This Data Processor Agreement is entered between the partner (“Partner”) and the Dahua entity (“Dahua”) who are party to the imou Developers Open Platform Agreement or any other agreement entered between the Partner and Dahua and under which Dahua needs to process personal Data and such agreement expressly incorporates by reference the terms of this Data Processor Agreement. (collectively hereinafter as “Parties” and individually as “Party”).
The Parties agree that the terms of this Data Processor Agreement and its Appendices supplement the Agreement. Under the Agreement, Dahua may be required to Process certain Personal Data of employees, customers or suppliers from Partner. This Data Processor Agreement sets out the terms and respective rights and obligations of the Parties in respect of such Processing of Personal Data.
In this Data Processor Agreement the capitalised terms below shall be assigned the following meanings:
Agreement: refers to imou Developers Open Platform Agreement or any other agreement entered between the Partner and Dahua under which Dahua needs to process personal Data and to the extent that such agreement expressly incorporate by reference the terms of this Data Processor Agreement.
Affiliated Company: means an entity that owns or controls, is owned or controlled by or is or under common control or ownership with either Party and is acting as controller jointly with the Partner or subprocessor of Dahua (if applicable).
Controller: means the party which, acting alone or jointly with others, determines the purposes and means of the Processing of Personal Data.
Dahua: means Zhejiang Dahua Technology Co., Ltd (“Dahua”).
Data Subject: means an identified or identifiable natural person.
EEA: means the European Economic Area.
EU Model Contract: means the Commission Decision of 5 February 2010 on standard contractual clauses for the transfer of personal data to controllers established in third countries under Directive 95/46/EC of the European Parliament and of the Council (2010/87/EU).
Order: has the meaning assigned to that term in Article 9.1 of this Data Processor Agreement.
Partner:means the entity referred to as Developer in the imou Developers Open Platform Agreement or under any other name used in the Agreement.
Personal Data: means any information relating to a Data Subject.
Process or Processing: means any operation or set of operations which is performed on Personal Data or on sets of Personal Data, whether or not by automated means, such as collection, recording, organisation, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure or destruction.
Processor Agreement: means this data processor agreement between Partner and Dahua.
Processor: means the European Economic Area.
Regulations: means all laws and regulations applicable to the Processing of Personal Data, including, but not limited to, the General Data Protection Regulation (“GDPR”) and other EU Law related to data protection, and, to the extent applicable, any implementation act, or any privacy or telecommunications act provided by the applicable law.
Security Breach: has the meaning assigned to that term in Article 6.3 of this Processor Agreement.
Sensitive Data: means Personal Data revealing racial or ethnic origin, political opinions, religious or philosophical beliefs, or trade union membership, genetic data and biometric data Processed for the purpose of uniquely identifying a natural person, data concerning health or data concerning a natural person's sex life or sexual orientation or any Personal Data qualifying as such under applicable Regulations.
Subprocessor:means a subcontractor or affiliate engaged by Dahua who has, or may have, access to Personal Data.
Dahua Employee: means any person employed or hired by Dahua involved with the performance of this Data Processor Agreement.
Supervisory Authority: means one (or more) independent public authority(ies) which is (are) established by an EU Member State pursuant to Regulations or which is (are) competent for the protection of the fundamentals rights and freedom of natural persons in relation to processing of personal data under applicable aw.
Transfer: has the meaning assigned to that term in Article 9.1 of this Processor Agreement.
2.1 Dahua shall perform its activities pursuant to the Agreement, acting as Processor on behalf of Partner. Partner shall remain the Controller for all Personal Data which is Processed under the Agreement. The types of Personal Data, categories of Data Subjects and the purposes of the Processing by Dahua are described in Appendix 1 (Personal Data and Processing activities) and are further detailed in the Agreement.
3.1 As Controller, Partner shall comply with its obligations under applicable Regulations and this Processor Agreement.
3.2 Partner shall instruct Dahua to Process the Personal Data on Partner's behalf and in accordance with applicable Regulations. The Processing instructions of Partner are documented in Appendix 1 (Personal Data and Processing activities) and are further detailed in the Agreement.
