Конфиденциальность

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О компании IBCC


Конфиденциальность

IBCC Privacy Policy

IBCC appreciates your privacy and places the highest importance on protecting the integrity of your data, whether about you, your company, your transactions, your products or your services, in accordance with applicable legislation. This section of our site is intended to provide you with information about personal data processing and data protection in IBCC.

This policy is intended to inform you about what data we collect, why we collect it, how we use it and your rights in this regard. Below is a simplified version of our privacy policy. IBCC recommends that you further familiarize yourself with the more detailed version applicable to your relationship with IBCC by following the links to the data protection information relevant to you:

 

Please do not hesitate to contact us at privacy@ibcc.info with any questions or concerns you may have.

Simplified Privacy Policy, effective May 22, 2018

  1. Data Controller

    IBCC is the controller of your personal data, and you can contact us at privacy@ibcc.info or by mail at:
    IBC Company Formations Limited
    Registered office at 10 McCurtain Hill, Clonakilty, Co. Cork, Ireland
    or
    Business address at Dominick Court, 41 Dominick Street Lower, Dublin 1, Ireland

  2. Data collected

    IBCC collects data (personal and otherwise) such as name, email address, postal address, telephone number, as well as website data via cookies – IP address, data and time of website access, pages viewed, browsing preferences, type of browser. Please see our more detailed Cookie Statement for further information.

  1. How IBCC protects data

    IBCC places the highest importance on protecting your data and we maintain a strict privacy policy to make sure that data located on our servers is not lost or unlawfully disclosed.

     

  1. Purpose of data collection

    IBCC collects your data in order to be able to best provide you the services contracted, as well as to communicate with you efficiently, send you our news and offers, and also to be able to continuously improve our service.

     

  1. How data is collected

    IBCC receives most of the data it collects directly from you, when you enter into agreements for IBCC’s services. Other web-related data is collected automatically via cookies on our web site. Please see our more detailed Cookie Statement for further information.

     

  2. How data is used

    IBCC only uses your data in furtherance of the services we provide to you, and our employees only have access to it as far as necessary to fulfill your requests. Each IBCC employee is obligated to observe strict confidentiality with respect to your data. We only transfer your data to third parties in furtherance of our services or at your instruction. If you consent, we will use your email to send you news and information about IBCC and its products from time to time. You may withdraw your consent to receive such information by sending us an email to privacy@ibcc.info.

     

  3. How long data is kept

    IBCC keeps your data as long as you are in a business relationship with us, only for the purpose intended, and always in compliance with all applicable laws (including the EU 4th Directive regarding Anti Money Laundering).
    For further details on our Data protection policy please click on the appropriate link below:

     

 

 

COOKIE statement

Information about our use of cookies

From time to time, IBCC may place information on your computer which allows IBCC to recognize your computer. This information is commonly known as a “cookie”. Typically, cookies enable collection of certain information regarding your computer, including your internet protocol (IP) address, your computer’s operating system, your browser type and the address of any referring sites. Cookies are intended to enable and enhance IBCC’s services as provided by accessing the website or entering into a contract for services (the “Service”).

By accessing or continuing to access the Service, you agree to our use of cookies.

A cookie is a small file of letters and numbers that we store on your browser or the hard drive of your computer if you agree. Cookies contain information that is transferred to your computer’s hard drive.

We use the following cookies:

  • Strictly necessary cookies. These are cookies that are required for the operation of our Service. They include, for example, cookies that enable you to log into secure areas of our Service, make use of e-billing services, etc.

  • Analytical/performance cookies. They allow us to recognize and count the number of visitors and to see how visitors move around our Service when they are using it. This helps us to improve the way our Service works, for example, by ensuring that users are finding what they are looking for easily.

  • Functionality cookies. These are used to recognize you when you return to our Service. This enables us to personalize our content for you, greet you by name and remember your preferences (for example, your choice of language or region).

  • Targeting cookies. These cookies record your visit to our Service, the pages/sections you have visited and the links you have followed. We will use this information to make our Service and the advertising displayed on it more relevant to your interests. We may also share this information with third parties for this purpose.

Please note that third parties (including, for example, advertising networks and providers of external services like web traffic analysis services) may also use cookies, over which we have no control. These cookies are likely to be analytical/performance cookies or targeting cookies.

