Data Processing Agreement

Last Updated: Monday, December 9, 2024

This Data Processing Agreement (“DPA”) forms part of the Terms of Use (or other similarly titled written or electronic agreement addressing the same subject matter) (“Agreement”) between users of our site, including viewers, interested parties, and customers regarding information or use of the products and/or services offered by us through the website located at www.getsignify.com (the “Site”) or other related products, applications, or services, and any content made available therein (the “Content”, together with the Site, the “Services”)) and Signify Technologies Corp. (“Signify” or “Company”) ).

The Controller and the Processor are individually referred to as a “Party” and collectively as the “Parties”.

The Parties seek to implement this DPA to comply with the requirements of EU GDPR (defined hereunder) in relation to Processor’s processing of Personal Data (as defined under the EU GDPR) as part of its obligations under the Agreement.

This DPA shall apply to the Processor’s processing of Personal Data, provided by the Controller as part of the Processor’s obligations under the Agreement.

Except as modified below, the terms of the Agreement shall remain in full force and effect.

Definitions

Terms not otherwise defined herein shall have the meaning given to them in the EU GDPR or the Agreement. The following terms shall have the corresponding meanings assigned to them below:

“Controller” means the natural or legal person, public authority, agency, or other body which, alone or jointly with others, determines the purposes and means of the processing of personal data; where the purposes and means of such processing are determined by Union or Member State law, the controller or the specific criteria for its nomination may be provided for by Union or Member State law.

“Data Subject” means any identified or identifiable natural person to whom Personal Data relates. “Personal Data” means any information relating to an identified or identifiable natural person (“data subject”). An identifiable natural person is someone who can be identified, directly or indirectly, through:

Name,

Identification number,

Location data,

Online identifier (e.g., IP addresses, cookies),

Physical, physiological, genetic, mental, economic, cultural, or social identity characteristics.

“Data Transfer” means a transfer of the Personal Data from the Controller to the Processor, or between two establishments of the Processor, or with a Sub-processor by the Processor.

“EU GDPR” means 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).

“Processor” means a natural or legal person, public authority, agency, or other body that processes personal data on behalf of the controller.

“Standard Contractual Clauses” means the contractual clauses attached hereto as Schedule 1 under the European Commission’s Implementing Decision (EU) 2021/914 of 4 June 2021 on Standard Contractual Clauses for the transfer of Personal Data to processors established in third countries which do not ensure an adequate level of data protection.

“Sub-processor” means a processor/ sub-contractor appointed by the Processor to provide all or parts of the Services and process the Personal Data as provided by the Controller.

Purpose of this Agreement

This DPA sets out various obligations of the Processor regarding the processing of Personal Data and is limited to the Processor’s obligations under the Agreement. If there is a conflict between the provisions of the Agreement and this DPA, the provisions of this DPA shall prevail.

Categories of Personal Data and Data Subjects

The Controller authorizes permission to the Processor to process the Personal Data to the extent of which is determined and regulated by the Controller. The current nature of the Personal Data is specified in Annex I of this DPA.

Purpose of Processing

The objective of processing of Personal Data by the Processor shall be limited to the Processor’s provision of the Services to the Controller and or its client, pursuant to the Agreement.

Duration of Processing

The Processor will process Personal Data for the duration of the Agreement, unless otherwise agreed upon in writing by the Controller.

Controller’s Obligations

The Controller shall warrant that it has all necessary rights to provide the Personal Data to the Processor for processing to be performed in relation to the agreed Services. To the extent required by applicable data privacy laws, the Controller is responsible for ensuring that it provides such Personal Data to the Processor based on an appropriate legal basis allowing lawful processing activities, including any necessary Data Subject consent to this Processing are obtained, and for ensuring that a record of such consents is maintained. Should such consent be revoked by the Data Subject, the Controller is responsible for communicating the fact of such revocation to the Data Processor.

The Controller shall provide all natural persons from whom it collects Personal Data with the relevant privacy notice.

