Data Processing Agreement
This DPA has 2 parts: (1) the Key Terms on this Cover Page and (2) the Common Paper DPA Standard Terms Version 1.1 posted at commonpaper.com/standards/data-processing-agreement/1.1 ("DPA Standard Terms"), which is incorporated by reference. If there is any inconsistency between the parts of the DPA, the Cover Page will control over the DPA Standard Terms. Capitalized and highlighted words have the meanings given on the Cover Page. However, if the Cover Page omits or does not define a highlighted word, the default meaning will be "none" or "not applicable" and the correlating clause, sentence, or section does not apply to this DPA. All other capitalized words have the meanings given in the DPA Standard Terms or the Agreement. A copy of the DPA Standard Terms is attached for convenience only.
Cover Page
Agreement Reference to sales contract will be set when sending agreement
Approved Subprocessors
Name: Amazon Web Services (AWS) Country of location: United States Anticipated processing task: Hosts the CrossCheck production environment and supporting infrastructure, including application compute, managed PostgreSQL database, Redis queue/cache, shared file storage, optional snapshot artifact object storage, secrets management, logging, identity services, and dashboard/CDN hosting.
Name: OpenAI Country of location: United States Anticipated processing task: Optional AI-assisted features requested by the customer or its authorized users, including chat, analysis, test generation, report enrichment, and similar product workflows.
Name: Anthropic Country of location: United States Anticipated processing task: Optional AI-assisted report enrichment or model fallback for customer-requested analysis workflows where enabled.
Name: Github Country of location: United States Anticipated processing task: Optional customer-enabled Git synchronization of snapshot and configuration artifacts to the customer's designated repository.
Name: Linear Country of location: United States Anticipated processing task: Optional support and bug-report intake containing user-submitted descriptions, screenshots, page context, and limited conversation/support metadata.
Provider Security Contact hello@vertical.bar
Security Policy Security Policy available at: Security information and supplemental security documentation are available on request from the Provider's security contact.
Service Provider Relationship To the extent California Consumer Privacy Act, Cal. Civ. Code § 1798.100 et seq ("CCPA") applies, the parties acknowledge and agree that Provider is a service provider and is receiving Personal Data from Customer to provide the Service as agreed in the Agreement and detailed below (see Nature and Purpose of Processing), which constitutes a limited and specified business purpose. Provider will not sell or share any Personal Data provided by Customer under the Agreement. In addition, Provider will not retain, use, or disclose any Personal Data provided by Customer under the Agreement except as necessary for providing the Service for Customer, as stated in the Agreement, or as permitted by Applicable Data Protection Laws. Provider certifies that it understands the restrictions of this paragraph and will comply with all Applicable Data Protection Laws. Provider will notify Customer if it can no longer meet its obligations under the CCPA.
Restricted Transfers
Governing Member State EEA Transfers: Netherlands UK Transfers: England and Wales
Annex I(A) List of Parties
Data Exporter Name: the Customer signing this DPA Activities relevant to transfer: See Annex 1(B) Role: Controller
Data Importer Name: the Provider signing this DPA Contact person: Daniel Sol Eun, Founder and CEO Address: 207 King St Apt 403, San Francisco, California 94107, USA Activities relevant to transfer: See Annex 1(B) Role: Processor
Annex I(B) Description of Transfer and Processing Activities
Service The Service is: CrossCheck is a hosted DevOps and change-governance platform for NetSuite. The service allows customer-authorized users to connect NetSuite environments, extract and store snapshots of NetSuite configurations and selected NetSuite records, analyze dependencies and execution history, compare environments over time, generate reports and exports, run testing and deployment workflows, and optionally sync snapshot artifacts to GitHub. The service also includes optional AI-assisted analysis and report-generation features when invoked by the customer or its authorized users.
Categories of Data Subjects Customer's end users or customers Customer's employees Customer vendors, contacts, partners, and other business counterparties whose data is contained in the customer's NetSuite environment and included in customer-authorized extraction, testing, support, or reporting workflows.
