Clockwise 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 Addendum or the Agreement, and who is either (1) listed in Exhibit B or (2) subsequently authorized under Section 4.2 of this Addendum.
1.3 “Customer Account Data” means personal data that relates to Customer’s relationship with Company, 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. Customer 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 “Customer 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 California Consumer Privacy Act (“CCPA”), (ii) the General Data Protection Regulation(Regulation (EU) 2016/679) (“EU GDPR” or “GDPR”), (iii) the Swiss Federal Act on Data Protection, (iv) the EU GDPR as it forms part of the law ofEngland and Wales by virtue of section 3 of the European Union (Withdrawal) Act 2018 (the “UK GDPR”); (v) the UK Data Protection Act 2018; and (vi) thePrivacy and Electronic Communications (EC Directive) Regulations 2003; 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 “EUSCCs” 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).
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, 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 ProtectionAct 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 standard contractual clauses approved by the European Commission for transfers of personal data to countries not otherwise recognized as offering an adequate level of protection for personal data by the European Commission, being either(i) controller-to-processor clauses as approved by the European Commission inCommission Decision 2010/87/EU, dated 5 February 2010 (as amended and updated from time to time) (“UK Controller-to-Processor SCCs”); or (ii)controller-to-controller clauses as approved by the European Commission inCommission Decision 2004/915/EC, dated 27 December 2004 (as amended and updated from time to time) (“UK Controller-to-Controller SCCs”).
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 Addendum 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 Addendum 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.
2.3 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 Addendum.
2.4 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 ofPersonal Data that is described in Clause 12(1) of the UK SCCs and Clause8.1(d) and Clause 8.5 of the EU SCCs (as applicable) shall be provided byCompany to Customer only upon Customer’s request.
2.5 CCPA. Except with respect to Customer Account Data and Customer Usage Data, the parties acknowledge and agree that Company is a service provider for the purposes of the CCPA (to the extent it applies) and is receiving personal information from Customer in order to provide the Services pursuant to the Agreement, which constitutes a business purpose. Company shall not sell any such personal information. Company shall not retain, use or disclose any personal information provided by Customer pursuant to the Agreement except as necessary for the specific purpose of performing theServices for Customer pursuant to the Agreement, or otherwise as set forth in the Agreement or as permitted by the CCPA. The terms “personal information,” “service provider,” “sale,”and “sell” are as defined in Section 1798.140 of the CCPA. Company certifies that it understands the restrictions of this Section 2.5.
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 PersonalData to its advisers, auditors or other third parties as reasonably required in connection with the performance of its obligations under this Addendum, theAgreement, 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 here: https://www.getclockwise.com/sub-processors 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 Addendum, 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, at the link referenced in Section 4.1 above. 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 in writing within ten (10) days of receipt of the aforementioned notice by Customer, provided such objection is 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 affectedService 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 Addendum.
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 Addendum 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 With respect to the 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 toCustomer pursuant to Clause 5(j) of the UK SCCs or 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 The parties agree that Company may transfer Personal Data processed under this Addendum outside the EEA, the UK, or Switzerland as necessary to provide the Services. 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. If Company transfers Personal Data protected under this Addendum 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 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 Addendum by this reference) and completed as follows:
6.2.1 Module One (Controller to Controller) of the EU SCCs apply whenCompany is processing Personal Data as a controller pursuant to Section 9 of this Addendum.
6.2.2 Module Two (Controller to Processor) of the EU SCCs apply whenCustomer is a controller and Company is processing Personal Data for Customer as a processor pursuant to Section 2 of this Addendum.
6.3 Foreach module, where applicable the following applies:
6.3.1 The optional docking clause in Clause 7 does not apply;
6.3.2 In Clause 9, Option 2 (general written authorization) applies, and the minimum time period for prior notice of sub-processor changes shall be asset forth in Section 4.2 of this Addendum;
6.3.3 In Clause 11, the optional language does not apply;
6.3.4 All square brackets in Clause 13 are hereby removed;
6.3.5 In Clause 17 (Option 1), the EU SCCs will be governed by the laws of Ireland;
6.3.6 In Clause 18(b), disputes will be resolved before the courts of Dublin, Ireland;
6.3.7 Exhibit B to this Addendum contains the information required in Annex I of the EU SCCs;
6.3.8 Exhibit C to this Addendum contains the information required in Annex II of the EU SCCs; and
6.3.9 By entering into this Addendum, the parties are deemed to have signed the EU SCCs incorporated herein, including their Annexes.
6.4 Ex-UK Transfers. The parties agree that ex-UKTransfers are made pursuant to the UK SCCs, which are deemed entered into and incorporated into this Addendum by reference, and completed as follows:
6.4.1 References to the GDPR will be deemed to be references to the UK GDPR and the UK Data Protection Act 2018, references to “supervisory authorities” will be deemed to be references to the UK Information Commissioner, and references to “Member State(s)” or the EU will be deemed to be references to the UK.
