Data Processing Agreement

Last updated: 6 May 2022

Prior versions

·       22 July 2021

This DPA is entered into between the Controller and the Processor and is incorporated into and governed by the terms of the Agreement.

1     Definitions

Any capitalised term not defined in this DPA shall have the meaning given to it in the Agreement.

“Affiliate”	means any entity that directly or indirectly controls, is controlled by or is under the common control of a party. “Control,” for purposes of this definition, means direct or indirect ownership or control of more than 50% of the voting interests of a party;
“Agreement”	means the agreement between the Controller and the Processor for the provision of the Services;
“CCPA”	means the California Consumer Privacy Act of 2018, along with its regulations and as amended from time to time;
“Controller”	means the Customer;
“Data Protection Law”	means the South African Protection of Personal Information Act 2013 (POPIA) and any applicable national implementing laws, regulations, and secondary legislation relating to the processing of Personal Data and the privacy of electronic communications, as amended, replaced, or updated from time to time and any other appliable data protection laws;
“Data Subject”	shall have the same meaning as in Data Protection Law or means a “Consumer” as that term is defined in the CCPA;
“DPA”	means this data processing agreement together with Exhibits A, B, and C;
“EEA”	means the European Economic Area;
“EU GDPR”	means Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons concerning the processing of personal data and the free movement of such data, (General Data Protection Regulation);
“FDPA”	means the Swiss Federal Act on Data Protection of 19 June 1992 (SR 235.1; FDPA) and as amended from time to time;
“Personal Data”	shall have the same meaning as in Data Protection Law;
“Processor”	means the Company, including as applicable any “Service Provider” as that term is defined by the CCPA;
“Services”	means all services and software applications and solutions provided to the Controller by the Processor under and as described in the Agreement;
“Sub-processor”	means any third party (including Processor Affiliates) engaged directly or indirectly by the Processor to process Personal Data under this DPA in the provision of the Services to the Controller;
“Supervisory Authority”	means a governmental or government-chartered regulatory body having binding legal authority over a party.

2     Purpose

2.1.      The Processor has agreed to provide the Services to the Controller in compliance with the terms of the Agreement. In providing the Services, the Processor shall process Customer Data on behalf of the Controller. Customer Data may include Personal Data. The Processor will process and protect such Personal Data in compliance with the terms of this DPA.

3     Scope

3.1.      In providing the Services to the Controller under the terms of the Agreement, the Processor shall process Personal Data only to the extent necessary to provide the Services in accordance with the terms of the Agreement, this DPA, and the Controller’s instructions documented in the Agreement and this DPA, as updated from time to time.

3.2.      The Controller and Processor shall take steps to ensure that any natural person acting under the authority of the Controller or the Processor who has access to Personal Data does not process them except on the instructions from the Controller unless required to do so by any Data Protection Law.

4     Processor Obligations

4.1.      The Processor may collect, process, or use Personal Data only within the scope of this DPA.

4.2.      The Processor confirms that it shall process Personal Data on behalf of the Controller in accordance with the documented instructions of the Controller.

4.3.      The Processor shall promptly inform the Controller, if in the Processor’s opinion, any of the instructions regarding the processing of Personal Data provided by the Controller, breach any Data Protection Law.

4.4.      The Processor shall ensure that all employees, agents, officers, and contractors involved in the handling of Personal Data: (i) are aware of the confidential nature of the Personal Data and are contractually bound to keep the Personal Data confidential; (ii) have received appropriate training on their responsibilities as a data processor; and (iii) are bound by the terms of this DPA.

4.5.      The Processor shall implement appropriate technical and organisational procedures to protect Personal Data, taking into account the state of the art, the costs of implementation and the nature, scope, context, and purposes of processing as well as the risk of varying likelihood and severity for the rights and freedoms of natural persons. 

