Data Management Agreement Template for Philippines

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Key Requirements PROMPT example:

Data Management Agreement

"I need a Data Management Agreement for outsourcing our customer data processing to a Philippine BPO company starting March 2025, with strict security measures for handling sensitive financial information and compliance with Philippine banking regulations."

Document background
A Data Management Agreement is essential when one organization (the data controller) engages another organization (the data processor) to perform data processing activities on its behalf in the Philippines. This document is crucial for ensuring compliance with the Data Privacy Act of 2012 and its Implementing Rules and Regulations, as well as guidelines issued by the National Privacy Commission. The agreement typically covers aspects such as data security measures, confidentiality obligations, breach notification procedures, and audit rights. It's particularly important in scenarios involving outsourced data processing, cloud services, or any situation where sensitive personal or business information is being handled by a third party. The Data Management Agreement should be customized based on the type of data being processed, the processing activities involved, and specific industry requirements while maintaining compliance with Philippine data protection laws.
Suggested Sections

1. Parties: Identification of the contracting parties including the Data Controller and Data Processor

2. Background: Context of the agreement and relationship between the parties

3. Definitions: Detailed definitions of terms used throughout the agreement, including technical terms and those defined in Philippine privacy laws

4. Scope and Purpose: Detailed description of the data management services and processing activities covered by the agreement

5. Data Protection Obligations: Compliance requirements with the Data Privacy Act and related regulations, including security measures and privacy principles

6. Rights and Responsibilities: Specific obligations of each party regarding data handling, security, and privacy protection

7. Security Measures: Technical and organizational measures required to protect the data

8. Confidentiality: Obligations regarding data confidentiality and non-disclosure requirements

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

10. Audit Rights: Rights of the data controller to audit compliance and related procedures

11. Term and Termination: Duration of the agreement and conditions for termination

12. Return or Deletion of Data: Procedures for handling data upon contract termination

13. Liability and Indemnification: Allocation of risks and responsibilities between parties

14. Governing Law and Jurisdiction: Specification of Philippine law as governing law and jurisdiction for disputes

Optional Sections

1. Cross-Border Data Transfers: Required when data will be transferred outside the Philippines, including compliance with international data protection requirements

2. Subprocessing: Include when the data processor may engage subprocessors for data handling

3. Data Protection Impact Assessment: Required for high-risk processing activities or large-scale data operations

4. Special Categories of Data: Include when sensitive personal information or special categories of data are being processed

5. Insurance Requirements: Specific insurance obligations for data protection and cyber liability

6. Business Continuity and Disaster Recovery: Include for critical data management services requiring specific recovery procedures

7. Change Control Procedures: Required when frequent changes to data processing activities are anticipated

Suggested Schedules

1. Schedule 1 - Data Processing Specifications: Detailed description of data types, processing purposes, and processing activities

2. Schedule 2 - Technical and Organizational Security Measures: Specific security controls and measures implemented to protect data

3. Schedule 3 - Service Level Agreement: Performance metrics and service levels for data management activities

4. Schedule 4 - Data Breach Response Plan: Detailed procedures for handling and reporting data breaches

5. Schedule 5 - Compliance Documentation: Required certifications, registrations, and compliance documentation

6. Schedule 6 - Authorized Subprocessors: List of approved subprocessors and their roles, if applicable

7. Schedule 7 - Data Transfer Mechanisms: Details of cross-border transfer mechanisms and safeguards, if applicable

8. Appendix A - Contact Details: Key contacts for both parties including Data Protection Officers

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
Relevant Industries

Financial Services

Healthcare

Technology

E-commerce

Education

Telecommunications

Business Process Outsourcing

Insurance

Real Estate

Retail

Manufacturing

Professional Services

Government and Public Sector

Research and Development

Relevant Teams

Legal

Information Technology

Information Security

Compliance

Risk Management

Operations

Procurement

Data Protection

Privacy

Information Governance

Contract Management

Project Management

Relevant Roles

Chief Information Officer

Data Protection Officer

Privacy Officer

Compliance Manager

Information Security Manager

IT Director

Legal Counsel

Risk Manager

Operations Manager

Project Manager

Procurement Manager

Technology Officer

Data Manager

Systems Administrator

Information Governance Manager

Contract Manager

Industries
Data Privacy Act of 2012 (Republic Act 10173): The primary legislation governing personal data protection in the Philippines, establishing requirements for processing personal information, rights of data subjects, and obligations of personal information controllers and processors.
Implementing Rules and Regulations of the Data Privacy Act of 2012: Detailed regulations that provide specific guidelines on how to comply with the Data Privacy Act, including security measures, data breach notification procedures, and registration requirements.
Cybercrime Prevention Act of 2012 (Republic Act 10175): Legislation that deals with cybercrime and can be relevant for data security provisions in data management agreements, particularly regarding unauthorized access and data breaches.
Electronic Commerce Act of 2000 (Republic Act 8792): Laws governing electronic data messages, electronic documents, and electronic signatures, which are relevant for digital data management and storage.
NPC Circular No. 16-01: National Privacy Commission guidelines on security of personal data in information and communications systems, providing specific requirements for data protection measures.
Consumer Act of the Philippines (Republic Act 7394): Relevant when the data management involves consumer information, establishing requirements for consumer data protection and confidentiality.
NPC Circular No. 2020-03: Guidelines on personal data breach management, including notification and documentation requirements for data breaches.
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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