Data Processing Agreement

GDPR - Data Processing Agreement

This Data Processing DPA (“DPA”) supplements the Terms of Service (the “Agreement”) entered into by and between Customer (as defined in the Agreement) and SimpleBackups (”Union Lab SRL”). By executing the Agreement, Customer enters into this DPA on behalf of itself and, to the extent required under applicable Data Protection Laws (defined below), in the name and on behalf of its Affiliates (defined below), if any. This DPA incorporates the terms of the Agreement, and any terms not defined in this DPA shall have the meaning set forth in the Agreement.

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 Parties seek to implement a data processing agreement that complies with the requirements of the current legal framework in relation to data processing and with the Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation).

(D) The Parties wish to lay down their rights and obligations.

IT IS AGREED AS FOLLOWS:

1. Definitions and Interpretation

1.1 Unless otherwise defined 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 connection with the Principal Agreement;

1.1.3 “Contracted Processor” means a Subprocessor;

1.1.4 “Data Protection Laws” means EU Data Protection Laws and, to the extent applicable, the data protection or privacy laws of any other country;

1.1.5 “EEA” means the European Economic Area;

1.1.6 “EU Data Protection Laws” means EU Directive 95/46/EC, as transposed into domestic legislation of each Member State and as amended, replaced or superseded from time to time, including by the GDPR and laws implementing or supplementing the GDPR;

1.1.7 “GDPR” means EU General Data Protection Regulation 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 Protection Laws (or by the terms of data transfer agreements put in place to address the data transfer restrictions of Data Protection Laws);

1.1.9 “Services” means the backup services (ie: file backups, database backups, server snapshots, ...) 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 connection 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 Protection 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 instructions.

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 duties to the Contracted Processor, ensuring that all such individuals are subject to confidentiality undertakings or professional or statutory obligations of confidentiality.

4. Security

4.1 Taking into account the state of the art, the costs of implementation 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 relation to the Company Personal Data implement appropriate technical and organizational measures to ensure a level of security appropriate to that risk, including, as appropriate, the measures referred to in Article 32(1) of the GDPR.

4.2 In assessing the appropriate level of security, Processor shall take account in particular of the risks that are presented by Processing, in particular 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 implementing appropriate technical and organizational measures, insofar as this is possible, for the fulfillment of the Company obligations, as reasonably understood by Company, to respond to requests to exercise Data Subject rights under the Data Protection Laws.

6.2 Processor shall:

6.2.1 promptly notify Company if it receives a request from a Data Subject under any Data Protection Law in respect of Company Personal Data; and

6.2.2 ensure that it does not respond to that request except on the documented instructions of Company or as required by Applicable Laws to which the Processor is subject, in which case Processor shall to the extent permitted 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 notify Company without undue delay upon Processor becoming aware of a Personal Data Breach affecting Company Personal Data, providing Company with sufficient information to allow the Company to meet any obligations to

report or inform Data Subjects of the Personal Data Breach under the Data Protection Laws.

7.2 Processor shall co-operate with the Company and take reasonable commercial steps as are directed by Company to assist in the investigation, mitigation and remediation of each such Personal Data Breach.

8. Data Protection

Impact Assessment and Prior Consultation Processor shall provide reasonable assistance to the Company with any data protection impact assessments, and prior consultations with Supervising Authorities or other competent data privacy authorities, which Company reasonably considers to be required by article 35 or 36 of the GDPR or equivalent provisions of any other Data Protection Law, in each case solely in relation to Processing of Company Personal Data by, and taking into account the nature of the Processing and information available to, the Contracted Processors.

9. Deletion or return of Company Personal Data

9.1 Subject to this section 9 Processor shall promptly and in any event within

10 business days of the date of cessation of any Services involving the Processing of Company Personal Data (the “Cessation Date”), delete and procure the deletion of all copies of those Company Personal Data.