3.3 Partner may act as Controller jointly with its Affiliated Company. In such case, the Partner shall inform the Dahua accordingly and give the relevant details of the Affiliated Company to Dahua.
3.4 Partner may issue additional instructions with regard to Dahua’s Processing activities, or amend such instructions, if necessary at the Partner’s sole discretion, provided that such instructions are consistent with the terms of the Agreement and this Processor Agreement, reasonable and in accordance with applicable Regulations. Partner shall issue any such additional or amended instructions in writing or by electronic mail [(receipt verified)] to Dahua. Partner shall (a) grant Dahua a reasonable amount of time to implement or comply with any additional or amended instructions and (b) upon request, reasonably cooperate with Dahua to implement or comply with such additional or amended instructions.
4.1 As Processor, Dahua shall comply with its obligations under applicable Regulations and this Processor Agreement.
4.2 Dahua shall ensure that it and each of its Employees (a) only Processes Personal Data on behalf of Partner and in accordance with Partner’s instructions; (b) refrains from Processing the Personal Data for its own purposes or for purposes of third parties; (c) Processes the Personal Data only in so far as necessary to perform its activities under the Agreement; unless Dahua is required to do otherwise by applicable EU or Member State law and it promptly notifies Partner thereof in accordance with Article 4.5.ii. Dahua shall document the instructions given by Partner.
4.3 Dahua shall restrict the dissemination of the Personal Data to those authorised Employees who are assigned to Process Personal Data under the Agreement and only on a need-to-know basis, who have also committed themselves confidentiality by either the conclusion of a non-disclosure agreement or other appropriate means as decided by Dahua based on its organisation needs.
4.4 During the term of this Processor Agreement, if Dahua receives any request from a Data Subject relating to his or her Personal Data, Dahua shall promptly refer that Data Subject to Partner to submit his or her requests. Partner shall be responsible for responding to any such request. Dahua shall provide such assistance as Partner may reasonably specify to enable Partner to meet its obligations to respond to requests for exercising the rights of Data Subjects pursuant to applicable Regulations, including, but not limited, to requests from Data Subjects to access, correct or delete their Personal Data.
4.5 Dahua shall provide such assistance as Partner may reasonably specify to enable Partner to (a) carry out a data protection impact assessment and a possible subsequent prior consultation with a Supervisory Authority; (b) respond to or defend against enquiries, requests or investigations from a Supervisory Authority and (c) ensure compliance with any other obligations that the Partner has based on articles 32 to 36 of the GDPR taking into account the nature of the processing and the information available to Dahua.
4.6 Dahua shall promptly inform Partner in any of the following events if:
i. Dahua has reason to believe that it cannot comply with this Processor Agreement;
ii. applicable EU or Member State law prevents Dahua from fulfilling the instructions received from Partner, unless that law prohibits Dahua from providing such information on compelling grounds of public interest;
iii. Dahua or a Dahua Employee has acted in breach of this Processor Agreement or if a Subprocessor has acted in breach of the written agreement between Dahua and such Subprocessor; or
iv. Dahua has received a warning or a reprimand from a Supervisory Authority that the Processing activities are likely to infringe, or have infringed, applicable Regulations.
4.7 Upon termination of the Agreement or after the end of the provision of Processing services (whichever is earlier), Dahua and its Subprocessors (if any) shall, if directed by Partner, return all Personal Data to Partner and/or delete all copies of such Personal Data and notify Partner that it has done so, unless applicable EU law or Member State law prohibits Dahua from returning or deleting all or part of the Personal Data. With respect to any Personal Data that Dahua is unable to return or destroy following termination of the Agreement or after the end of the provision of Processing services (whichever is earlier), Dahua shall continue to protect such Personal Data in accordance with the terms of the Agreement and this Processor Agreement and shall not actively Process the Personal Data.
5.1 With the signing of this Agreement, Partner acknowledges that and gives consent to Dahua to subcontract or assign any of its obligations under the Agreement to a Subprocessor, to the extent that the Subprocessor is Hangzhou Huacheng Network company which is an Affiliated Company of Dahua. Should Dahua wish to engage a non-Affiliated Company as Subprocessor, Partner’s prior written consent shall be needed, and Partner may not unreasonably withhold or delay such consent. Partner may attach reasonable conditions to its consent. The Subprocessors listed in Appendix 3 (Approved Subprocessors) are hereby approved for the areas of work specified therein.