4.6.      The Processor shall implement appropriate technical and organisational measures to ensure a level of security appropriate to the risk, including inter alia as appropriate: (i) the pseudonymisation and encryption of Personal Data; (ii) the ability to ensure the ongoing confidentiality, integrity, availability, and resilience of processing systems and services; (iii) the ability to restore the availability and access to Personal Data promptly in the event of a physical or technical incident; (iv) a process for regularly testing, assessing and evaluating the effectiveness of technical and organisational measures for ensuring the security of the processing. In accessing the appropriate level of security, account shall be taken in particular of the risks that are presented by processing, in particular from accidental or unlawful destruction, loss, alteration, unauthorised disclosure of, or access to Personal Data transmitted, stored, or otherwise processed.

4.7.      The technical and organisational measures detailed in Exhibit B shall at all times be adhered to as a minimum-security standard. The Controller accepts and agrees that the technical and organisational measures are subject to development and review and that the Processor may use alternative suitable measures to those detailed in the attachments to this DPA, provided such measures are at least equivalent to the technical and organisational measures set out in Exhibit B and appropriate pursuant to the Processor’s obligations in clauses 4.5 and 4.6 above.

4.8.      The Controller acknowledges and agrees that, in the course of providing the Services to the Controller, it may be necessary for the Processor to access the Personal Data to respond to any technical problems or Controller queries and to ensure the proper working of the Services. All such access by the Processor will be limited to those purposes. 

4.9.      Taking into account the nature of the processing and the information available to the Processor, the Processor shall assist the Controller by having in place appropriate technical and organisational measures, insofar as this is possible, for the fulfilment of the Controller’s obligation to respond to requests for exercising the Data Subject’s rights and the Controller’s compliance with the Controller’s data protection obligations in respect of the processing of Personal Data.

4.10.   The Processor confirms that it and/or its Affiliate(s) have appointed a data protection officer where such appointment is required by Data Protection Law. The appointed data protection officer may be contacted at https://fidelior.com/contact-us/.

4.11.   The Processor may not: (i) sell Personal Data; (ii) retain, use, or disclose Personal Data for commercial purposes other than providing the Services under the terms of the Agreement; or (iii) retain, use, or disclose Personal Data outside of the Agreement

5     Controller Obligations

5.1.      The Controller represents and warrants that: (i) it shall comply with this DPA and its obligations under Data Protection Law; (ii) it has obtained any, and all, necessary permissions and authorisations necessary to permit the Processor, its Affiliates, and Sub-processors, to execute their rights or perform their obligations under this DPA; and (iii) all Affiliates of the Controller who use the Services shall comply with the obligations of the Controller set out in this DPA.

5.2.      The Controller shall implement appropriate technical and organisational procedures to protect Personal Data, taking into account the state of the art, the costs of implementation and the nature, scope, context, and purposes of processing as well as the risk of varying likelihood and severity for the rights and freedoms of natural persons. The Controller shall implement appropriate technical and organisational measures to ensure a level of security appropriate to the risk, including inter alia as appropriate: (i) the pseudonymisation and encryption of Personal Data; (ii) the ability to ensure the ongoing confidentiality, integrity, availability, and resilience of processing systems and services; (iii) the ability to restore the availability and access to Personal Data in a timely manner in the event of a physical or technical incident; (iv) a process for regularly testing, assessing and evaluating the effectiveness of technical and organisational measures for ensuring the security of the processing. In accessing the appropriate level of security account shall be taken in particular of the risks that are presented by processing, in particular from accidental or unlawful destruction, loss, alteration, unauthorised disclosure of, or access to Personal Data transmitted, stored, or otherwise processed.

5.3.      The Controller acknowledges and agrees that some instructions from the Controller including the Processor assisting with audits, inspections, DPIAs, or providing any assistance under this DPA, may result in additional fees. In such case, the Processor shall notify the Controller of its fees for providing such assistance in advance and shall be entitled to charge the Controller for its reasonable costs and expenses in providing such assistance, unless agreed otherwise.