You may block cookies by activating the setting on your browser that allows you to refuse the setting of all or some cookies. However, if you use your browser settings to block all cookies (including essential cookies) you may not be able to access all or parts of our Service.

CONTACT DATA PROTECTION ADDENDUM

EU GDPR compliant version

Effective Date: 22 May 2018

Protecting the integrity of your data, whether about you, your company, your transactions, your products or your service, is our highest priority. The commitment to keep your personal data confidential and secure at all times and the personal data processing practices in our business activities are explained below. Your personal data is processed in accordance with all applicable laws and regulations.

When you are representing our customer or vendor company and engaged with us (e.g. using or buying the products or services from us or selling products or services to us) (“Business Activity”), this Contact Data Protection Statement («Statement«) is intended to provide you with general information on the processing of your personal data («Contact Data«).  

Please read this Statement carefully prior to accessing or participating in any Business Activity. By accessing or participating in the Business Activity and/or submitting (directly or indirectly) your Contact Data in connection with the Business Activity, you express your understanding to the processing of your Contact Data in the manner provided in this Statement. Otherwise, we expect you will immediately discontinue accessing or participating in the Business Activity, and you will not provide or will cease to provide your Contact Data to us. However, please note that absence of your Contact Data might fully or partially prevent us from fulfilling or executing the Business Activity.

The Data Controller

For the purposes of the General Data Protection Regulation 2016/679 (“GDPR”), IBCC is the Data Controller.

IBC Company Formations Limited

Duly organized and registered in Ireland under company number 522724

Registered office at 10 McCurtain Hill, Clonakilty, Co. Cork, Ireland

Business address at Dominick Court, 41 Dominick Street Lower, Dublin 1, Ireland

Telephone: +371 67333957

E-mail: info@ibcc.info

IBCC’s Data Protection Officer is Ms. Indra Priede. Please direct any communication regarding this statement to privacy@ibcc.info.

Our Data Collection Methods

Accessing or participating in some Business Activities with us you will need to provide us with certain Contact Data. Depending on the Business Activity, it is also possible that all or certain Contact Data is collected interactively from you (e.g. in a sales meeting or by phone or by e-mail, etc.) without subjecting you to any computerized data collection method.

In addition to collecting Contact Data from you personally, we may collect your Contact Data from other sources, including but not limited to other persons providing services for us or working with us as agents, vendors, banks, payment platforms, etc., or Internet resources as www.google.com, www.facebook.com, www.linkedin.com, etc., or other data bases IBCC has access to, such as www.complyadvantage.com, etc.

Furthermore, in the course of your participation in any Business Activity electronically, we may automatically track certain Contact Data concerning you, such as your IP address, the source of your visit and type of web browser even prior to explicitly requesting any of your Contact Data.

It is not statutory for you as the Contact Data subject to provide the Contact Data, but certain Contact Data is required to execute or enter into a Business Activity (such as business contract) with IBCC. Lack of or failure to provide Contact Data prevents or may prevent the Business Activity (such as business contract) as the case may be.

The Data We Collect and Process

Basic Contact Data consists typically of your name, e-mail address, residence address, telephone number and the name of your employing company (if applicable).

In addition, we may collect other types of Contact Data that are necessary for the Business Activity in question. For Customers, we also collect marketing data such as preferred survey method, E-mail marketing consent, SMS marketing consent, and similar. For Vendors and Agents, we also collect data regarding access to IBCC digital platforms and miscellaneous business information, among others.

Generally, to the extent permitted by applicable laws and regulations, we retain your Contact Data at most five (5) years after the last Business Activity where you have been involved, but the specific retention period is described in the relevant Description. Additionally, as the case may require, we may have to extend Contact Data retention on the grounds of establishment, exercise or defense of legal claims or execution of our internal investigations. This retention period is justified due to our obligations or needs related to e.g. product and service warranties, product liability statutes as well as burdens of proofs in possible litigation situations.

