Data Privacy Policy Template Uk

DATA PRIVACY AND PROCESSING AGREEMENT

This Data Privacy and Processing Agreement (the "Agreement") is entered into as of this [Day] day of [Month], [Year] (the "Effective Date") by and between:

[Company Name], a company incorporated and registered in [Jurisdiction] with company number [Number] whose registered office is at [Address] (the "Controller"); and

[Service Provider Name], a company incorporated and registered in [Jurisdiction] with company number [Number] whose registered office is at [Address] (the "Processor").

(Each a "Party" and collectively the "Parties").

RECITALS

(A) The Controller acts as a data controller in respect of certain personal data provided to the Processor. (B) The Processor acts as a data processor in respect of such personal data. (C) The Parties intend to set out the terms and conditions upon which the Processor will process personal data on behalf of the Controller in compliance with the UK General Data Protection Regulation (UK GDPR) and the Data Protection Act 2018.

1. OPERATIONAL DEFINITIONS

1.1 "Data Protection Legislation" means all applicable laws and regulations relating to the processing of personal data and privacy, including the UK GDPR and the Data Protection Act 2018. 1.2 "Personal Data," "Controller," "Processor," "Data Subject," and "Processing" shall have the meanings ascribed to them in the UK GDPR. 1.3 "Data Breach" means a breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorised disclosure of, or access to, personal data. 1.4 "Sub-processor" means any third party appointed by the Processor to process personal data on behalf of the Controller. 1.5 "Term" means the duration of the underlying services agreement between the Parties.

2. SUBSTANTIVE TERMS AND OBLIGATIONS

2.1 Documented Instructions: The Processor shall process personal data only on documented instructions from the Controller, including with regard to transfers of personal data to a third country or international organisation. 2.2 Confidentiality: The Processor shall ensure that persons authorised to process the personal data have committed themselves to confidentiality or are under an appropriate statutory obligation of confidentiality. 2.3 Security Measures: The Processor shall implement appropriate technical and organisational measures to ensure a level of security appropriate to the risk, as required by Article 32 of the UK GDPR. 2.4 Sub-processing: The Processor shall not engage another processor without prior specific or general written authorisation of the Controller. 2.5 Data Subject Rights: Taking into account the nature of the processing, the Processor shall assist the Controller by appropriate technical and organisational measures for the fulfilment of the Controller's obligation to respond to requests for exercising Data Subject rights. 2.6 Audit Rights: The Processor shall make available to the Controller all information necessary to demonstrate compliance with this Agreement and allow for and contribute to audits, including inspections, conducted by the Controller or an auditor mandated by the Controller.

3. DEFAULT, TERMINATION, AND REMEDIES

3.1 Breach Classification: A material breach of the Data Protection Legislation or this Agreement by the Processor shall constitute a "Default." 3.2 Cure Period: Upon identifying a Default, the Controller shall provide written notice to the Processor. The Processor shall have 30 business days from the date of receipt of such notice to cure the Default to the reasonable satisfaction of the Controller. 3.3 Termination: If the Processor fails to cure the Default within the 30-business day period, the Controller may terminate this Agreement immediately upon written notice, without prejudice to any other rights or remedies available under law. 3.4 Remedies: In the event of a breach, the Processor shall indemnify the Controller against all losses, damages, costs (including legal fees), and expenses incurred by the Controller arising out of the Processor's failure to comply with its obligations under this Agreement.

4. BOILERPLATE LEGAL PROVISIONS

4.1 Severability: If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law. 4.2 Entire Agreement: This Agreement constitutes the entire agreement between the Parties relating to the subject matter hereof and supersedes all prior agreements, understandings, and negotiations. 4.3 Force Majeure: Neither Party shall be liable for any failure to perform its obligations where such failure results from a cause beyond its reasonable control, provided that the affected Party provides prompt notice to the other. 4.4 Governing Law: This Agreement shall be governed by and construed in accordance with the laws of [England and Wales / Scotland / Northern Ireland]. 4.5 Dispute Resolution: Any dispute arising out of or in connection with this Agreement shall be referred to and finally resolved by [the courts of Jurisdiction / arbitration under the rules of the LCIA].

5. FORMAL EXECUTION BLOCK

IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by their duly authorised representatives as of the Effective Date.

For and on behalf of [Company Name] (Controller):

Signature: ___________________________ Name: _______________________________ Title: ________________________________ Date: ________________________________

For and on behalf of [Service Provider Name] (Processor):

Signature: ___________________________ Name: _______________________________ Title: ________________________________ Date: ________________________________