Categories of Personal Data Name Contact information such as email, phone number, or address Employment information such as employee ID or compensation Transactional information such as account information or purchases User activity and analysis such as device information or IP address NetSuite business and account metadata included in customer-authorized processing, such as internal IDs, role and permission assignments, environment/account identifiers, script and deployment identifiers, setup records, entity and item master data, transaction headers and amounts, execution and audit logs, support/bug-report metadata, screenshots, user agent strings, and limited authentication/session metadata. CrossCheck may also process limited business financial/accounting fields present in the customer's NetSuite data, such as transaction totals, invoice/payment status, credit limits, tax IDs, and accounting classification data.
Special Category Data Is special category data (as defined in Article 9 of the GDPR) Processed? No
Frequency of Transfer Continuous. Account, authentication, storage, and logging activities are continuous while the service is active. Snapshot extraction, analysis, testing, export, deployment, Git sync, AI, and support workflows are otherwise customer-initiated or user-initiated.
Nature and Purpose of Processing 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 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
To provide the CrossCheck service, including customer-authorized extraction of NetSuite configurations and selected records; storage and organization of snapshots and related metadata; dependency, drift, access, execution, testing, and deployment analysis; report and export generation; optional synchronization to GitHub; optional AI-assisted analysis and report generation; optional support/bug intake; and deletion or return of data through export and service/workspace/environment/snapshot deletion workflows. Limited updating may occur where the customer uses deployment or test workflows that intentionally write changes back to NetSuite.
Duration of Processing Provider will process Customer Personal Data as long as required (i) to conduct the Processing activities instructed in Section 2.2(a)-(d) of the Standard Terms; or (ii) by Applicable Laws.
Annex I(C)
Competent Supervisory Authority The supervisory authority will be the supervisory authority of the data exporter, as determined in accordance with Clause 13 of the EEA SCCs or the relevant provision of the UK Addendum.
Annex II: Technical and Organizational Security Measures
See Security Policy
Pseudonymization and encryption of personal data: CrossCheck applies encryption and identifier minimization measures appropriate to the service architecture. In production, database storage is encrypted at rest, Redis is configured with encryption at rest and in transit, and snapshot artifacts written to object storage use server-side encryption. API keys are stored as hashes rather than plaintext, and sensitive third-party credentials used for NetSuite, GitHub, and related integrations are stored using managed secret storage and application-level protection. The application also relies heavily on internal workspace, environment, and record identifiers to scope processing rather than exposing unnecessary personal data broadly across the system.
Ensuring ongoing confidentiality, integrity, availability, and resilience of processing systems and services: CrossCheck is deployed on managed AWS infrastructure with separated application, data, and worker components, including managed PostgreSQL, Redis, and containerized API/worker services. Access to customer data is restricted through authenticated user sessions, scoped API keys, workspace-based authorization, and segmented network/security-group rules. Integrity controls include typed application validation, manifest- and hash-based artifact handling for snapshot files, and fail-loud processing patterns designed to prevent silent corruption or unintended fallback behavior. Availability and resilience are supported through managed cloud infrastructure, autoscaling for the API tier, isolated background workers, and persistent storage layers for core system data.
Ability to restore the availability of and access to the Customer Personal Data in a timely manner following a physical or technical incident: CrossCheck relies on managed AWS recovery capabilities for its core hosted environment, including automated database backups and durable managed infrastructure for compute and storage. Production database infrastructure is configured with backup retention, and the application architecture separates operational workloads between API and worker services to support recovery and controlled restart of processing activities. Snapshot and report artifacts are stored in persistent storage layers rather than only in ephemeral runtime memory, which supports restoration of service data after infrastructure replacement or service interruption. Recovery is further supported through infrastructure-as-code deployment and repeatable environment configuration.
Regular testing, assessment, and evaluation of the effectiveness of technical and organizational measures used to secure Processing: CrossCheck uses code review, automated tests, typed validation, infrastructure tests, and ongoing engineering verification as part of the normal development and release process. The repository includes application tests, infrastructure tests, and explicit verification requirements for changes affecting data handling, storage, and authorization behavior. Security-relevant controls such as secrets handling, storage encryption configuration, scoped access, and infrastructure defaults are enforced in code and can be re-evaluated through repeatable builds and deployment definitions. This supports ongoing assessment of whether the implemented measures remain effective as the service evolves.
