational measures

[X] IT Security policy according to common frameworks (e.g. ISO 27001, or equivalent standards)

[X] Provision of further internal controls in line with frameworks such as SOC 2 type 2 or other relevant frameworks

[X] Regular assessment of sub processors

[X] Erasure and/or controlled destruction policies and processes of all personal data (e.g. upon expiry of the retention period or on request of the data controller)

[X] Clear distinction between the Controller’s and the Processor’s areas of responsibility

b. Physical access controls

[X] Identity cards or code card passes

[X] Biometric passes

[X] Security locks or electronic locks

[X] Keys

[X] Identification of the persons requesting access for facilities

[X] Visitor passes for third parties

[X] Logging of accesses

[X] Security alarm system or other appropriate security measures

[X] Constructional measures (fencing, surveillance cameras, locked doors, gates and windows, etc.)

[X] Specific safety areas with own access control (“closed shops”)

c. IT infrastructure and software

[X] Guidelines for the documentation of software and IT procedures

[X] Documentation of IT infrastructure including system interfaces

[X] Centralized procurement of hardware and software

[X] Formal release procedures for hardware, software and IT procedures

[X] Data privacy and IT security requirements are part of software release management processes

[X] Keeping all software used in connection with the processing up-to-date (e.g. by updates, patches, fixes, etc.)

[X] Execution of a risk and weak point analysis

[X] Policies and processes for remote maintenance and/or support services

d. IT systems controls

[X] Automatic log-off of user IDs that have not been used for a substantial period of time

[X] Log-file of all events (e.g. audit trails of accesses and break-in attempts)

[X] Back end systems are hardened to prevent attackers from gaining unauthorized access

e. Data management

[X] Documentation of persons authorized to enter personal data

[X] Protective measures for the data input as well as for the reading, blocking and deletion of stored personal data

[X] Pseudonymisation of sensitive personal data

[X] Securing the areas in which data are (temporarily) located

[X] Audit trails of handling personal data (in particular usage, modification and deletion of data by whom with a time stamp)

[X] Marking of internal data as well as external data

[X] Separation of the data which have been stored under an alias (pseudonym) from the original data

[X] Storage of the personal data in separated data collectors (physical separation)

[X] Segmentation of network, at least separating the front end from back end systems

f. Business continuity measures

[X] Contingency plans for critical systems, including clear steps and procedures for common threats, triggers for activation, decision process for activating, steps and recovery time objectives

[X] Logging of the activation and execution of contingency plans, including decisions taken, steps followed and final recovery time

[X] Set up of the server in a separately secured server room or datacenter

[X] Fire and water protection measures

[X] Emergency power generator and/or uninterruptible power supply

[X] Regular emergency drills

[X] Generating backup copies at regular intervals

[X] Storage of backup copies outside the IT department in a safe location

[X] Data mirroring

[X] Checking restorability of backup copies at regular intervals

[X] Alternative locations for storage of backup copies in case of emergency

g. Transmission controls

[X] Release of data media only to authorized persons or (external) parties

[X] Restriction of the use of external storage media (especially USB sticks, external hard drives, SD cards, CD and DVD burners) by technical means (e.g. software for interface control or complete deactivation of interfaces)

[X] Deactivation of software for which it cannot be excluded that this software transmits data to third parties (e.g. Skype, Google Chrome, Google Desktop, Google Toolbar, translation software, Social Media tools, etc.)

[X] Documentation of the remote locations / destinations to which a transmission is intended and the transmission path (logical path)

[X] Complete, correct and secured data transfer

[X] Courier services, personal pickup, confirmation of accomplishing the transport

[X] Implementation of filter measures (URL filter, filtering of email attachments, etc.)

Appendix 3: Subprocessors

The following subprocessors have either co-signed these Clauses or concluded a written agreement with the data importer which imposes the same obligations on the subprocessor as are imposed on the data importer under these Clauses in accordance with Sec. 11 para 1 of these Clauses:

Soroco Americas Private Limited
Soroco Private Limited
Soroco India Private Limited
Any approved reseller or subcontractor in the Software Order

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Data Processing Agreement - Standard Contractual Clauses

Data Processing Agreement - Standard Contractual Clauses

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