Data Processing Contract Template for Saudi Arabia

A Data Processing Contract is essential when an organization (the data controller) engages another organization (the data processor) to process personal data on its behalf in Saudi Arabia. This document is required under Saudi Arabia's Personal Data Protection Law (PDPL) and must be in place before any processing activities commence. It details the scope of processing, security measures, confidentiality obligations, and compliance requirements, while ensuring adherence to Saudi Arabian data protection regulations. The contract is particularly crucial given Saudi Arabia's evolving digital landscape and increasing focus on data protection, requiring careful consideration of local legal requirements, including data localization rules, cross-border transfer restrictions, and cybersecurity standards. This agreement serves as a critical compliance tool while providing clarity on roles, responsibilities, and liability allocation between the parties involved in data processing activities.

1. Parties: Identification of the Data Controller and Data Processor, including full legal names, registration details, and addresses

2. Background: Context of the agreement, relationship between parties, and general purpose of the data processing activities

3. Definitions: Key terms used in the agreement, including those defined in PDPL and other relevant Saudi regulations

4. Scope and Purpose of Processing: Detailed description of authorized processing activities, types of personal data, and processing purposes

5. Duration: Term of the agreement, including commencement date and termination provisions

6. Data Processor Obligations: Core obligations including processing only on documented instructions, confidentiality, security measures, and compliance with PDPL

7. Data Controller Obligations: Responsibilities of the controller including providing lawful instructions and ensuring legal basis for processing

8. Security Measures: Technical and organizational security measures required under Saudi law and specific to the processing activities

9. Data Subject Rights: Procedures for handling data subject requests and processor's assistance obligations

10. Data Breach Notification: Procedures and timeframes for reporting data breaches as per Saudi regulations

11. Audit Rights: Controller's rights to audit and processor's obligations to demonstrate compliance

12. Confidentiality: Confidentiality obligations and handling of sensitive information

13. Liability and Indemnification: Allocation of liability and indemnification provisions

14. Termination: Termination rights, obligations upon termination, and data deletion/return requirements

15. Governing Law and Jurisdiction: Confirmation of Saudi law governance and jurisdiction for disputes