5.2 Dahua may only engage a Subprocessor by way of a written agreement with such Subprocessor which imposes at least the same obligations on the Subprocessor as are imposed on Dahua under this Processor Agreement.
5.3 Dahua shall prohibit the Subprocessor from accessing or using Personal Data for any purpose not related to the performance of its assigned activities under the Agreement.
5.4 Dahua shall remain responsible for its compliance with its obligations under the Agreement and this Processor Agreement. Dahua shall not be liable for damages and claims to the extent that such damages or claims arise from Partner's instructions to Dahua or its Subprocessors.
6.1 Dahua shall implement appropriate administrative, organisational, physical and technical safeguards to protect the confidentiality, integrity and availability of the Personal Data consistent with applicable Regulations, including, without limitation, to protect the Personal Data against destruction, loss, unauthorised disclosure or access, or any other form of unlawful processing. To clarify, Dahua shall consider the state of the art and implementation costs when considering the appropriateness of such administrative, organisational, physical and technical safeguards, and ensure that such measures offer an appropriate level of security given the risks associated with Processing and the nature of the Personal Data to be protected.
6.2 Dahua shall implement and maintain in any event adequate Security Measures (Appendix 2). Dahua may update or modify the Security Measures from time to time, provided that such updates and modifications do not result in any degradation of the level of security.
6.3 Dahua shall, without undue delay and, where feasible, but no later than fourty eight (48) hours after discovery, notify Partner of any actual or reasonably suspected (i) accidental or unlawful destruction, loss, alteration, unauthorised disclosure of, or access to, Personal Data transmitted, stored or otherwise processed; or (ii) a breach of the security measures as referred to in this Article 6 (a “Security Breach”). Dahua shall also notify Partner if a Security Breach takes place at a Subprocessor. Dahua shall maintain procedures aimed at detecting, responding to and recovering from Security Breaches.
6.4 The notification shall at least:
a. describe the nature of the Security Breach, including, where possible, the categories and approximate number of Data Subjects concerned and the categories and approximate number of Personal Data records concerned;
b. describe whether the Personal Data are encrypted, anonymised or otherwise made incomprehensible;
c. communicate the name and contact details of the data protection officer or other contact point where more information can be obtained;
d. describe the likely consequences of the Security Breach; and
e. describe the measures that Dahua has taken, or proposes taking, to address the Security Breach, including, where appropriate, measures to mitigate its possible adverse effects.
6.5 At Partner’s request, Dahua shall provide all reasonable cooperation to handling the Security Breach, such as informing Supervisory Authorities and Data Subjects (if required); provided, however, that Partner will bear the cost of any such notifications.
7.1 At Partner’s request, Dahua shall provide Partner with information about Dahua’s Processing activities under the Agreement necessary to enable Partner to verify Dahua’s compliance with the provisions of this Processor Agreement.
8.1 The Parties acknowledge that the Regulations contain restrictions on transferring Personal Data from the EU Member State where the Parties are situated or another EU Member State to countries or organisations outside the EEA which do not ensure an adequate level of protection, which includes making such Personal Data accessible from any such country or organisation (“Transfer”).
8.2 Dahua shall not Transfer Personal Data other than (a) as explicitly mentioned in the Standard Contractual Clauses attached herein or otherwise authorised under the Agreement or (b) with the specific prior written consent of Partner, unless it is required to do so by EU law or Member State law to which it is subject to and it promptly informs Partner thereof in accordance with Article 4.5.ii.
8.3 Subject to Article 8.1, Dahua shall ensure that any Transfers shall only occur on the basis of a legally recognised transfer mechanism, such as an EU Model Contract or binding corporate rules.
9.1 If Dahua or a Subprocessor receives a request or order from a Supervisory Authority to provide access to Personal Data (“Order”), Dahua shall promptly notify Partner of that fact. When responding to or otherwise addressing the Order, Dahua shall provide full reasonably required cooperation.