6     Sub-processors

6.1.      The Controller acknowledges and agrees that: (i) Affiliates of the Processor may be used as Sub-processors; and (ii) the Processor and its Affiliates respectively may engage Sub-processors in connection with the provision of the Services. 

6.2.      All Sub-processors who process Personal Data in the provision of the Services to the Controller shall comply with the obligations of the Processor set out in this DPA.

6.3.      The Controller authorises the Processor to use the Sub-processors included in the list of Sub-processors set out in Exhibit C to process the Personal Data. During the term of this DPA, the Processor shall provide the Controller with 30 days prior notification, via email, of any changes to the list of Sub-processors before authorising any new or replacement Sub-processor to process Personal Data in connection with the provision of the Services. 

6.4.      The Controller may object to the use of a new or replacement Sub-processor, by notifying the Processor promptly in writing within ten (10) Business Days after receipt of the Processor’s notice. If the Controller objects to a new or replacement Sub-processor, the Controller may terminate the Agreement concerning those Services which cannot be provided by the Processor without the use of the new or replacement Sub-processor. The Processor will refund the Controller any prepaid fees covering the remainder of the term of the Agreement following the effective date of termination concerning such terminated Services. 

6.5.      All Sub-processors who process Personal Data shall comply with the obligations of the Processor set out in this DPA. The Processor shall prior to the relevant Sub-processor carrying out any processing activities in respect of the Personal Data: (i) appoint each Sub-processor under a written contract containing materially the same obligations to those of the processor in this DPA enforceable by the Processor; and (ii) ensure each such Sub-processor complies with all such obligations.

6.6.      The Controller agrees that the Processor and its Sub-processors may make Restricted Transfers of Personal Data (as set out in clause 7 below) to provide the Services to the Controller in accordance with the Agreement. The Processor confirms that such Sub-processors: (i) are located in a third country or territory recognised by the EU Commission or a Supervisory Authority, as applicable, to have an adequate level of protection; or (ii) have entered into the applicable standard contractual clauses with the Processor; or (iii) have other legally recognised appropriate safeguards in place.

7     Restricted Transfers

7.1.      The parties agree that, if there is an international transfer of Personal Data from the Controller to the Processor or from the Processor to a Sub-processor to a country outside of the European Economic Area, the UK or Switzerland, (“a Restricted Transfer”), to a country not recognised as ‘adequate’ by the EU Commission the parties will enter into the applicable EU or UK standard contractual clauses before making such transfers and will make the necessary amendments to this DPA to incorporate the relevant standard contractual clauses.

8     Data Access Requests

8.1.      The Controller may require correction, deletion, blocking, and/or making available the Personal Data during or after the termination of the Agreement. The Controller acknowledges and agrees that the Processor will process the request to the extent it is lawful and will reasonably fulfil such request in accordance with its standard operational procedures to the extent possible.

8.2.      If the Processor receives a request from a Data Subject about Personal Data, the Processor will refer the Data Subject to the Controller unless otherwise prohibited by law. The Controller shall reimburse the Processor for all costs incurred resulting from providing reasonable assistance in dealing with a Data Subject request. If the Processor is legally required to respond to the Data Subject, the Controller will fully cooperate with the Processor as applicable.

9     Audit

9.1.      The Processor shall make available to the Controller all information reasonably necessary to demonstrate compliance with its processing obligations and allow for and contribute to audits and inspections. 

9.2.      Any audit conducted under this DPA shall consist of examination of the most recent reports, certificates, and/or extracts prepared by an independent auditor bound by confidentiality provisions similar to those set out in the Agreement. If a provision of the same is not deemed sufficient in the reasonable opinion of the Controller, the Controller may conduct a more extensive audit which shall be: (i) at the Controller’s expense; (ii) limited in scope to matters specific to the Controller and agreed in advance; (iii) carried out during the Processor’s usual business hours and upon reasonable notice which shall be not less than 4 weeks unless an identifiable material issue has arisen; and (iv) conducted in a way which does not interfere with the Processor’s day-to-day business. 

