Supplier Data Processing Agreement Template for Germany

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Key Requirements PROMPT example:

Supplier Data Processing Agreement

"I need a Supplier Data Processing Agreement under German law for engaging a cloud storage provider who will process customer data across multiple EU countries, with special emphasis on healthcare data security requirements and sub-processor provisions."

Document background
The Supplier Data Processing Agreement is a mandatory legal document required whenever a company engages a supplier to process personal data on its behalf within German jurisdiction. This agreement, governed by German law and compliant with both GDPR Article 28 and the German Federal Data Protection Act (BDSG), establishes the essential framework for lawful data processing activities. It must be in place before any data processing begins and should detail the scope of processing, security measures, data handling procedures, and compliance requirements. The document is particularly crucial in the German business context, where data protection authorities maintain strict oversight and require comprehensive documentation of data processing arrangements. It serves as both a compliance tool and a risk management instrument, protecting both parties while ensuring adherence to German and EU data protection standards.
Suggested Sections

1. Parties: Identification of the data controller (client) and data processor (supplier), including full legal names, registration details, and addresses

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

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

4. Scope and Purpose of Processing: Detailed description of the permitted data processing activities, purposes, and categories of data

5. Duration: Term of the agreement, including commencement date and termination provisions

6. Nature and Purpose of Processing: Specific details about how and why the data will be processed

7. Obligations of the Processor: Core processor obligations under GDPR Article 28, including processing only on documented instructions

8. Technical and Organizational Measures: Security measures implemented to protect personal data

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

10. Data Subject Rights: Processor's obligations to assist controller with data subject requests

11. Data Breach Notification: Procedures and timeframes for reporting personal data breaches

12. Audit Rights: Controller's rights to audit and processor's obligations to demonstrate compliance

13. Data Return and Deletion: Obligations regarding data handling upon agreement termination

14. Liability and Indemnification: Allocation of risks and responsibilities between parties

15. Governing Law and Jurisdiction: Specification of German law as governing law and jurisdiction for disputes

Optional Sections

1. International Data Transfers: Required when personal data may be transferred outside the EU/EEA

2. Special Categories of Data: Required when processing sensitive personal data under Article 9 GDPR

3. Data Protection Impact Assessment: Required when processing is likely to result in high risk to individuals

4. Industry-Specific Requirements: Required for specific sectors (e.g., healthcare, financial services)

5. Joint Controller Provisions: Required when the relationship includes elements of joint controllership

6. Insurance Requirements: Specific insurance obligations for high-risk processing activities

7. Business Continuity: Required for critical processing operations requiring specific continuity measures

Suggested Schedules

1. Schedule 1 - Processing Activities: Detailed description of processing activities, including data categories, purposes, and processing operations

2. Schedule 2 - Technical and Organizational Measures: Detailed description of security measures implemented by the processor

3. Schedule 3 - Approved Sub-processors: List of pre-approved sub-processors and their processing activities

4. Schedule 4 - Transfer Mechanisms: Details of mechanisms for international data transfers if applicable

5. Schedule 5 - Contact Points: Key contacts for operational, security, and data protection matters

6. Appendix A - Security Breach Response Plan: Detailed procedures for handling and reporting data breaches

7. Appendix B - Audit Procedures: Specific procedures and requirements for conducting audits

8. Appendix C - Data Deletion Certificate: Template certificate for confirming data deletion upon agreement termination

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Relevant Industries

Technology and Software

Healthcare and Medical Services

Financial Services

E-commerce and Retail

Manufacturing

Professional Services

Telecommunications

Education

Insurance

Logistics and Transportation

Human Resources Services

Marketing and Advertising

Cloud Services

Research and Development

Consulting Services

Relevant Teams

Legal

Compliance

Data Protection

Information Security

Procurement

Vendor Management

Risk Management

IT

Data Governance

Privacy

Information Technology

Corporate Security

Relevant Roles

Data Protection Officer

Privacy Manager

Legal Counsel

Compliance Officer

IT Security Manager

Procurement Manager

Vendor Management Director

Chief Information Security Officer

Contract Manager

Risk Manager

Information Security Officer

Privacy Counsel

Chief Legal Officer

Chief Technology Officer

Chief Compliance Officer

Head of Data Governance

Data Protection Specialist

Senior Privacy Analyst

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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