The Purposes of Data Collection and Processing

The primary purpose of collecting and processing your Contact Data is to make the Business Activity and related products and services available for you. Additionally, among other defined processing purposes, we may use your Contact Data to communicate with you.  For instance, we may provide additional information relating to our products and/or services or other similar topics. The information may contain advertising in the form of electronic direct marketing or otherwise. If direct marketing is included in the Business Activity, we take into account related special safeguard requirements, including consistently providing you with the option to unsubscribe from our marketing activities. We may also use your Contact Data for research and development purposes such as improving and developing our IT systems and business processes.

The purpose of use of the Contract Data may include business development and reporting, quality management, research and development of products and services, research and development of IBCC IT infrastructure, invoicing, taxation and related financial transactions, and other purposes to further the conduct of business.

At all times and independent of any single purpose of processing we strive for efficient and secure Contact Data processing. This includes continued development of the Business Activities to ensure high quality and a broader scope and availability of our products and services.

Lawfulness of Processing of Contact Data

Processing of your Contact Data is generally and primarily based on legitimate interest of the data controllers. Based on defined purposes of uses of Contact Data and relationship between data controllers and Contact Data subjects, the primary legitimate interest of the data controllers is the possibility to conduct justified and lawful business according to applicable legislation.

Secondarily, for certain Contact Data subjects, our processing of Contact Data is based on direct or indirect contractual relationship: processing is necessary for the performance of a contract to which the data subject is party or in order to take steps at the request of the data subject prior to entering into a contract, and processing is necessary for compliance with a legal obligation to which the controller is subject.

Disclosures and Transfers of Contact Data

Your Contact Data may be transferred to our affiliates or to third parties (e.g. agents, vendors, banks, payment platforms, etc.) who process Contact Data on our behalf for the purposes described in this Statement and in the relevant Description. In this way, we do not release the Contact Data from our effective control. In some circumstances, we may have to disclose your Contact Data by law, because a court or the police or other law enforcement agency has asked us for it.

Due to technical and practical requirements, your Contact Data may be processed in locations other than the country in which you are situated, including locations outside the European Union or European Economic Area (incl. Switzerland). Therefore, countries to which your Contact Data may be sent/accessed from may have a different standard of data protection than the country in which you are situated. However, in all such cases, the processing of Contact Data shall be in accordance with applicable legislations (e.g. justified by EU Commission standard contractual clauses) and our data processing policies and instructions.

Contact Data are transferred outside EU and/or EEA (incl. Switzerland) only as allowed by and in accordance with applicable laws. In case of absence of EU Commission adequacy decisions, EU Commission standard contractual clauses (of type controller to processor, EU Commission decision 2010/87/EU) are used as appropriate or suitable safeguards for these data transfers. Copies of the standard contractual clauses will be available through the contact details mentioned below. Furthermore, if EU Commission adequacy decisions are applicable we may rely on them.

If your Contact Data is transferred to external data processors (e.g. agents, vendors, banks, payment platforms, etc.) appropriate contractual arrangements (including EU Commission standard contractual clauses, as applicable), as required by the applicable laws, are executed to secure lawful and appropriate processing of your Contact Data.

We may also share your Contact Data with a purchaser or potential purchaser of our business.

We may provide aggregate statistics about our customers, sales, traffic patterns, and other related Business Activity information to reputable third parties, but these statistics are anonymized and will not include your Contact Data.

Security

Unfortunately, the transmission of information via the internet is not completely secure. We cannot fully guarantee the security of your Contact Data transmitted to us; any such transmission is therefore at your own risk. Once we have received your information, we will use strict procedures and security features to prevent unauthorized and illegal access, alteration and denial of use of your Contact Data.

Your Contact Data is protected by technical and organizational measures against accidental and/or unlawful access, alteration, destruction or other processing including unauthorized disclosure and transfer of your Contact Data.

Such measures include but are not necessarily limited to proper firewall arrangements, appropriate encryption of telecommunication and messages as well as use of secure and monitored equipment and server rooms. Data security is of special concern when third parties (e.g. data processing subcontractors) providing and implementing IT systems and services are retained.

IBCC duly observes data security requirements in IT system access management and monitoring of access to IT systems. Access to your Contact Data is available only in the internal networks of IBCC. Personnel processing your Contact Data as part of their tasks is trained and properly instructed in data protection and data security matters.