9.3.      This clause shall not modify or limit the rights of audit of the Controller, instead it is intended to clarify the procedures in respect of any audit undertaken pursuant thereto.

10   Personal Data Breach

10.1.   The Processor shall notify the Controller without undue delay after becoming aware of (and in any event within 72 hours of discovering) a breach of security leading to any accidental or unlawful destruction, loss, alteration, or unauthorised disclosure or access to any Personal Data (“Personal Data Breach”). 

10.2.   The Processor shall take all commercially reasonable measures to secure the Personal Data, limit the effects of any Personal Data Breach, and assist the Controller in meeting the Controller’s obligations under applicable law.

11   Compliance, Cooperation, and Response

11.1.   The Processor will notify the Controller promptly of any request or complaint regarding the processing of Personal Data, which adversely impacts the Controller unless such notification is not permitted under applicable law or relevant court order. 

11.2.   The Processor may make copies of and/or retain Personal Data in compliance with any legal or regulatory requirement including, but not limited to, retention requirements. 

11.3.   The Processor shall reasonably assist the Controller in meeting the Controller’s obligation to carry out data protection impact assessments (DPIAs), taking into account the nature of the processing and the information available to the Processor.

11.4.   The Controller shall notify the Processor within a reasonable time, of any changes to applicable data protection laws, codes, or regulations that may affect the contractual duties of the Processor. The Processor shall respond within a reasonable timeframe in respect of any changes that need to be made to the terms of this DPA or to the technical and organisational measures to maintain compliance. If the Processor is unable to accommodate necessary changes, the Controller may terminate the part or parts of the Services which give rise to the non-compliance. To the extent that other parts of the Services provided are not affected by such changes, the provision of those Services shall remain unaffected.

11.5.   The Controller and the Processor and, where applicable, their representatives, shall cooperate, on request, with a Supervisory Authority in the performance of their respective obligations under this DPA and Data Protection Law.

12   Liability

12.1.   The limitations on liability set out in the Agreement apply to all claims made pursuant to any breach of the terms of this DPA. 

12.2.   The parties agree that the Processor shall be liable for any breaches of this DPA caused by the acts and omissions or negligence of its Sub-processors to the same extent the Processor would be liable if performing the services of each Sub-processor directly under the terms of the DPA, subject to any limitations on liability set out in the terms of the Agreement.

12.3.   The parties agree that the Controller shall be liable for any breaches of this DPA caused by the acts and omissions or negligence of its Affiliates as if such acts, omissions, or negligence had been committed by the Controller itself.

12.4.   The Controller shall not be entitled to recover more than once in respect of the same loss.

13   Term and Termination

13.1    The Processor will only process Personal Data for the term of the DPA. The term of this DPA shall coincide with the commencement of the Agreement and this DPA shall terminate automatically together with the termination or expiry of the Agreement.

14   Deletion and return of Personal Data

14.1    The Processor shall at the choice of the Controller, upon receipt of a written request received within 30 days of the end of the provision of the Services, delete or return Personal Data to the Controller. The Processor shall, in any event, delete all copies of Personal Data in its systems within 60 days of the effective date of termination of the Agreement unless: (i) applicable law or regulations require storage of the Personal Data after termination; or (ii) partial Personal Data of the Controller is stored in backups, then such Personal Data shall be deleted from backups up to 2 years after the effective date of termination of the Agreement.

15   General

15.1        This DPA sets out the entire understanding of the parties with regards to the subject matter herein.

15.2     Should a provision of this DPA be invalid or become invalid then the legal effect of the other provisions shall be unaffected. A valid provision is deemed to have been agreed which comes closest to what the parties intended commercially and shall replace the invalid provision. The same shall apply to any omissions.

15.3     Subject to any provision of any applicable standard contractual clauses to the contrary, this DPA shall be governed by the laws of England and Wales. The courts of England shall have exclusive jurisdiction for the settlement of all disputes arising under this DPA.