The Controller shall request the Data Processor to purge Personal Data when required by the Controller or any Data Subject to whom it collects Personal Data unless the Data Processor is otherwise required to retain the Personal Data by applicable law.

The Controller shall immediately advise the Data Processor in writing if it receives or learns of any:

Complaint or allegation indicating a violation of Data Privacy Laws regarding Personal Data;

Request from one or more individuals seeking to access, correct, or delete Personal Data;

Inquiry or complaint from one or more individuals relating to the collection, processing, use, or transfer of Personal Data; and

Any regulatory request, search warrant, or other legal, regulatory, administrative, or governmental process seeking Personal Data.

Data Processor’s Obligations

The Processor will follow written and documented instructions received, including email, from the Controller, its affiliate, agents, or personnel, concerning the processing of Personal Data (each, an “Instruction”).

The processing described in the Agreement and the related documentation shall be considered as Instruction from the Controller.

At the Controller’s request, the Processor will provide reasonable assistance to the Controller in responding to/ complying with requests/ directions by Data Subject in exercising their rights or of the applicable regulatory authorities regardingProcessor’s processing of Personal Data.

In relation to the Personal Data, the Processor shall obtain consent (where necessary) and/or provide notice to the Data Subject in accordance with applicable data protection laws to enable shared Personal Data to be provided to, and used by, the other Party as contemplated by this Agreement.

Where shared Personal Data is transferred outside the Data Processor’s territorial boundaries, the transferor shall ensure that the recipient of such data is under contractual obligations to protect such Personal Data to the same or higher standards as those imposed under this Addendum and applicable data protection laws.

The processor shall inform the controller if, in its opinion, a processing instruction infringes applicable legislation or regulation.

As a data Processor taking into account the nature of the processing and the information available to the Processor, the Processor shall assist the Controller in conducting any necessary Data Protection Impact Assessments (DPIAs), as required under GDPR.

Data Secrecy

To process the Personal Data, the Processor will use personnel who are

Informed of the confidential nature of the Personal Data, and

Perform the Services in accordance with the Agreement.

The Processor will regularly train individuals having access to Personal Data in data security and data privacy in accordance with accepted industry practice and shall ensure that all the Personal Data is kept strictly confidential.

The Processor will maintain appropriate technical and organizational measures for the protection of the security, confidentiality, and integrity of the Personal Data as per the specifications as per the standards mutually agreed in writing by the Parties.

Audit Rights

Upon the Controller's reasonable request, the Processor will make available to the Controller, information as is reasonably necessary to demonstrate the Processor’s compliance with its obligations under the EU GDPR or other applicable laws in respect of its processing of the Personal Data.

Mechanism of Data Transfers

Any Data Transfer for processing by the Processor in a country outside the European Economic Area (the “EEA”) shall only take place in compliance as detailed in Annex I. Where such model clauses have not been executed at the same time as this DPA, the Processor shall not unduly withhold the execution of such template model clauses, where the transfer of Personal Data outside of the EEA is required for the performance of the Agreement.

Sub-Processors

The Controller acknowledges and agrees that the Processor, may engage a third-party Sub-Processor(s) in connection with the performance of the Services, provided such Sub-Processor(s) take technical and organizational measures to ensure the confidentiality of Personal Data shared with them; The current Sub-Processors engaged by the Processors and approved by the Controller are listed in Signify’s Trust Vault. The Processor shall notify the Controller at least thirty (30) calendar days in advance of any intended changes or additions to its Sub-processors by emailing notice of the intended change to Customer. In accordance with Article 28(4) of the GDPR, the Processor shall remain liable to the Controller for any failure on behalf of a Sub-processor to fulfill its data protection obligations under the DPA in connection with the performance of the Services.

If the Controller has a concern that the Sub-Processor(s) processing of Personal Data is reasonably likely to cause the Controller to breach its data protection obligations under the GDPR, the Controller may object to Processor’s use of such Sub-processor and the Processor and Controller shall confer in good faith to address such concern.