User identification and authorization process and protection: CrossCheck authenticates dashboard users through Amazon Cognito and protects API access through bearer tokens and scoped API keys. Authorization is enforced through organization-, workspace-, and environment-level access controls, and the application design requires server-side workspace scoping for customer data access. API keys are scope-limited and hashed before storage, and user access is validated before data is returned or administrative operations are allowed. These controls are intended to ensure that only authorized users and services can access the customer's data within the permitted tenancy boundary.
Protecting Customer Personal Data during transmission (in transit): Customer Personal Data is transmitted over encrypted network channels using HTTPS/TLS for dashboard-to-API and service integration traffic. Database connectivity is configured to require TLS, Redis is configured with transit encryption, and cloud identity and secret-delivery mechanisms are used for protected service-to-service communication within the hosted environment. Where CrossCheck connects to external services such as NetSuite, GitHub, Linear, or AI providers, integration requests are made using authenticated API calls rather than unauthenticated transport. These measures are intended to reduce the risk of interception or unauthorized disclosure during transmission.
Protecting Customer Personal Data during storage (at rest): CrossCheck stores customer data in managed storage services configured with encryption at rest, including the production relational database and Redis cache layer. Snapshot artifacts written to object storage use server-side encryption, and infrastructure secrets are stored in managed secrets storage rather than embedded in plaintext configuration. Shared persistent storage used by the application is hosted within the controlled AWS environment, and access to those storage systems is limited through IAM roles and network restrictions. These measures are intended to protect stored data against unauthorized access to underlying storage media.
Physical security where Customer Personal Data is processed: CrossCheck is hosted on managed AWS cloud infrastructure and therefore relies on AWS physical, environmental, and facility security controls for the data centers and hardware on which Customer Personal Data is processed and stored. CrossCheck does not operate its own physical server facilities for the hosted production service. Physical access protections, environmental safeguards, hardware lifecycle controls, and related site security measures are managed by AWS as the infrastructure provider. CrossCheck's own role is to restrict logical access to the hosted resources provisioned within that environment.
Events logging: CrossCheck maintains application and infrastructure logging to support operational monitoring, troubleshooting, and security review. The service records relevant system and workflow events, including API and worker logs, job processing activity, execution and telemetry records, and support/bug-report metadata where submitted by users. Production infrastructure also sends runtime logs to managed cloud logging services, and the application stores certain audit-relevant records tied to workspaces, snapshots, jobs, and deployments. These logs support investigation of failures, misuse, and abnormal behavior, subject to the service's configured logging retention practices.
Systems configuration, including default configuration: CrossCheck uses infrastructure-as-code and typed environment validation to standardize system configuration and reduce unsafe defaults. Production infrastructure definitions specify security groups, encryption settings, secret injection, isolated subnets for data services, backup settings, and controlled runtime environment variables for API and worker services. The application is also designed to fail loudly on partial or invalid security-sensitive configuration, such as incomplete identity or artifact-store settings, rather than silently continuing in an insecure state. This supports a more consistent and reviewable baseline configuration across environments.
Ensuring data minimization: CrossCheck is designed to process the categories of data needed to provide its NetSuite DevOps, analysis, testing, export, and deployment functionality, rather than collecting unrelated personal data. Processing is scoped by workspace and environment, and many workflows are customer-initiated, such as snapshot creation, report generation, support submission, Git sync, and AI-assisted analysis. The service primarily handles configuration metadata, operational records, execution history, and limited personal data present in the customer's NetSuite environment or submitted through support workflows. Customers control which environments are connected and which optional features are enabled, which helps limit unnecessary processing.
Ensuring limited data retention: CrossCheck applies retention limits through a combination of deletion workflows, expiry-based records, and infrastructure retention settings. Workspace-, environment-, and snapshot-linked records are structurally tied to deletion behavior in the application data model, and snapshot reprocessing routines remove and rebuild derived data where appropriate. Production infrastructure evidence shows finite retention for certain system components, including database backups and production log retention windows. Where the exact retention period for particular generated artifacts depends on operational settings, those items should be retained only for the period reasonably necessary to provide the service and support legitimate operational recovery needs.