15.4     The parties agree that this DPA is incorporated into and governed by the terms of the Agreement.

16     Exhibit A

List of Parties, Description of Processing and Transfer of Personal Data, Competent Supervisory Authority

CONTROLLER TO PROCESSOR TRANSFERS

A.        LIST OF PARTIES

The Controller:

means the Customer.
Address:	As set out for the Customer in the Agreement.
Contact person’s name, position, and contact details:	As provided by the Customer in its account and used for notification and invoicing purposes.
Activities relevant to the data transferred under the standard contractual clauses:	Use of the Services.
Signature and date:	By entering into the Agreement, the Controller is deemed to have signed this DPA and its Exhibits, as of the Effective Date of the Agreement.
Role:	Data Exporter.
Name of Representative (if applicable):	Any UK or EU representative named in the Controller’s privacy policy.

The Processor:

means the Company
Address:	As set out for the Company in the Agreement
Contact person’s name, position, and contact details:	As provided by the Company in the Agreement.
Activities relevant to the data transferred under the standard contractual clauses:	The provision of cloud computing solutions to the Controller under which the Processor processes Personal Data upon the instructions of the Controller in accordance with the terms of the Agreement.
Signature and date:	By entering into the Agreement, the Processor is deemed to have signed this DPA, including its Exhibits, as of the Effective Date of the Agreement.
Role:	Data Importer

В.         DESCRIPTION OF PROCESSING AND TRANSFERS

Categories of Data Subjects:	Employees, agents, advisors, consultants, freelancers of the Controller (who are natural persons). Users, Affiliates, and other participants are authorised by the Controller to access or use the Services in accordance with the terms of the Agreement. Prospects, customers, clients, business partners, and vendors of the Controller (who are natural persons) and individuals with whom those end users communicate by email and/or other messaging media. Employees or contact persons of Controller’s prospects, customers, clients, business partners, and vendors. Suppliers and service providers of the Controller. Other individuals to the extent identifiable in the context of emails of their attachments or in archiving content.
Categories of Personal Data:	The Controller may submit Personal Data to the Services, the extent of which is determined and controlled by the Controller. The Personal Data includes but is not limited to: Personal details, names, email addresses of users of the Services.Unique identifiers such as username, account number or password.Personal Data derived from a user’s use of the Services such as records and business intelligence information. Personal Data within the email and messaging content which identifies or may reasonably be used to identify Data Subjects. Metadata includes sent, to, from, date, time, subject, which may include Personal Data.Geolocation based upon IP address.Financial data required for invoicing. Consumption habitsData concerning education and professionImages and sound recordingsFile attachments that may contain Personal DataSurvey, feedback and assessment messagesInformation offered by users as part of support enquiriesADD any othersOther data added by the Controller from time to time
Special Category Data:	No special category data will be processed or transferred and shall not be contained in the content of or attachments to, emails.
The frequency of the processing and transfer (e.g., whether the data is transferred on a one-off or continuous basis):	The continuous basis for the duration of the Agreement.
Nature of the processing:	Processing operations include but are not limited to the processing of personal information to enable an automated online SaaS service for citation risk management, provided to users of the Services. Processing involves the receiving of personal information for registration purposes creating accounts and record purposes. Personal information is shared with 3rd party processors to provide financial and payment services when required by controllers. All information is encrypted during these transactional processes to protect confidentiality as well as secure payments between processors. In the event a financial charge is not being performed directly through the processors but instigated by a controller through an EFT transfer of funds into the processor’s bank account, the processor merely receives funds from the controller via their own banking and financial services platform and the processor does not directly share or handle any information of the controller in such a case. For normal card payments in which a controller requires services directly through the processor’s platform, information is then shared across platforms via encryption protocols as prescribed by payment processors and platforms. Other information of a non-financial nature, includes personal information during registration and account records, keeping a history of transactions performed, such as documents scanned and several reports bought, as well as the number that is left on a controller’s account. Documents submitted to be scanned is not stored, only the name of the document which was submitted, thus any information of a personal nature within the document is not kept at all.
Purpose(s) of the data transfer and further processing:	Personal Data is transferred to sub-contractors who need to process some of the Personal Data to provide their services to the Processor as part of the Services provided by the Processor to the Controller.
The period for which the Personal Data will be retained, or, if that is not possible, the criteria used to determine that period:	Unless agreed otherwise in writing, for the duration of the Agreement, subject to clause 14 of the DPA.
For transfers to (Sub-) processors, also specify the subject matter, nature and duration of the processing:	The Sub-processor list in Exhibit C of this DPA sets out the Personal Data processed by each Sub-processor and the services provided by each Sub-processor.