9.2 If the Order prohibits Dahua from complying with such obligations, Dahua shall promote Partner’s reasonable interests. To that end, in any event, Dahua shall:
a. perform a legal review to determine the extent to which (i) Dahua is required by law to comply with the request or Order; and (ii) Dahua is de facto prohibited from complying with its obligations set out in this Article 9;
b. only cooperate with the Order if this is required by applicable law and, where possible, object (at law or otherwise) to the Order enjoining it from informing Partner in this respect or from following its instructions;
c. refrain from providing any more or any other Personal Data than is strictly necessary to comply with the Order;
d. if Personal Data are transferred to a non-EEA country: if reasonably possible, comply with the data transfer rules of the Regulations;
e. inform Partner promptly once this is permitted.
10.1 This Processor Agreement constitutes an integral part of the Agreement and shall automatically terminate upon termination of the Agreement.
Date:
Date:
APPENDIX 1 – PERSONAL DATA AND PROCESSING ACTIVITIES
Categories of Data Subjects
Partner, Partner’s employees or self-employed workers; Partner’s
customers; Partner’s partners; and end user.
Categories of Personal Data
Email?password?name(First Name&Last Name)?Company Name?Moblie Phone?Website?Country/Region,
AppId, Appsecret, Device ID, Device IP, Device Mac, Device username, Device
password?Media Stream, Cloud Record, Cloud Picture, Push ID, App Type,
App Name, App Industry, APP Logo
Sensitive Data
Copy of passport (if applicable)
Processing activities
Storing, recording, use, transmission, collection for the needs of:
User registration, password retrieval, application registration, application information verification, device bind, device management, alarm push, video preview, live broadcast sharing, cloud video upload, cloud picture upload, cloud storage services.
APPENDIX 2 – SECURITY MEASURES
• Integrity and Confidentiality.Dahua stores passwords
in a way that makes them unintelligible while they are in force.
• Authentication.Dahua uses industry standard practices
to identify and authenticate users who attempt to access information systems.
• SSL encryption in databases with personal data
• All cookies will be set to expire when the browser
is closed.
• Issue different AK/SK for each developer to ensure
that data between developers is not stolen.
• Audio and video media data encryption.
• Use of VPN
• Establishment of Information Security Committee
consisted by the managers of each department, presided by the Chief Director
of IT Department and with the CEO of Zhejiang Dahua Technology Co., Ltd
as consultant.
• Establishment of Information Security Department,
which is responsible for monitoring the implementation of the information
security policy by the employees in every department with the help of a
contact person of each department.
• Implementation of different policies in accordance
with the requirements of ISO27001.
• We have a professional PSIRT team, which is responsible
for receiving, disposing and publicly revealing security vulnerability
related to products and services. Meanwhile, we 4 have established perfect
incident response system and formulated SLA (Service-Level-Agreement) for
different customers according to their individual requirements
• Operational Policy. Dahua maintains security
documents describing its security measures and the relevant procedures
and responsibilities of its personnel who have access to Customer Data.
• Least Privilege.Technical support personnel are
only permitted to have access to Customer Data when needed. Dahua restricts
access to Customer Data to only those individuals who require such access
to perform their job function.
APPENDIX 3 - APPROVED SUBPROCESSORS
These third party subprocessors provide IT services:
| Entity Name | Corporate Location |
|---|---|
| Amazon Web Services, Inc. | United States |
| 阿里云计算有限公司 | China |
| Azure | United States |
| 北京金山云网络技术有限公司 | China |
APPENDIX 4 – STANDARD CONTRACTUAL CLAUSES (processors)
Standard Contractual Clauses (processors)
For the purposes of Article 26(2) of Directive 95/46/EC for the transfer
of personal data to processors established in third countries which do
not ensure an adequate level of data protection
The Developer as in the imou Developers Open Platform Agreement
(the data exporter)
And
Dahua ……
……………………………………………………………………………………………………………………………………………………………………………………………
(the data importer)
each
a “party”; together “the parties”,
HAVE AGREED on the following Contractual Clauses (the Clauses) in order
to adduce adequate safeguards with respect to the protection of privacy
and fundamental rights and freedoms of individuals for the transfer by
the data exporter to the data importer of the personal data specified in
Appendix 1.
