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Intercompany Data Processing Agreement
"I need an Intercompany Data Processing Agreement under Swiss law for our pharmaceutical group company, where our Zurich headquarters will act as controller for customer data processing by our subsidiary manufacturing facilities across Europe, to be implemented by March 2025."
1. Parties: Identification of the group companies entering into the agreement, including their roles as data controller(s) and data processor(s)
2. Background: Context of the agreement, relationship between the parties, and purpose of the data processing arrangement
3. Definitions: Definitions of key terms used in the agreement, aligned with Swiss FADP and GDPR terminology
4. Scope and Purpose: Detailed description of the data processing activities covered by the agreement
5. Roles and Responsibilities: Clear delineation of roles as controller/processor and respective responsibilities
6. Data Processing Requirements: Specific requirements for processing personal data, including lawful basis and processing principles
7. Security Measures: Overview of required technical and organizational measures to ensure data security
8. Data Subject Rights: Procedures for handling data subject requests and ensuring compliance with their rights
9. Confidentiality: Confidentiality obligations regarding the processed personal data
10. Subprocessing: Conditions and requirements for engaging subprocessors
11. Data Breach Notification: Procedures and timeframes for reporting and handling personal data breaches
12. Audit Rights: Provisions for conducting audits and inspections
13. Term and Termination: Duration of the agreement and termination provisions
14. Return or Deletion of Data: Obligations regarding data handling upon termination
15. Governing Law and Jurisdiction: Specification of Swiss law as governing law and jurisdiction for disputes
1. Cross-Border Transfers: Required when personal data will be transferred outside Switzerland or the EEA, including specific safeguards and transfer mechanisms
2. Industry-Specific Requirements: Additional provisions for specific industries (e.g., banking, healthcare) subject to additional regulatory requirements
3. Joint Controller Provisions: Required when the relationship between the parties qualifies as joint controllership rather than controller-processor
4. Insurance Requirements: Specific insurance obligations for data processing activities, if required by company policy or risk assessment
5. Business Continuity: Specific provisions for ensuring continuous data processing operations, required for critical business functions
6. Data Protection Impact Assessment: Procedures for conducting DPIAs when required by the nature of processing
1. Schedule 1 - Processing Activities: Detailed description of processing activities, including categories of data subjects, types of personal data, and processing purposes
2. Schedule 2 - Technical and Organizational Measures: Detailed description of security measures implemented to protect personal data
3. Schedule 3 - Approved Subprocessors: List of approved subprocessors and their processing activities
4. Schedule 4 - Transfer Mechanisms: Details of mechanisms used for international data transfers, including standard contractual clauses if applicable
5. Schedule 5 - Contact Points: List of key contacts for data protection matters, breach notification, and data subject requests
6. Appendix A - Data Subject Rights Procedure: Detailed procedures for handling data subject requests
7. Appendix B - Data Breach Response Plan: Detailed procedures for responding to and documenting data breaches
Authors
Financial Services
Healthcare
Manufacturing
Technology
Retail
Professional Services
Telecommunications
Insurance
Pharmaceuticals
Energy
Transportation & Logistics
Consumer Goods
Education
Legal
Compliance
Privacy
Information Security
IT
Risk Management
Data Governance
Information Management
Corporate Governance
Procurement
Operations
Chief Privacy Officer
Data Protection Officer
Chief Legal Officer
General Counsel
Privacy Manager
Compliance Officer
Information Security Officer
Chief Information Security Officer
Legal Counsel
Privacy Counsel
Contract Manager
Chief Technology Officer
IT Director
Risk Manager
Corporate Secretary
Head of Compliance
Head of Data Governance
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