C.        COMPETENT SUPERVISORY AUTHORITY

Identify the competent supervisory authority/ies (e.g., in accordance with Clause 13 of the standard contractual clauses)

Where the EU GDPR applies, the Irish Data Protection Authority – the Data Protection Commission, (DPC). Where the UK GDPR applies, the UK Information Commissioner’s Office, (ICO). Where the FDPA applies, the Swiss Federal Data Protection and Information Commissioner, (FDPIC). Where the POPIA applies, the Information Regulator (SA).

PROCESSOR TO PROCESSOR TRANSFERS

A.         LIST OF PARTIES

The Data Exporter: is the Company.

The Data Importers: are the Sub-processors named in the Sub-processor list which contains the name, address, contact details and activities relevant to the data transferred to each Data Importer.

В.         DESCRIPTION OF PROCESSING AND TRANSFERS

The Sub-processor list includes the information about the processing and transfers of the Personal Data, for each Data Importer:

·       categories of Data Subjects

·       categories of Personal Data

·       the nature of the processing

·       the purposes of the processing

Personal Data is processed by each Data Importer:

·       on a continuous basis

·       to the extent necessary to provide the Services in accordance with the Agreement and the Data Exporter’s instructions.

·       for the duration of the Agreement and subject to clause 14 of the DPA.

C.         COMPETENT SUPERVISORY AUTHORITY

The competent Supervisory Authority of the Data Exporter shall be: 

·       Where the EU GDPR applies, the Irish Data Protection Authority – the Data Protection Commission, (DPC).

·       Where the UK GDPR applies, the UK Information Commissioner’s Office, (ICO).

·       Where the FDPA applies, the Swiss Federal Data Protection and Information Commissioner, (FDPIC).

·       Where the POPIA applies, the Information Regulator (SA).

1     Exhibit B

Technical and Organisational Security Measures

(Including Technical and Organisational Measures to Ensure the Security of Data)

Below is a description of the technical and organisational measures implemented by the Processor (including any relevant certifications) to ensure an appropriate level of security, taking into account the nature, scope, context and purpose of the processing, and the risks for the rights and freedoms of natural persons.

Further details of the Processor’s technical and organisational security measures used to protect Personal Data can be provided on request.