6.4.2 The UK Controller-to-Processor SCCs apply when the Company processes Customer’s Personal Data as a processor. The illustrative indemnification clause does not apply. In Clause 4(f) the language “adequate protection within the meaning of Directive 95/46/EC” is deleted and replaced with “a level of data protection that is considered adequate under, or equivalent to, the applicable data protection law.” Clause 9, Governing Law, shall read “TheClauses shall be governed by the law of the Member State in which the data exporter is established, but without prejudice to the rights and freedoms that data subjects may enjoy under their national data protection laws.” In Clause11(3), the language “, namely…” at the end of the sentence is hereby deleted. ExhibitB of this Addendum serves as Appendix I of the UKController-to-Processor SCCs. Exhibit C of this Addendum serves as Appendix II of the UK Controller-to-Processor SCCs.
6.4.3 The UK Controller-to-Controller SCCs apply when the Company processes Customer’s Personal Data as a controller pursuant to Section 9 of this Addendum. Clause II(h) of the UK Controller-to-Controller SCCs shall be deemed to state that the Company will process Personal Data in accordance with the data processing principles set forth in Annex A of the UK Controller-to-Controller SCCs. The illustrative commercial clause does not apply. Clause IV (Governing Law) shall read “The Clauses shall be governed by the law of the Member State in which the data exporter is established, but without prejudice to the rights and freedoms that data subjects may enjoy under their national data protection laws.” Exhibit B of this Addendum serves as Annex B of the UK Controller-to-Controller SCCs.
6.4.4 The parties acknowledge and agree that if any of the UK SCCs are replaced or superseded by new standard contractual clauses issued and approved pursuant to Article 46 of the UK GDPR and related provisions of the UK DataProtection Act 2018 (“New UK SCCs”), the Data Importer may give notice to the Data Exporter and, with effect from the date set forth in such notice, the application of the UK SCCs set forth in this Addendum shall be amended so that the UK SCCs cease to apply to ex-UK Transfers, and the New UK SCCs specified in such notice shall apply going forward. To the extent that the use of the New UK SCCs require the parties to complete additional information, the parties shall reasonably and promptly work together to complete such additional information.
6.5 Transfers from Switzerland. The parties agree that transfers from Switzerland are made pursuant to the EU SCCs with the following modifications:
6.5.1 The terms“General Data Protection Regulation” or “Regulation (EU) 2016/679” as utilized in the EU SCCs shall be interpreted to include the Federal Act on DataProtection of 19 June 1992 (the “FADP,” and as revised as of 25September 2020, the “Revised FADP”) with respect to data transfers subject to the FADP.
6.5.2 The terms of the EU SCCs shall be interpreted to protect the data of legal entities until the effective date of the Revised FADP.
6.5.3 Clause 13of the EU SCCs is modified to provide that the Federal Data Protection andInformation Commissioner (“FDPIC”) of Switzerland shall have authority over data transfers governed by the FADP 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.
6.5.4 The term“EU Member State” as utilized in the EU SCCs shall not be interpreted in such away 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 EUSCCs.
6.6 SupplementaryMeasures. In respect of any ex-EEA Transfer or ex-UK Transfer, the following supplementary measures shall apply:
6.6.1 As of the date of this Addendum, 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 (“GovernmentAgency Requests”);
6.6.2 If, after the date of this Addendum, 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 Addendum should be suspended in the light of the such Government Agency Requests; and
6.6.3 The Data Exporter and Data Importer will meet regularly to consider whether:
(i) the protection afforded by the laws of the country of the DataImporter 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.
6.6.4 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.
6.6.5 If either (i) any of the means of legitimizing transfers of Personal Data outside of the EEA or UK set forth in this Addendum 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 Addendum, 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 UponCustomer’s written request at reasonable intervals, and subject to reasonable confidentiality controls, Company shall, either (i) make available forCustomer’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 DataProtection 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 anytime expended for on-site audits. If Customer and Company have entered into Standard Contractual Clauses as described in Section 6 (Transfers of PersonalData), the parties agree that the audits described in Clause 5(f) and Clause12(2) of the UK SCCs and 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 underSections 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.
Details of Processing
Nature and Purpose of Processing: Company will process Customer’sPersonal Data as necessary to provide the Services under the Agreement, for thepurposes specified in the Agreement and this Addendum, and in accordance withCustomer’s instructions as set forth in this Addendum. The nature of theprocessing shall include, without limitation: Receiving, holding, using,updating, protecting, returning, erasing data.
Categories of Data Subjects: Customer employees
Categories of Personal Data: Company processes Personal Data contained in Customer Account Data,Customer Usage Data, and any Personal Data provided by Customer (including anyPersonal Data Customer collects from its end users and processes through itsuse of the Services) or collected by Company in order to provide the Servicesor as otherwise set forth in the Agreement or this Addendum. Categories ofPersonal Data include: Real name (as provided by Customer), internet protocol address,email address, account name, location of residence (optional), location of work(optional), descriptions of calendar events, interactions with an internetwebsite application or advertisement, inferences drawn to determine preferredmeeting times, commutes between locations
Sensitive Data or Special Categories of Data: None
The following includes the information required by Annex I and Annex III of the EUSCCs, and Appendix 1 of the UK SCCs.
