INFLUXDATA INC.
Data Processing Agreement

This Data Processing Agreement (“DPA”) between InfluxData Inc. (“InfluxData”) and the Customer identified in the click-through agreement of this DPA (“Customer”). This DPA applies where, and solely to the extent that, InfluxData processes Personal Data on behalf of Customer when providing Services under the Agreement.  All capitalized terms not defined in this DPA shall have the meanings set forth in the Agreement. 

1. DEFINITIONS

1.1 “Affiliate” means an entity that directly or indirectly Controls, is Controlled by or is under common Control with a party to this DPA.

1.2 “Agreement” means the written or electronic agreements between Customer and InfluxData for the provision of the Services to Customer.

1.3 “Applicable Law” means the laws and regulations, including but not limited to, the General Data Protection Regulation (GDPR) and laws and regulations of the European Union, the European Economic Area, and the United Kingdom, applicable to the processing of Personal Data under the Agreement and this DPA.

1.4 “Control” means an ownership, voting or similar interest representing fifty percent (50%) or more of the total interests then outstanding of the entity in question. The term “Controlled” will be construed accordingly.

1.5 “Data Controller” means an entity that determines the purposes and means of the processing of Personal Data.

1.6 “Data Subject” means the individual to whom Personal Data relates.

1.7 “Data Processor” means an entity that processes Personal Data on behalf of a Data Controller.

1.8 “Personal Data” means all data which is defined as “Personal Data” under Applicable Law and which is processed by InfluxData, on behalf of Customer, in connection with the Services.

1.9 “Processing” has the meaning given to it under Applicable Law and “processing,” “process”, “processes” and “processed” will be construed accordingly.

1.10 “Security Incident” means a breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, Customer’s Personal Data.

1.11 “Services” means the various services provided by InfluxData to Customer pursuant to the Agreement.

1.12 “Subprocessor” means any person or entity appointed by or on behalf of a Data Processor in connection with the processing of Personal Data in connection with the Agreement.

2. SCOPE OF DPA AND DETAILS OF PROCESSING ACTIVITIES

2.1 Scope. This DPA applies where, and solely to the extent that, InfluxData processes Personal Data on behalf of Customer in connection with providing the Services to the Customer pursuant to the Agreement. As between InfluxData and Customer, Customer is the Data Controller of the Personal Data and InfluxData is the Data Processor of the Personal Data, except where Customer is the Data Processor of the Personal Data, in which case InfluxData is the Sub-processor of the Personal Data.

2.2 Description of Personal Data. The Personal Data may include, but is not limited to, names, email addresses or other contact information, country location, IP addresses, billing information, Company or organization affiliation, and any additional Personal Data contributed by Customer (or Customer’s end-users) at their own discretion.

2.3 Description and Purpose of Processing. InfluxData may process Customer’s Personal Data in connection with the Services outlined in the Agreement and to communicate and coordinate with Customer.

2.4 Duration of Processing. For the Term of the Agreement between InfluxData and Customer and for a reasonable time following the Term of the Agreement to enable InfluxData to comply with its obligations to return or destroy Personal Data.

2.5Categories of Data Subjects. Customer including Customer’s end-users and administrators.

3. PROCESSING OF PERSONAL DATA

3.1 Instructions. Customer instructs InfluxData (and authorizes InfluxData to instruct each Subprocessor) to (i) process Personal Data; and (ii) transfer Personal Data to any country or territory, in both cases as reasonably necessary for the provision of the Services and in a manner consistent with the Agreement, this DPA and Applicable Law. The parties agree that the Customer’s complete and final instructions with regard to the nature and purposes of the processing are set out in the Agreement and this DPA. Processing outside the scope of these instructions (if any) will require prior written agreement between Customer and InfluxData with additional instructions for processing.

InfluxData shall promptly inform Customer if, in its reasonable opinion, Customer’s instructions violate Applicable Law. InfluxData will notify Customer in the unlikely event that Applicable Law requires InfluxData to process Personal Data other than pursuant to Customer’s instructions.