Use of Cookies

From time to time, we may place information on your computer which allows us to recognize your computer. This information is commonly known as a “cookie”. Typically, cookies enable collection of certain information regarding your computer, including your internet protocol (IP) address, your computer’s operating system, your browser type and the address of any referring sites. Cookies are intended to improve availability and quality of the Business Activity. A separate Cookie Statement explains the cookies in detail (references to this Statement above and below include also the contents of the Cookie Statement unless otherwise stated case by case). In case of possible discrepancy, the information provided in the Cookie Statement prevails over information of this Statement.

 

Your Rights

In accordance with applicable legislation, you, as the data subject, have at any time the right to:

  • Object to the processing of your Contact Data for the purposes of direct marketing, market research and opinion polls; and

  • On grounds relating to your particular situation, object to the processing of your Contact Data when lawfulness of processing is based on legitimate interest of the data controllers.

 

In accordance with the law, you as the Contact Data subject have at any time the right to:

  • Access your own Contact Data and at request, receive a copy of your Contact Data and related supplementary information concerning Contact Data processing as required by the law;

  • Request, provided that the purposes of data processing allow:

    1. Inaccurate Contact Data to be rectified,

    2. Incomplete Contact Data to be supplemented, and

    3. Outdated or obsolete Contact Data to be erased;

  • Be forgotten by IBCC if:

    1. Your Contact Data are no longer necessary in relation to the purposes of Contact Data processing,

    2. You, as the Contact Data subject, have objected to the data processing pursuant to grounds pertaining to your particular situation and there are no overriding legitimate grounds for the data processing,

    3. You, as the Contact Data subject, have objected to the processing of your Contact Data for the purposes of direct marketing, market research and opinion polls, or

    4. Your Contact Data have been unlawfully processed by IBCC;

  • Restrict the processing of your Contact Data if:

    1. You contest the accuracy of the Contact Data,

    2. The processing is unlawful, and you as the Contact Data subject opposes the erasure of your Contact Data and you request the restriction instead,

    3. The data controllers no longer need your Contact Data for the purposes of use, but your Contact Data are required by Contact Data subject for the establishment, exercise or defense of legal claims, or

    4. You have objected to processing pursuant to legitimate reasons and pending the verification whether the legitimate interests of the data controller override those of the data subject;

  • Receive your Contact Data, which you have provided to data controllers, in a structured, commonly used and machine-readable format and have the right to transmit those data to other data controller when the processing is necessary for performance of a contract where the data subject is involved; or

  • Lodge a complaint with a supervisory authority (Office of the Data Protection Commissioner, www.dataprotection.ie).

In order to use these rights, you shall contact the Data Controller mentioned in writing (incl. e-mail). However, the request may be declined where allowed or required under the law. 

Other Websites

Our Business Activity related information sources may, from time to time, contain links to and from the websites of our partner networks, advertisers and affiliates. If you follow a link to any of these websites, please note that these websites are separate from our websites and do not operate under this Statement or any other data protection communication of us, but have their own privacy policies, data protection statements or similar announcements. We do not accept any responsibility or liability for these policies, statements and announcements or the lack of them or your use of such websites. Please check these policies, statements and/or any other data protection documents before you submit any Contact Data to these websites.


Changes to This Statement 

From time to time, this Statement may have to be changed or amended. In addition, the access to the Business Activity may be modified or revoked at any time with or without notice. It is therefore recommended that you revisit this Statement periodically to review any changes to this Statement.

 

Our Responsibility and Contacting Us

IBC Company Formations Limited, duly organized and registered in Ireland under company number 522724, (also “IBCC”, “we”, «us», «our» above and below), are the data controllers for your personal data. IBCC has the general responsibility and ultimate mastery on Contact Data and responsible for transfers of Contact Data outside EU/EEA, as well as centralized IT subcontracting. Other companies (agents, vendors, banks, payment platforms, etc.) may act as data processors for your personal data on behalf of the data controllers.

If you want to contact us on data protection related matters, please send us an e-mail at privacy@ibcc.info.

