Data Processing Addendum
1.1 "Affiliate" means (i) an entity of which a party directly or indirectly owns fifty percent (50%) or more of the stock or other equity interest, (ii) an entity that owns at least fifty percent (50%) or more of the stock or other equity interest of a party, or (iii) an entity which is under common control with a party by having at least fifty percent (50%) or more of the stock or other equity interest of such entity and a party owned by the same person, but such entity shall only be deemed to be an Affiliate so long as such ownership exists.
1.2 "Authorized Sub-Processor" means a third-party who has a need to know or otherwise access Customer's Personal Data to enable Company to perform its obligations under this DPA or the Agreement, and who is either (1) listed in Exhibit B or (2) subsequently authorized under Section 4.2 of this DPA.
1.3 "Company Account Data" means personal data that relates to Company's relationship with Customer, including the names or contact information of individuals authorized by Customer to access Customer's account and billing information of individuals that Customer has associated with its account. Company Account Data also includes any data Company may need to collect for the purpose of managing its relationship with Customer, identity verification, or as otherwise required by applicable laws and regulations.
1.4 "Company Usage Data" means Service usage data collected and processed by Company in connection with the provision of the Services, including without limitation data used to identify the source and destination of a communication, activity logs, and data used to optimize and maintain performance of the Services, and to investigate and prevent system abuse.
1.5 "Data Exporter" means Customer.
1.6 "Data Importer" means Company.
1.7 "Data Protection Laws" means any applicable laws and regulations in any relevant jurisdiction relating to the use or processing of Personal Data including: (i) the General Data Protection Regulation (Regulation (EU) 2016/679) ("EU GDPR") and the EU GDPR as it forms part of the law of England and Wales by virtue of section 3 of the European Union (Withdrawal) Act 2018 (the "UK GDPR") (together, collectively, the "GDPR"); (ii) the Swiss new Federal Act on Data Protection ("nFADP"); (iii) the UK Data Protection Act 2018; (iv) the Privacy and Electronic Communications (EC Directive) Regulations 2003; (v) the EU-US Data Privacy Framework, the UK Extension to the EU-US Data Privacy Framework and Swiss-US Data Privacy Framework self-certification program operated by the US Department of Commerce (together the "Data Privacy Framework") (vi) the California Consumer Privacy Act (Cal. Civ. Code §§ 1798.100 et seq.), as amended by the California Privacy Rights Act of 2020 ("CPRA"); (vii) the Virginia Consumer Data Protection Act (Va. Code §§ 59.1-575 et seq.) ("VCDPA"); (viii) the Colorado Privacy Act, Colo. Rev. Stat. § 6-1-1301 et seq., together with all implementing regulations; (ix) the Connecticut Act Concerning Data Privacy and Online Monitoring, Pub. Act No. 22015; and (x) the Utah Consumer Privacy Act, Utah Code Ann. § 13-61-101 et seq.; in each case, as updated, amended or replaced from time to time. The terms "Data Subject", "Personal Data", "Personal Data Breach", "processing", "processor," "controller," and "supervisory authority" shall have the meanings set forth in the GDPR.
1.8 "EU SCCs" means the standard contractual clauses approved by the European Commission in Commission Decision 2021/914 dated 4 June 2021, for transfers of personal data to countries not otherwise recognized as offering an adequate level of protection for personal data by the European Commission (as amended and updated from time to time), as modified by Section 6.3 of this DPA.
1.9 "ex-EEA Transfer" means the transfer of Personal Data, which is processed in accordance with the GDPR, from the Data Exporter to the Data Importer (or its premises) outside the European Economic Area (the "EEA"), and such transfer is not governed by an adequacy decision made by the European Commission in accordance with the relevant provisions of the GDPR.
1.10 "ex-UK Transfer" means the transfer of Personal Data covered by Chapter V of the UK GDPR, which is processed in accordance with the UK GDPR and the Data Protection Act 2018, from the Data Exporter to the Data Importer (or its premises) outside the United Kingdom (the "UK"), and such transfer is not governed by an adequacy decision made by the Secretary of State in accordance with the relevant provisions of the UK GDPR and the Data Protection Act 2018.
1.11 "Services" shall have the meaning set forth in the Agreement.
1.12 "Standard Contractual Clauses" means the EU SCCs and the UK SCCs.
1.13 "UK SCCs" means the EU SCCs, as amended by the UK Addendum.