3.2 Personnel. InfluxData shall ensure that InfluxData personnel processing Personal Data under the authority of InfluxData (i) do not process Personal Data except upon instruction of Customer, unless otherwise required by Applicable Law; and (ii) are subject to confidentiality obligations in accordance with the Agreement.

4. PERSONAL DATA TRANSFER AND DISCLOSURE

4.1 Transfer to Third- Parties. InfluxData will not disclose or transfer Personal Data to any third-party without the prior written consent of Customer except as required by Applicable Law, regulation or public authority or as otherwise permitted by this DPA.

4.2 International Transfer Processing. Customer acknowledges and agrees that InfluxData and its Subprocessors may provide the Services from any state, province, country or other jurisdiction. InfluxData and its Subprocessors may transfer and process Personal Data anywhere in the world where InfluxData, its Affiliates or its Subprocessors maintain data processing operations. InfluxData will at all times provide an adequate level of protection for the Personal Data processed, in accordance with the requirements of Applicable Law.

a) Transfer outside the European Economic Area (EEA). To the extent any Personal Data is transferred by InfluxData from the EEA to any country outside the EEA (other than exclusively in a country deemed to provide adequate protection within the meaning of Applicable Law), the parties agree that the standard contractual clauses (“SCCs”) set out in Annex 1 will apply in respect to that transfer and InfluxData will comply with the obligations of the ‘data importer’ in the SCCs and Customer will comply with the obligations of ‘data exporter’. Customer agrees to exercise its audit right under the SCCs by instructing InfluxData to conduct the audit set out in Section 8 of this DPA. For the sake of clarity, if and to the extent that the SCCs apply, signatures of assent of InfluxData and Customer to this DPA will be deemed signatures to the SCCs.

4.3 Legally Compelled Disclosure. If a law enforcement agency sends InfluxData a demand for Personal Data (for example, through a subpoena or court order), InfluxData will attempt to redirect the law enforcement agency to request that data directly from Customer. As part of this effort, InfluxData may provide Customer’s basic contact information to the law enforcement agency. If compelled to disclose Personal Data to a law enforcement agency, then InfluxData will give Customer reasonable notice of the demand to allow Customer to seek a protective order or another appropriate remedy unless InfluxData is legally prohibited from doing so.

4.4 Data Subject Requests. InfluxData shall, to the extent legally permitted, promptly notify Customer if it receives a request from a Data Subject for access to, correction, amendment or deletion of that person’s Personal Data. InfluxData shall not respond to any such Data Subject request without Customer’s prior written consent except to confirm that the request relates to Customer. InfluxData shall provide Customer with commercially reasonable cooperation and assistance in relation to the handling of a Data Subject’s request for access to that person’s Personal Data, to the extent legally permitted and to the extent Customer does not have access to such Personal Data through its use or receipt of the Services.

5. SUBPROCESSING

Customer agrees that InfluxData may engage Subprocessors for the processing of Personal Data. InfluxData shall ensure that all Subprocessors are bound by written agreements which are no less protective of the Personal Data than this DPA. InfluxData will remain liable for any breach of its obligations under this DPA that is caused by an act or omission of a Subprocessor.

A list of InfluxData’ current Subprocessors is available at: https://www.influxdata.com/legal/influxdata-subprocessors/ (such URL may be updated by InfluxData from time to time). InfluxData will provide reasonable prior notice on the webpage listed above, and in writing to Customer, if it intends to make any changes to its Subprocessors. If within five (5) business days of recipient of such notice, Customer objects, in writing, to InfluxData’ appointment of a new Subprocessor, provided that such objection is based on reasonable grounds relating to data protection, the parties will discuss such concerns in good faith with a goal of achieving resolution.

6. COOPERATION

At Customer’s expense and solely as required by Applicable Law, InfluxData will comply with reasonable requests by Customer to assist Customer in responding to data subject requests or inquiries from data protection authorities.

7. CONFIDENTIALITY, SECURITY AND DATA HANDLING

7.1 Confidentiality. InfluxData shall ensure that each of its personnel that is authorized to process Personal Data is subject to confidentiality undertakings or professional or statutory obligations of confidentiality.