GDPR Compliance Addendum

EU GDPR compliant version

Effective Date: 22 May 2018

Professional Client

IBC Company Formations Limited

Duly organized and registered in Ireland under company number 522724

Registered office at 10 McCurtain Hill, Clonakilty, Co. Cork, Ireland

Business address at Dominick Court, 41 Dominick Street Lower, Dublin 1, Ireland

Telephone: +371 67333957

E-mail: info@ibcc.info

Service Provider

External data processor (e.g. agent, vendor, bank, payment platform, etc.) which provides Services to Professional Client’s customers on Professional Client’s behalf and which is involved in processing of personal data from individuals in the EU (any natural persons representing customer companies of Professional Client), where Professional Client is a data controller and Service Provider is a data processor according to the GDPR, where Service Provider might be located in a third-country and/or may engage Subprocessors and/or Personal Data may be transferred from the EEA to a third-country.

Addendum

This Data Protection Addendum which forms part of the Principal Agreement.

Applicable Laws

(a) European Union or Member State laws with respect to any Personal Data in respect of which Professional Client is subject to EU Data Protection Laws; and (b) any other applicable law with respect to any Personal Data in respect of which Professional Client is subject to any other Data Protection Laws.

Contracted Processor

Service Provider or Subprocessor.

Data Protection Laws

EU Data Protection Laws and, to the extent applicable, the data protection or privacy laws of any other country.

EEA

The European Economic Area.

EU Data Protection Laws

EU Directive 95/46/EC, as transposed into domestic legislation of each Member State and as amended, replaced or superseded from time to time, including by the GDPR and laws implementing or supplementing the GDPR.

GDPR

EU General Data Protection Regulation 2016/679.

Personal Data

Any Personal Data Processed by a Contracted Processor on behalf of Professional Client pursuant to or in connection with the Principal Agreement.

Principal Agreement

Letter of Appointment concluded between Service Provider and Professional Client, where this Addendum forms part of Principal Agreement.

Restricted Transfer

(a) Transfer of Personal Data from Professional Client to Contracted Processor; or (b) an onward transfer of Personal Data from Contracted Processor to Contracted Processor, or between two establishments of Contracted Processor; in each case, where such transfer would be prohibited by Data Protection Laws (or by the terms of data transfer agreements put in place to address the data transfer restrictions of Data Protection Laws) in the absence of the Standard Contractual Clauses to be established according this Addendum.

Services

Services and other activities to be supplied to or carried out by or on behalf of Service Provider to Professional Client’s customers on Professional Client’s behalf pursuant to Principal Agreement.

Standard Contractual Clauses

Contractual Clauses set out in Annex 1 of this Addendum.

Subprocessor

Any person (including any third party but excluding employees of Service Provider or any of its subcontractors) appointed by or on behalf of Service Provider to Process Personal Data on behalf of Professional Client in connection with the Principal Agreement.

The terms, «Commission», «Controller», «Data Subject», «Member State», «Personal Data», «Personal Data Breach», «Processing» and «Supervisory Authority» shall have the same meaning as in the GDPR, and their cognate terms shall be construed accordingly.

The word «include» shall be construed to mean include without limitation, and cognate terms shall be construed accordingly.

The terms used in this Addendum shall have the meanings set forth in this Addendum. Capitalized terms not otherwise defined herein shall have the meaning given to them in the Principal Agreement. Except as modified in this Addendum, the terms of the Principal Agreement shall remain in full force and effect.

In consideration of the mutual obligations set out herein, the parties hereby agree that the terms and conditions set out in this Addendum shall be added as an Addendum to the Principal Agreement. Except where the context requires otherwise, references in this Addendum to the Principal Agreement are to the Principal Agreement as amended by, and including, this Addendum.

Processing of Personal Data

Service Provider shall:

  • Comply with all applicable Data Protection Laws in the Processing of Personal Data; and

  • Not Process Personal Data other than on the relevant Professional Client’s documented instructions unless Processing is required by Applicable Laws to which the relevant Contracted Processor is subject, in which case Service Provider shall to the extent permitted by Applicable Laws inform Professional Client of that legal requirement before the relevant Processing of that Personal Data.

Professional Client shall:

  • Instruct Service Provider (and authorises Service Provider to instruct each Subprocessor) to:

            1. Process Personal Data; and
            2. In particular, transfer Personal Data to any country or territory, as reasonably necessary for the provision of the Services and consistent with the Principal Agreement; and
  • Warrants and represents that it is and will at all relevant times remain duly and effectively authorised to give the instruction set out in this Addendum on behalf of Professional Client’s customers.

