Data Processing Addendum
Last Revised: 1 August 2021
"CCPA” means the California Consumer Privacy Act, Cal. Civ. Code 1798.100 et seq., including any amendments and any implementing regulations thereto that become effective on or after the effective date of this Data Processing Addendum.
“Covered Services” any hosted services we offer you that could involve our Processing of Personal Data.
“Customer Data” means the Personal Data of any Data Subject Processed by Greens247 within the Greens247 Network on behalf of Customer pursuant to or in connection with the Terms of Service.
"Datacenter" means the physical building where the Covered Services are rendered.
“Data Controller” means the Customer, as the entity which determines the purposes and means of the Processing of Personal Data.
“Data Processor” means Greens247, as the entity which Processes Personal Data on behalf of the Data Controller, or the services provider as such term is defined by CCPA
“Data Protection Laws” means all data protection or privacy laws and regulations applicable to the Processing of Personal Data under the Agreement, including the CCPA, (ii) the GDPR, (iii) the EU e-Privacy Directive (Directive 2002/58/EC), (iv) any national data protection laws made under or pursuant to (ii) or (iii), (v) the Swiss Federal Data Protection Act of 19 June 1992 and its Ordinance, and (vi), in respect of the United Kingdom, the Data Protection Act 2018 and any applicable national legislation that replaces or converts in domestic law the GDPR (UK GDPR) or any other law relating to data and privacy as a consequence of the United Kingdom leaving the European Union; in each case as may be amended, superseded or replaced.
“Data Subject” means the individual to whom Personal Data relates.
“EEA” means the European Economic Area.
“European Commission” means the executive branch of the European Union, responsible for proposing legislation, enforcing European Union laws and directing the union's administrative operations.
“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).
Greens247 Network” means Greens247’s data center facilities, servers, networking equipment, and host software systems (e.g., virtual firewalls) that are within Greens247’s control and are used to provide the Covered Services.
Law Enforcement Directive” means a piece of European Union legislation, parallel to the GDPR, which also has effect from May 2018. As suggested by its name, the Law Enforcement Directive or LED deals with the processing of personal data by data controllers for ‘law enforcement purposes’ – which falls outside of the scope of the GDPR.
“Personal Data” means any information relating to an identified or identifiable person or household as defined under Data Protection Laws.
“Processing” means any operation or set of operations which is performed upon Personal Data, whether or not by automatic means, such as collection, recording, organization, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure or destruction. “Process”, “processes” and “processed” will be interpreted accordingly. Detail of Processing are set forth in Annex 1.
“Security Incident” either (a) a breach of security of the Greens247 Security Standards leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, any Customer Data; or (b) any unauthorized access to Greens247 equipment or facilities, where in either case such access results in destruction, loss, unauthorized disclosure, or alteration of Customer Data.
“Security Standards” means the security standards attached to this Addendum as Annex 2.
“Standard Contractual Clauses” or “SCCs” means Annex 3, attached to and forming part of this Addendum pursuant to the European Commission Decision of 5 February 2010 on standard contractual clauses for the transfer of personal data to processors established in third countries under the Directive.
“Sub-processor” means any Data Processor engaged by Processor to Process data on behalf of Data Controller.
“UK GDPR” means the general data protection regime that applies to most UK businesses and organisations. It covers the United Kingdom General Data Protection Regulation (UK GDPR), tailored by the Data Protection Act 2018.
2. Data Processing
2.1 Scope and Roles. This Addendum applies when Customer Data is processed by Greens247. In this context, Greens247 will act as the Data Processor on behalf of the Customer as the Data Controller with respect to Customer Data.
2.2 Details of Data Processing. The subject matter of processing of Customer Data by Greens247 is the performance of the Covered Services pursuant to the Terms of Service and product-specific agreements. Greens247 shall only Process Customer Data on behalf of and in accordance with Customer’s documented instructions for the following purposes: (i) Processing in accordance with the Terms of Service or applicable product-specific agreement; (ii) Processing initiated by end users in their use of the Covered Services; (iii) Processing to comply with other documented, reasonable instructions provided by Customers (ex. via email) where such instructions are consistent with the terms of the Agreement. Greens247 shall not: (a) process, retain, use, sell, or disclose Customer Data except as necessary to provide Covered Services pursuant to the Terms of Service, or as required by law; (b) sell such Customer Data to any third party; (c) retain, use, or disclose such Customer Data outside of the direct business relationship between Greens247 and Customer.