10. Audit rights

10.1 Subject to this section 10, Processor shall make available to the Company on request all information necessary to demonstrate compliance with this Agreement, and shall allow for and contribute to audits, including inspections, by the Company or an auditor mandated by the Company in relation to the Processing of the Company Personal Data by the Contracted Processors.

10.2 Information and audit rights of the Company only arise under section 10.1 to the extent that the Agreement does not otherwise give them information and audit rights meeting the relevant requirements of Data Protection 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 written 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 Parties shall ensure that the personal data are adequately protected. To achieve this, the Parties shall, unless agreed otherwise, rely on EU approved standard contractual clauses for the transfer of personal data.

12. General Terms

12.1 Confidentiality. Each Party must keep this Agreement and information it receives about the other Party and its business in connection with this Agreement

(“Confidential Information”) confidential and must not use or disclose that Confidential Information without the prior written consent of the other Party except to the extent that:

(a) disclosure is required by law;

(b) the relevant information is already in the public domain.

12.2 Notices. All notices and communications given under this Agreement must be in writing 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 notified from time to time by the Parties changing address.

13. Governing Law and Jurisdiction

13.1 This Agreement is governed by the laws of Belgium.

13.2 Any dispute arising in connection with this Agreement, which the Parties will not be able to resolve amicably, will be submitted to the exclusive jurisdiction of the courts of Brussels.

IN WITNESS WHEREOF, this Agreement is entered into with effect from the date first set out below.

 

Exhibit A

1. The Parties

Data exporter(s):

Name: Customer, as stated and defined in the applicable Order (as such term is defined under the Agreement)

Address: Customer’s registered business address and any address provided to SimpleBackups at the time that Customer uses the Services.

Contact person’s name, position and contact details: Customer’s contact will be the contact of the person that properly accepts and binds Customer to the Agreement unless another contact person’s information is specifically provided to SimpleBackups in writing.

Activities relevant to the data transferred under these Clauses:

Signature and date: The EU SCC’s will be considered executed upon Customer’s proper acceptance of the Agreement.

Role (controller/processor): Controller and Processor

Data importer(s):

Name: SimpleBackups - Union Lab SRL Address: laurent@simplebackups.com

Signature and date:

Notion image

Laurent Lemaire, Co-founder Date: 01/01/2023 Role: Controller

 

 

Exhibit B

GDPR Control and links

Individual Responsible for GDPR Compliance

Laurent Lemaire, Data Controller

Purpose of Processing

We process data to continuously improve our products and services, log data about performance and overall backup activities. Our systems also process data for security and monitoring purposes.. Notice regarding the collection and use of Personally Identifiable Information (PII) can be found here: https://simplebackups.com/privacy/#GDPR

Lawful Basis for Collection & Processing

All PII collected and processed within SimpleBackups is in accordance with an agreement between SimpleBackups and the Data Controller

Data Subject Access Requests (DSAR)Requests for data access, modification or deletion may be sent to info@simplebackups.com

Data Privacy & Cookie Policies

https://simplebackups.com/privacy/https://simplebackups.com/cookie-policy/

Data Retention

Customer Data, including PII, is securely deleted from SimpleBackups systems within ninety (90) days of service termination or upon customer request.SimpleBackups-controlled PII is deleted in accordance with internal policy, when it no longer has business value, or upon Data Subject request

Data Protection & Information SecuritySimpleBackups maintains a comprehensive information security management system to protect and preserve the confidentiality, integrity and availability of Customer Data.

Breach NotificationAny breach of PII will be promptly reported to Customers, Data Subjects and Data Authorities in accordance with our Incident Response Policy and all applicable regulatory requirements.