2. Relationship of the Parties; Processing of Data
2.1 The parties acknowledge and agree that with regard to the processing of Personal Data, Customer may act either as a controller or processor and, except as expressly set forth in this DPA or the Agreement, Company is a processor. Customer shall, in its use of the Services, at all times process Personal Data, and provide instructions for the processing of Personal Data, in compliance with Data Protection Laws. Customer shall ensure that the processing of Personal Data in accordance with Customer's instructions will not cause Company to be in breach of the Data Protection Laws. Customer is solely responsible for the accuracy, quality, and legality of (i) the Personal Data provided to Company by or on behalf of Customer, (ii) the means by which Customer acquired any such Personal Data, and (iii) the instructions it provides to Company regarding the processing of such Personal Data. Customer shall not provide or make available to Company any Personal Data in violation of the Agreement or otherwise inappropriate for the nature of the Services, and shall indemnify Company from all claims and losses in connection therewith.
2.2 Company shall not process Personal Data (i) for purposes other than those set forth in the Agreement and/or Exhibit A, (ii) in a manner inconsistent with the terms and conditions set forth in this DPA or any other documented instructions provided by Customer, including with regard to transfers of personal data to a third country or an international organization, unless required to do so by Supervisory Authority to which the Company is subject; in such a case, the Company shall inform the Customer of that legal requirement before processing, unless that law prohibits such information on important grounds of public interest, or (iii) in violation of Data Protection Laws. Customer hereby instructs Company to process Personal Data in accordance with the foregoing and as part of any processing initiated by Customer in its use of the Services. The subject matter, nature, purpose, and duration of this processing, as well as the types of Personal Data collected and categories of Data Subjects, are described in Exhibit A to this DPA.
2.3 Following completion of the Services, at Customer's choice, Company shall return or delete Customer's Personal Data, unless further storage of such Personal Data is required or authorized by applicable law. If return or destruction is impracticable or prohibited by law, rule or regulation, Company shall take measures to block such Personal Data from any further processing (except to the extent necessary for its continued hosting or processing required by law, rule or regulation) and shall continue to appropriately protect the Personal Data remaining in its possession, custody, or control. If Customer and Company have entered into Standard Contractual Clauses as described in Section 6 (Transfers of Personal Data), the parties agree that the certification of deletion of Personal Data that is described in Clause 8.1(d) and Clause 8.5 of the EU SCCs (as applicable) shall be provided by Company to Customer only upon Customer's request.
Company shall ensure that any person it authorizes to process Personal Data has agreed to protect Personal Data in accordance with Company's confidentiality obligations in the Agreement. Customer agrees that Company may disclose Personal Data to its advisers, auditors or other third parties as reasonably required in connection with the performance of its obligations under this DPA, the Agreement, or the provision of Services to Customer.
4. Authorized Sub-Processors
4.1 Customer acknowledges and agrees that Company may (1) engage its Affiliates and the Authorized Sub-Processors listed in Exhibit B to this DPA to access and process Personal Data in connection with the Services and (2) from time to time engage additional third parties for the purpose of providing the Services, including without limitation the processing of Personal Data. By way of this DPA, Customer provides general written authorization to Company to engage sub-processors as necessary to perform the Services.
4.2 A list of Company's current Authorized Sub-Processors (the "List") will be made available to Customer, either attached hereto, at a link provided to Customer, via email or through another means made available to Customer. Such List may be updated by Company from time to time. Company may provide a mechanism to subscribe to notifications of new Authorized Sub-Processors and Customer agrees to subscribe to such notifications where available. At least ten (10) days before enabling any third party other than existing Authorized Sub-Processors to access or participate in the processing of Personal Data, Company will add such third party to the List and notify Customer via email. Customer may object to such an engagement by informing Company within ten (10) days of receipt of the aforementioned notice by Customer, provided such objection is in writing and based on reasonable grounds relating to data protection. Customer acknowledges that certain sub-processors are essential to providing the Services and that objecting to the use of a sub-processor may prevent Company from offering the Services to Customer.
4.3 If Customer reasonably objects to an engagement in accordance with Section 4.2, and Company cannot provide a commercially reasonable alternative within a reasonable period of time, Customer may discontinue the use of the affected Service by providing written notice to Company. Discontinuation shall not relieve Customer of any fees owed to Company under the Agreement.
4.4 If Customer does not object to the engagement of a third party in accordance with Section 4.2 within ten (10) days of notice by Company, that third party will be deemed an Authorized Sub-Processor for the purposes of this DPA.
4.5 Company will enter into a written agreement with the Authorized Sub-Processor imposing on the Authorized Sub-Processor data protection obligations comparable to those imposed on Company under this DPA with respect to the protection of Personal Data. In case an Authorized Sub-Processor fails to fulfill its data protection obligations under such written agreement with Company, Company will remain liable to Customer for the performance of the Authorized Sub-Processor's obligations under such agreement.
4.6 If Customer and Company have entered into Standard Contractual Clauses as described in Section 6 (Transfers of Personal Data), (i) the above authorizations will constitute Customer's prior written consent to the subcontracting by Company of the processing of Personal Data if such consent is required under the Standard Contractual Clauses, and (ii) the parties agree that the copies of the agreements with Authorized Sub-Processors that must be provided by Company to Customer pursuant to Clause 9(c) of the EU SCCs may have commercial information, or information unrelated to the Standard Contractual Clauses or their equivalent, removed by the Company beforehand, and that such copies will be provided by the Company only upon request by Customer.
