This Data Processing Agreement (“Agreement“) forms part of the Contract for Services (“Principal Agreement“) between Organisers registered at VEvents (the “Company”) and VEvents (the “Data Processor”) (together as the “Partes”) WHEREAS
(A) The Company acts as a Data Controller.
(B) The Company wishes to subcontract certain Services, which imply the processing of personal data, to the Data Processor.
(C) The Partes seek to implement a data processing agreement that complies with the requirements of the current legal framework in relaton to data processing and with the Regulaton (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protecton of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directve 95/46/EC (General Data Protecton Regulaton).
(D) The Partes wish to lay down their rights and obligatons.
IT IS AGREED AS FOLLOWS:
1. Defnitons and Interpretaton
1.1 Unless otherwise defned herein, capitalized terms and expressions used in this Agreement shall have the following meaning:
1.1.1 “Agreement” means this Data Processing Agreement and all Schedules;
1.1.2 “Company Personal Data” means any Personal Data Processed by a Contracted Processor on behalf of Company pursuant to or in connecton with the Principal Agreement;
1.1.3 “Contracted Processor” means a Subprocessor;
1.1.4 “Data Protecton Laws” means EU Data Protecton Laws and, to the extent applicable, the data protecton or privacy laws of any other country;
1.1.5 “EEA” means the European Economic Area;
1.1.6 “EU Data Protecton Laws” means EU Directve 95/46/EC, as transposed into domestc legislaton of each Member State and as amended, replaced or superseded from tme to tme, including by the GDPR and laws implementng or supplementng the GDPR;
1.1.7 “GDPR” means EU General Data Protecton Regulaton 2016/679; 1.1.8 “Data Transfer” means: 1.1.8.1 a transfer of Company Personal Data from the Company to a Contracted Processor; or
1.1.8.2 an onward transfer of Company Personal Data from a Contracted Processor to a Subcontracted Processor, or between two establishments of a Contracted Processor, in each case, where such transfer would be prohibited by Data Protecton Laws (or by the terms of data transfer agreements put in place to address the data transfer restrictons of Data Protecton Laws);
1.1.9 “Services” means the Online Speed Datng Events services the Company provides.
1.1.10 “Subprocessor” means any person appointed by or on behalf of Processor to process Personal Data on behalf of the Company in connecton with the Agreement.
1.2 The terms, “Commission”, “Controller”, “Data Subject”, “Member State”, “Personal Data”, “Personal Data Breach”, “Processing” and “Supervisory Authority” shall have the same meaning as in the GDPR, and their cognate terms shall be construed accordingly.
2. Processing of Company Personal Data
2.1 Processor shall:
2.1.1 comply with all applicable Data Protecton Laws in the Processing of Company Personal Data; and 2.1.2 not Process Company Personal Data other than on the relevant Company’s documented instructons. 2.2 The Company instructs Processor to process Company Personal Data.
3. Processor Personnel
Processor shall take reasonable steps to ensure the reliability of any employee, agent or contractor of any Contracted Processor who may have access to the Company Personal Data, ensuring in each case that access is strictly limited to those individuals who need to know / access the relevant Company Personal Data, as strictly necessary for the purposes of the Principal Agreement, and to comply with Applicable Laws in the context of that individual’s dutes to the Contracted Processor, ensuring that all such individuals are subject to confdentality undertakings or professional or statutory obligatons of confdentality.
4. Security
4.1 Taking into account the state of the art, the costs of implementaton 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, Processor shall in relaton to the Company Personal Data implement appropriate technical and organizatonal measures to ensure a level of security appropriate to that risk, including, as appropriate, the measures referred to in Artcle 32(1) of the GDPR.
4.2 In assessing the appropriate level of security, Processor shall take account in partcular of the risks that are presented by Processing, in partcular from a Personal Data Breach.
5. Subprocessing
5.1 Processor shall not appoint (or disclose any Company Personal Data to) any Subprocessor unless required or authorized by the Company.