7.2 Security Measures. Taking into account the state of the art, the costs of implementation and the nature, scope, context and purposes of processing as well as the risk of varying likelihood and severity for the rights and freedoms of natural persons, InfluxData has implemented and shall maintain appropriate technical and organizational measures to protect the security, confidentiality and integrity of Personal Data.

7.3 Security Incident. InfluxData shall notify Customer without undue delay upon InfluxData becoming aware of a Security Incident. In the event of a Security Incident, InfluxData will provide Customer with sufficient information, as it becomes known to InfluxData, to allow Customer to meet its obligations under Applicable Law. InfluxData shall take reasonable steps to investigate, mitigate and, where possible, remedy the effect of a Security Incident. InfluxData’ obligation to report or respond to a Security Incident under this Section is not and will not be construed as an acknowledgement by InfluxData of any fault or liability with respect to the Security Incident.

7.4 Return of Personal Data. On expiration or termination of the Agreement, and in accordance with its internal data retention schedule, InfluxData shall delete or return Personal Data in its possession or control. This requirement shall not apply: (i) to the extent InfluxData is required by applicable law to retain some or all of the Personal Data, or (ii) to Personal Data InfluxData has archived on back-up systems, which, in both cases, InfluxData shall continue to protect in accordance with the Agreement and this DPA.

8. AUDITS AND RECORDS

To the extent required by Applicable Law, InfluxData shall make available to Customer the information in InfluxData’ control which Customer may reasonably require to demonstrate Customer’s compliance with Applicable Law. At Customer’s sole expense, upon sixty (60) days’ prior written notice, and no more than once a year, InfluxData shall submit the data-processing facilities in InfluxData’ control for an audit of the processing activities covered by the Agreement, this DPA and the SSCs (as defined below). At Customer’s sole discretion, audits shall be carried out by Customer or by third party auditors who are bound by a duty of confidentiality and selected by Customer (and, where applicable, in agreement with the supervisory authority).

9. CUSTOMER OBLIGATIONS

Customer represents and warrants that Customer, and any of its personnel, Affiliates, and Subprocessors:

a) will at all times comply with Applicable Law in its performance under the Agreement and this DPA;
b) will at all relevant times remain duly and effectively authorized to give the instructions set out in the Agreement, this DPA or as Customer otherwise provides;
c) has provided notice and obtained (or will obtain) all permissions, consents and rights necessary for InfluxData to transfer and otherwise process Personal Data pursuant to the Agreement and this DPA; and
d) will respond promptly to enquiries regarding the Personal Data and will notify InfluxData promptly of such enquiries.

10. LIMITATION OF LIABILITY

InfluxData’s liability arising out of or related to this DPA, whether in contract, tort or under any other theory of liability, is subject to the limitations of liability contained in the Agreement. For the avoidance of doubt, each reference herein to the “DPA” means this DPA including its exhibits or appendices, as applicable.

11. MISCELLANEOUS

11.1 Except as required under the GDPR, this DPA and any action related thereto shall be governed by and construed in accordance with the laws of the State of California, without giving effect to any conflicts of laws principles.

11.2 This DPA is without prejudice to the rights and obligations of the parties under the Agreement which will continue to have full force and effect. In the event of any conflict between the terms of this DPA and the terms of the Agreement, the terms of this DPA will prevail so far as the subject matter concerns the processing of Personal Data.

11.3 This DPA sets out all of the terms that have been agreed between the parties in relation to the subjects covered by it. Other than in respect of statements made fraudulently, no other representations or terms will apply or form part of this DPA.

11.4 A person who is not a party to this DPA will not have any rights under this DPA (including under the Contracts (Rights of Third Parties) Act 1999) to enforce any term of this DPA.

11.5 No one other than a party to this DPA, their successors and permitted assignees shall have any right to enforce any of its terms, unless required otherwise by Applicable Law.