5. Security of Personal Data
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, Company shall maintain appropriate technical and organizational measures to ensure a level of security appropriate to the risk of processing Personal Data. Exhibit C sets forth additional information about Company's technical and organizational security measures.
6. Transfers of Personal Data.
6.1 Order of Precedence for Transfers of Personal Data. The parties agree that Company may transfer Personal Data processed under this DPA outside the EEA, the UK, or Switzerland as necessary to provide the Services ("Transfer Mechanism"). Customer acknowledges that Company's primary processing operations take place in the United States, and that the transfer of Customer's Personal Data to the United States is necessary for the provision of the Services to Customer. In the event the Services are covered by more than one Transfer Mechanism, the transfer of personal data will be subject to a single Transfer Mechanism, as applicable, and in accordance with the following order of precedence: (a) the Data Privacy Framework as set forth in Section 6.2 (Data Privacy Framework); (b) the EU Standard Contractual Clauses as set forth in Section 6.3 (EU Standard Contractual Clauses and Ex-EEA Transfers); (c) the UK Addendum as set forth in Section 6.5 (Ex-UK Transfers); and, if neither (a), (b), nor (c) is applicable, then (d) other applicable data Transfer Mechanisms permitted under Data Protection Laws. If Company transfers Personal Data protected under this DPA to a jurisdiction for which the European Commission has not issued an adequacy decision, Company will ensure that appropriate safeguards have been implemented for the transfer of Personal Data in accordance with Data Protection Laws.
6.2 Data Privacy Framework. Radar Labs, Inc. participates in and certifies compliance with the Data Privacy Framework. As required by the Data Privacy Framework, Radar will: (i) provide at least the same level of protection to any personal data as required by the Data Privacy Framework Principles (https://www.dataprivacyframework.gov/s/article/Participation-Requirements-Data-Privacy-Framework-DPF-Principles-dpf); (ii) notify Customer in writing, without undue delay, if its self-certification to the Data Privacy Framework is withdrawn, terminated, revoked, or otherwise invalidated (in which case, an alternative Transfer Mechanism will apply in accordance with the order of precedence in Section 6.1 (Order of Precedence for Transfers of Personal Data) of this DPA; and (iii) upon written notice, work with Customer to take reasonable and appropriate steps to stop and remediate any unauthorized processing of personal data.
6.3 EU Standard Contractual Clauses and Ex-EEA Transfers. The parties agree that ex-EEA Transfers are made pursuant to the EU SCCs, which are deemed entered into (and incorporated into this DPA by this reference) and completed as follows:
6.3.1 Module One (Controller to Controller) of the EU SCCs apply when Company is processing Personal Data as a controller pursuant to Section 9 of this DPA.
6.3.2 Module Two (Controller to Processor) of the EU SCCs apply when Customer is a controller and Company is processing Personal Data for Customer as a processor pursuant to Section 2 of this DPA.
6.3.3 Module Three (Processor to Sub-Processor) of the EU SCCs apply when Customer is a processor and Company is processing Personal Data on behalf of Customer as a sub-processor.
6.3.4 Module Four (Processor to Controller) of the EU SCCs apply when Customer is a processor of Company Usage Data and Company processes Company Usage Data as a controller.
6.4. For each module, where applicable the following applies:
6.4.1 The optional docking clause in Clause 7 does not apply;
6.4.2 In Clause 9, Option 2 (general written authorization) applies, and the minimum time period for prior notice of sub-processor changes shall be as set forth in Section 4.2 of this DPA;
6.4.3 In Clause 11, the optional language does not apply;
6.4.4 All square brackets in Clause 13 are hereby removed;
6.4.5 In Clause 17, Option 1 applies and the EU SCCs will be governed by the laws of Ireland;
6.4.6 In Clause 18(b), disputes will be resolved before the courts of Ireland;
6.4.7 Exhibit B to this DPA contains the information required in Annex I and Annex III of the EU SCCs;
6.4.8 Exhibit C to this DPA contains the information required in Annex II of the EU SCCs; and
6.4.9 By entering into this DPA, the parties are deemed to have signed the EU SCCs incorporated herein, including their Annexes.
6.5. Ex-UK Transfers. The parties agree that ex-UK Transfers are made pursuant to the UK SCCs, which are deemed entered into and incorporated into this DPA by reference, and amended and completed in accordance with the UK Addendum, which is incorporated herein as Exhibit D of this DPA.