Allowing data portability and erasure: CrossCheck supports data portability through customer-facing export and report-generation workflows and through customer-controlled access to extracted snapshot and operational outputs. The service also supports erasure through deletion of customer workspaces, environments, snapshots, and related records within the application's tenancy structure, including cascading deletion behavior for dependent records. In addition, customers may remove integrations, revoke access, or disable optional processing features to limit future processing. These mechanisms are intended to allow customers to retrieve relevant service data and request deletion of hosted customer data in accordance with the underlying agreement and applicable law.
Standard Terms
1. Processor and Subprocessor Relationships
1.1. Provider as Processor. In situations where Customer is a Controller of the Customer Personal Data, Provider will be deemed a Processor that is Processing Personal Data on behalf of Customer.
1.2. Provider as Subprocessor. In situations where Customer is a Processor of the Customer Personal Data, Provider will be deemed a Subprocessor of the Customer Personal Data.
2. Processing
2.1. Processing Details. Annex I(B) on the Cover Page describes the subject matter, nature, purpose, and duration of this Processing, as well as the Categories of Personal Data collected and Categories of Data Subjects.
2.2. Processing Instructions. Customer instructs Provider to Process Customer Personal Data: (a) to provide and maintain the Service; (b) as may be further specified through Customer's use of the Service; (c) as documented in the Agreement; and (d) as documented in any other written instructions given by Customer and acknowledged by Provider about Processing Customer Personal Data under this DPA. Provider will abide by these instructions unless prohibited from doing so by Applicable Laws. Provider will immediately inform Customer if it is unable to follow the Processing instructions. Customer has given and will only give instructions that comply with Applicable Laws.
2.3. Processing by Provider. Provider will only Process Customer Personal Data in accordance with this DPA, including the details in the Cover Page. If Provider updates the Service to update existing or include new products, features, or functionality, Provider may change the Categories of Data Subjects, Categories of Personal Data, Special Category Data, Special Category Data Restrictions or Safeguards, Frequency of Transfer, Nature and Purpose of Processing, and Duration of Processing as needed to reflect the updates by notifying Customer of the updates and changes.
2.4. Customer Processing. Where Customer is a Processor and Provider is a Subprocessor, Customer will comply with all Applicable Laws that apply to Customer's Processing of Customer Personal Data. Customer's agreement with its Controller will similarly require Customer to comply with all Applicable Laws that apply to Customer as a Processor. In addition, Customer will comply with the Subprocessor requirements in Customer's agreement with its Controller.
2.5. Consent to Processing. Customer has complied with and will continue to comply with all Applicable Data Protection Laws concerning its provision of Customer Personal Data to Provider and/or the Service, including making all disclosures, obtaining all consents, providing adequate choice, and implementing relevant safeguards required under Applicable Data Protection Laws.
2.6. Subprocessors.
a. Provider will not provide, transfer, or hand over any Customer Personal Data to a Subprocessor unless Customer has approved the Subprocessor. The current list of Approved Subprocessors includes the identities of the Subprocessors, their country of location, and their anticipated Processing tasks. Provider will inform Customer at least 10 business days in advance and in writing of any intended changes to the Approved Subprocessors whether by addition or replacement of a Subprocessor, which allows Customer to have enough time to object to the changes before the Provider begins using the new Subprocessor(s). Provider will give Customer the information necessary to allow Customer to exercise its right to object to the change to Approved Subprocessors. Customer has 30 days after notice of a change to the Approved Subprocessors to object, otherwise Customer will be deemed to accept the changes. If Customer objects to the change within 30 days of notice, Customer and Provider will cooperate in good faith to resolve Customer's objection or concern.
b. When engaging a Subprocessor, Provider will have a written agreement with the Subprocessor that ensures the Subprocessor only accesses and uses Customer Personal Data (i) to the extent required to perform the obligations subcontracted to it, and (ii) consistent with the terms of Agreement.
