GDPR EXHIBIT GDPR Data Processing Agreement
This Exhibit will be subject to the terms and conditions of the Evolphin Hosted Cloud Services Agreement (the “Agreement”). Capitalized terms used but not defined herein will have the meanings given to them in the Agreement. In the event of a conflict between this Exhibit and the other terms of the Agreement, this Exhibit will prevail.
Evolphin may be required to process Personal Data on behalf of Customer in order to provide the Services under one or more Product Exhibits or Support Exhibits. In order to ensure that such Personal Data is processed by Evolphin in compliance with the GDPR, Evolphin and Customer have decided to outline under this Exhibit the terms and conditions applicable to such processing.
This Exhibit consists of the following: (i) its main body and (ii) its Attachment 1 (Description of the Processing Activities Template).
For the purposes of this Exhibit, the following terms will have the meaning given to them below:
2. GENERAL OBLIGATIONS OF EVOLPHIN
Evolphin will also:
3. SHARING OF THE PROCESSED PERSONAL DATA
Evolphin will not share the Processed Personal Data with any third party (including but not limited to Sub processors) without Customer’s prior written consent, and, if such sharing is authorized by Customer,
4. TRANSFER OF THE PROCESSED PERSONAL DATA
5. DATA PROTECTION AUDITS
6. PERSONAL DATA BREACH
In addition to the requirements set forth in the Agreement, in the event Evolphin identifies or believes that there has been any Personal Data Breach, Evolphin will promptly notify Customer by providing notice by email to firstname.lastname@example.org (or to such other address (es) as Customer will designate to Evolphin in writing from time to time), and in any event, will inform Customer within twenty-four (24) hours after becoming aware of such Personal Data Breach. In such circumstances, Evolphin will at least share the following information with Customer:
7. RETURN OR DESTRUCTION OF THE PROCESSED PERSONAL DATA
Evolphin agrees to indemnify, defend and hold harmless Customer and its affiliates and their respective officers, directors, managers, members, shareholders, partners, owners, employees, contractors, customers, suppliers, agents, representatives, successors and assigns (collectively, the “Indemnified Parties”) from and against any and all claims, lawsuits, damages, costs and expenses, including, without limitation, actual attorneys’ fees and costs, arising from or in connection with (a) Evolphin’s breach of this Exhibit; (b) Evolphin’s violation of the Data Protection Laws; (c) Evolphin’s or the Sub-processors’ Processing of the Processed Personal Data; or (d) any claims from any Data Subjects or authorities against the Indemnified Parties arising from or in connection with (a), (b) or (c) of this clause.
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