 

List of Authorized Sub-Processors

 
Description of processing
Description of processing
Country in which Sub-processing will take place
Amazon (AWS)
Hosting
United States
Wasabi
Hosting
United States
Hetzner
Hosting
Germany
DigitalOcean
Hosting
United States
Google
Website Analytics
United States
SimpleAnalytics
Website Analytics
United States
HelpKit
Documentation
United States
Solarwinds
Service Monitoring
United States
Forge
CI & Deployment
United States
OhDear
Service Monitoring
Belgium
ACPM, LLC (Also known as Postmark)
Email Delivery
United States
Stripe, Inc.
Billing & Payments
United States
Cloudflare, Inc.
Cloud Services
United States
Intercom, Inc.
Email Support
United States

 

Exhibit C

Description of the Technical and Organisational Security Measures implemented by the Data Importer

Information about security measures and technical architecture are updated on:

The following includes the information required by Annex II of the EU SCCs.

Technical and Organizational Security Measure
Details
Measures of pseudonymisation and encryption of personal data
Customer data is stored in a multi-tenant application with logical separation between Customer instances. Sensitive authentication information is encrypted on logical database level, and the database is encrypted at rest.
Measures for ensuring ongoing confidentiality, integrity, availability and resilience of processing systems and services
SimpleBackups has policies and procedures in place to ensure confidentiality, integrity and resilience of processing systems and services. These include a Business Continuity and Disaster Recovery Policy, and a Secure Development Policy.
Measures for ensuring the ability to restore the availability and access to personal data in a timely manner in the event of a physical or technical incident
All database-stored customer data is backed up daily. Backups and restore capabilities are tested on an annual cadence.
Processes for regularly testing, assessing and evaluating the effectiveness of technical and organizational measures in order to ensure the security of the processing
SimpleBackups regularly monitors and tests controls to ensure they are operating as intended and updated as needed.
Measures for user identification and authorization
Measures for access control and authorization include roles and permissions, encrypted connection to production systems and networks, strong passwords stored within a password manager, and single-sign on or 2FA where available. SimpleBackups Access Control Policy applies to all SimpleBackups employees and to all external parties with access to SimpleBackups engineering networks and system resources.
Measures for the protection of data during transmission
All data outside the SimpleBackups’s private network is encrypted with HTTPS/SSL.
Measures for the protection of data during storage
Database is encrypted at rest and managed by AWS (Amazon Web Service).
Measures for ensuring physical security of locations at which personal data are processed
SimpleBackups does not operate physical servers or other infrastructure. For employer-provided computers: All employees and contractors are required to enable a screen lock when the work computer is left unattended.
Measures for ensuring events logging
SimpleBackups has detailed event logging.
Measures for ensuring data minimisation
As noted in the Privacy Policy with the Agreement, data is collected to serve commercial or business purposes, such as providing, customizing and improving Services, marketing and selling the Services, corresponding with customers about Services, and meeting legal requirements. SimpleBackups will not collect additional categories of Personal Data or use the Personal Data we collected for materially different, unrelated or incompatible purposes without providing customer notice. More information about the data SimpleBackups collects and opting-out is in the Privacy Policy of the Agreement.
Measures for ensuring data quality
All data collection is instrumented by the SimpleBackups’s software engineering team and all data collection changes are peer reviewed. Data is tested during development and verified after deployment.
Measures for ensuring limited data retention
SimpleBackups retains data as long as SimpleBackups has a need for its use, or to meet regulatory or contractual requirements. Once data is no longer needed, it is securely disposed of or archived.
Measures for ensuring accountability
SimpleBackups conducts background checks on all new employees and requires all employees to sign a non-disclosure agreement before gaining access to SimpleBackups information.
Measures for allowing data portability and ensuring erasure
Customer can ask for a copy of its Personal Data in a machine-readable format. In the case that a customer wishes to exercise portability or erasure rights, the SimpleBackups has measures of retrieving securely stored data and has a process in place to ensure access is restricted only to those who have a business justification for accessing data during the copy, transfer, or erasure.
Technical and organizational measures of sub-processors
SimpleBackups collects and reviews the most security assessments from sub-processors on an annual basis.
 

Links

 
Did this answer your question?
😞
😐
🤩