This Data Processing Agreement only applies to customers if they or their end-users are data subjects located within the EEA or Switzerland.
2. Processing Roles and Activities
- 2.1 Strikingly as Processor and Users as Controller. As between Strikingly and Customers, Customers are the Data Controller of Customer Data, and Strikingly shall process Customer Data only as a Data Processor acting on behalf of Customer.
- 2.2 Customer Processing of Data. Customer agrees that (i) it shall comply with its obligations as a Data Controller under Data Protection Laws in respect of its processing of Customer Data and any processing instructions it issues to Strikingly; and (ii) it has provided notice and obtained (or shall obtain) all consents and rights necessary under Data Protection Laws for Strikingly to process Customer Data and provide the Services pursuant to the Agreement and this DPA.
- 2.3 Strikingly Processing of Customer Data. Strikingly shall process Customer Data only for the purposes described in this DPA and only in accordance with Customer’s documented lawful instructions. The parties agree that this DPA and the Agreement set out the Customer’s complete and final instructions to Strikingly in relation to the processing of Customer Data and processing.
- 2.4 Compliance with Laws. Customers should ensure that their instructions comply with all laws, regulations and rules applicable in relation to controlled data. Moreover, customers should ensure that their controlled data is collected lawfully. Strikingly will not access or use customers’ data except as necessary to maintain or provide the services or as necessary to comply with the law or binding order of a governmental, law enforcement or regulatory body.
3. Details of Data Processing
- 3.1 Subject matter. The subject matter of the data processing under this DPA is the Customer Data.
- 3.2 Duration. As between Strikingly and Customer, the duration of the data processing under this DPA is until the termination of the Agreement in accordance with its terms.
- 3.3 Purpose. The purpose of the data processing under this DPA is the provision of the Services to the Customer and the performance of Strikingly's obligations under the Agreement (including this DPA) or as otherwise agreed by the parties.
- 3.4 Categories of data subjects. Any individual accessing and/or using the Services through the Customer's account ("Users"); and any individual: (i) whose email address is included in the Customer's Distribution List, (ii) whose information is stored on or collected via the Services, or (iii) to whom Customers send emails or otherwise engage or communicate with via the Services (collectively, "Subscribers").
- 3.5 Handling of Customer Data. Strikingly handles Customer Data provided by Customer. Such Customer Data may contain special categories of data depending on how the Services are used by Customer. The Customer Data may be subject to the following process activities: (i) storage and other processing necessary to provide, maintain and improve the Services provided to Customer; (ii) to provide customer and technical support to Customer; and (iii) disclosures as required by law or otherwise set forth in the Agreement.
3.6 Types of Customer Data. Notwithstanding anything to the contrary in the Agreement (including this DPA), Customer acknowledges that Strikingly shall have a right to use and disclose data relating to and/or obtained in connection with the operation, support, and/or use of the Services for its legitimate business purposes, such as billing, account management, technical support, product development and sales and marketing. To the extent any such data is considered personal data under Data Protection Laws, Strikingly is the Controller of such data and accordingly shall process such data in compliance with Data Protection Laws.
- 4.1 Authorized Sub-Processors. Customer agrees that Strikingly may engage Sub-Processors to process Customer Data on Customer's behalf. The list of Sub-Processors currently engaged by Strikingly is available on request.
- 4.2 Sub-Processor Obligation. Strikingly shall: (i) enter into a written agreement with the Sub-Processor imposing data protection terms that require the Processor to protect the Customer Data to the standard required by Data Protection Laws; and (ii) remain responsible for its compliance with the obligations of this DPA and for any acts or omissions of the Processor that cause Strikingly to breach any of its obligations under this DPA.
- 5.1 Security Measures. Strikingly shall implement and maintain appropriate technical and organizational security measures to protect Customer Data from Security Incidents and to preserve the security and confidentiality of the Customer Data.
- 5.2 Customer Responsibilities. Notwithstanding the above, Customer agrees that except as provided by this DPA, Customer is responsible for its secure use of the Services, including securing its account authentication credentials, protecting the security of Customer Data when in transit to and from the Services, and taking any appropriate steps to securely encrypt or backup any Customer Data uploaded to the Services.
6. International Transfers
- 6.1 Processing Locations. Strikingly stores and processes EU Data (defined below) in data centers located inside and outside the European Union. All other Customer Data may be transferred and processed in the United States and anywhere in the world where Customer, its Affiliates, and/or its Sub-processors maintain data processing operations. Strikingly shall implement appropriate safeguards to protect the Personal Data, wherever it is processed, in accordance with the requirements of Data Protection Laws.
6.2 Transfer Mechanism. Notwithstanding Section 6.1, to the extent, Strikingly processes or transfers (directly or via onward transfer) Personal Data under this DPA from the European Union, the European Economic Area and/or their member states and Switzerland (“EU Data”) in or to countries which do not ensure an adequate level of data protection within the meaning of applicable Data Protection Laws of the foregoing territories, the parties agree that Strikingly shall be deemed to provide appropriate safeguards for such data. Customer hereby authorizes any transfer of EU Data to, or access to EU Data from, such destinations outside the EU subject to any of these measures having been taken.
7. Additional Security
- 7.1 Confidentiality of processing. Strikingly shall ensure that any person who is authorized by Strikingly to process Customer Data (including its staff, agents, and subcontractors) shall be under an appropriate obligation of confidentiality (whether a contractual or statutory duty).
- 7.2 Security Incident Response. Upon becoming aware of a Security Incident, Strikingly shall notify Customer without undue delay and shall provide timely information relating to the Security Incident as it becomes known or as is reasonably requested by the Customer.
8. Deletion of Data
Upon termination of the Agreement, Strikingly shall (at Customer's election) delete Customer Data (including copies) in its possession or control, save that this requirement shall not apply to the extent Strikingly is required by the applicable law to retain some or all of the Customer Data, or to Customer Data it has archived on backup systems, which Customer Data Strikingly shall securely isolate and protect from any further processing, except to the extent required by applicable law.
- 9.1 The Services provide Customer with a number of controls that Customer may use to retrieve, correct, delete or restrict Customer Data, which Customer may use to assist it in connection with its obligations under the GDPR, including its obligations relating to responding to requests from data subjects or applicable data protection authorities. To the extent that Customer is unable to independently access the relevant Customer Data within the Services, Strikingly shall (at Customer's expense) provide reasonable cooperation to assist Customer to respond to any requests from individuals or applicable data protection authorities relating to the processing of Personal Data under the Agreement. In the event that any such request is made directly to Strikingly, Strikingly shall not respond to such communication directly without Customer's prior authorization, unless legally compelled to do so. If Strikingly is required to respond to such a request, Strikingly shall promptly notify Customer and provide it with a copy of the request unless legally prohibited from doing so.
- 9.2 If a law enforcement agency sends Strikingly a demand for Customer Data (for example, through a subpoena or court order), Strikingly shall attempt to redirect the law enforcement agency to request that data directly from Customer. As part of this effort, Strikingly may provide Customer’s basic contact information to the law enforcement agency. If compelled to disclose Customer Data to a law enforcement agency, then Strikingly shall give Customer reasonable notice of the demand to allow Customer to seek a protective order or another appropriate remedy, unless Strikingly is legally prohibited from doing so.
- 9.3 To the extent Strikingly is required under EU Data Protection Law, Strikingly shall (at Customer's expense) provide reasonably requested information regarding the Services to enable the Customer to carry out data protection impact assessments or prior consultations with data protection authorities as required by law.