Personal Data Breach Notification

The Processor shall maintain defined procedures in case of a Personal Data Breach (as defined under the GDPR) and shall notify Controller if it becomes aware of any Personal Data Breach unless such Data Breach is unlikely to result in a risk to the rights and freedoms of natural persons.

The Processor shall provide the Controller with all reasonable assistance to comply with the notification of Personal Data Breach to the Supervisory Authority and/or the Data Subject, to identify the cause of such Data Breach and take such commercially reasonable steps as reasonably required to mitigate and remedy such Data Breach.

No Acknowledgement of Fault by the Processor. Processor’s notification of or response to a Personal Data Breach under this DPA will not be construed as an acknowledgment by Processor of any fault or liability with respect to the data incident.

Return and Deletion of Personal Data

The Processor shall at least thirty (30) days from the end of the Agreement or cessation of the Processor’s Services under the Agreement, whichever occurs earlier, shall to return to the Controller all the Personal Data, or if the Controller so instructs, the Processor shall have the Personal Data deleted. The Processor shall return such Personal Data in a commonly used format or in the current format in which it was stored at the discretion of the Controller, as soon as reasonably practicable following receipt of the Controller’s notification.

In any case, the Processor shall delete Personal Data including all the copies of it as soon as reasonably practicable following the end of the Agreement.

Technical and Organizational Measures

Having regard to the state of technological development and the cost of implementing any measures, the Processor will take appropriate technical and organizational measures against the unauthorized or unlawful processing of Personal Data and against the accidental loss or destruction of, or damage to, Personal Data to ensure a level of security appropriate to (a) the harm that might result from unauthorized or unlawful processing or accidental loss, destruction or damage; and (b) the nature of the data to be protected including the measures stated in Annex II.

ANNEX I

Description of Processing Activities for Customer Personal Data

This Annex includes certain details of the Processing of Customer Personal Data by Signify Technologies, Corp (“Signify”) in connection with the Services.

1. List of Parties

Data Exporter

Name: Customer (as defined in Agreement)
Address: As set forth in the relevant Agreement
Contact person’s name, position and contact details: As set forth in the relevant Agreement
Activities relevant to the data transferred under these Clauses: Recipient of Signify’s Services
Signature and date: See Agreement
Role: Controller

Data Importer

Name: Signify Technologies, Corp (Signify)
Address: As set forth in the relevant Agreement
Contact person’s name, position and contact details: Martín Ramírez, Data Protection Officer, dpo@getsignify.com
Activities relevant to the data transferred under these Clauses: Provision of the Services to the Customer in accordance with the Agreement.
Signature and date: See Agreement
Role: Processor

2. Competent Supervisory Authority

Identify the competent supervisory authority/ies in accordance (e.g. in accordance with Clause 13 SCCs) As determined by application of Clause 13 of the EU SCCs.

3. Processing Authority

Categories of data subjects whose personal data is transferred Customer’s authorized users of the Services
Categories of personal data transferred Name, Email, Company
Sensitive personal data transferred None.
Frequency of the transfer Continuous.
Nature of Processing The nature of the processing is more fully described in the Agreement and accompanying order forms.
Purpose of the data transfer and further processing The purpose of the transfer is to facilitate the performance of the Services more fully described in the Agreement and accompanying order forms.
Period for which the personal data will be retained or criteria used to determine that period The period for which the Customer Personal Data will be retained is more fully described in the Agreement.
Subprocessor transfers – subject matter, nature, and duration of processing The subject matter, nature, and duration of the processing are more fully described in the Agreement.

ANNEX II

TECHNICAL AND ORGANISATIONAL MEASURES INCLUDING TECHNICAL AND ORGANISATIONAL MEASURES TO ENSURE THE SECURITY OF THE DATA

Below is a description of technical and organizational security measures implemented by Signify Technologies, Corp (“Signify”) as the data processor/data importer to ensure an appropriate level of security, taking into account the nature, scope, context, and purpose of the processing, and the risks for the rights and freedoms of natural persons.