11.6 This DPA will be governed by and construed in accordance with governing law and jurisdiction provisions in the Agreement, unless required otherwise by Applicable Law.

11.7 Except for the changes made by this DPA, the Agreement remains unchanged and in full force and effect. If there is any conflict between this DPA and the Agreement, this DPA shall prevail to the extent of that conflict.

11.8 The provisions of this DPA are severable. If any phrase, clause or provision is invalid or unenforceable in whole or in part, such invalidity or unenforceability shall affect only such phrase, clause or provision, and the rest of this DPA shall remain in full force and effect.

ANNEX 1: STANDARD CONTRACTUAL CLAUSES

Standard Contractual Clauses (processors)

The Customer entity that is a party to the DPA to which these Standard Contractual Clauses are attached (“Customer”) and InfluxData have agreed on the following Contractual Clauses (the Clauses) in order to adduce adequate safeguards with respect to the protection of privacy and fundamental rights and freedoms of individuals for the transfer by the data exporter to the data importer of the personal data specified in Appendix

Background

The data exporter has entered into a data processing addendum (“DPA”) with the data importer. Pursuant to the terms of the DPA, it is contemplated that services provided by the data importer will involve the transfer of personal data to data importer. Data importer is located in a country not ensuring an adequate level of data protection. To ensure compliance with Directive 95/46/EC and applicable data protection law, the controller agrees to the provision of such Services, including the processing of personal data incidental thereto, subject to the data importer’s execution of, and compliance with, the terms of these Clauses.

Clause 1

Definitions

For the purposes of the Clauses:
(a) ‘personal data’, ‘special categories of data’, ‘process/processing’, ‘controller’, ‘processor’, ‘data subject’ and ‘supervisory authority’ shall have the same meaning as in Directive 95/46/EC of the European Parliament and of the Council of 24 October 1995 on the protection of individuals with regard to the processing of personal data and on the free movement of such data; [If these Clauses are governed by a law which extends the protection of data protection laws to corporate persons, the words “except that, if these Clauses govern a transfer of data relating to identified or identifiable corporate (as well as natural) persons, the definition of “personal data” is expanded to include those data” are added.]

(b) ‘the data exporter’ means the controller who transfers the personal data;

(c) ‘the data importer’ means the processor who agrees to receive from the data exporter personal data intended for processing on his behalf after the transfer in accordance with his instructions and the terms of the Clauses and who is not subject to a third country’s system ensuring adequate protection within the meaning of Article 25(1) of Directive 95/46/EC; [If these Clauses are not governed by the law of a Member State, the words “and who is not subject to a third country’s system ensuring adequate protection within the meaning of Article 25(1) of Directive 95/46/EC” are deleted.]

(d) ‘the subprocessor’ means any processor engaged by the data importer or by any other subprocessor of the data importer who agrees to receive from the data importer or from any other subprocessor of the data importer personal data exclusively intended for processing activities to be carried out on behalf of the data exporter after the transfer in accordance with his instructions, the terms of the Clauses and the terms of the written subcontract;

(e) ‘the applicable data protection law’ means the legislation protecting the fundamental rights and freedoms of individuals and, in particular, their right to privacy with respect to the processing of personal data applicable to a data controller in the Member State in which the data exporter is established;

(f) ‘technical and organisational security measures’ means those measures aimed at protecting personal data against accidental or unlawful destruction or accidental loss, alteration, unauthorised disclosure or access, in particular where the processing involves the transmission of data over a network, and against all other unlawful forms of processing.

Clause 2

Details of the transfer

The details of the transfer and in particular the special categories of personal data where applicable are specified in Appendix 1 which forms an integral part of the Clauses.

Clause 3

Third-party beneficiary clause

1. The data subject can enforce against the data exporter this Clause, Clause 4(b) to (i), Clause 5(a) to (e), and (g) to (j), Clause 6(1) and (2), Clause 7, Clause 8(2), and Clauses 9 to 12 as third-party beneficiary.

