Processor To Processor DPA Template for Germany

The Processor to Processor DPA is essential in modern data processing operations where service providers (processors) need to engage other specialized processors to fulfill their obligations to data controllers. This document is specifically designed for use under German law, incorporating requirements from both the GDPR and German Federal Data Protection Act (BDSG). It should be used whenever a processor wishes to engage another processor for carrying out specific processing activities, ensuring compliance with Article 28(4) GDPR. The agreement covers crucial aspects such as data security measures, breach notifications, audit rights, and data subject rights, while also addressing specific German legal requirements. It's particularly important for organizations operating in Germany or processing data of German residents, as it provides the necessary legal framework for compliant data processing chains.

1. Parties: Identification of the first processor and second processor, including full legal names, registration details, and addresses

2. Background: Context of the processing relationship, reference to the main service agreement, and relationship with the controller

3. Definitions: Key terms used in the agreement, including GDPR-specific terminology and agreement-specific definitions

4. Scope and Purpose: Details of the specific processing activities covered by the agreement and their intended purpose

5. Duration: Term of the DPA, including commencement date and relationship to the main service agreement duration

6. Nature and Purpose of Processing: Detailed description of processing activities, categories of data subjects, and types of personal data

7. Obligations of the First Processor: First processor's responsibilities, including oversight, instructions, and compliance requirements

8. Obligations of the Second Processor: Second processor's commitments, including processing standards, security measures, and compliance requirements

9. Technical and Organizational Measures: Security measures required to ensure appropriate level of data protection

10. Sub-processing: Conditions and requirements for engaging additional sub-processors

11. Data Subject Rights: Procedures for handling data subject requests and supporting the controller

12. Personal Data Breach: Notification requirements and procedures in case of data breaches

13. Audit Rights: Provisions for conducting audits and inspections

14. Data Return and Deletion: Requirements for handling personal data upon agreement termination

15. Liability and Indemnification: Allocation of responsibility and liability between the processors

16. Governing Law and Jurisdiction: Confirmation of German law application and jurisdiction