Service Provider (and Subprocessors) can find

  • CONTACT DATA PROTECTION STATEMENT

on Professional Client’s website www.ibcc.info which sets out certain information regarding the Contracted Processors’ Processing of the Personal Data as required by Article 28(3) of the GDPR (and, possibly, equivalent requirements of other Data Protection Laws). Professional Client may make reasonable amendments to the documents noted above from time to time as Professional Client reasonably considers necessary to meet those requirements.

Service Provider Personnel

Service Provider shall take reasonable steps to ensure the reliability of any employee, agent or contractor of any Contracted Processor who may have access to the Personal Data, ensuring in each case that access is strictly limited to those individuals who need to know / access the relevant Personal Data, as strictly necessary for the purposes of the Principal Agreement, and to comply with Applicable Laws in the context of that individual’s duties to the Contracted Processor, ensuring that all such individuals are subject to confidentiality undertakings or professional or statutory obligations of confidentiality.

Security

Taking into account the state of the art, the costs of implementation and the nature, scope, context and purposes of Processing as well as the risk of varying likelihood and severity for the rights and freedoms of natural persons, Service Provider shall in relation to the Personal Data implement appropriate technical and organizational measures to ensure a level of security appropriate to that risk, including, as appropriate, the measures referred to in Article 32(1) of the GDPR.

In assessing the appropriate level of security, Service Provider shall take account in particular of the risks that are presented by Processing, in particular from a Personal Data Breach.

Subprocessing

Professional Client authorises Service Provider to appoint (and permit each Subprocessor appointed in accordance with this Addendum) Subprocessors in accordance with this Section of this Addendum and any restrictions in the Principal Agreement.

Service Provider shall give Professional Client prior written notice of the appointment of any Subprocessor, including full details of the Processing to be undertaken by the Subprocessor. If within 1 (one) month of receipt of that notice Professional Client notifies Service Provider in writing of any objections (on reasonable grounds) to the proposed appointment, then Service Provider shall not appoint (or disclose any Personal Data to) that proposed Subprocessor until reasonable steps have been taken to address the objections raised by Professional Client and Professional Client has been provided with a reasonable written explanation of the steps taken.

With respect to each Subprocessor, Service Provider shall:

  • Before the Subprocessor first Processes Personal Data, carry out adequate due diligence to ensure that the Subprocessor is capable of providing the level of protection for Personal Data required by the Principal Agreement;

  • Ensure that the arrangement between on the one hand (a) Service Provider, or (b) the relevant intermediate Subprocessor; and on the other hand, the Subprocessor, is governed by a written contract including terms which offer at least the same level of protection for Personal Data as those set out in this Addendum and meet the requirements of Article 28(3) of the GDPR;

  • If that arrangement involves a Restricted Transfer, ensure that the Standard Contractual Clauses are at all relevant times incorporated into the agreement between on the one hand (a) Service Provider, or (b) the relevant intermediate Subprocessor; and on the other hand, the Subprocessor, or before the Subprocessor first Processes Personal Data procure that it enters into an agreement incorporating the Standard Contractual Clauses with Professional Client; and

  • Provide to Professional Client for review such copies of the Contracted Processors’ agreements with Subprocessors (which may be redacted to remove confidential commercial information not relevant to the requirements of this Addendum) as Professional Client may request from time to time.

Service Provider shall ensure that each Subprocessor performs the obligations under respective Sections of this Addendum which apply to Processing of Personal Data carried out by that Subprocessor, as if it were party to this Addendum in place of Service Provider.

Data Subject Rights

Taking into account the nature of the Processing, Service Provider shall assist Professional Client by implementing appropriate technical and organizational measures, insofar as this is possible, for the fulfilment of the Professional Client’s obligations, as reasonably understood by Professional Client, to respond to requests to exercise Data Subject rights under the Data Protection Laws.

Service Provider shall:

  • Promptly notify Professional Client if any Contracted Processor receives a request from a Data Subject under any Data Protection Law in respect of Personal Data; and

  • Ensure that the Contracted Processor does not respond to that request except on the documented instructions of Professional Client or as required by Applicable Laws to which the Contracted Processor is subject, in which case Service Provider shall to the extent permitted by Applicable Laws inform Professional Client of that legal requirement before the Contracted Processor responds to the request.

