Data Processing Addendum Template for England and Wales

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Key Requirements PROMPT example:

Data Processing Addendum

"I need a Data Processing Addendum for my UK-based software company that will be processing customer data for a healthcare provider, with specific provisions for handling sensitive medical information and strict security measures."

Document background
The Data Processing Addendum is essential when one party processes personal data on behalf of another under UK law. This document is required to comply with Article 28 of the UK GDPR and the Data Protection Act 2018, ensuring appropriate safeguards are in place for data processing activities. The DPA details processing instructions, security requirements, confidentiality obligations, and procedures for handling data subjects' rights. It becomes particularly crucial when services involve the handling of personal data, whether through cloud services, outsourcing, or other business arrangements within England and Wales.
Suggested Sections

1. Parties: Identification of data controller and data processor

2. Background: Context of the processing relationship and reference to main agreement

3. Definitions: Key terms used in the DPA, including those from UK GDPR and DPA 2018

4. Scope and Purpose: Details of what personal data will be processed and for what purposes

5. Processor Obligations: Core obligations of the processor under UK GDPR Article 28

6. Security Measures: Technical and organizational measures for data protection

7. Sub-processing: Rules and restrictions on appointment of sub-processors

8. Data Breach Notification: Procedures for handling and reporting data breaches

9. Term and Termination: Duration of the DPA and termination provisions

Optional Sections

1. Cross-border Transfers: Provisions for international data transfers when personal data will be transferred outside the UK

2. Industry-Specific Compliance: Additional requirements for specific sectors when processing occurs in regulated industries (e.g., healthcare, financial services)

3. Data Protection Impact Assessment: Requirements for DPIAs when processing is likely to result in high risk to individuals

Suggested Schedules

1. Processing Details Schedule: Detailed description of processing activities, categories of data subjects and personal data

2. Technical and Organizational Measures: Detailed security measures implemented by the processor

3. Approved Sub-processors: List of pre-approved sub-processors and their processing activities

4. Transfer Mechanisms: Standard Contractual Clauses or International Data Transfer Agreement if applicable

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Industries

UK GDPR: The UK General Data Protection Regulation - the primary data protection legislation in the UK post-Brexit, setting out the key principles, rights and obligations for processing personal data

Data Protection Act 2018: The UK's implementation of data protection legislation that works alongside and supplements the UK GDPR, providing additional local requirements and exemptions

PECR: Privacy and Electronic Communications Regulations - specific rules for electronic communications, including electronic marketing, cookies and privacy in telecommunications

NIS Regulations 2018: Network and Information Systems Regulations - focusing on cybersecurity requirements for essential services and digital service providers

Common Law Duty of Confidentiality: Legal principle requiring information shared in confidence to be protected and only disclosed with permission or legal requirement

EU GDPR: European Union General Data Protection Regulation - relevant for cross-border data transfers between UK and EU, and when dealing with EU data subjects

UK IDTA: UK International Data Transfer Agreement - mechanism for ensuring adequate protection when transferring personal data outside the UK

Standard Contractual Clauses: Standard contractual terms approved by regulatory authorities for international data transfers

ICO Guidance: Official guidance from the Information Commissioner's Office, the UK's data protection regulator, providing practical interpretation of data protection requirements

EDPB Guidelines: European Data Protection Board guidelines providing interpretation and consistency in application of data protection rules, relevant for UK-EU relationships

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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