For the avoidance of doubt, Customer’s instructions for the Processing of Personal Data shall comply with all applicable data privacy laws. Customer shall have sole responsibility for the accuracy, quality, and legality of Personal Data and the means by which Customer acquired Personal Data. Greens247 shall not be required to comply with or observe Customer’s instructions if such instructions would violate Data Protection Laws. The duration of the Processing, the nature and purpose of the Processing, the types of personal data and categories of Data Subjects Processed under this Addendum are further specified in Annex 1 (‘Details of the Processing’) to this Addendum.
3. Confidentiality of Customer Data
Greens247 will not disclose Customer Data to any government or any other third party, except as necessary to comply with the law or a valid and binding order of a law enforcement agency (such as a subpoena or court order). In the event Greens247 receives a valid civil subpoena, and to the extent permitted, Greens247 will endeavor to provide Customer with reasonable notice of the demand via email or postal mail to allow Customer to seek a protective order or other appropriate remedy.
4.1 Greens247 has implemented and will maintain the technical and organizational measures for the Greens247 Network as described herein this Section and as further described in Annex 2 to this Addendum, Security Standards. In particular, Greens247 has implemented and will maintain the following technical and organizational measures that address the (i) security of the Greens247 Network; (ii) physical security of the facilities; (iii) controls around employee and contractor access to (i) and/or (ii); and (iv) processes for testing, assessing and evaluating the effectiveness of technical and organizational measures implemented by Greens247. In the event that we are not able to meet any of its obligations set forth herein, we will provide written notice (via our website and email) as soon as practically feasible.
4.2 Greens247 makes available a number of security features and functionalities that Customer may elect to use in relation to the Covered Services. Customer is responsible for (a) properly configuring the Covered Services, (b) using the controls available in connection with the Covered Services (including the security controls) to ensure the ongoing confidentiality, integrity, availability and resilience of processing systems and services, (c) using the controls available in connection with the Covered Services (including the security controls) to allow the Customer to restore the availability and access to Customer Data in a timely manner in the event of a physical or technical incident (e.g. backups and routine archiving of Customer Data), and (d) taking such steps as Customer considers adequate to maintain appropriate security, protection, and deletion of Customer Data, which includes use of encryption technology to protect Customer Data from unauthorized access and measures to control access rights to Customer Data.
5. Data Subject Rights
Taking into account the nature of the Covered Services, Greens247 offers Customer certain controls as described in the “Security” section of this Addendum that Customer may elect to use to retrieve, correct, delete or restrict use and sharing of Customer Data as described in the Covered Services. Customer may use these controls as technical and organizational measures to assist it in connection with its obligations under applicable privacy laws, including its obligations relating to responding to requests from Data Subjects. As commercially reasonable, and to the extent lawfully required or permitted, Greens247 shall promptly notify Customer if Greens247 directly receives a request from a Data Subject to exercise such rights under any applicable data privacy laws (“Data Subject Request”). In addition, where Customer’s use of the Covered Services limits its ability to address a Data Subject Request, Greens247 may, where legally permitted and appropriate and upon Customer’s specific request, provide commercially reasonable assistance in addressing the request, at Customer’s cost (if any).
6.1 Authorized Sub-processors. Customer agrees that Greens247 may use Sub-processors to fulfil its contractual obligations under its Terms of Service and this Addendum or to provide certain services on its behalf, such as providing support services. Customer hereby consents to Greens247’s use of Sub-processors as described in this Section. Except as set forth in this Section or as otherwise explicitly authorized by you, Greens247 will not permit any other sub-processing activities.
6.2 Sub-processor Obligations. Where Greens247 uses any authorized Sub-processor as described in Section 6.1:
(i) Greens247 will restrict the Sub-processor’s access to Customer Data only to what is necessary to maintain the Covered Services or to provide the Covered Services to Customer and any end users in accordance with the Covered Services. Greens247 will prohibit the Sub-processor from accessing Customer Data for any other purpose;
(ii) Greens247 will enter into a written agreement with the Sub-processor and, to the extent that the Sub-processor is performing the same data processing services that are being provided by Greens247 under this Addendum, Greens247 will impose on the Sub-processor the same contractual obligations that Greens247 has under this Addendum; and
(iii) Greens247 will remain responsible for its compliance with the obligations of this Addendum and for any acts or omissions of the Sub-processor that cause Greens247 to breach any of Greens247’s obligations under this Addendum.
