Intercompany Data Processing Agreement Template for Hong Kong

The Intercompany Data Processing Agreement is essential for multinational companies operating in Hong Kong that need to establish formal arrangements for processing personal data within their group structure. This document becomes necessary when one group entity processes personal data on behalf of another, requiring compliance with Hong Kong's Personal Data (Privacy) Ordinance (PDPO) and associated regulations. The agreement is particularly important in the context of Hong Kong's data protection regime, which requires documented arrangements for data processing activities, even between affiliated entities. It addresses key aspects such as data security measures, breach reporting procedures, audit requirements, and cross-border transfer mechanisms, while taking into account the intra-group nature of the relationship. This template is designed to balance regulatory compliance with practical considerations of intra-group operations.

1. Parties: Identification of the group companies involved - typically one entity as data controller and another as data processor

2. Background: Context of the agreement, relationship between the parties as group companies, and purpose of the data processing arrangement

3. Definitions: Key terms including Personal Data, Processing, Controller, Processor, Applicable Data Protection Laws, Group Companies, etc.

4. Scope and Purpose of Processing: Detailed description of the processing activities, types of personal data, and purposes for which data will be processed

5. Obligations of the Data Controller: Controller's responsibilities including providing instructions, ensuring legal basis for processing, and responding to data subject requests

6. Obligations of the Data Processor: Processor's duties including processing only on documented instructions, maintaining confidentiality, implementing security measures

7. Security Measures: Technical and organizational measures required to protect personal data

8. Sub-processing: Conditions and requirements for engaging other group companies or external sub-processors

9. Data Breach Notification: Procedures for reporting and handling personal data breaches within the group

10. Audit Rights: Controller's rights to verify compliance, considering the intra-group nature of the relationship

11. Term and Termination: Duration of the agreement and termination provisions

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

13. Governing Law and Jurisdiction: Specification of Hong Kong law and jurisdiction