This Data Processing Agreement (“DPA”) forms an integral part of, and is subject to, the agreement between Addressable Ltd., a company with offices located at Hayarkon 323 St. Tel -Aviv, Israel (“Addressable”) and its relevant customer (the “Customer”) with respect to Addressable’s services and offerings, that references this DPA or to which this DPA is attached (the “Principal Agreement”), and any related Order Forms or similar purchase instruments governing the use of Adressable’s services (the DPA together with the Principal Agreement and any such Order Forms, are collectively referred to as the “Agreement"). Addressable and Customer are hereinafter jointly referred to as “Parties” and individually as “Party.” Capitalized terms not otherwise defined herein shall have the meaning given to them in the Principal Agreement.
By using the Addressable Services or otherwise entering into the Principal Agreement, Customer accepts this DPA, and Customer represents and warrants that it has full authority to bind the Customer to this DPA.
1. Definitions
“Affiliate” means any entity that directly or indirectly controls, is controlled by, or is under common control with the subject entity. “Control” for purposes of this definition means direct or indirect ownership or control of more than 50% of the voting interests of the subject entity.
“Applicable Laws” means (a) European Union or Member State laws addressing any Customer Personal Data in respect of which Customer is subject to EU Data Protection Laws; and (b) any other applicable law addressing any Customer Personal Data.
"Customer Data" means all data, works and materials: (i) inputted by the Customer to the Platform; (ii) collected by Addressable’s access to Customer’s social network advertising account, that were already held by Customer on the date the Principal Agreement entered into effect.
“Customer Personal Data” means any Personal Data Processed by Addressable as part of its processing of Customer Data on behalf of Customer pursuant to or in connection with the Principal Agreement. Customer Personal Data shall not include any Service Data.
“Data Protection Laws” means (a) EU Data Protection Laws; (b) the UK GDPR; (c) the Swiss FADP, and (d) to the extent applicable, the data protection or privacy laws of any other applicable country as agreed in writing between the Parties, including the United States and Israel.
“EU Data Protection Laws” means EU Directive 95/46/EC, as transposed into domestic legislation of each Member State and as amended, replaced or superseded from time to time, including by the GDPR and laws implementing or supplementing the GDPR.
“EU SCC" or “EU Standard Contractual Clauses” mean the annex to the EU Commission Decision of 5 February 2010 on standard contractual clauses for the transfer of personal data to processors established in third countries under Directive 95/46/EC of the European Parliament and of the council as shall be amended from time to time (including without limitation, the standard contractual clauses adopted by the European Commission in its Implementing Decision (EU) 2021/91 of 4 June 2021), in all cases incorporating the Relevant Amendments (as defined above). Upon the effective date of adoption for any revised standard contractual clauses by the European Commission, all references in this DPA to the "EU SCCs” shall refer to that latest version and the parties shall cooperate to prepare such amendments to this DPA, including the Relevant Amendments, as may be required to take into account and give effect to the European Commission’s adoption of the revised standard contractual clauses. In the event of any conflict or inconsistency between the terms of this DPA and the provisions of the EU SCC (to the extent the latter has been entered into by the parties pursuant to Section 12 (Restricted Transfers) below), the provisions of the EU SCC shall prevail.
"FADP” means the Swiss Federal Act on Data Protection dated 19 June 1992 and any subsequent amendments, replacements, or supplements including any guidelines and clarifying materials published by the Swiss Federal Data Protection and Information Commissioner (FDPIC).
“GDPR” means EU General Data Protection Regulation 2016/679 and any subsequent amendments, replacements or supplements.
“Relevant Amendments" means the amendments to the EU SCC, the UK Addendum, and the Swiss Addendum identified under Annex 2 (Standard Contractual Clauses).
“Restricted Transfer” means (i) a transfer of Customer Personal Data from Customer to Addressable; or (ii) an onward transfer of Customer Personal Data from Addressable to a Sub Processor, or between two establishments of Addressable, in each case, where such transfer would be prohibited by Data Protection Laws (or by the terms of data transfer agreements put in place to address the data transfer restrictions of Data Protection Laws) in the absence of a legal transfer mechanism to be established under this DPA, including without limitation the applicable Standard Contractual Clauses.