Personal Data Breach

Service Provider shall notify Professional Client without undue delay upon Service Provider or any Subprocessor becoming aware of a Personal Data Breach affecting Personal Data, providing Professional Client with sufficient information to allow Professional Client to meet any obligations to report or inform Data Subjects of the Personal Data Breach under the Data Protection Laws.

Service Provider shall co-operate with Professional Client and take such reasonable commercial steps as are directed by Professional Client to assist in the investigation, mitigation and remediation of each such Personal Data Breach.

Data Protection Impact Assessment and Prior Consultation

Service Provider shall provide reasonable assistance to Professional Client with any data protection impact assessments, and prior consultations with Supervising Authorities or other competent data privacy authorities, which Professional Client reasonably considers to be required of Professional Client by Article 35 or 36 of the GDPR or equivalent provisions of any other Data Protection Law, in each case solely in relation to Processing of Personal Data by, and taking into account the nature of the Processing and information available to the Contracted Processors.

Deletion or return of Personal Data

Professional Client may in its absolute discretion by written notice to Service Provider within 1 (one) month of the date of cessation of any Services involving the Processing of Personal Data (the «Cessation Date»), require Service Provider to (a) return a complete copy of all Personal Data to Professional Client by secure file transfer in such format as is reasonably notified by Professional Client to Service Provider; and (b) delete and procure the deletion of all other copies of Personal Data Processed by any Contracted Processor. Service Provider shall comply with any such written request within 1 (one) month of the Cessation Date.

Each Contracted Processor may retain Personal Data to the extent required by Applicable Laws and only to the extent and for such period as required by Applicable Laws and always provided that Service Provider shall ensure the confidentiality of all such Personal Data and shall ensure that such Personal Data is only Processed as necessary for the purpose(s) specified in the Applicable Laws requiring its storage and for no other purpose.

Service Provider shall provide written certification to Professional Client that it and its Subprocessors have fully complied with this Section of this Addendum within 1 (one) month of the Cessation Date.

Audit rights

Service provider shall make available to Professional Client on request all information necessary to demonstrate compliance with this Addendum, and shall allow for and contribute to audits, including inspections, by Professional Client or an auditor mandated by professional Client in relation to the Processing of the Personal Data by the Contracted Processors.

Professional Client undertaking an audit shall give Service Provider reasonable notice of any audit or inspection to be conducted under this Section of this Addendum and shall make (and ensure that each of its mandated auditors makes) reasonable endeavours to avoid causing (or, if it cannot avoid, to minimize) any damage, injury or disruption to the Contracted Processors’ premises, equipment, personnel and business while its personnel are on those premises in the course of such an audit or inspection. A Contracted Processor need not give access to its premises for the purposes of such an audit or inspection:

  • To any individual unless he or she produces reasonable evidence of identity and authority;

  • Outside normal business hours at those premises, unless the audit or inspection needs to be conducted on an emergency basis and Professional Client undertaking an audit has given notice to Service Provider that this is the case before attendance outside those hours begins; or

  • For the purposes of more than 1 (one) audit or inspection, in respect of each Contracted Processor, in any calendar year, except for any additional audits or inspections which:

            1. Professional Client undertaking an audit reasonably considers necessary because of genuine concerns as to Service Provider’s compliance with this Addendum; or
            2. Professional Client is required or requested to carry out by Data Protection Law, a Supervisory Authority or any similar regulatory authority responsible for the enforcement of Data Protection Laws in any country or territory, where Professional Client undertaking an audit has identified its concerns or the relevant requirement or request in its notice to Service Provider of the audit or inspection.

Restricted Transfers

Professional Client (as «data exporter») and each Contracted Processor (as «data importer») hereby enter into the Standard Contractual Clauses in respect of any Restricted Transfer from Professional Client to that Contracted Processor.

The Standard Contractual Clauses shall come into effect on the later of:

  • The data exporter becoming a party to them;

  • The data importer becoming a party to them; and

  • Commencement of the relevant Restricted Transfer.