6. Data Subject Rights
6.1 Taking into account the nature of the Processing, Processor shall assist the Company by implementng appropriate technical and organisatonal measures, insofar as this is possible, for the fulflment of the Company obligatons, as reasonably understood by Company, to respond to requests to exercise Data Subject rights under the Data Protecton Laws.
6.2 Processor shall:
6.2.1 promptly notfy Company if it receives a request from a Data Subject under any Data Protecton Law in respect of Company Personal Data; and
6.2.2 ensure that it does not respond to that request except on the documented instructons of Company or as required by Applicable Laws to which the Processor is subject, in which case Processor shall to the extent permited by Applicable Laws inform Company of that legal requirement before the Contracted Processor responds to the request.
7. Personal Data Breach
7.1 Processor shall notfy Company without undue delay upon Processor becoming aware of a Personal Data Breach afectng Company Personal Data, providing Company with sufcient informaton to allow the
Company to meet any obligatons to report or inform Data Subjects of the Personal Data Breach under the Data Protecton Laws.
7.2 Processor shall co-operate with the Company and take reasonable commercial steps as are directed by Company to assist in the investgaton, mitgaton and remediaton of each such Personal Data Breach.
8. Data Protecton Impact Assessment and Prior Consultaton Processor shall provide reasonable assistance to the Company with any data protecton impact assessments, and prior consultatons with Supervising Authorites or other competent data privacy authorites, which Company reasonably considers to be required by artcle 35 or 36 of the GDPR or equivalent provisions of any other Data Protecton Law, in each case solely in relaton to Processing of Company Personal Data by, and taking into account the nature of the Processing and informaton available to, the Contracted Processors.
9. Deleton or return of Company Personal Data
9.1 Subject to this secton 9 Processor shall promptly and in any event within 10 business days of the date of cessaton of any Services involving the Processing of Company Personal Data (the “Cessaton Date”), delete and procure the deleton of all copies of those Company Personal Data.
10. Audit rights
10.1 Subject to this secton 10, Processor shall make available to the Company on request all informaton necessary to demonstrate compliance with this Agreement, and shall allow for and contribute to audits, including inspectons, by the Company or an auditor mandated by the Company in relaton to the Processing of the Company Personal Data by the Contracted Processors.
10.2 Informaton and audit rights of the Company only arise under secton 10.1 to the extent that the Agreement does not otherwise give them informaton and audit rights meetng the relevant requirements of Data Protecton Law.
11. Data Transfer
11.1 The Processor may not transfer or authorize the transfer of Data to countries outside the EU and/or the European Economic Area (EEA) without the prior writen consent of the Company. If personal data processed under this Agreement is transferred from a country within the European Economic Area to a country outside the European Economic Area, the Partes shall ensure that the personal data are adequately protected. To achieve this, the Partes shall, unless agreed otherwise, rely on EU approved standard contractual clauses for the transfer of personal data.
12. General Terms
12.1 Confdentality. Each Party must keep this Agreement and informaton it receives about the other Party and its business in connecton with this Agreement (“Confdental Informaton”) confdental and must not use or disclose that Confdental Informaton without the prior writen consent of the other Party except to the extent that:
(a) disclosure is required by law; (b) the relevant informaton is already in the public domain.
12.2 Notces. All notces and communicatons given under this Agreement must be in writng and will be delivered personally, sent by post or sent by email to the address or email address set out in the heading of this Agreement at such other address as notfed from tme to tme by the Partes changing address.
13. Governing Law and Jurisdicton
13.1 This Agreement is governed by the laws of Germany.
13.2 Any dispute arising in connecton with this Agreement, which the Partes will not be able to resolve amicably, will be submited to the exclusive jurisdicton of the courts of Hamburg, subject to possible appeal to German Federal Supreme Court in Berlin.
IN WITNESS WHEREOF, this Agreement is entered into with efect from the date when The Company registered an account at vevents.pro