“Service Data” means any information, inferred, generated, or otherwise obtained by Addressable in the scope of the provision of the Services and/or the Platform to Customer, excluding Customer Data, and including without limitation, any insights derived or inferred by Addressable in the scope of the provision of the Services and/or the Platform to the Customer.
“Sub Processor” means any third party (including any Addressable Affiliate, but excluding an employee of Addressable or any of its sub-contractors) appointed by or on behalf of Addressable or any Addressable Affiliate to Process Customer Personal Data on behalf of the Customer in connection with the Principal Agreement.
“Standard Contractual Clauses” or “SCCs” means the EU SCC, the UK Addendum, and the Swiss Addendum as defined herein, and as applicable to the transfers of Personal Data pursuant to this DPA.
“Swiss Addendum” means the applicable standard data protection clauses issued, approved or recognized by the Swiss Federal Data Protection and Information Commissioner, specifically the Federal Act on Data Protection. Upon the publication in the Federal Gazette and the entry into force of the revised Federal Act on Data Protection, this term will refer to the latter act.
“UK Addendum” means the International Data Transfer Addendum to the EU Commission standard contractual clauses issued by the UK Information Commissioner’s Office (version, B1.0, in force 21 March 2022).
“UK GDPR” means the United Kingdom’s Data Protection Act 2018 and the GDPR as adapted into law of the United Kingdom by virtue of section 3 of the United Kingdom’s European Union (Withdrawal) Act 2018.
The terms, “Data Subject,” “Member State,” “Personal Data,” “Personal Data Breach,” “Special Categories of Data,” “Process/Processing,” “Controller,” “Processor,” and “SupervisoryAuthority,” shall have the same meanings given to them in the GDPR (or another applicable Data Protection Law).
2. Processing of Customer Personal Data
The provisions of this DPA shall only apply with respect to Customer Personal Data obtained by Addressable as a result of Customer’s use of Addressable’s Services, as described in Annex 1 (Details of Processing of Customer Personal Data) attached hereto (except as stated in Section 3 hereto, which applies only to Service Data). In connection with each Party’s rights and obligations under this Agreement, as between the Parties, Addressable shall Process Customer Personal Data solely as a data Processor acting on behalf of Customer, and Customer shall be deemed the Controller of such Customer Personal Data.
Addressable shall not Process Customer Personal Data other than according to the Customer’s documented reasonable and customary instructions as specified in the Principal Agreement or this DPA, which were specifically and explicitly agreed to by Addressable, unless such Processing is required by Applicable Laws. Addressable shall inform the Customer of such legal requirement before processing unless the law prohibits such action on public interest grounds.
Customer instructs Addressable (and authorizes Addressable to instruct each Sub Processor) to (i) Process Customer Personal Data only to the extent required for the provision of Addressable’s Services under the Agreement; and, in particular (ii) transfer Customer Personal Data to any country or territory, all as reasonably necessary for the provision of the Services and consistent with Sections 2.1-2.2 above, Section 12 (Restricted Transfers) below, the Agreement, and in accordance with Applicable Laws.
Furthermore, Customer warrants and represents that it is and will remain duly and effectively authorized to give the instruction set out in Section 2.1 and any additional instructions as provided pursuant to the Agreement and/or in connection with the performance thereof, on behalf of itself and each relevant Customer Affiliate, at all relevant times and at least for as long as the Agreement is in effect and for any additional period during which Addressable is lawfully processing the Customer Personal Data. In addition, Customer warrants and represents that it has obtained all permissions, consents, authorizations and approvals, including by making all notices, required for it to allow Addressable to access and process Customer Personal Data as permitted hereunder.
Customer sets forth the details of the Processing of Customer Personal Data, as required by Article 28(3) of the GDPR in Annex 1 (Details of Processing of Customer Personal Data), attached hereto.