Clause 1
Definitions
For the purposes of the Clauses:
(a) 'personal data', 'special categories
of data', 'process/processing', 'controller', 'processor',
'data subject' and 'supervisory authority' shall have the
same meaning as in Directive 95/46/EC of the European Parliament and of
the Council of 24 October 1995 on the protection of individuals with regard
to the processing of personal data and on the free movement of such data
;
(b) 'the data exporter' means the controller
who transfers the personal data;
(c) 'the data importer' means the processor
who agrees to receive from the data exporter personal data intended for
processing on his behalf after the transfer in accordance with his instructions
and the terms of the Clauses and who is not subject to a third country's
system ensuring adequate protection within the meaning of Article 25(1)
of Directive 95/46/EC;
(d) 'the subprocessor' means any processor engaged
by the data importer or by any other subprocessor of the data importer
who agrees to receive from the data importer or from any other subprocessor
of the data importer personal data exclusively intended for processing
activities to be carried out on behalf of the data exporter after the transfer
in accordance with his instructions, the terms of the Clauses and the terms
of the written subcontract;
(e) 'the applicable data protection law' means
the legislation protecting the fundamental rights and freedoms of individuals
and, in particular, their right to privacy with respect to the processing
of personal data applicable to a data controller in the Member State in
which the data exporter is established;
(f) 'technical and organisational security measures'
means those measures aimed at protecting personal data against accidental
or unlawful destruction or accidental loss, alteration, unauthorised disclosure
or access, in particular where the processing involves the transmission
of data over a network, and against all other unlawful forms of processing.
Clause 2
Details of the transfer
The details of the transfer and in particular the special categories of
personal data where applicable are specified in Appendix 1 which forms
an integral part of the Clauses.
Clause 3
Third-party beneficiary clause
1. The data subject can enforce against the data exporter
this Clause, Clause 4(b) to (i), Clause 5(a) to (e), and (g) to (j), Clause
6(1) and (2), Clause 7, Clause 8(2), and Clauses 9 to 12 as third-party
beneficiary.
2. The data subject can enforce against the data importer
this Clause, Clause 5(a) to (e) and (g), Clause 6, Clause 7, Clause 8(2),
and Clauses 9 to 12, in cases where the data exporter has factually disappeared
or has ceased to exist in law unless any successor entity has assumed the
entire legal obligations of the data exporter by contract or by operation
of law, as a result of which it takes on the rights and obligations of
the data exporter, in which case the data subject can enforce them against
such entity.
3. The data subject can enforce against the subprocessor
this Clause, Clause 5(a) to (e) and (g), Clause 6, Clause 7, Clause 8(2),
and Clauses 9 to 12, in cases where both the data exporter and the data
importer have factually disappeared or ceased to exist in law or have become
insolvent, unless any successor entity has assumed the entire legal obligations
of the data exporter by contract or by operation of law as a result of
which it takes on the rights and obligations of the data exporter, in which
case the data subject can enforce them against such entity. Such third-party
liability of the subprocessor shall be limited to its own processing operations
under the Clauses.
4. The parties do not object to a data subject being
represented by an association or other body if the data subject so expressly
wishes and if permitted by national law.