6.6. Transfers from Switzerland. The parties agree that transfers from Switzerland are made pursuant to the EU SCCs with the following modifications:
6.6.1 The terms "General Data Protection Regulation" or "Regulation (EU) 2016/679" as utilized in the EU SCCs shall be interpreted to include the Swiss new Federal Act on Data Protection of 1 September 2023 (the "nFADP"), with respect to data transfers subject to the nFADP.
6.6.2 Clause 13 of the EU SCCs is modified to provide that the Federal Data Protection and Information Commissioner ("FDPIC") of Switzerland shall have authority over data transfers governed by the nFADP and the appropriate EU supervisory authority shall have authority over data transfers governed by the GDPR. Subject to the foregoing, all other requirements of Section 13 shall be observed.
6.6.3 The term "EU Member State" as utilized in the EU SCCs shall not be interpreted in such a way as to exclude Data Subjects in Switzerland from exercising their rights in their place of habitual residence in accordance with Clause 18(c) of the EU SCCs.
6.7. Supplementary Measures. In respect of any ex-EEA Transfer or ex-UK Transfer, the following supplementary measures shall apply:
6.7.1 As of the date of this DPA, the Data Importer has not received any formal legal requests from any government intelligence or security service/agencies in the country to which the Personal Data is being exported, for access to (or for copies of) Customer's Personal Data ("Government Agency Requests");
6.7.2 If, after the date of this DPA, the Data Importer receives any Government Agency Requests, Company shall attempt to redirect the law enforcement or government agency to request that data directly from Customer. As part of this effort, Company may provide Customer's basic contact information to the government agency. If compelled to disclose Customer's Personal Data to a law enforcement or government agency, Company shall give Customer reasonable notice of the demand and cooperate to allow Customer to seek a protective order or other appropriate remedy unless Company is legally prohibited from doing so. Company shall not voluntarily disclose Personal Data to any law enforcement or government agency. Data Exporter and Data Importer shall (as soon as reasonably practicable) discuss and determine whether all or any transfers of Personal Data pursuant to this DPA should be suspended in the light of the such Government Agency Requests; and
6.7.3 The Data Exporter and Data Importer will meet regularly to consider whether: (i) the protection afforded by the laws of the country of the Data Importer to data subjects whose Personal Data is being transferred is sufficient to provide broadly equivalent protection to that afforded in the EEA or the UK, whichever the case may be;
(ii) additional measures are reasonably necessary to enable the transfer to be compliant with the Data Protection Laws; and
(iii) it is still appropriate for Personal Data to be transferred to the relevant Data Importer, taking into account all relevant information available to the parties, together with guidance provided by the supervisory authorities.
6.7.4 If Data Protection Laws require the Data Exporter to execute the Standard Contractual Clauses applicable to a particular transfer of Personal Data to a Data Importer as a separate agreement, the Data Importer shall, on request of the Data Exporter, promptly execute such Standard Contractual Clauses incorporating such amendments as may reasonably be required by the Data Exporter to reflect the applicable appendices and annexes, the details of the transfer and the requirements of the relevant Data Protection Laws.
6.7.5 If either (i) any of the means of legitimizing transfers of Personal Data outside of the EEA or UK set forth in this DPA cease to be valid or (ii) any supervisory authority requires transfers of Personal Data pursuant to those means to be suspended, then Data Importer may by notice to the Data Exporter, with effect from the date set out in such notice, amend or put in place alternative arrangements in respect of such transfers, as required by Data Protection Laws.
7. Rights of Data Subjects
7.1 Company shall, to the extent permitted by law, notify Customer upon receipt of a request by a Data Subject to exercise the Data Subject's right of: access, rectification, erasure, data portability, restriction or cessation of processing, withdrawal of consent to processing, and/or objection to being subject to processing that constitutes automated decision-making (such requests individually and collectively "Data Subject Request(s)"). If Company receives a Data Subject Request in relation to Customer's data, Company will advise the Data Subject to submit their request to Customer and Customer will be responsible for responding to such request, including, where necessary, by using the functionality of the Services. Customer is solely responsible for ensuring that Data Subject Requests for erasure, restriction or cessation of processing, or withdrawal of consent to processing of any Personal Data are communicated to Company, and, if applicable, for ensuring that a record of consent to processing is maintained with respect to each Data Subject.
7.2 Company shall, at the request of the Customer, and taking into account the nature of the processing applicable to any Data Subject Request, apply appropriate technical and organizational measures to assist Customer in complying with Customer's obligation to respond to such Data Subject Request and/or in demonstrating such compliance, where possible, provided that (i) Customer is itself unable to respond without Company's assistance and (ii) Company is able to do so in accordance with all applicable laws, rules, and regulations. Customer shall be responsible to the extent legally permitted for any costs and expenses arising from any such assistance by Company.