1. The Parties
Data exporter(s): The Customer
Contact details: As designated by Customer in notice section of the Agreement
Signature and date: By entering into the Agreement, Data Exporter is deemed to havesigned these Standard Contractual Clauses incorporated herein, as of theEffective Date of the Agreement.
Role(controller/processor): The Data Exporter’s role is set forth in Section 2 ofthis Addendum.
Data importer(s): Clockwise, Inc.
Address:2021 Fillmore St., #126, San Francisco, CA 94115
Contact person’s name, position and contact details: Tatiana Armstrong, Head of Customer Success email@example.com
Signature and date: By entering into the Agreement, Data Importer is deemed to have signed these Standard Contractual Clauses incorporated herein, as of the Effective Date of the Agreement.
Role(controller/processor): The Data Importer’s role is set forth in Sections 2 and 9 of this Addendum.
2. Description of the Transfer
As described in Exhibit A of the Addendum.
Categories of Personal Data
As described in Exhibit A of the Addendum.
Special Category Personal Data (if applicable)
As described in Exhibit A of the Addendum.
Nature of the Processing
As described in Exhibit A of the Addendum.
Purposes of Processing
As described in Exhibit A of the Addendum.
Duration of Processing and Retention (or the criteria to determine such period)
As described in Exhibit A of the Addendum.
Frequency of the transfer
Recipients of Personal Data Transferred to the Data Importer
The Company maintains a public list of sub processors available here.
3. Competent SupervisoryAuthority
The supervisory authority shall be the supervisory authority of the Data Exporter, as determined in accordance with Clause 13.
Description of the Technical and Organisational Security Measures implemented by the Data Importer
The following includes the information required by Annex II of the EU SCCs and Appendix 2 of the UK SCCs.
Technical and Organizational Security Measure
Measures of pseudonymisation and encryption of personal data
Encryption used in transit: WPA2-AES
Encryption used at rest: TLS v1.2.
Measures for ensuring ongoing confidentiality, integrity, availability and resilience of processing systems and services
Policies that are implemented to ensure ongoing confidence are Business Continuity, Disaster Recovery, Incident response plan, Risk assessment, and vulnerability management policies. Internal vulnerability scanning and package monitoring on a constant basis
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
Clockwise configures full, daily database backups for all data stored for us by our cloud services provider. If a database instance is deleted, all associated backups are also automatically deleted.
Processes for regularly testing, assessing and evaluating the effectiveness of technical and organizational measures in order to ensure the security of the processing
Annual third party pen testing
Annual SOC2 Type 1 certification
Measures for user identification and authorization
User access is authorized by Google SSO, Clockwise does not store any user passwords
Measures for the protection of data during transmission
Encryption during transit: TLS v1.2.
Measures for the protection of data during storage
Encryption at rest: AES-256
Measures for ensuring physical security of locations at which personal data are processed
Clockwise relies on AWS to run our application and Amazon provides physical data center access only to approved employees. Clockwise maintains a physical security policy for our office locations.
Measures for ensuring events logging
Logs and metrics are sent to Datadog from our application and infrastructure, respectively. Within Datadog, monitors alert of issues and reports dashboards provide an overview of system health.
Measures for ensuring system configuration, including default configuration
Infrastructure as code (IaC) ensures our current system configuration is known, as well as historical configurations. Continuous integration along with push-button deployment of this code ensures our actual infrastructure matches IaC.
Measures for internal IT and IT security governance and management
The information security team is responsible for carrying out internal security policies and procedures such as background screens, security awareness training, security coding training, and acceptable use policy
Measures for certification/assurance of processes and products
SOC2 Type 1
Measures for ensuring data minimisation
All Clockwise information and all information entrusted to Clockwise from third-parties fall into one of four classifications, in order of increasing sensitivity. Categories include public, Internal, Company confidential, and customer confidential.
Measures for ensuring data quality
We sync data from Google to our backend databases every 8 hours. This batch process ensures data on our systems are accurate.
Measures for ensuring limited data retention
As part of our operations, we obtain and process information, some of which can be used to identify individuals (personally identifiable information, or PII). Our company collects this information in a transparent way and only with the full cooperation and knowledge of interested parties.
Measures for ensuring accountability
Information security policies include an acceptable use policy and ongoing security training. Each policy included in the security policy packet includes disciplinary action if employees do not act in accordance with the policies outlined.
Measures for allowing data portability and ensuring erasure
Upon and within 30 days of request, and as otherwise provided in the Addendum, we’ll export and/or delete user data from our systems.
Technical and organizational measures of sub-processors
Vendor management policy provides a framework for managing the lifecycle of vendor relationships. All vendors fill out a vendor assessment questionnaire before approval. Clockwise conducts initial and ongoing risk analysis, assigning all vendors risk rating based on the highest risk level attributable to the contract which is reviewed annually before renewal.