Clause 4
Obligations of the data exporter
The data exporter agrees and warrants:
(a) that the processing, including the transfer itself,
of the personal data has been and will continue to be carried out in accordance
with the relevant provisions of the applicable data protection law (and,
where applicable, has been notified to the relevant authorities of the
Member State where the data exporter is established) and does not violate
the relevant provisions of that State;
(b) that it has instructed and throughout the duration
of the personal data processing services will instruct the data importer
to process the personal data transferred only on the data exporter's
behalf and in accordance with the applicable data protection law and the
Clauses;
(c) that the data importer will provide sufficient guarantees
in respect of the technical and organisational security measures specified
in Appendix 2 to this contract;
(d) that after assessment of the requirements of the
applicable data protection law, the security measures are appropriate to
protect personal data against accidental or unlawful destruction or accidental
loss, alteration, unauthorised disclosure or access, in particular where
the processing involves the transmission of data over a network, and against
all other unlawful forms of processing, and that these measures ensure
a level of security appropriate to the risks presented by the processing
and the nature of the data to be protected having regard to the state of
the art and the cost of their implementation;
(e) that it will ensure compliance with the security
measures;
(f) that, if the transfer involves special categories
of data, the data subject has been informed or will be informed before,
or as soon as possible after, the transfer that its data could be transmitted
to a third country not providing adequate protection within the meaning
of Directive 95/46/EC;
(g) to forward any notification received from the data
importer or any subprocessor pursuant to Clause 5(b) and Clause 8(3) to
the data protection supervisory authority if the data exporter decides
to continue the transfer or to lift the suspension;
(h) to make available to the data subjects upon request
a copy of the Clauses, with the exception of Appendix 2, and a summary
description of the security measures, as well as a copy of any contract
for subprocessing services which has to be made in accordance with the
Clauses, unless the Clauses or the contract contain commercial information,
in which case it may remove such commercial information;
(i) that, in the event of subprocessing, the processing
activity is carried out in accordance with Clause 11 by a subprocessor
providing at least the same level of protection for the personal data and
the rights of data subject as the data importer under the Clauses; and
(j) that it will ensure compliance with Clause 4(a)
to (i).
Clause 5
Obligations of the data importer
The data importer agrees and warrants:
(a) to process the personal data only on behalf of the
data exporter and in compliance with its instructions and the Clauses;
if it cannot provide such compliance for whatever reasons, it agrees to
inform promptly the data exporter of its inability to comply, in which
case the data exporter is entitled to suspend the transfer of data and/or
terminate the contract;
(b) that it has no reason to believe that the legislation
applicable to it prevents it from fulfilling the instructions received
from the data exporter and its obligations under the contract and that
in the event of a change in this legislation which is likely to have a
substantial adverse effect on the warranties and obligations provided by
the Clauses, it will promptly notify the change to the data exporter as
soon as it is aware, in which case the data exporter is entitled to suspend
the transfer of data and/or terminate the contract;
(c) that it has implemented the technical and organisational
security measures specified in Appendix 2 before processing the personal
data transferred;
(d) that it will promptly notify the data exporter about:
(i) any legally binding request for disclosure of the
personal data by a law enforcement authority unless otherwise prohibited,
such as a prohibition under criminal law to preserve the confidentiality
of a law enforcement investigation,
(ii) any accidental or unauthorised access, and
(iii) any request received directly from the data subjects
without responding to that request, unless it has been otherwise authorised
to do so;
(e) to deal promptly and properly with all inquiries
from the data exporter relating to its processing of the personal data
subject to the transfer and to abide by the advice of the supervisory authority
with regard to the processing of the data transferred;
(f) at the request of the data exporter to submit its
data processing facilities for audit of the processing activities covered
by the Clauses which shall be carried out by the data exporter or an inspection
body composed of independent members and in possession of the required
professional qualifications bound by a duty of confidentiality, selected
by the data exporter, where applicable, in agreement with the supervisory
authority;
(g) to make available to the data subject upon request
a copy of the Clauses, or any existing contract for subprocessing, unless
the Clauses or contract contain commercial information, in which case it
may remove such commercial information, with the exception of Appendix
2 which shall be replaced by a summary description of the security measures
in those cases where the data subject is unable to obtain a copy from the
data exporter;
(h) that, in the event of subprocessing, it has previously
informed the data exporter and obtained its prior written consent;
(i) that the processing services by the subprocessor
will be carried out in accordance with Clause 11;
(j) to send promptly a copy of any subprocessor agreement
it concludes under the Clauses to the data exporter.
Clause 6
Liability
1. The parties agree that any data subject, who has
suffered damage as a result of any breach of the obligations referred to
in Clause 3 or in Clause 11 by any party or subprocessor is entitled to
receive compensation from the data exporter for the damage suffered.