This Section of this Addendum shall not apply to a Restricted Transfer unless its effect, together with other reasonably practicable compliance steps (which, for the avoidance of doubt, do not include obtaining consents from Data Subjects), is to allow the relevant Restricted Transfer to take place without breach of applicable Data Protection Law.

Service Provider warrants and represents that, before the commencement of any Restricted Transfer to a Subprocessor, Service Provider entries into the Standard Contractual Clauses under this Section of this Addendum, and agreement to variations to those Standard Contractual Clauses.

Governing law and jurisdiction

Without prejudice to Clauses “Mediation and Jurisdiction” and “Governing Law” of the Standard Contractual Clauses:

  • The parties to this Addendum hereby submit to the choice of jurisdiction stipulated in the Principal Agreement with respect to any disputes or claims howsoever arising under this Addendum, including disputes regarding its existence, validity or termination or the consequences of its nullity; and

  • This Addendum and all non-contractual or other obligations arising out of or in connection with it are governed by the laws of the country or territory stipulated for this purpose in the Principal Agreement.

Order of precedence

Nothing in this Addendum reduces Service provider’s obligations under the Principal Agreement in relation to the protection of Personal Data or permits Service Provider to Process (or permit the Processing of) Personal Data in a manner which is prohibited by the Principal Agreement. In the event of any conflict or inconsistency between this Addendum and the Standard Contractual Clauses, the Standard Contractual Clauses shall prevail.

Subject to this Section of this Addendum, with regard to the subject matter of this Addendum, in the event of inconsistencies between the provisions of this Addendum and any other agreements between the parties, including the Principal Agreement and including (except where explicitly agreed otherwise in writing, signed on behalf of the parties) agreements entered into or purported to be entered into after the date of this Addendum, the provisions of this Addendum shall prevail.

Changes in Data Protection Laws, etc.

Professional Client may from time to time make any variations to this Addendum and the Standard Contractual Clauses, as they apply to Restricted Transfers which are subject to a particular Data Protection Law, which are required, as a result of any change in, or decision of a competent authority under, that Data Protection Law, to allow those Restricted Transfers to be made (or continue to be made) without breach of that Data Protection Law.

It is the recommendation of Professional Client that Service Provider and Subprocessors revisits professional Client’s website www.ibcc.info periodically to review any changes to this Addendum (and related documents).

Severance

Should any provision of this Addendum be invalid or unenforceable, then the remainder of this Addendum shall remain valid and in force. The invalid or unenforceable provision shall be either (i) amended as necessary to ensure its validity and enforceability, while preserving the parties’ intentions as closely as possible or, if this is not possible, (ii) construed in a manner as if the invalid or unenforceable part had never been contained therein.

Coming into force

This Addendum is entered into and becomes a binding part of the Principal Agreement with effect from the date on the later of:

  • Date of the Principal Agreement; or

  • 22 May 2018.

ANNEX 1: STANDARD CONTRACTUAL CLAUSES

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.

Data exporting organization:

Professional Client as specified in GDPR Compliance Addendum:

IBC Company Formations Limited

Duly organized and registered in Ireland under company number 522724

Registered office at 10 McCurtain Hill, Clonakilty, Co. Cork, Ireland

Business address at Dominick Court, 41 Dominick Street Lower, Dublin 1, Ireland

Telephone: +371 67333957

E-mail: info@ibcc.info

(the “data exporter”)

And

Data importing organization:

Any Service Provider (and Subprocessors) as specified in GDPR Compliance Addendum where Restricted Transfer is involved as specified in GDPR Compliance Addendum


(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:

  • CONTACT DATA PROTECTION STATEMENT

Background

The data exporter has entered into a GDPR Compliance Addendum (“Addendum”) with the data importer. Pursuant to the terms of the Addendum, it is contemplated that services provided by the data importer will involve the transfer of personal data to data importer. Data importer is located in a country not ensuring an adequate level of data protection. To ensure compliance with Directive 95/46/EC and applicable data protection law, the controller agrees to the provision of such services, including the processing of personal data incidental thereto, subject to the data importer’s execution of, and compliance with, the terms of these Clauses.

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

  • CONTACT DATA PROTECTION STATEMENT

(which can be found on webpage www.ibcc.info) 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;

(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 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 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;

(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.