3. Independent Data Controller
It is agreed and clarified that each party shall act as an independent data Controller with respect to Service Data collected, processed or otherwise obtained by such Party in connection with the Principal Agreement and performance thereunder. In such respect each party shall be individually and separately responsible for complying with the obligations that apply to it as an independent data Controller under the GDPR and Applicable Law and except for Section 1, this section 3, and section 13.2, 13.3, 13.4 and 14, all other provisions of this DPA shall not apply to the Parties with respect to their role and capacity as independent controllers of Service Data.
Each party undertakes to: provide notice or transparency to Data Subjects or to obtain an individual’s consent if and as required under Applicable Law, with regards to the processing of Services Data it. Specifically Customer shall be responsible to notify the Data Subjects and obtain their consent, that Service Data is processed and controlled by Addressable according to Addressable’s Privacy Policy available at: [https://www.addressable.io/privacy-policy] (“Addressable’s Privacy Policy”)
Implement and maintain appropriate technical and organizational measures to ensure a level of security appropriate to the risk associated with the Processing activities, including measures to protect against unauthorized or unlawful Processing and against accidental loss, destruction, or damage.
Determine the legal bases for the Processing of Service Data, ensuring that all Processing activities are conducted lawfully, fairly, and transparently without adversely affecting the rights of the Data Subjects.
Respond to Data Subject requests exercising their rights under Applicable Laws (such as access, rectification, erasure, data portability, and the right to object) in a timely and efficient manner.
Maintain a record of Processing activities under its responsibility, detailing the purposes of Processing, categories of Data Subjects and Personal Data, and where applicable, the transfers of Personal Data to third countries and the documentation of suitable safeguards.
Indemnify and hold harmless the other Party against all third party claims, actions and related losses, damages, and expenses finally awarded against the other Party, arising out of any non-compliance by the indemnifying Party with its obligations as an independent Controller under this DPA and Applicable Laws.
4. Customer Obligations
Customer shall comply with all applicable laws in connection with the performance of this DPA. As between the Parties, Customer shall be solely responsible for compliance with applicable laws (including Data Protection Laws) regarding its collection and transfer of Customer Personal Data to Addressable. Customer agrees not to provide Addressable with any special categories of data, as defined in Article 9 of the GDPR, other than as provided in Annex 1 (Details of Processing of Customer Personal Data).
5. Addressable Personnel
Addressable shall take reasonable steps to ensure that access to the Customer Personal Data is limited on a need to know/access basis, and that all Addressable personnel receiving such access are subject to confidentiality undertakings or professional or statutory obligations of confidentiality in connection with their access/use of Customer Personal Data.
6. Security
In relation to the Customer Personal Data, Addressable shall implement appropriate technical and organizational measures including to the extent appropriate and applicable the measures referred to in Article 32(1) of the GDPR, to establish an appropriate level of security for the Customer Personal Data. Such security has to be sustained throughout the entire duration of this DPA and must aim to (i) ensure the ongoing confidentiality and security of Processing systems and services in connection with the Processing of the Customer Personal Data; and (ii) restore the availability and access to Customer Personal Data in a timely manner in the event of a physical or technical incident. In assessing the appropriate level of security, Addressable shall consider the risks presented by Processing, paying particular attention to risks arising from a Personal Data Breach.
7. Sub Processing
Customer authorizes Addressable and each Addressable Affiliate to appoint (and permit each Sub Processor appointed in accordance with this Section 6 to appoint) Sub Processors in accordance with this Section 6 and any restrictions in the Agreement.
Addressable and each Addressable Affiliate may continue to use those Sub Processors already engaged by Addressable or any Addressable Affiliate as of the date of this DPA as identified in the Sub processors List or as otherwise notified by Addressable concurrently with entering into the Principal Agreement, including for the purpose of cloud hosting services by reputable Sub Processors, as well as any Sub Processors whom Customer requested Addressable to use.