Measure	Description
Measures of pseudonymisation and encryption of Personal Data	For transfer control, encryption technology is used. The suitability of encryption technology is measured against the protective purpose. Data in transit is protected by Transport Layer Security (“TLS”). The processor’s network is not a private network, but a public cloud-based network and can be accessed by any device that contains a browser (client). The system is two-fold, meaning firstly a normal public accessible website through a browser, where no personal information is required or stored. Secondly, should a controller wish to make use of the processors’ services, the controller needs to register and signup to gain access to the processor’s offering. In this case, the information provided is again through the website, but within a secure login protected interface supporting an HTTPS protocol. The SSL (secure socket layer) is required to protect the controller’s information and to enable information sharing across 3rd party platforms during transactional processing such as in the case of financial transactions. All of these layers require authentication and direct card payments are being encrypted according to AES256 standards by payments providers. https://stripe.com/docs/security/stripe conforms to AES 256 and TLS standards. No VPN is required to access the processor’s services. Cloud providers which are used by the processor have the required firewall and data protection policies in place as per requirements to ensure controller information is kept safe.
Measures for ensuring ongoing confidentiality, integrity, availability and resilience of processing systems and services	Access to data necessary for the performance of the particular task is ensured within the systems and applications by a corresponding role and authorisation concept. In accordance with the “least privilege” and “need-to-know” principles, each role has only those rights which are necessary for the fulfilment of the task to be performed by the person. To maintain data access control, state of the art encryption technology is applied to the Personal Data itself where deemed appropriate to protect sensitive data based on risk.
Measures for ensuring the ability to restore the availability and access to Personal Data in a timely manner in the event of a physical or technical incident	All of the Processor’s applications are built stateless by using Cloud-formation templates and can be easily recreated in different geographical regions. Hetzner, the cloud provider (see https://www.hetzner.com/unternehmen/rechenzentrum), and Stripe, the payment provider (see point 6 at  https://stripe.com/privacy#security-and-retention), will have disaster recovery in place. How data is stored is clarified with the above-mentioned policies, according to standards. The Processor maintains redundancy throughout its IT infrastructure to minimize the lack of availability to or loss of data. Backups are maintained hourly and daily in accordance with our backup procedures. We maintain a disaster recovery policy and at least once per calendar year practice executing the policy.
Processes for regularly testing, assessing and evaluating the effectiveness of technical and organisational measures to ensure the security of the processing	External audits are not currently being performed, as the Processor conform to data centres and standards, which is required to adhere to audits and compliance standards, thus supporting us as a Processor.
Measures for user identification and authorisation	No VPN is required. Normal browser access through username and password authentication via the HTTPS protocol is required. User activity such as reports submitted and financial transactions linked to the number of reports bought is stored. No payment information is stored by the Processor, only the link to receipts received from the Stripe platform. Should a customer want to retrieve the actual financial transaction, it can be provided via the Stripe platform. The Processor does not store payment information.
Measures for the protection of data during transmission	Data in transit is protected by Transport Layer Security (“TLS”). Stripe also conforms to TLS protocol during financial transactions and payments.
Measures for the protection of data during storage	Personal Data is only retained internally, and on the third-party data centre servers, which are covered by ISO27001 (Hetzner) certifications. The Controller’s archived data is encrypted at rest using AES256 bit encryption and data in transit is protected by Transport Layer Security (“TLS”).
Measures for ensuring the physical security of locations at which Personal Data are processed	Due to their respective security requirements, business premises and facilities are subdivided into different security zones with different access authorisations. Third-party data centres are monitored by security personnel. Access for employees is only possible with an encoded ID with a photo on it. All other persons have access only after having registered before (e.g., at the main entrance). Access to special security areas for remote maintenance is additionally protected by a separate access area. The constructional and substantive security standards comply with the security requirements for data centres. See https://www.hetzner.com/unternehmen/zertifizierung/ for cloud provider policies.
Measures for ensuring events logging	Session handling is kept to ensure user access is controlled. If a user is not using the system, the user is logged out automatically after a specified time. On API requests and file submission, a log of user activity is kept.
Measures for ensuring system configuration, including the default configuration	System configuration is both hardware and software-based. Hardware is supplied by Hetzner and can only be changed through a formal order process to Hetzner by the Processor e.g., for more memory, hard disk space, etc. Software is based on the Angular and .Net frameworks and the installations are done according to normal standards. SQL Server is the database of the system and the 3rd tier. The Processor follows standard installation requirements.
Measures for internal IT and IT security governance and management	Employees are instructed to collect, process and use Personal Data only within the framework and for their duties (e.g., service provision). At a technical level, multi-client capability includes separation of functions as well as appropriate separation of testing and production systems. The Controller’s Personal Data is stored in a way that logically separates it from other customer data.
Measures for certification/assurance of processes and products	The Processor utilises third-party data centres that maintain current ISO 27001 certifications. The Processor will only use third-party data centres that maintain the aforementioned certifications and/or attestations, or that have other substantially similar or equivalent certifications and/or attestations. See https://www.hetzner.com/unternehmen/zertifizierung/ for cloud provider requirements.
Measures for ensuring data minimisation	If Personal Data is no longer required for the purposes for which it was processed, it is deleted promptly. It should be noted that with each deletion, the Personal Data is only locked in the first instance and is then deleted for good with a certain delay. This is done to prevent accidental deletions or possible intentional damage. Unless agreed otherwise in writing, for the duration of the Agreement, subject to clause 14 of the DPA.
Measures for ensuring data quality	All of the data processing is provided by the Controller. The Processor does not assess the quality of the data provided by the Controller. The Processor provides reporting tools within its product to help the Controller understand and validate the data that is stored. The Processor also uses a third party managed firewall in front of the server infrastructure which checks data for potential threats and blocks requests as required.
Measures for ensuring limited data retention	The Processor uses a data classification scheme for all data that it stores. When a record with Personal Data is deleted then it will be permanently removed from the Processor’s active databases. The data is retained in backups until they are replaced by more recent backups. Unless agreed otherwise in writing, for the duration of the Agreement, subject to clause 14 of the DPA.
Measures for ensuring accountability	The Processor internally reviews its information security policies semi-annually to ensure they are still relevant and are being followed. All employees that handle sensitive data must acknowledge the information security policies. These employees are re-trained on information security policies once per year. A disciplinary policy is in place for employees that do not adhere to information security policies.
Measures for allowing data portability and ensuring erasure	A request for deletion needs to be sent from the Controller to the Processor. No API exists for where data can be deleted. What can be done by a controller is to update information on their specific accounts through the web interface, thus normal data changing and update capabilities apply and updated data will then be stored in the database of the processor. Any data not updated or changed in this manner through the interface requires a formal request from the controller to the processor.
Measures to be taken by the (sub-) processor to be able to assist the Controller (and, for transfers from a Processor to a Sub-processor, to the Data Exporter).	The transfer of Personal Data to a third party (e.g., customers, sub-contractors, service providers) is only made if a corresponding contract exists, and only for specific purposes. If Personal Data is transferred outside the EEA, the Processor provides that an adequate level of data protection exists at the target location or organisation in accordance with the European Union’s data protection requirements, e.g., by employing contracts based on the EU standard contractual clauses.