2. The data subject can enforce against the data importer this Clause, Clause 5(a) to (e) and (g), Clause 6, Clause 7, Clause 8(2), and Clauses 9 to 12, in cases where the data exporter has factually disappeared or has ceased to exist in law unless any successor entity has assumed the entire legal obligations of the data exporter by contract or by operation of law, as a result of which it takes on the rights and obligations of the data exporter, in which case the data subject can enforce them against such entity.

3. The data subject can enforce against the subprocessor this Clause, Clause 5(a) to (e) and (g), Clause 6, Clause 7, Clause 8(2), and Clauses 9 to 12, in cases where both the data exporter and the data importer have factually disappeared or ceased to exist in law or have become insolvent, unless any successor entity has assumed the entire legal obligations of the data exporter by contract or by operation of law as a result of which it takes on the rights and obligations of the data exporter, in which case the data subject can enforce them against such entity. Such third-party liability of the subprocessor shall be limited to its own processing operations under the Clauses.

4. The parties do not object to a data subject being represented by an association or other body if the data subject so expressly wishes and if permitted by national law.

Clause 4

Obligations of the data exporter

The data exporter agrees and warrants:

(a) that the processing, including the transfer itself, of the personal data has been and will continue to be carried out in accordance with the relevant provisions of the applicable data protection law (and, where applicable, has been notified to the relevant authorities of the Member State where the data exporter is established) and does not violate the relevant provisions of that State;

(b) that it has instructed and throughout the duration of the personal data processing services will instruct the data importer to process the personal data transferred only on the data exporter’s behalf and in accordance with the applicable data protection law and the Clauses;

(c) that the data importer will provide sufficient guarantees in respect of the technical and organisational security measures specified in Appendix 2 to this contract;

(d) that after assessment of the requirements of the applicable data protection law, the security measures are appropriate to protect personal data against accidental or unlawful destruction or accidental loss, alteration, unauthorised disclosure or access, in particular where the processing involves the transmission of data over a network, and against all other unlawful forms of processing, and that these measures ensure a level of security appropriate to the risks presented by the processing and the nature of the data to be protected having regard to the state of the art and the cost of their implementation;

(e) that it will ensure compliance with the security measures;

(f) that, if the transfer involves special categories of data, the data subject has been informed or will be informed before, or as soon as possible after, the transfer that its data could be transmitted to a third country not providing adequate protection within the meaning of Directive 95/46/EC; [If these Clauses are not governed by the law of a Member State, the words “within the meaning of Directive 95/46/EC” are deleted.]

(g) to forward any notification received from the data importer or any subprocessor pursuant to Clause 5(b) and Clause 8(3) to the data protection supervisory authority if the data exporter decides to continue the transfer or to lift the suspension;

(h) to make available to the data subjects upon request a copy of the Clauses, with the exception of Appendix 2, and a summary description of the security measures, as well as a copy of any contract for subprocessing services which has to be made in accordance with the Clauses, unless the Clauses or the contract contain commercial information, in which case it may remove such commercial information;

(i) that, in the event of subprocessing, the processing activity is carried out in accordance with Clause 11 by a subprocessor providing at least the same level of protection for the personal data and the rights of data subject as the data importer under the Clauses; and

(j) that it will ensure compliance with Clause 4(a) to (i).

Clause 5

Obligations of the data importer

The data importer agrees and warrants:
(a) to process the personal data only on behalf of the data exporter and in compliance with its instructions and the Clauses; if it cannot provide such compliance for whatever reasons, it agrees to inform promptly the data exporter of its inability to comply, in which case the data exporter is entitled to suspend the transfer of data and/or terminate the contract;

(b) that it has no reason to believe that the legislation applicable to it prevents it from fulfilling the instructions received from the data exporter and its obligations under the contract and that in the event of a change in this legislation which is likely to have a substantial adverse effect on the warranties and obligations provided by the Clauses, it will promptly notify the change to the data exporter as soon as it is aware, in which case the data exporter is entitled to suspend the transfer of data and/or terminate the contract;

(c) that it has implemented the technical and organisational security measures specified in Appendix 2 before processing the personal data transferred;