2. If a data subject is not able to bring a claim for
compensation in accordance with paragraph 1 against the data exporter,
arising out of a breach by the data importer or his subprocessor of any
of their obligations referred to in Clause 3 or in Clause 11, because the
data exporter has factually disappeared or ceased to exist in law or has
become insolvent, the data importer agrees that the data subject may issue
a claim against the data importer as if it were the data exporter, unless
any successor entity has assumed the entire legal obligations of the data
exporter by contract of by operation of law, in which case the data subject
can enforce its rights against such entity.
The data importer may not rely on a breach by a subprocessor of its obligations
in order to avoid its own liabilities.
3. If a data subject is not able to bring a claim against
the data exporter or the data importer referred to in paragraphs 1 and
2, arising out of a breach by the subprocessor of any of their obligations
referred to in Clause 3 or in Clause 11 because both the data exporter
and the data importer have factually disappeared or ceased to exist in
law or have become insolvent, the subprocessor agrees that the data subject
may issue a claim against the data subprocessor with regard to its own
processing operations under the Clauses as if it were the data exporter
or the data importer, unless any successor entity has assumed the entire
legal obligations of the data exporter or data importer by contract or
by operation of law, in which case the data subject can enforce its rights
against such entity. The liability of the subprocessor shall be limited
to its own processing operations under the Clauses.
Clause 7
Mediation and jurisdiction
1. The data importer agrees that if the data subject
invokes against it third-party beneficiary rights and/or claims compensation
for damages under the Clauses, the data importer will accept the decision
of the data subject:
(a) to refer the dispute to mediation, by an independent
person or, where applicable, by the supervisory authority;
(b) to refer the dispute to the courts in the Member
State in which the data exporter is established.
2. The parties agree that the choice made by the data
subject will not prejudice its substantive or procedural rights to seek
remedies in accordance with other provisions of national or international
law.
Clause 8
Cooperation with supervisory authorities
1. The data exporter agrees to deposit a copy of this
contract with the supervisory authority if it so requests or if such deposit
is required under the applicable data protection law.
2. The parties agree that the supervisory authority
has the right to conduct an audit of the data importer, and of any subprocessor,
which has the same scope and is subject to the same conditions as would
apply to an audit of the data exporter under the applicable data protection
law.
3. The data importer shall promptly inform the data
exporter about the existence of legislation applicable to it or any subprocessor
preventing the conduct of an audit of the data importer, or any subprocessor,
pursuant to paragraph 2. In such a case the data exporter shall be entitled
to take the measures foreseen in Clause 5 (b).
Clause 9
Governing Law
The Clauses shall be governed by the law of the Member State in which
the data exporter is established,
Clause 10
Variation of the contract
The parties undertake not to vary or modify the Clauses. This does not
preclude the parties from adding clauses on business related issues where
required as long as they do not contradict the Clause.
Clause 11
Subprocessing
1. The data importer shall not subcontract any of its
processing operations performed on behalf of the data exporter under the
Clauses without the prior written consent of the data exporter. Where the
data importer subcontracts its obligations under the Clauses, with the
consent of the data exporter, it shall do so only by way of a written agreement
with the subprocessor which imposes the same obligations on the subprocessor
as are imposed on the data importer under the Clauses . Where the subprocessor
fails to fulfil its data protection obligations under such written agreement
the data importer shall remain fully liable to the data exporter for the
performance of the subprocessor's obligations under such agreement.
2. The prior written contract between the data importer
and the subprocessor shall also provide for a third-party beneficiary clause
as laid down in Clause 3 for cases where the data subject is not able to
bring the claim for compensation referred to in paragraph 1 of Clause 6
against the data exporter or the data importer because they have factually
disappeared or have ceased to exist in law or have become insolvent and
no successor entity has assumed the entire legal obligations of the data
exporter or data importer by contract or by operation of law. Such third-party
liability of the subprocessor shall be limited to its own processing operations
under the Clauses.
3. The provisions relating to data protection aspects
for subprocessing of the contract referred to in paragraph 1 shall be governed
by the law of the Member State in which the data exporter is established.
4. The data exporter shall keep a list of subprocessing
agreements concluded under the Clauses and notified by the data importer
pursuant to Clause 5 (j), which shall be updated at least once a year.