c. If the GDPR applies to the Processing of Customer Personal Data, (i) the data protection obligations described in this DPA (as referred to in Article 28(3) of the GDPR, if applicable) are also imposed on the Subprocessor, and (ii) Provider's agreement with the Subprocessor will incorporate these obligations, including details about how Provider and its Subprocessor will coordinate to respond to inquiries or requests about the Processing of Customer Personal Data. In addition, Provider will share, at Customer's request, a copy of its agreements (including any amendments) with its Subprocessors. To the extent necessary to protect business secrets or other confidential information, including personal data, Provider may redact the text of its agreement with its Subprocessor prior to sharing a copy.
d. Provider remains fully liable for all obligations subcontracted to its Subprocessors, including the acts and omissions of its Subprocessors in Processing Customer Personal Data. Provider will notify Customer of any failure by its Subprocessors to fulfill a material obligation about Customer Personal Data under the agreement between Provider and the Subprocessor.
3. Restricted Transfers
3.1. Authorization. Customer agrees that Provider may transfer Customer Personal Data outside the EEA, the United Kingdom, or other relevant geographic territory as necessary to provide the Service. If Provider transfers Customer Personal Data to a territory for which the European Commission or other relevant supervisory authority has not issued an adequacy decision, Provider will implement appropriate safeguards for the transfer of Customer Personal Data to that territory consistent with Applicable Data Protection Laws.
3.2. Ex-EEA Transfers. Customer and Provider agree that if the GDPR protects the transfer of Customer Personal Data, the transfer is from Customer from within the EEA to Provider outside of the EEA, and the transfer is not governed by an adequacy decision made by the European Commission, then by entering into this DPA, Customer and Provider are deemed to have signed the EEA SCCs and their Annexes, which are incorporated by reference. Any such transfer is made pursuant to the EEA SCCs, which are completed as follows:
a. Module Two (Controller to Processor) of the EEA SCCs apply when Customer is a Controller and Provider is Processing Customer Personal Data for Customer as a Processor.
b. Module Three (Processor to Sub-Processor) of the EEA SCCs apply when Customer is a Processor and Provider is Processing Customer Personal Data on behalf of Customer as a Subprocessor.
c. For each module, the following applies (when applicable): i. The optional docking clause in Clause 7 does not apply; ii. In Clause 9, Option 2 (general written authorization) applies, and the minimum time period for prior notice of Subprocessor changes is 10 business days; iii. In Clause 11, the optional language does not apply; iv. All square brackets in Clause 13 are removed; v. In Clause 17 (Option 1), the EEA SCCs will be governed by the laws of Governing Member State; vi. In Clause 18(b), disputes will be resolved in the courts of the Governing Member State; and vii. The Cover Page to this DPA contains the information required in Annex I, Annex II, and Annex III of the EEA SCCs.
3.3. Ex-UK Transfers. Customer and Provider agree that if the UK GDPR protects the transfer of Customer Personal Data, the transfer is from Customer from within the United Kingdom to Provider outside of the United Kingdom, and the transfer is not governed by an adequacy decision made by the United Kingdom Secretary of State, then by entering into this DPA, Customer and Provider are deemed to have signed the UK Addendum and their Annexes, which are incorporated by reference. Any such transfer is made pursuant to the UK Addendum, which is completed as follows:
a. Section 3.2 of this DPA contains the information required in Table 2 of the UK Addendum.
b. Table 4 of the UK Addendum is modified as follows: Neither party may end the UK Addendum as set out in Section 19 of the UK Addendum; to the extent ICO issues a revised Approved Addendum under Section 18 of the UK Addendum, the parties will work in good faith to revise this DPA accordingly.
c. The Cover Page contains the information required by Annex 1A, Annex 1B, Annex II, and Annex III of the UK Addendum.
3.4. Other International Transfers. For Personal Data transfers where Swiss law (and not the law in any EEA member state or the United Kingdom) applies to the international nature of the transfer, references to the GDPR in Clause 4 of the EEA SCCs are, to the extent legally required, amended to refer to the Swiss Federal Data Protection Act or its successor instead, and the concept of supervisory authority will include the Swiss Federal Data Protection and Information Commissioner.
4. Security Incident Response
4.1. Upon becoming aware of any Security Incident, Provider will: (a) notify Customer without undue delay when feasible, but no later than 72 hours after becoming aware of the Security Incident; (b) provide timely information about the Security Incident as it becomes known or as is reasonably requested by Customer; and (c) promptly take reasonable steps to contain and investigate the Security Incident. Provider's notification of or response to a Security Incident as required by this DPA will not be construed as an acknowledgment by Provider of any fault or liability for the Security Incident.