(d) that it will promptly notify the data exporter about:

(i) any legally binding request for disclosure of the personal data by a law enforcement authority unless otherwise prohibited, such as a prohibition under criminal law to preserve the confidentiality of a law enforcement investigation,

(ii) any accidental or unauthorised access, and

(iii) any request received directly from the data subjects without responding to that request, unless it has been otherwise authorised to do so;

(e) to deal promptly and properly with all inquiries from the data exporter relating to its processing of the personal data subject to the transfer and to abide by the advice of the supervisory authority with regard to the processing of the data transferred;

(f) at the request of the data exporter to submit its data processing facilities for audit of the processing activities covered by the Clauses which shall be carried out by the data exporter or an inspection body composed of independent members and in possession of the required professional qualifications bound by a duty of confidentiality, selected by the data exporter, where applicable, in agreement with the supervisory authority;

(g) to make available to the data subject upon request a copy of the Clauses, or any existing contract for subprocessing, unless the Clauses or contract contain commercial information, in which case it may remove such commercial information, with the exception of Appendix 2 which shall be replaced by a summary description of the security measures in those cases where the data subject is unable to obtain a copy from the data exporter;

(h) that, in the event of subprocessing, it has previously informed the data exporter and obtained its prior written consent;

(i) that the processing services by the subprocessor will be carried out in accordance with Clause 11;

(j) to send promptly a copy of any subprocessor agreement it concludes under the Clauses to the data exporter.

Clause 6

Liability

1. The parties agree that any data subject, who has suffered damage as a result of any breach of the obligations referred to in Clause 3 or in Clause 11 by any party or subprocessor is entitled to receive compensation from the data exporter for the damage suffered.

2. If a data subject is not able to bring a claim for compensation in accordance with paragraph 1 against the data exporter, arising out of a breach by the data importer or his subprocessor of any of their obligations referred to in Clause 3 or in Clause 11, because the data exporter has factually disappeared or ceased to exist in law or has become insolvent, the data importer agrees that the data subject may issue a claim against the data importer as if it were the data exporter, unless any successor entity has assumed the entire legal obligations of the data exporter by contract of by operation of law, in which case the data subject can enforce its rights against such entity.

The data importer may not rely on a breach by a subprocessor of its obligations in order to avoid its own liabilities.

3. If a data subject is not able to bring a claim against the data exporter or the data importer referred to in paragraphs 1 and 2, arising out of a breach by the subprocessor of any of their obligations referred to in Clause 3 or in Clause 11 because both the data exporter and the data importer have factually disappeared or ceased to exist in law or have become insolvent, the subprocessor agrees that the data subject may issue a claim against the data subprocessor with regard to its own processing operations under the Clauses as if it were the data exporter or the data importer, unless any successor entity has assumed the entire legal obligations of the data exporter or data importer by contract or by operation of law, in which case the data subject can enforce its rights against such entity. The liability of the subprocessor shall be limited to its own processing operations under the Clauses.

Clause 7

Mediation and jurisdiction

1. The data importer agrees that if the data subject invokes against it third-party beneficiary rights and/or claims compensation for damages under the Clauses, the data importer will accept the decision of the data subject:

(a) to refer the dispute to mediation, by an independent person or, where applicable, by the supervisory authority;

(b) to refer the dispute to the courts in the Member State in which the data exporter is established.

2. The parties agree that the choice made by the data subject will not prejudice its substantive or procedural rights to seek remedies in accordance with other provisions of national or international law.

Clause 8

Cooperation with supervisory authorities

1.  The data exporter agrees to deposit a copy of this contract with the supervisory authority if it so requests or if such deposit is required under the applicable data protection law.

2.  The parties agree that the supervisory authority has the right to conduct an audit of the data importer, and of any subprocessor, which has the same scope and is subject to the same conditions as would apply to an audit of the data exporter under the applicable data protection law.

3.  The data importer shall promptly inform the data exporter about the existence of legislation applicable to it or any subprocessor preventing the conduct of an audit of the data importer, or any subprocessor, pursuant to paragraph 2. In such a case the data exporter shall be entitled to take the measures foreseen in Clause 5 (b).