Addressable may appoint new Sub Processors and shall give prior notice of the appointment of any new Sub Processor (e.g., by e-mail), whether by general or specific reference to such Sub Processor (e.g., by name or type of service), including relevant details of the Processing to be undertaken by the new Sub Processor. If Customer notifies Addressable in writing of any objections (on reasonable grounds) to the proposed appointment within seven (7) days of such notice, Addressable shall not appoint the proposed Sub Processor for the Processing of Customer Personal Data until reasonable steps have been taken to address the objections raised by Customer, and Customer has been provided with a reasonable written explanation of the steps taken. Where such steps are not sufficient to relieve Customer’s reasonable objections then Customer or Addressable may, by written notice to the other Party, with immediate effect, terminate the Agreement to the extent that it relates to the Services which require the use of the proposed Sub Processor without bearing liability for such termination. Otherwise, Customer shall be deemed to have accepted such appointment.
With respect to each new Sub Processor, Addressable shall:
Take reasonable steps (for instance by way of reviewing privacy policies as appropriate) before the Sub Processor first Processes Customer Personal Data, to ensure that the Sub Processor is committed to providing the level of protection for Customer Personal Data required by the Agreement;
Ensure that the arrangement between Addressable and the Sub Processor is governed by a written contract, including terms which offer a materially similar level of protection for Customer Personal Data as those set out in this DPA and meet the requirements of Data Protection Laws; and
Remain fully liable to Customer for the performance of any and all Processing of Customer Personal Data performed by Sub Processor in connection with the specific Processing activities performed by Sub Processor on behalf of Customer.
8. Data Subject Rights
Customer shall be solely responsible for compliance with any statutory obligations concerning requests to exercise Data Subject rights under Data Protection Laws (e.g., for access, rectification, deletion of Customer Personal Data, etc.). After considering the nature of the Processing, Addressable shall reasonably endeavor to assist Customer insofar as feasible, to fulfill Customer’s said obligations with respect to such Data Subject requests, as applicable, at Customer’s sole expense.
Addressable shall:
Unless otherwise required under Applicable Laws, promptly notify Customer if it receives a request from a Data Subject under any Data Protection Law in respect of Customer Personal Data; and
Ensure that it does not respond to that request except on the documented instructions of Customer or as required by Applicable Laws to which the Addressable is subject, in which case Addressable shall, to the extent permitted by Applicable Laws, inform Customer of that legal requirement before it responds to the request.
9. Personal Data Breach
Addressable shall notify Customer without undue delay upon Addressable becoming aware of a Personal Data Breach either affecting or related to Addressable’s or Addressable’s Affiliates Processing of such Customer Personal Data. In such event, Addressable shall provide Customer with information (to the extent in Addressable’s possession) to assist Customer to meet any obligations to inform Data Subjects or data protection authorities of the Personal Data Breach under the Data Protection Laws.
At the written request and sole expense of the Customer, Addressable shall reasonably cooperate with Customer and take such commercially reasonable steps as are agreed by the Parties or necessary under Privacy Protection Laws to assist in the investigation, mitigation and remediation of each such Personal Data Breach.
10. Data Protection Impact Assessment and Prior Consultation
At the written request of the Customer, Addressable and each Addressable Affiliate shall provide reasonable assistance to Customer, at Customer’s expense, with any data protection impact assessments or prior consultations with Supervising Authorities or other competent data privacy authorities, as required under any applicable Data Protection Laws. Such assistance shall be solely in relation to Processing of Customer Personal Data by Addressable.
11. Deletion or return of Customer Personal Data
Subject to Section 10.2 below, Addressable shall promptly, but no later than sixty (60) days of the date of cessation of any Services involving the Processing of Customer Personal Data, delete or pseudonymize all copies of such Customer Personal Data, except any copies that are authorized to be retained under this DPA or required to be retained in accordance with Applicable Law and/or regulation.
Subject to the Agreement, Addressable may retain Customer Personal Data to the extent authorized or required by applicable laws, provided that Addressable shall ensure the confidentiality of all such Customer Personal Data and shall ensure that it is only Processed for such legal purpose(s).
Upon Customer’s prior written request, Addressable shall provide written certification to Customer that it has complied with this Section 10.