5. Audit & Reports
5.1. Audit Rights. Provider will give Customer all information reasonably necessary to demonstrate its compliance with this DPA and Provider will allow for and contribute to audits, including inspections by Customer, to assess Provider's compliance with this DPA. However, Provider may restrict access to data or information if Customer's access to the information would negatively impact Provider's intellectual property rights, confidentiality obligations, or other obligations under Applicable Laws. Customer acknowledges and agrees that it will only exercise its audit rights under this DPA and any audit rights granted by Applicable Data Protection Laws by instructing Provider to comply with the reporting and due diligence requirements below. Provider will maintain records of its compliance with this DPA for 3 years after the DPA ends.
5.2. Security Reports. Customer acknowledges that Provider is regularly audited against the standards defined in the Security Policy by independent third-party auditors. Upon written request, Provider will give Customer, on a confidential basis, a summary copy of its then-current Report so that Customer can verify Provider's compliance with the standards defined in the Security Policy.
5.3. Security Due Diligence. In addition to the Report, Provider will respond to reasonable requests for information made by Customer to confirm Provider's compliance with this DPA, including responses to information security, due diligence, and audit questionnaires, or by giving additional information about its information security program. All such requests must be in writing and made to the Provider Security Contact and may only be made once a year.
6. Coordination & Cooperation
6.1. Response to Inquiries. If Provider receives any inquiry or request from anyone else about the Processing of Customer Personal Data, Provider will notify Customer about the request and Provider will not respond to the request without Customer's prior consent. Examples of these kinds of inquiries and requests include a judicial or administrative or regulatory agency order about Customer Personal Data where notifying Customer is not prohibited by Applicable Law, or a request from a data subject. If allowed by Applicable Law, Provider will follow Customer's reasonable instructions about these requests, including providing status updates and other information reasonably requested by Customer. If a data subject makes a valid request under Applicable Data Protection Laws to delete or opt out of Customer's giving of Customer Personal Data to Provider, Provider will assist Customer in fulfilling the request according to the Applicable Data Protection Law. Provider will cooperate with and provide reasonable assistance to Customer, at Customer's expense, in any legal response or other procedural action taken by Customer in response to a third-party request about Provider's Processing of Customer Personal Data under this DPA.
6.2. DPIAs and DTIAs. If required by Applicable Data Protection Laws, Provider will reasonably assist Customer in conducting any mandated data protection impact assessments or data transfer impact assessments and consultations with relevant data protection authorities, taking into consideration the nature of the Processing and Customer Personal Data.
7. Deletion of Customer Personal Data
7.1. Deletion by Customer. Provider will enable Customer to delete Customer Personal Data in a manner consistent with the functionality of the Services. Provider will comply with this instruction as soon as reasonably practicable except where further storage of Customer Personal Data is required by Applicable Law.
7.2. Deletion at DPA Expiration.
a. After the DPA expires, Provider will return or delete Customer Personal Data at Customer's instruction unless further storage of Customer Personal Data is required or authorized by Applicable Law. If return or destruction is impracticable or prohibited by Applicable Laws, Provider will make reasonable efforts to prevent additional Processing of Customer Personal Data and will continue to protect the Customer Personal Data remaining in its possession, custody, or control. For example, Applicable Laws may require Provider to continue hosting or Processing Customer Personal Data.
b. If Customer and Provider have entered the EEA SCCs or the UK Addendum as part of this DPA, Provider will only give Customer the certification of deletion of Personal Data described in Clause 8.1(d) and Clause 8.5 of the EEA SCCs if Customer asks for one.
8. Limitation of Liability
8.1. Liability Caps and Damages Waiver. To the maximum extent permitted under Applicable Data Protection Laws, each party's total cumulative liability to the other party arising out of or related to this DPA will be subject to the waivers, exclusions, and limitations of liability stated in the Agreement.
8.2. Related-Party Claims. Any claims made against Provider or its Affiliates arising out of or related to this DPA may only be brought by the Customer entity that is a party to the Agreement.