Clause 9

Governing Law

The Clauses shall be governed by the law of the Member State in which the data exporter is established.

Clause 10

Variation of the contract

The parties undertake not to vary or modify the Clauses. This does not preclude the parties from adding clauses on business related issues where required as long as they do not contradict the Clause.

Clause 11

Subprocessing

1. The data importer shall not subcontract any of its processing operations performed on behalf of the data exporter under the Clauses without the prior written consent of the data exporter. Where the data importer subcontracts its obligations under the Clauses, with the consent of the data exporter, it shall do so only by way of a written agreement with the subprocessor which imposes the same obligations on the subprocessor as are imposed on the data importer under the Clauses. Where the subprocessor fails to fulfil its data protection obligations under such written agreement the data importer shall remain fully liable to the data exporter for the performance of the subprocessor’s obligations under such agreement.

2. The prior written contract between the data importer and the subprocessor shall also provide for a third-party beneficiary clause as laid down in Clause 3 for cases where the data subject is not able to bring the claim for compensation referred to in paragraph 1 of Clause 6 against the data exporter or the data importer because they have factually disappeared or have ceased to exist in law or have become insolvent and no successor entity has assumed the entire legal obligations of the data exporter or data importer by contract or by operation of law. Such third-party liability of the subprocessor shall be limited to its own processing operations under the Clauses.

3. The provisions relating to data protection aspects for subprocessing of the contract referred to in paragraph 1 shall be governed by the law of the Member State in which the data exporter is established.

4. The data exporter shall keep a list of subprocessing agreements concluded under the Clauses and notified by the data importer pursuant to Clause 5 (j), which shall be updated at least once a year. The list shall be available to the data exporter’s data protection supervisory authority.

Clause 12

Obligation after the termination of personal data processing services

1. The parties agree that on the termination of the provision of data processing services, the data importer and the subprocessor shall, at the choice of the data exporter, return all the personal data transferred and the copies thereof to the data exporter or shall destroy all the personal data and certify to the data exporter that it has done so, unless legislation imposed upon the data importer prevents it from returning or destroying all or part of the personal data transferred. In that case, the data importer warrants that it will guarantee the confidentiality of the personal data transferred and will not actively process the personal data transferred anymore.

2. The data importer and the subprocessor warrant that upon request of the data exporter and/or of the supervisory authority, it will submit its data processing facilities for an audit of the measures referred to in paragraph 1.

Appendix 1 to the Standard Contractual Clauses

Data exporter
The data exporter is: Customer

Data importer
The data importer is: InfluxData Inc.

Data subjects
The personal data transferred concern the following categories of data subjects: Data exporter’s, its affiliates, and its and their service providers’, employees, consultants, agents and representatives authorized by data exporter to use the data importer’s services.

Categories of data
Data exporter may submit Personal Data to data importer, and which may include, but is not limited to the following categories of personal data: (a) First and last name; (b) Title; (c) Position; (d) Employer; (e) Contact information (company, email, phone, physical business address); (f) ID data; (g) any other data used in the context of the Services or as data exporter chooses to provide.

Special categories of data (if appropriate)
The personal data transferred concern the following special categories of data: Such special categories of Personal Data as data exporter selects.

Processing operations
The objective of the processing of Personal Data by data importer is the performance of the contractual services related to the Agreement with the data exporter. The processes may include collection, storage, retrieval, consultation, use, erasure or destruction, disclosure by transmission, dissemination or otherwise making available data exporter’s Personal Data as necessary to provide the Services in accordance with the data exporter’s instructions, including related internal purposes (such as quality control, troubleshooting, product development, etc.).

Appendix 2 to the Standard Contractual Clauses

Description of the technical and organisational security measures implemented by the data importer in accordance with Clauses 4(d) and 5(c):

Data importer shall implement security measures equivalent to those required under the Agreement, the DPA and any ancillary documents entered into pursuant to the Agreement or DPA.

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