8. Actions and Access Requests; Audits
8.1 Company shall, taking into account the nature of the processing and the information available to Company, provide Customer with reasonable cooperation and assistance where necessary for Customer to comply with its obligations under the GDPR to conduct a data protection impact assessment and/or to demonstrate such compliance, provided that Customer does not otherwise have access to the relevant information. Customer shall be responsible to the extent legally permitted for any costs and expenses arising from any such assistance by Company.
8.2 Company shall, taking into account the nature of the processing and the information available to Company, provide Customer with reasonable cooperation and assistance with respect to Customer's cooperation and/or prior consultation with any Supervisory Authority, where necessary and where required by the GDPR. Customer shall be responsible to the extent legally permitted for any costs and expenses arising from any such assistance by Company.
8.3 Company shall maintain records sufficient to demonstrate its compliance with its obligations under this DPA, and retain such records for a period of three (3) years after the termination of the Agreement. Customer shall, with reasonable notice to Company, have the right to review, audit and copy such records at Company's offices during regular business hours.
8.4 Upon Customer's written request at reasonable intervals, and subject to reasonable confidentiality controls, Company shall, either (i) make available for Customer's review copies of certifications or reports demonstrating Company's compliance with prevailing data security standards applicable to the processing of Customer's Personal Data, or (ii) if the provision of reports or certifications pursuant to (i) is not reasonably sufficient under Data Protection Laws, allow Customer's independent third party representative to conduct an audit or inspection of Company's data security infrastructure and procedures that is sufficient to demonstrate Company's compliance with its obligations under Data Protection Laws, provided that (a) Customer provides reasonable prior written notice of any such request for an audit and such inspection shall not be unreasonably disruptive to Company's business; (b) such audit shall only be performed during business hours and occur no more than once per calendar year; and (c) such audit shall be restricted to data relevant to Customer. Customer shall be responsible for the costs of any such audits or inspections, including without limitation a reimbursement to Company for any time expended for on-site audits. If Customer and Company have entered into Standard Contractual Clauses as described in Section 6 (Transfers of Personal Data), the parties agree that the audits described in Clause 8.9 of the EU SCCs shall be carried out in accordance with this Section 8.4.
8.5 Company shall immediately notify Customer if an instruction, in the Company's opinion, infringes the Data Protection Laws or Supervisory Authority.
8.6 In the event of a Personal Data Breach, Company shall, without undue delay, inform Customer of the Personal Data Breach and take such steps as Company in its sole discretion deems necessary and reasonable to remediate such violation (to the extent that remediation is within Company's reasonable control).
8.7 In the event of a Personal Data Breach, Company shall, taking into account the nature of the processing and the information available to Company, provide Customer with reasonable cooperation and assistance necessary for Customer to comply with its obligations under the GDPR with respect to notifying (i) the relevant Supervisory Authority and (ii) Data Subjects affected by such Personal Data Breach without undue delay.
8.8 The obligations described in Sections 8.6 and 8.7 shall not apply in the event that a Personal Data Breach results from the actions or omissions of Customer. Company's obligation to report or respond to a Personal Data Breach under Sections 8.6 and 8.7 will not be construed as an acknowledgement by Company of any fault or liability with respect to the Personal Data Breach.
9. Company's Role as a Controller
The parties acknowledge and agree that with respect to Company Account Data and Company Usage Data, Company is an independent controller, not a joint controller with Customer. Company will process Company Account Data and Company Usage Data as a controller (i) to manage the relationship with Customer; (ii) to carry out Company's core business operations, such as accounting, audits, tax preparation and filing and compliance purposes; (iii) to monitor, investigate, prevent and detect fraud, security incidents and other misuse of the Services, and to prevent harm to Customer; (iv) for identity verification purposes; (v) to comply with legal or regulatory obligations applicable to the processing and retention of Personal Data to which Company is subject; and (vi) as otherwise permitted under Data Protection Laws and in accordance with this DPA and the Agreement. Company may also process Company Usage Data as a controller to provide, optimize, and maintain the Services, to the extent permitted by Data Protection Laws. Any processing by the Company as a controller shall be in accordance with the Company's privacy notice set forth at https://radar.com/privacy.
In the event of any conflict or inconsistency among the following documents, the order of precedence will be: (1) the applicable terms in the Standard Contractual Clauses; (2) the terms of this DPA; (3) the Agreement; and (4) the Company's privacy notice. Any claims brought in connection with this DPA will be subject to the terms and conditions, including, but not limited to, the exclusions and limitations set forth in the Agreement.
Exhibit A: Details of Processing
Nature and Purpose of Processing: Company will process Customer's Personal Data as necessary to provide the Services under the Agreement. The nature of processing includes, without limitation:
- Receiving data, including collection, accessing, retrieval, recording, and data entry
- Holding data, including storage, organization and structuring
- Using data, including analysis, consultation, testing, automated decision making and profiling
- Updating data, including correcting, adaptation, alteration, alignment and combination
- Protecting data, including restricting, encrypting, and security testing
- Sharing data, including disclosure, dissemination, allowing access or otherwise making available Returning data to the data exporter or data subject
- Erasing data, including destruction and deletion.