Security

Security Management System.

Policies. Management reviews and supports all security-related policies to ensure the security, availability, integrity, and confidentiality of Personal Data. These policies are updated at least annually.

Risk Treatment. Signify employs prudent controls, policies, standards, practices, processes, and procedures to mitigate and minimize security risks.

Incident Management. Signify reviews security incidents regularly, including effective determination of root cause and corrective action.

Standards. Signify operates an information security management system that complies with the requirements of SOC 2

Personnel Security.

Signify personnel are required to conduct themselves in a manner consistent with the company’s guidelines regarding confidentiality, business ethics, appropriate usage, and professional standards. Signify conducts reasonably appropriate background checks on any employees who will have access to data under this Agreement, including in relation to employment history and criminal records, to the extent legally permissible and following applicable local labor law, customary practice, and statutory regulations.

Personnel are required to execute a confidentiality agreement in writing at the time of hire and to protect Personal Data at all times. Personnel must acknowledge receipt of, and compliance with, Signify’s confidentiality, privacy, and security policies. Personnel are provided with privacy and security training on how to implement and comply with the Information Security Program. Personnel handling Customer Personal Data are required to complete additional requirements appropriate to their role (e.g., certifications). Signify’s personnel will not process Customer Personal Data without authorization.

Access Controls

Access Management. Signify maintains a formal access management process for the request, review, approval and provisioning of all personnel with access to Personal Data to limit access to Personal Data and systems storing, accessing or transmitting Personal Data to properly authorized persons having a need for such access. Access reviews are conducted periodically to ensure that only those personnel with access to Personal Data still require it.

Infrastructure Security Personnel. Signify has, and maintains, a security policy for its personnel, and requires security training as part of the training package for its personnel. Signify’s infrastructure security personnel are responsible for the ongoing monitoring of Signify’s security infrastructure, the review of the Services, and for responding to security incidents.

Access Control and Privilege Management. Signify’s and Customer’s administrators and end users must authenticate themselves via a Multi-Factor authentication system or via a single sign on system in order to use the Services

Data Center and Network Security

Data Centers.

Infrastructure. Signify has GCP as its data center.

Resiliency. Signify conducts Backup Restoration Testing on a regular basis to ensure resiliency.

Server Operating Systems. Signify’s servers are customized for the application environment and the servers have been hardened for the security of the Services. Signify employs a code review process to increase the security of the code used to provide the Services and enhance the security products in production environments.

Disaster Recovery. Signify replicates data over multiple systems to help to protect against accidental destruction or loss. Signify has designed and regularly plans and tests its disaster recovery programs.

Security Logs. Signify’s systems have logging enabled to their respective system log facility in order to support the security audits and monitor and detect actual and attempted attacks on, or intrusions into, Signify’s systems.

Vulnerability Management. Signify performs regular vulnerability scans on all infrastructure components of its production and development environment. Vulnerabilities are remediated on a risk basis, with Critical, High and Medium security patches for all components installed as soon as commercially possible.

Networks and Transmission.

Data Transmission. Transmissions on the production environment are transmitted via Internet standard protocols.

External Attack Surface. GCP which is equivalent to a virtual firewall is in place for Production environment on GCP

Incident Response. Signify maintains incident management policies and procedures, including detailed security incident escalation procedures. Signify monitors a variety of communication channels for security incidents, and Signify’s security personnel will react promptly to suspected or known incidents, mitigate harmful effects of such security incidents, and document such security incidents and their outcomes.

Encryption Technologies. Signify makes HTTPS encryption (also referred to as SSL or TLS) available for data in transit.

Data Storage, Isolation, Authentication, and Destruction. Signify stores data in a multi-tenant environment on GCP servers. Data storage, and file system architecture are replicated between multiple availability zones on GCP. Signify logically isolates the data of different customers. A central authentication system is used across all Services to increase uniform security of data. Signify ensures the secure disposal of data through the use of a series of data destruction processes.