The list shall be available to the data exporter's data protection
supervisory authority.
Clause 12
Obligation after the termination of personal data processing services
1. The parties agree that on the termination of the
provision of data processing services, the data importer and the subprocessor
shall, at the choice of the data exporter, return all the personal data
transferred and the copies thereof to the data exporter or shall destroy
all the personal data and certify to the data exporter that it has done
so, unless legislation imposed upon the data importer prevents it from
returning or destroying all or part of the personal data transferred. In
that case, the data importer warrants that it will guarantee the confidentiality
of the personal data transferred and will not actively process the personal
data transferred anymore.
2. The data importer and the subprocessor warrant that
upon request of the data exporter and/or of the supervisory authority,
it will submit its data processing facilities for an audit of the measures
referred to in paragraph 1.
3. This requirement may be satisfied by the sub-processor co-signing the contract entered into between the data exporter and the data importer under this Decision.
APPENDIX 1 TO THE STANDARD CONTRACTUAL CLAUSES
This Appendix forms part of the Clauses and must be completed and signed
by the parties.
The Member States may complete or specify, according to their national
procedures, any additional necessary information to be contained in this
Appendix.
Data exporter
The data exporter is (please specify briefly your activities relevant
to the transfer):
Data importer
The data importer is (please specify briefly activities relevant to the
transfer):
Zhejiang Dahua Technology Co., Ltd
Data subjects
The personal data transferred concern the following categories of data
subjects (please specify):
Partner, Partner’s employees or self-employed workers; Partner’s
customers; Partner’s partners; and shareholders or directors
of all the aboveend user
Categories of data
The personal data transferred concern the following categories of data
(please specify):
Email?password?name(First Name&Last Name)?Company Name?Moblie Phone?Website?Country/Region,
AppId, Appsecret, Device ID, Device IP, Device Mac, Device username, Device
password?Media Stream, Cloud Record, Cloud Picture, Push ID, App Type,
App Name, App Industry, APP Logo
Special categories of data (if appropriate)
The personal data transferred concern the following special categories
of data (please specify):
Processing operations
The personal data transferred will be subject to the following basic processing
activities (please specify):
Storing, recording, use, transmission, collection for the needs of:
User registration, password retrieval, application registration, application
information verification, device bind, device management, alarm push, video
preview, live broadcast sharing, cloud video upload, cloud picture upload,
cloud storage services.
……………………………………………………………………………………………………………………………………………………………………………………………
APPENDIX 2 TO THE STANDARD CONTRACTUAL CLAUSES
This Appendix forms part of the Clauses and must be completed and signed
by the parties.
Description of the technical and organisational security measures implemented
by the data importer in accordance with Clauses 4(d) and 5(c) (or document/legislation
attached):
• Integrity and Confidentiality.Dahua stores passwords
in a way that makes them unintelligible while they are in force.
• Authentication.Dahua uses industry standard practices
to identify and authenticate users who attempt to access information systems.
• SSL encryption in databases with personal data
• All cookies will be set to expire when the browser
is closed.
• Issue different AK/SK for each developer to ensure
that data between developers is not stolen.
• Audio and video media data encryption.
• Use of VPN
• Establishment of Information Security Committee
consisted by the managers of each department, presided by the Chief Director
of IT Department and with the CEO of Zhejiang Dahua Technology Co., Ltd
as consultant.
• Establishment of Information Security Department,
which is responsible for monitoring the implementation of the information
security policy by the employees in every department with the help of a
contact person of each department.
• Implementation of different policies in accordance
with the requirements of ISO27001.
• We have a professional PSIRT team, which is responsible
for receiving, disposing and publicly revealing security vulnerability
related to products and services. Meanwhile, we 4 have established perfect
incident response system and formulated SLA (Service-Level-Agreement) for
different customers according to their individual requirements
• Operational Policy. Dahua maintains security
documents describing its security measures and the relevant procedures
and responsibilities of its personnel who have access to Customer Data.
• Least Privilege.Technical support personnel are
only permitted to have access to Customer Data when needed. Dahua restricts
access to Customer Data to only those individuals who require such access
to perform their job function.