12. Audit Rights
Upon prior written request from the Customer, subject to Sections 11.2 and 11.3, and only to the extent required under applicable Data Protection Laws, Addressable shall coordinate to make available to a reputable independent auditor mandated by Customer such information necessary to reasonably demonstrate compliance with this DPA, and allow for audits, including inspections by such reputable auditor in relation to the Processing of the Customer Personal Data by Addressable, provided that such third-party auditor shall be subject to confidentiality obligations.
Provisions of information and audits shall be at Customer’s sole expense and may only arise under Section 11.1, but only to the extent that the Agreement does not otherwise give Customer any information and audit rights that meet the relevant requirements of the applicable Data Protection Laws. In any event, all audits or inspections shall be subject to the terms of the Agreement, and to Addressable’s obligations to third parties, including with respect to confidentiality.
Customer shall give Addressable reasonable prior written notice of any audit or inspection to be conducted under Section 11.1 and shall not cause (and ensure that each of its mandated auditors does not cause) any damage, injury or disruption to Addressable’s premises, equipment, personnel and business while its personnel are on those premises in the course of such an audit or inspection. Addressable need not give access to its premises for the purposes of such an audit or inspection if:
an individual fails to produce reasonable evidence of their identity and authority;
addressable was not given a written notice of such audit or inspection at least 2 weeks in advance;
the audit or inspection takes place outside normal business hours at those premises, unless the audit or inspection needs to be conducted on an emergency basis and Customer has given notice to Addressable that this is the case before attendance outside those hours begins; or
the audit or inspection is for a premises outside Addressable’s control (such as data storage farms of Addressable’s cloud hosting providers).
13. Restricted Transfers
Processing of Customer Personal Data shall be carried out by Addressable exclusively within the EU / EEA, Switzerland or the United Kingdom, or in countries that offer an adequate level of data protection pursuant to the adequacy decisions published by the relevant data protection authorities of the EEA, the European Union, the Member States or the European Commission, or Switzerland, or the UK as relevant, unless otherwise previously and explicitly approved in writing by the Customer. The approval shall be deemed granted for Sub Processors appointed in accordance with Section 6 (Sub Processing) above. Addressable undertakes to ensure that the transfer of personal data outside the EU / EEA, Switzerland or the United Kingdom, or any adequate territory if applicable, is carried out on the basis of the applicable Standard Contractual Clauses.
Where one Party is subject to the GDPR and they transfer Personal Data to the other Party who has its place of business in a Third Country, the terms of the transfer between the Parties shall be governed by the EU Standard Contractual Clauses which are incorporated herein by reference and considered duly executed between the Parties upon execution of this DPA, but only to the extent applicable to the transfer. The particular roles of the Parties, the applicable extent, and the relevant modules of the EU Standard Contractual Clauses that will apply to such transfers are defined in Section A of Annex 2 (Standard Contractual Clauses). Section A of Annex 2 includes all necessary information that is required in the Appendix to the EU Standard Contractual Clauses.
Where one Party transfers Personal Data from the United Kingdom to the other Party who has its place of business in a Third Country, the terms of the transfer between the Parties shall be governed by the UK Addendum that is incorporated herein by reference and considered duly executed between the Parties upon execution of this DPA, as applicable to the transfer. The Parties agree that the UK Addendum is appended to the EU Standard Contractual Clauses as modified (including the selection of modules and disapplication of optional clauses) by Section 12.2 and Section A of Annex 2 (Standard Contractual Clauses). Section B of Annex 2 includes all necessary information that is required in Part 1 of the UK Addendum.
Where one Party transfers Personal Data from Switzerland to the other Party who has its place of business in a Third Country, the terms of the transfer between the parties shall be governed, to the extent applicable by the Swiss Addendum which is incorporated herein by reference and considered duly executed between the parties upon execution of this DPA. The Parties agree that the Swiss Addendum is appended to the EU Standard Contractual Clauses as modified by Section 12.2 and Section C of Annex 2 (Standard Contractual Clauses). Section C of Annex 2 includes all necessary information that is required in Part 17 of the Swiss Addendum.