Duration of Processing: Company will process Customer's Personal Data as long as required (i) to provide the Services to Customer under the Agreement; (ii) for Company's legitimate business needs; or (iii) by applicable law or regulation. Company Account Data and Company Usage Data will be processed and stored as set forth in Company's privacy notice.
Categories of Data Subjects: Customers, Customer end-users, employees, prospects, partners, vendors, and subcontractors.
Categories of Personal Data: Company processes Personal Data contained in Company Account Data, Company Usage Data, and any Personal Data provided by Customer (including any Personal Data Customer collects from its end users and processes through its use of the Services) or collected by Company in order to provide the Services or as otherwise set forth in the Agreement or this DPA. Categories of Personal Data include name, location, email address, phone number, address, occupation, and title.
The personal data transferred concern the following categories of data:
- Location (e.g., GPS-level) data
- Mobile advertising identifiers
- IP addresses
- Device information (e.g., device make, device model, operating system version)
- Time zone information
- Privacy preferences (i.e., location permissions opt-in/opt-out)
- End user identifiers and metadata specified by the Controller
Sensitive Data or Special Categories of Data: None.
The following includes the information required by Annex I and Annex III of the EU SCCs, and Table 1, Annex 1A, and Annex 1B of the UK Addendum.
1. The Parties
Data exporter(s): Customer
Contact person's name, position and contact details: As stated in the Agreement.
Activities relevant to the data transferred under these Clauses: As stated in Exhibit A of this DPA.
Signature and date: By entering into the Agreement, Data Exporter is deemed to have signed these EU Standard Contractual Clauses, incorporated herein, including their Annexes, as of the effective date of the Agreement.
Role: Controller, as set forth in Section 2 (Relationship of the Parties; Processing of Data) of this DPA.
Data importer(s): Radar Labs, Inc.
Address: 841 Broadway, Floor 7, New York, NY USA 10003
Official Registration Number: 81-2766646
Activities relevant to the data transferred under these Clauses: The personal data transferred will be Processed on behalf of Controller for the purposes of providing the Services in accordance with the Agreement.
Signature and date: By entering into the Agreement, Data Importer is deemed to have signed these EU Standard Contractual Clauses, incorporated herein, including their Annexes, as of the effective date of the Agreement.
Role: Processor, as set forth in Section 2 (Relationship of the Parties; Processing of Data) of this DPA.
2. Description of the Transfer
The description of the transfer, the nature of the processing and the purpose of the processing are set forth in "Nature and Purpose of the Processing" of Exhibit A (Details of Processing) of this DPA.
The duration of the processing and the period for which the personal data will be retained is set forth in "Duration of Processing" of Exhibit A (Details of Processing) of this DPA.
The categories of data subjects are set forth in "Categories of Data Subjects" of Exhibit A (Details of Processing) of this DPA.
The Sensitive Data transferred (if applicable) is set forth in "Sensitive Data or Special Categories of Data" of Exhibit A (Details of Processing) of this DPA.
The frequency of the transfer is a continuous basis, for the duration of the Agreement, as necessary to perform all obligations and rights with respect to Personal Data as provided in the Agreement or this DPA.
3. Competent Supervisory Authority
The supervisory authority shall be the supervisory authority of the Data Exporter, as determined in accordance with Clause 13 of the EU SCCs. The supervisory authority for the purposes of the UK Addendum shall be the UK Information Commissioner's Officer.
4. List of Authorized Sub-Processors
Customer acknowledges and agrees that the following entities shall be deemed Authorized Sub-Processors that may Process Personal Data pursuant to this Addendum:
- Amazon Web Services, Inc. (AWS)
- MongoDB, Inc.
Exhibit C: Description of the Technical and Organizational Security Measures implemented by the Data Importer
This Exhibit describes Radar's security program, security certifications, and physical, technical organizational and administrative controls and measures to protect Personal Data from unauthorized use, access, destruction, modification or disclosure. The following includes the information required by Annex II of the EU SCCs and Annex II of the UK Addendum.
|Technical and Organizational
|Measures of pseudonymization and encryption of personal data
|All data is encrypted in transit using TLS 1.2 or higher. All data is encrypted at rest using AES 256. Radar uses pseudonymized identifiers IDFV on iOS and Android ID on Android.
|Measures for ensuring ongoing confidentiality, integrity, availability and resilience of processing systems and services
|All data is encrypted in transit using TLS 1.2 or higher. All data is encrypted at rest using AES 256. Radar infrastructure runs in multiple Availability Zones to maintain availability.
|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
|Backups are captured once per day and retained for 30 days. Radar's RTO and RPO are both 24 hours. Radar has a Business Continuity Policy and tests the policy once per year.