18     Exhibit C

Sub-Processor List

Sub-Processor	Service provided	Data	Location of Sub-Processor	Transfer Mechanism	Contact Details
HubSpot	CRM and site interactivity support service	Name, Email Address, Contact information, User comments, Chat history. Name and email are optional to initiate a chat. Thereafter chat history between the agent and the end-user is saved.	USA/Ireland	SCCs	1 Sir John Rogerson’s Quay, Dublin 2, Ireland
Hetzner	Cloud services provider and data storage	All application data.	Germany	N.A.	[email protected] Hetzner Online GmbH, Industriestr. 25, 91710 Gunzenhausen, Germany
Automattic Inc (WordPress)	Website interface and information services	Google Analytics data are used but none are stored in user identifiable format. There is a cookie to track sessions from the same unique person, again not stored in a user identifiable way. Contact form (i.e., Email Address, Name, Comment) to make contact with our team is stored in a database controlled by us, and emailed to the @fidelior email for action. Newsletter Subscribe where Email Address and Name are stored in our database and Sendinblue for Email Marketing (opt-out is possible at any time)	USA	SCCs	Automattic Inc. 60 29th Street #343 San Francisco, CA 94110 United States of America
Stripe Inc.	Used for payment and financial transactions, a payments platform	Full name, email address, and account log-in credentials when you register a Stripe account When you fill in our online form to contact our sales team, we ask for your name, contact information, country, and other information about your interest in our Services	USA	SCCs	[email protected] 510 Townsend Street, San Francisco, CA 94103, USA
Sendinblue	Emailing service provider	Name and Email Address stored for use in email marketing campaigns. Opt-out from marketing is possible at any.	France	N.A.	[email protected]. 7 rue de Madrid, 75008 Paris, France