14. General Terms
Governing Law and Jurisdiction.
The Parties to this DPA hereby submit to the choice of jurisdiction stipulated in the Principal Agreement with respect to any disputes or claims howsoever arising under this DPA, including disputes regarding its existence, validity or termination or the consequences of its nullity.
This DPA and all non-contractual or other obligations arising out of or in connection therewith are governed by the laws of the country or territory stipulated for this purpose in the Principal Agreement.
Order of Precedence. Nothing in this DPA reduces Addressable’s obligations under the Agreement in relation to the protection of Personal Data or permits Addressable to Process (or permit the Processing of) Personal Data in a manner which is prohibited by the Agreement. In the event of any conflict or inconsistency between this DPA and the Principal Agreement, this DPA shall prevail solely with respect to the subject matter of this DPA and solely if such conflict or inconsistency originates from the requirements of Article 28 of the GDPR (except where explicitly agreed otherwise in writing, signed on behalf of the Parties). This DPA is not intended to, and does not in any way limit or derogate from Customer’s own obligations and liabilities towards Addressable under the Agreement, and/or pursuant to the GDPR or any law applicable to Customer, in connection with the collection, handling and use of Personal Data by Customer or its Affiliates or other processors or their sub-processors, including with respect to the transfer or provision or Personal Data to Addressable and/or providing access thereto to Addressable.
Changes in Data Protection Laws.
Customer may by at least forty-five (45) calendar days’ prior written notice to Addressable, request in writing any variations to this DPA if they are required, as a result of any change in, or decision of a competent authority under any applicable Data Protection Law, to allow Processing of those Customer Personal Data to be made (or continue to be made) without breach of that Data Protection Law.
If Customer gives notice with respect to its request to modify this DPA under Section 13.3.1:
Addressable shall make commercially reasonable efforts to accommodate such modification request; and
Customer shall not unreasonably withhold or delay agreement to any consequential variations to this DPA proposed by Addressable to protect the Addressable against additional risks, or to indemnify and compensate Addressable for any further steps and costs associated with the variations made herein.
If Customer gives notice under Section 13.3.1, the Parties shall promptly discuss the proposed variations and negotiate in good faith with a view to agreeing and implementing those or alternative variations designed to address the requirements identified in Customer’s notice as soon as is reasonably practicable. In the event that the Parties are unable to reach such an agreement within thirty (30) days, then Customer or Addressable may, by written notice to the other Party, with immediate effect, terminate the Agreement to the extent that it relates to the Services which are affected by the proposed variations (or lack thereof).
Severance. Should any provision of this DPA be deemed invalid or unenforceable, then the remainder of this DPA shall remain valid and in force. The invalid or unenforceable provision shall either be (i) amended as necessary to ensure its validity and enforceability, while preserving the Parties’ intentions as closely as possible or, if this is not possible, (ii) construed in a manner as if the invalid or unenforceable part had never been contained therein.
Subject Matter and Duration of the Processing of Customer Personal Data. Processing of Customer Personal Data for the purpose of and for the duration required for, providing marketing services to the Customer in accordance with the Agreement.
The Nature and Purpose of the Processing of Customer Personal Data: rendering marketing services to Customer in the nature of a software-as-a-service (SaaS) platform for digital marketing as detailed in the Principal Agreement.
The types of Customer Personal Data to be Processed are as follows: time-zone, platform, language, device memory, hardware concurrency, screen size, screen color, do not track, cookie configuration (enable/disable), memory size.
The categories of Data Subjects to whom the Customer Personal Data relates to are as follows: Customer’s users, Customer’s prospects, Customer’s audiences.
The obligations and rights of Customer. The obligations and rights of Customer and Customer Affiliates are set out in the Agreement and this DPA.
A. EU Standard Contractual Clauses
For the purposes of the EU Standard Contractual Clauses, the Parties agree on the following:
MODULE FOUR language shall be deleted.
Clause 7 (Docking Clause) does not apply.