8.3. Exceptions. This DPA does not limit any liability to an individual about the individual's data protection rights under Applicable Data Protection Laws. In addition, this DPA does not limit any liability between the parties for violations of the EEA SCCs or UK Addendum.
9. Conflicts Between Documents
9.1. This DPA forms part of and supplements the Agreement. If there is any inconsistency between this DPA, the Agreement, or any of their parts, the part listed earlier will control over the part listed later for that inconsistency: (1) the EEA SCCs or the UK Addendum, (2) this DPA, and then (3) the Agreement.
10. Term of Agreement
10.1. This DPA will start when Provider and Customer agree to a Cover Page for the DPA and sign or electronically accept the Agreement and will continue until the Agreement expires or is terminated. However, Provider and Customer will each remain subject to the obligations in this DPA and Applicable Data Protection Laws until Customer stops transferring Customer Personal Data to Provider and Provider stops Processing Customer Personal Data.
11. Definitions
11.1. "Applicable Laws" means the laws, rules, regulations, court orders, and other binding requirements of a relevant government authority that apply to or govern a party.
11.2. "Applicable Data Protection Laws" means the Applicable Laws that govern how the Service may process or use an individual's personal information, personal data, personally identifiable information, or other similar term.
11.3. "Controller" will have the meaning(s) given in the Applicable Data Protection Laws for the company that determines the purpose and extent of Processing Personal Data.
11.4. "Cover Page" means a document that is signed or electronically accepted by the parties that incorporates these DPA Standard Terms and identifies Provider, Customer, and the subject matter and details of the data processing.
11.5. "Customer Personal Data" means Personal Data that Customer uploads or provides to Provider as part of the Service and that is governed by this DPA.
11.6. "DPA" means these DPA Standard Terms, the Cover Page between Provider and Customer, and the policies and documents referenced in or attached to the Cover Page.
11.7. "EEA SCCs" means the standard contractual clauses annexed to the European Commission's Implementing Decision 2021/914 of 4 June 2021 on standard contractual clauses for the transfer of personal data to third countries pursuant to Regulation (EU) 2016/679 of the European Parliament and of the European Council.
11.8. "European Economic Area" or "EEA" means the member states of the European Union, Norway, Iceland, and Liechtenstein.
11.9. "GDPR" means European Union Regulation 2016/679 as implemented by local law in the relevant EEA member nation.
11.10. "Personal Data" will have the meaning(s) given in the Applicable Data Protection Laws for personal information, personal data, or other similar term.
11.11. "Processing" or "Process" will have the meaning(s) given in the Applicable Data Protection Laws for any use of, or performance of a computer operation on, Personal Data, including by automatic methods.
11.12. "Processor" will have the meaning(s) given in the Applicable Data Protection Laws for the company that Processes Personal Data on behalf of the Controller.
11.13. "Report" means audit reports prepared by another company according to the standards defined in the Security Policy on behalf of Provider.
11.14. "Restricted Transfer" means (a) where the GDPR applies, a transfer of personal data from the EEA to a country outside of the EEA which is not subject to an adequacy determination by the European Commission; and (b) where the UK GDPR applies, a transfer of personal data from the United Kingdom to any other country which is not subject to adequacy regulations adopted pursuant to Section 17A of the United Kingdom Data Protection Act 2018.
11.15. "Security Incident" means a Personal Data Breach as defined in Article 4 of the GDPR.
11.16. "Service" means the product and/or services described in the Agreement.
11.17. "Special Category Data" will have the meaning given in Article 9 of the GDPR.
11.18. "Subprocessor" will have the meaning(s) given in the Applicable Data Protection Laws for a company that, with the approval and acceptance of Controller, assists the Processor in Processing Personal Data on behalf of the Controller.
11.19. "UK GDPR" means European Union Regulation 2016/679 as implemented by section 3 of the United Kingdom's European Union (Withdrawal) Act of 2018 in the United Kingdom.
11.20. "UK Addendum" means the international data transfer addendum to the EEA SCCs issued by the Information Commissioner for Parties making Restricted Transfers under S119A(1) Data Protection Act 2018.