6.3 New Sub-processors. From time to time, we may engage new Sub-processors under and subject to the terms of this Addendum. In such case, we will provide 60 days advance notice (via our website and email) prior to any new Sub-processor obtaining any Customer Data. If you Customer does not approve of a new Sub-processor, then Customer may terminate any Covered Services without penalty by providing, within 10 days or receipt of notice from us, written notice of termination that includes an explanation of the reasons for your non-approval. If the Covered Services are part of a bundle or bundled purchase, then any termination will apply to its entirety.
7. Security Breach Notification
7.1 Security Incident. If Greens247 becomes aware of a Security Incident, Greens247 will without undue delay: (a) notify Customer of the Security Incident; and (b) take reasonable steps to mitigate the effects and to minimise any damage resulting from the Security Incident.
7.2 Greens247 Assistance. To assist Customer in relation to any personal data breach notifications Customer is required to make under any applicable privacy laws, Greens247 will include in the notification such information about the Security Incident as Greens247 is reasonably able to disclose to Customer, taking into account the nature of the Covered Services, the information available to Greens247, and any restrictions on disclosing the information, such as confidentiality.
7.3 Failed Security Incidents. Customer agrees that:
(i) A failed Security Incident will not be subject to the terms of this Addendum. A failed Security Incident is one that results in no unauthorized access to Customer Data or to any of Greens247’s Network, equipment, or facilities storing Customer Data, and may include, without limitation, pings and other broadcast attacks on firewalls or edge servers, port scans, unsuccessful log-on attempts, denial of service attacks, packet sniffing (or other unauthorized access to traffic data that does not result in access beyond headers) or similar incidents; and
(ii) Greens247’s obligation to report or respond to a Security Incident under this Section is not and will not be construed as an acknowledgement by Greens247 of any fault or liability of Greens247 with respect to the Security Incident.
7.4 Communication. Notification(s) of Security Incidents, if any, will be delivered to one or more of Customer’s administrators by any means Greens247 selects, including via email. It is Customer’s sole responsibility to ensure Customer’s administrators maintain accurate contact information on the Greens247 acconunt portal and secure transmission at all times.
8. Customer Rights
8.1 Independent Determination. Customer is responsible for reviewing the information made available by Greens247 relating to data security and its Security Standards and making an independent determination as to whether the Covered Services meets Customer’s requirements and legal obligations as well as Customer’s obligations under this Addendum. The information made available is intended to assist Customer in complying with Customer’s obligations under applicable privacy laws, including the GDPR and the UK GDPR, in respect of data protection impact assessments and prior consultation.
8.2 Customer Audit Rights. Customer has the right to confirm Greens247’s compliance with this Addendum as applicable to the Covered Services, including specifically Greens247’s compliance with its Security Standards, by exercising a reasonable right to conduct an audit or inspection, including under the Standard Contractual Clauses if they apply, by making a specific request of Greens247 in writing to the address set forth in its Terms of Service. Greens247 and the Customer will then meet to agree on the operational, security and financial conditions of a technical inspection. In all circumstances, the conditions of this inspection must not affect the security of others Greens247’s customers. The aforementioned inspection, as well as the communication of certificates and audit reports, may result in reasonable additional invoicing. Any information that is communicated to the Customer pursuant to this section and that is not available on Greens247 Website shall be considered as Greens247’s confidential information under the Agreement. Before communicating such information, the Customer may be required to execute a specific non-disclosure agreement. If Greens247 declines to follow any instruction requested by Customer regarding a properly requested and scoped audit or inspection, Customer is entitled to terminate this Addendum and the Terms of Service. If the Standard Contractual Clauses apply, nothing in this Section varies or modifies the Standard Contractual Clauses nor affects any supervisory authority’s or data subject’s rights under the Standard Contractual Clauses. This Section will also apply insofar as Greens247 carries out the control of Sub-processors on behalf of the Customer.
9. Transfers of Personal Data
9.1 UK. Based Processing. Except where specifically noted in the Terms of Service, Customer
Data will be transferred outside the EEA and processed in United Kingdom.