|Processes for regularly testing, assessing and evaluating the effectiveness of technical and organizational measures in order to ensure the security of the processing
|Radar is SOC 2 Type II compliant and is audited once per year to maintain that certification. Radar conducts a 3rd party Penetration Test once per year and maintains an ongoing security bug bounty program. Radar tests its Incident Response and Business Continuity Processes once per year.
|Measures for user identification and authorization
|All users are assigned individual accounts. Radar uses role-based access using a least privilege policy. All critical systems require multi-factor authentication.
|Measures for the protection of data during transmission
|All data is encrypted in transit using TLS 1.2 or higher.
|Measures for the protection of data during storage
|All data is encrypted at rest using AES 256.
|Measures for ensuring physical security of locations at which personal data are processed
|All data is stored in AWS datacenters. AWS maintains physical security measures, such as keycard requirements, physical access logs, monitoring, and security personnel.
|Measures for ensuring events logging
|All system components centralize logs into the Radar SIEM (Security Information and Event Management).
|Measures for ensuring system configuration, including default configuration
|Radar leverages CIS hardening standards for servers and employee workstations. Hardening standards are applied to new instances upon creation.
|Measures for internal IT and IT security governance and management
|The CTO is the head of security and works closely with the IT team and Engineering team to oversee and enforce Radar's security program. Included in Radar's security program are weekly management review of vulnerability remediation according to SLAs by severity, annual security awareness training for all employees, annual secure coding techniques for application developers, real time incident management of medium or higher severity security alerts and more.
|Measures for certification/assurance of processes and products
|Radar is SOC 2 Type II compliant, CPRA and GDPR-ready.
|Measures for ensuring data minimization
|Radar only collects the minimum amount of data needed to perform its services. All data is pseudonymized.
|Measures for ensuring data quality
|All Radar application changes are reviewed and tested before being deployed to the production environment and can be rolled back as needed.
|Measures for ensuring limited data retention
|Radar's default data retention period is 1 year. Customers can specify shorter retention periods if needed.
|Measures for ensuring accountability
|All new hires are required to accept Radar's policies and again upon major changes to policies. All employees are required to complete security awareness training annually. All application developers are required to complete secure coding techniques training. All employees have regular meetings with their manager and quarterly performance reviews.
|Measures for allowing data portability and ensuring erasure
|Customers can export Radar data using the Radar dashboard or APIs. Data retention periods are enforced automatically, and all data is deleted upon termination of service.
|Technical and organizational measures of sub-processors
|Radar enters into Data Processing Agreements with its Authorized Sub-Processors with data protection obligations substantially similar to those contained in this DPA.
Exhibit D: UK Addendum
International Data Transfer Addendum to the EU Commission Standard Contractual Clauses
For data transfers from the United Kingdom that are subject to the UK GDPR, the parties hereby enter into the UK Addendum (a copy of which is accessible here) and the UK Addendum is incorporated into this Agreement by reference, and completed as follows. For data transfers that are subject to the UK GDPR, any references to the "competent supervisory authority" and "competent courts" shall be interpreted as references to the relevant data protection authority and courts in the UK.
In Table 1 of the UK Addendum, the parties' details and key contact information are set forth in Section 1 of Exhibit B of this DPA. The Start Date of the UK Addendum shall have the same effective date as this DPA.
In Table 2 of the UK Addendum, information about the version of the Approved EU SCCs, modules, and selected clauses, which this UK Addendum is appended to, are set forth in Sections 6.2 and 6.3 of this DPA.
In Table 3 of the UK Addendum: (i) The list of Parties is set forth in Section 1 of Exhibit B of this DPA. (ii) The description of the transfer is set forth in Section 2 of Exhibit B of this DPA. (iii) Annex II shall be deemed completed with the information set forth in Exhibit C (Technical and Organizational Security Measures) of this DPA. (iv) The list of sub-processors is set forth in Section 4 of Exhibit B of this DPA.
In Table 4 of the UK Addendum, the parties select that neither party may end the UK Addendum as it is incorporated into this DPA.
In the event of a conflict or inconsistency between this DPA and the UK Addendum, the UK Addendum controls and takes precedence in respect of such conflict or inconsistency.
Exhibit E: United States Privacy Laws
This United States Privacy Laws Exhibit ("Exhibit") supplements the DPA and includes additional information required by the CPRA and the VCDPA, in each case, as updated, amended or replaced from time to time. Any terms not defined in this Exhibit shall have the meanings set forth in the DPA and/or the Agreement.
1.1 For purposes of this Section A, the terms "Business," "Business Purpose," "Commercial Purpose," "Consumer," "Personal Information," "Processing," "Sell," "Service Provider," "Share," and "Verifiable Consumer Request" shall have the meanings set forth in the CPRA.
