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The Third Party Processing Agreement is essential for organizations in South Africa that outsource the processing of personal information to third parties. This agreement is specifically required under the Protection of Personal Information Act (POPIA), which mandates that a responsible party must have a written contract with any operator that processes personal information on its behalf. The agreement ensures compliance with POPIA's requirements while protecting both parties' interests. It covers crucial aspects such as processing limitations, security measures, confidentiality obligations, and breach notification procedures. This document is particularly important given the significant penalties for POPIA non-compliance and the increasing focus on data protection in South Africa. It should be customized based on the nature of processing activities, sensitivity of personal information involved, and specific operational requirements of the parties.

1. Parties: Identification of the responsible party (data controller) and the operator (data processor)

2. Background: Context of the processing relationship and purpose of the agreement

3. Definitions: Definitions of key terms, incorporating POPIA terminology and agreement-specific definitions

4. Appointment and Scope: Formal appointment of the operator and scope of processing activities authorized

5. Duration: Term of the agreement and renewal provisions

6. Operator Obligations: Core obligations including processing limitations, security measures, and compliance with POPIA

7. Security Requirements: Specific security measures and standards required for data protection

8. Confidentiality: Confidentiality obligations regarding processed personal information

9. Sub-processing: Conditions and requirements for engaging sub-processors

10. Data Subject Rights: Procedures for handling data subject requests and ensuring rights under POPIA

11. Personal Information Breaches: Breach notification and management procedures

12. Audit Rights: Right of responsible party to audit compliance and operator's obligations to demonstrate compliance

13. Return or Destruction of Data: Requirements for data handling upon agreement termination

14. Liability and Indemnity: Allocation of liability and indemnification provisions

15. Termination: Termination rights and consequences

16. General Provisions: Standard contractual provisions including notices, governing law, and dispute resolution