The European Commission adopted two adequacy decisions for transfers of personal data to the United Kingdom, under the General Data Protection Regulation (GDPR) and the Law Enforcement Directive (LED) respectively. Personal data can now flow freely from the European Union to the United Kingdom where it benefits from an essentially equivalent level of protection to that guaranteed under European Union law.
Where the Covered Services allow the Customer to store Personal Data, the location(s) or, geographical area, of the available Datacenter(s) is specified on Greens247 Website. Should several locations or geographic areas be available, the Customer shall select the one(s) of its choosing when submitting its Order. Subject to any contrary provision of the Terms of Service and product-specific agreements, Greens247 will not modify, without the Customer’s consent, the location or geographical area chosen when submitting its Order. The Personal Data stored by the Customer shall not be transferred by Greens247 to a country which is not recognised by the European Commission as providing an adequate level of protection (“Adequacy Decision”), unless (a) such transfer is expressly provided for in the Terms of Service or applicable product-specific agreement, or (b) the Customer selects a Datacenter located outside the European Union in a country that is not subject to an Adequacy Decision or (c) with Customer’s consent. Subject to the foregoing Datacenter(s) location provision, Greens247 and authorized Sub-Processors’ pursuant to section 6 above may, remotely Process Customer Data.
9.2 Application of Standard Contractual Clauses. The Standard Contractual Clauses will apply to Customer Data that is transferred outside the EEA, either directly or via onward transfer, to any country not recognized by the European Commission as providing an adequate level of protection for Personal Data. The Standard Contractual Clauses will not apply to Customer Data that is not transferred, either directly or via onward transfer, outside the EEA. Notwithstanding the foregoing, the Standard Contractual Clauses will not apply where the data is transferred in accordance with a recognized compliance standard for the lawful transfer of Personal Data outside the EEA, such as when necessary for the performance of Covered Services pursuant to the Terms of Service or with your consent.
10. Termination of the Addendum
This Addendum will continue in force until the termination of our processing in accordance with the Terms of Service (the “Termination Date”).
11. Return or Deletion of Customer Data
As described in the Covered Services, the Customer may be provided controls that may use to retrieve or delete Customer Data. Any deletion of Customer Data will be governed by the terms of the particular Covered Services.
12. Limitations of Liability
The liability of each party under this Addendum will be subject to the exclusions and limitations of liability set out in the Terms of Service. Customer agrees that any regulatory penalties incurred by Greens247 in relation to the Customer Data that arise as a result of, or in connection with, Customer’s failure to comply with its obligations under this Addendum and any applicable privacy laws will count towards and reduce Greens247’s liability under the Terms of Service as if it were liability to the Customer under the Terms of Service.
13. Entire Terms of Service; Conflict
This Addendum supersedes and replaces all prior or contemporaneous representations, understandings, agreements, or communications between Customer and Greens247, whether written or verbal, regarding the subject matter of this Addendum, including any data processing addenda entered into between Greens247 and Customer with regard to the processing of personal data and on the free movement of such data. Except as amended by this Addendum, the Terms of Service will remain in full force and effect. If there is a conflict between any other agreement between the parties including the Terms of Service and this Addendum, the terms of this Addendum will control.
DETAILS OF THE PROCESSING
1. Nature and Purpose of Processing. Greens247 will Process Personal Data as necessary to perform the Covered Services pursuant to the Terms of Service, product-specific agreements, and as further instructed by Customer throughout its use of the Covered Services.
2. Duration of Processing. Subject to Section 10 of this Addendum, Greens247 will Process Personal Data during the effective date of the Terms of Service, but will abide by the terms of this Addendum for the duration of the Processing if in excess of that term, and unless otherwise agreed upon in writing.
3. Categories of Data Subjects. Customer may upload Personal Data in the course of its use of the Covered Services, the extent to which is determined and controlled by Customer in its sole discretion, and which may include, but is not limited to Personal Data relating to the following categories of Data Subjects: Prospects, customers, business partners and vendors of Customer (who are natural persons) Employees or contact persons of Customer’s prospects, customers, business partners and vendors Employees, agents, advisors, freelancers of Customer (who are natural persons) Customer’s Users authorized by Customer to use the Covered Services
4. Type of Personal Data. Customer may upload Personal Data in the course of its use of the Covered Services, the type of and extent to which is determined and controlled by Customer in its sole discretion, and which may include, but is not limited to the following categories of Personal Data of Data Subjects:
Date of birth
Other data collected that could directly or indirectly identify you.