1.2 All references to "Personal Data," "Controller," "Processor," and "Data Subject" in the DPA shall be deemed to be references to "Personal Information," "Business," "Service Provider," and "Consumer," respectively, as defined in the CPRA.
2.1 Except with respect to Company Account Data and Company Usage Data (as defined in the DPA), the parties acknowledge and agree that Radar is a Service Provider for the purposes of the CPRA (to the extent it applies) and Radar is receiving Personal Information from Customer in order to provide the Services pursuant to the Agreement, which constitutes a Business Purpose.
2.2 Customer shall disclose Personal Information to Radar only for the limited and specified purposes described in Exhibit A to this DPA.
2.3 Radar shall not Sell or Share Personal Information provided by Customer under the Agreement.
2.4 Radar shall not retain, use, or disclose Personal Information provided by Customer pursuant to the Agreement for any purpose, including a Commercial Purpose, other than as necessary for the specific purpose of performing the Services for Customer pursuant to the Agreement, or as otherwise set forth in the Agreement or as permitted by the CPRA.
2.5 Radar shall not retain, use, or disclose Personal Information provided by Customer pursuant to the Agreement outside of the direct business relationship between Radar and Customer, except where and to the extent permitted by the CPRA.
2.6 Radar shall notify Customer if it makes a determination that it can no longer meet its obligations under the CPRA.
2.7 Radar will not combine Personal Information received from, or on behalf of, Radar with Personal Information that it receives from, or on behalf of, another party, or that it collects from its own interaction with the Consumer.
2.8 Radar shall comply with all obligations applicable to Service Providers under the CPRA, including by providing Personal Information provided by Customer under the Agreement the level of privacy protection required by CPRA.
2.9 Radar shall only engage a new sub-processor to assist Radar in providing the Services to Customer under the Agreement in accordance with Section 4.1 of the DPA, including, without limitation, Radar shall: (i) notify Customer of such engagement via the notification mechanism described in Section 4.1 of the DPA at least ten (10) days before enabling a new Sub-Processor; and (ii) enter into a written contract with the sub-processor requiring sub-processor to observe all of the applicable requirements set forth in the CPRA.
3. Consumer Rights
3.1 Radar shall assist Customer in responding to Verifiable Consumer Requests to exercise the Consumer's rights under the CPRA as set forth in Section 7 of the DPA.
4. Audit Rights
4.1 To the extent required by CPRA, Radar shall allow Customer to conduct inspections or audits in accordance with Sections 8.3 and 8.4 of the DPA.
1.1 For purposes of this Section B, the terms "Consumer," "Controller," "Personal data," "Processing," and "Processor" shall have the meanings set forth in the VCDPA.
1.2 All references to "Data Subject" in this DPA shall be deemed to be references to "Consumer" as defined in the VCDPA.
2.1 Except with respect to Radar Account Data and Radar Usage Data (as defined in the DPA), the parties acknowledge and agree that Customer is a Controller and Radar is a Processor for the purposes of the VCDPA (to extent it applies).
2.2 The nature, purpose, and duration of Processing, as well as the types of Personal Data and categories of Consumers are described in Exhibit A to this DPA.
2.3 Radar shall adhere to Customer's instructions with respect to the Processing of Customer Personal Data and shall assist Customer in meeting its obligations under the VCDPA by:
2.3.1 Assisting Customer in responding to Consumer rights requests under the VCDPA as set forth in Section 7 of the DPA;
2.3.2 Complying with Section 5 ("Security of Personal Data") of the DPA with respect to Personal Data provided by Customer;
2.3.3 In the event of a Personal Data Breach, providing information sufficient to enable Customer to meet its obligations pursuant to Va. Code § 18.2-186.6; and
2.3.4 Providing information sufficient to enable Customer to conduct and document data protection assessments to the extent required by VCDPA.
2.4 Radar shall maintain the confidentiality of Personal Data provided by Customer and require that each person Processing such Personal Data be subject to a duty of confidentiality with respect to such Processing;
2.5 Upon Customer's written request, Radar shall delete or return all Personal Data provided by Customer in accordance with Section 2.4 of the DPA, unless retention of such Personal Data is required or authorized by law or the DPA and/or Agreement.
2.6 In the event that Radar engages a new sub-processor to assist Radar in providing the Services to Customer under the Agreement, Radar shall enter into a written contract with the sub-processor requiring sub-processor to observe all of the applicable requirements of a Processor set forth in the VCDPA.
3. Audit Rights
3.1 Upon Customer's written request at reasonable intervals, Radar shall, as set forth in Sections 8.3-8.4 of the DPA, (i) make available to Customer all information in its possession that is reasonably necessary to demonstrate Radar's compliance with its obligations under the VCDPA; and (ii) allow and cooperate with reasonable inspections or audits as required under the VCDPA.
Last updated: 6 October 2023