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Standard Data Processing Agreement
"I need a Standard Data Processing Agreement under German law for our cloud software company that will be processing customer data for multiple EU-based retail clients, with particular attention to sub-processor provisions and international data transfers to our US-based servers."
1. Parties: Identification of the data controller and data processor, including full legal names and registered addresses
2. Background: Context of the processing relationship and reference to the main service agreement
3. Definitions: Key terms used in the agreement, including those from GDPR Article 4 and additional contract-specific terms
4. Scope and Purpose of Processing: Detailed description of the processing activities, categories of data, and processing purposes as required by GDPR Article 28(3)
5. Duration: Term of the processing agreement and its relationship to the main service agreement
6. Processor Obligations: Core obligations of the processor including processing only on documented instructions, confidentiality, security measures, and sub-processor requirements
7. Technical and Organizational Measures: General security obligations and reference to detailed measures in schedule
8. Sub-processing: Conditions and requirements for engaging sub-processors, including authorization process
9. Data Subject Rights: Processor's obligations to assist controller in responding to data subject requests
10. Data Breach Notification: Procedures and timeframes for notifying controller of personal data breaches
11. Audit Rights: Controller's audit rights and processor's obligations to demonstrate compliance
12. Data Return and Deletion: Obligations regarding data handling upon agreement termination
13. Liability and Indemnification: Allocation of liability and indemnification obligations
14. Governing Law and Jurisdiction: Specification of German law as governing law and jurisdiction for disputes
1. International Data Transfers: Required when personal data will be transferred outside the EU/EEA, including transfer mechanisms and safeguards
2. Industry-Specific Compliance: Required for regulated industries like healthcare or finance, addressing specific regulatory requirements
3. Joint Controller Provisions: Required when the relationship includes aspects of joint controllership under GDPR Article 26
4. Data Protection Impact Assessment: Required when processing is likely to result in high risk to individuals' rights and freedoms
5. Insurance Requirements: Optional section specifying required insurance coverage for data protection incidents
6. Force Majeure: Optional section addressing circumstances beyond parties' control affecting data processing obligations
1. Schedule 1 - Processing Details: Detailed description of processing activities, including data categories, subjects, purposes, and duration
2. Schedule 2 - Technical and Organizational Measures: Detailed security measures implemented by the processor, including access controls, encryption, and backup procedures
3. Schedule 3 - Approved Sub-processors: List of pre-approved sub-processors and their processing activities
4. Schedule 4 - Transfer Mechanisms: Details of international transfer mechanisms where applicable, including SCCs or BCRs
5. Schedule 5 - Security Breach Response Plan: Detailed procedures for handling and reporting data breaches
6. Appendix A - Contact Details: Contact information for data protection officers, representatives, and key personnel
7. Appendix B - Audit Procedures: Detailed procedures for conducting compliance audits
Authors
Applicable Data Protection Laws
Authorized Personnel
BDSG
Business Day
Controller
Data Protection Impact Assessment
Data Protection Laws
Data Security Breach
Data Subject
Data Subject Rights
EEA
EU Standard Contractual Clauses
GDPR
German Data Protection Laws
Group Company
Information Security Incident
Main Agreement
Personal Data
Personal Data Breach
Process/Processing/Processed
Processor
Processing Instructions
Restricted Transfer
Schedule
Security Measures
Services
Special Categories of Personal Data
Sub-processor
Supervisory Authority
Technical and Organizational Measures
Term
Third Country
Transfer Mechanism
Working Day
Scope of Processing
Duration
Data Protection
Processing Instructions
Confidentiality
Security Measures
Sub-processing
Data Subject Rights
International Transfer
Audit Rights
Data Breach Notification
Liability
Indemnification
Termination
Data Return and Deletion
Compliance with Laws
Technical Requirements
Documentation
Personnel Obligations
Cooperation
Insurance
Force Majeure
Assignment
Notice
Severability
Governing Law
Dispute Resolution
Entire Agreement
Amendment
Technology and Software
Healthcare and Medical Services
Financial Services
E-commerce and Retail
Professional Services
Manufacturing
Education
Telecommunications
Insurance
Real Estate
Transportation and Logistics
Media and Entertainment
Public Sector
Non-Profit Organizations
Research and Development
Legal
Compliance
Information Security
IT
Procurement
Risk Management
Operations
Privacy
Vendor Management
Data Protection
Information Technology
Contract Management
Chief Legal Officer
Data Protection Officer
Privacy Counsel
Compliance Manager
Information Security Officer
IT Director
Procurement Manager
Contract Manager
Chief Technology Officer
Risk Manager
Operations Director
Chief Information Security Officer
Legal Counsel
Privacy Manager
Vendor Management Officer
Chief Compliance Officer
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