I. Technical and Organizational Measures
We are committed to protect our customers' information. Taking into account the best practices, the costs of implementation and the nature, scope, circumstances and purposes of processing as well as the different likelihood of occurrence and severity of the risk to the rights and freedoms of natural persons we take the following technical and organizational measures.
When selecting the measures the confidentiality, integrity, availability and resilience of the systems are considered.
II. Data Privacy Program
Our Data Privacy Program is established to maintain a global data governance structure and secure information throughout its lifecycle. This program is driven by the office of the data protection officer, which oversees the implementation of privacy practices and security measures. We regularly test, assess and evaluate the effectiveness of its Data Privacy Program and Security Standards.
1. Confidentiality. “Confidentiality means that personal data is protected against unauthorized disclosure.”
We use a variety of physical and logical measures to protect the confidentiality of its customers' personal data. Those measures include:
Physical access control.
Clean desk policies and controls in place for locking of unattended computers, and cabinets.
Visitor Access Management.
Destruction of data on physical media and documents.
Access Control & Prevention of Unauthorized Access.
User access restrictions applied and role-based access permissions provided/reviewed based on segregation of duties principle
Strong authentication and authorization methods (Multi-factor authentication, certificate based authorization, automatic deactivation/log-off etc. )
Centralized password management and strong/complex password policies (minimum length, complexity of characters, expiration of passwords etc.)
Controlled access to e-mails and the Internet
Intrusion Prevention System management
Encryption of external and internal communication via strong cryptographic protocols
Encrypting PII/SPII data at rest
Full disk encryption for company PCs and laptops
Encryption of storage media
Remote connections to the company networks are encrypted via VPN
Securing the lifecycle of encryption keys
PII/SPI minimization in application, debugging and security logs
Pseudonymization of personal data to prevent directly identification of an individual
Segregation of data stored by function (test, staging, live)
Logical segregation of data by role based access rights
Defined data retention periods for personal data
Penetration Testing for critical company networks and platforms hosting personal data
Regular network and vulnerability scans
2. Integrity. “Integrity refers to ensuring the correctness (intactness) of data and the correct functioning of systems. When the term integrity is used in connection with the term "data", it expresses that the data is complete and unchanged.”
Appropriate change and log management controls are in place, in addition to access controls to be able to maintain the integrity of personal data such as:
Change & Release Management
Change and release management process including (impact analysis, approvals, testing, security reviews, staging, monitoring etc.)
Role & Function based (Segregation of Duties) access provisioning on production environments Logging & Monitoring
Logging of access and changes on data Centralized audit & security logs
Monitoring of the completeness and correctness of the transfer of data (end-to-end check)
3. Availability. “The availability of services and IT systems, IT applications, and IT network functions or of information is guaranteed, if the users are able to use them at all times as intended.”
We implement appropriate continuity and security measures to maintain the availability of its services and the data residing within those services:
Regular fail-over tests applied for critical services
Extensive performance/availability monitoring and reporting for critical systems
Incident response programme
Critical data either replicated or backed up (Cloud Backups/Hard Disks/Database replication etc.)
Planned software, infrastructure and security maintenance in place (Software updates, security patches etc.)
Redundant and resilient systems (server clusters, mirrored DBs, high availability setups etc.) located on off-site and/or geographically separated locations
Use of uninterruptible power supplies, fail redundant hardware and network systems
Alarm, security systems in place
Physical Protection measures in place for critical sites (surge protection, raised floors, cooling systems, fire and/or smoke detectors, fire suppression systems etc.) DDOS protection to maintain availability
Load & Stress Testing
4. Data Processing Instructions. "Data Processing Instructions refers to ensuring that personal data will only be processed in accordance with the instructions of the data controller and the related company measures"
We have established internal privacy policies, agreements and conduct regular privacy trainings for employees to ensure personal data is processed in accordance with customers’ preferences and instructions.
Privacy and confidentiality terms in place within employee contracts
Regular data privacy and security trainings for employees
Appropriate contractual provisions to the agreements with sub-contractors to maintain instructional control rights
Regular privacy checks for external service providers
Providing customers full control over their data processing preferences
Regular security audits