For Clause 9 (Use of sub-processors) (a) (only for MODULE TWO: Transfer controller to processor and MODULE THREE: Transfer processor to processor), Option 1 applies with a 30-day time period.
The optional paragraph under Clause 11 (Redress) (a) does not apply.
For Clause 17 (Governing Law) (only for MODULE TWO: Transfer controller to processor and MODULE THREE: Transfer processor to processor), Option 1 applies. The EU Standard Contractual Clauses shall be governed by the law of Ireland.
For Clause 18 (Choice of Forum and Jurisdiction), any dispute arising from the EU Standard Contractual Clauses shall be resolved by the courts of Ireland.
Module One applies to the transfer of Service Data under this DPA.
The following modules of the EU Standard Contractual Clauses apply to the transfer of Customer Personal Data under this DPA:
MODULE TWO: Transfer controller to processor
MODULE THREE: Transfer processor to processor
For the avoidance of doubt, modules not checked above do not apply to the transfers under this DPA.
Data Exporter
Customer
Contact Details
As listed under the applicable Order Form
Data Importer
Addressable Ltd.
Categories of data subjects whose personal data is transferred
See Annex 1
Categories of personal data transferred
See Annex 1
Special categories of personal data (if applicable)
See Annex 1
The frequency of the transfer (e.g., whether the data is transferred on a one-off or continuous basis)
The Processing is continuous for the duration of the Principal Agreement
Nature of the Processing
The nature and purpose of Processing of Personal Data for the Controller are defined in the Principal Agreement.
Purpose(s) of the data transfer and further processing
The nature and purpose of Processing of Personal Data for the Controller are defined in the Principal Agreement.
The period for which the personal data will be retained, or, if that is not possible, the criteria used to determine that period
The personal data will be Processed in accordance with this DPA
Competent supervisory authority
Irish Data Protection Comission (‘An Coimisiún um Chosaint Sonrai’)
List of sub-processors (only for MODULE TWO and MODULE THREE):
See Section 7.2 under the DPA below
B. UK Addendum
Start date
The execution date of the DPA
Addendum EU SCCs
The UK Addendum is appended to the EU Standard Contractual Clauses incorporated by Section 9.2 of the DPA as modified by Section A of Exhibit 3
List of Parties
Data Exporter: See Section A of Annex 2
Data Importer: See Section A of Annex 2
Description of Transfer
See Section A of Annex 2
List of Sub processors
See Section 7.2 under the DPA below
Ending the UK Addendum when the Approved UK Addendum changes
Neither of the Parties may end the UK Addendum under Section 19
C. Swiss Addendum
Insofar as the data transfer under the DPA is governed by the FADP, provided that none of these amendments will have the effect or be construed to amend the Standard Contractual Clauses in relation to the processing of Personal Data under to the GDPR, the following shall apply:
the FDPIC will be the competent supervisory authority, in Annex I.C under Clause 13 of the Swiss Addendum;
the applicable law for contractual claims and place of jurisdiction for actions between the parties under Clauses 17 and 18 of the Standard Contractual Clauses shall be as set forth in the Standard Contractual Clauses, provided that the term “member state” must not be interpreted in such a way as to exclude data subjects in Switzerland from the possibility of suing for their rights in their place of habitual residence (Switzerland) in accordance with Clause 18c;
references to the “GDPR” should be understood as references to the “FADP;” and
where the FADP protects legal entities as data subjects, the Swiss Addendum will apply to data relating to identified or identifiable legal entities.
Start date
The execution date of the DPA
Addendum EU SCCs
The Swiss Addendum is appended to the EU Standard Contractual Clauses incorporated by Section 12.4 of the DPA as modified by Section A of Exhibit 3.
List of Parties
Data Exporter: See Section A of Annex 2
Data Importer: See Section A of Annex 2
Description of Transfer
See Section A of Annex 2
List of Sub processors
See Section 6.2 under the DPA
Ending the Swiss Addendum when the Approved Swiss Addendum changes
Neither of the Parties may end the Swiss Addendum under Section 17.
