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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
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