DATA PROTECTION ADDENDUM

This Data Protection Addendum (“Addendum“) between Amgine Technologies US Inc. (“AMGiNE“) and the Customer (as defined in the Agreement; Customer and AMGiNE are each, a “Party,” and together, the “Parties”) forms part of the AMGiNE Terms of Service set forth at https://amgine.ai/terms-and-conditions/ or such other written or electronic agreement incorporating this Addendum (“Agreement”), in each case governing Customer’s access to and use of the Services (defined below).

The Parties hereby agree that the terms and conditions set out below shall be added as an Addendum to, and governed by the terms of, the Agreement.

 

  1. Definitions
    In this Addendum, the following terms shall have the meanings set out below and cognate terms shall be construed accordingly:
    (a) “Affiliate” means an entity that owns or controls, is owned or controlled by or is or under common control or ownership with either Customer or AMGiNE (as the context allows), where control is defined as the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of an entity, whether through ownership of voting securities, by contract or otherwise;
    (b) “Customer Personal Data” means any Personal Data provided by or made available by Customer to AMGiNE in accordance with the Agreement or collected by AMGiNE on behalf of Customer which is Processed by AMGiNE to perform the Services;
    (c) “Controller to Processor SCCs” means the standard contractual clauses for cross-border transfers published by the European Commission on June 4, 2021 governing the transfer of European Area Personal Data to Third Countries as adopted by the European Commission, the Swiss Federal Data Protection and Information Commissioner (“Swiss FDPIC”) relating to data transfers to Third Countries (collectively “EU SCCs”); (ii) the international data transfer addendum (“UK Transfer Addendum”) adopted by the UK Information Commissioner’s Office (“UK ICO”) for data transfers from the UK to Third Countries; or (iii) any similar such clauses adopted by a data protection regulator relating to Personal
    (d) “Data Protection Laws” means, with regard to a Party, any local, state, or national law regarding the Processing of Personal Data that is binding upon that Party and governs its performance of the Agreement in the jurisdictions in which the Services are provided to Customer, such as privacy, security and data protection law, which may include the California Consumer Privacy Act (“CCPA“);
    (e) “EU Area” means the European Union, European Economic Area, United Kingdom, and Switzerland;
    (f) “EU Area Law” means (i) Regulation (EU) 2016/679 (“EU GDPR“) together with applicable legislation implementing or supplementing the same or otherwise relating to the Processing of Personal Data of natural persons; (ii) the Data Protection Act 1998 of the United Kingdom and the EU GDPR as saved into United Kingdom Law by virtue of section 3 of the United Kingdom’s European Union (Withdrawal) Act 2018 (the “UK GDPR”); (iii) the Swiss Federal Data Protection Act of 19 June 1992 and its Ordinance (“Swiss DPA”); (iv) any other law relating to the data protection, security or privacy of individuals that applies in the EU Area; or (v) any successor or amendments thereto (including, without limitation, implementation of the EU GDPR by Member States into their national law);
    (g) “Security Incident” means any breach of security that leads to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, Customer Personal Data being Processed by AMGiNE;
    (h) “Services” means the services to be supplied by AMGiNE to Customer pursuant to the Agreement; and
    (f) “Third Country” means countries that, where required by applicable Data Protection Laws, have not received an adequacy decision from an applicable authority relating to cross-border data transfers of Personal Data, including regulators such as the European Commission, UK ICO, or Swiss FDPIC.

    The terms “Business”, “Business Purpose”, “Commercial Purpose”, “Contractor”, “Controller“, “Data Subject“, “Personal Data“, “Personal Data Breach“, “Process“, “Processor“, “Sell”, “Service Provider”, “Share”, “Subprocessor”, “Supervisory Authority“, and “Third Party” have the same meanings as described in applicable Data Protection Laws and cognate terms shall be construed accordingly.

    Capitalized terms not otherwise defined in this Addendum shall have the meanings ascribed to them in the Agreement.

2. Scope of Addendum 
This Addendum applies to AMGiNE’s Processing of Customer Personal Data under the Agreement to the extent such Processing is subject to Data Protection Laws. This Addendum is governed by the governing law of the Agreement unless otherwise required by Data Protection Laws. 

3. Roles of the Parties 

The Parties acknowledge and agree that with regard to the Processing of Customer Personal Data, and as more fully described in Annex 1 hereto, Customer acts as a Business or Controller, and AMGiNE acts as a Service Provider or Processor. This Addendum shall apply solely to the Processing of Customer Personal Data by AMGiNE acting as a Processor or Service Provider (as specified in Annex 1). 

The Parties expressly agree that Customer shall be solely responsible for ensuring timely communications to Customer’s Affiliates, insofar as such communications may be required or useful in light of applicable Data Protection Laws to enable Customer’s Affiliates to comply with such Laws. 

In the event of a Security Incident, the Parties will in good faith coordinate in respect of any laws applicable to such incident, including but not limited to data security breach notification laws, and cooperate in fulfilling any obligations either Party may have to give notices to government authorities, affected individuals or others relating to such Security Incident.

4. Description and Purpose of Personal Data Processing 

In Annex 1 to this Addendum, the Parties have mutually set out their understanding of the subject matter and details of the Processing of the Customer Personal Data to be Processed by AMGiNE pursuant to this Addendum. The Parties may make reasonable amendments to Annex 1 on mutual written agreement and as reasonably necessary to meet those requirements or to address the requirements of Data Protection Laws from time to time. Annex 1 does not create any obligation or rights for any Party. 

The purpose of Processing under this Addendum is the provision of the Services pursuant to the Agreement and any Order Form(s). 

5. Data Processing Terms 

Each Party shall comply with all applicable Data Protection Laws in connection with its performance of this Addendum and the Processing of Customer Personal Data. In connection with its access to and use of the Services, Customer shall Process Customer Personal Data within such Services and provide AMGiNE with instructions in accordance with applicable Data Protection Laws. As between the Parties, Customer shall be solely responsible for compliance with applicable Data Protection Laws regarding the collection of and transfer to AMGiNE of Customer Personal Data. Customer agrees not to provide AMGiNE with any sensitive personal data or special categories of data such as that concerning a natural person’s health, religion, race, ethnic origin, genetics, political affiliations, biometrics or sexual orientation, including but not limited to any special categories of data as defined in Article 9 of the GDPR. 

AMGiNE shall comply with all applicable Data Protection Laws in its Processing of Customer Personal Data and AMGiNE shall: 

(a) Process the Customer Personal Data for the purposes of the Agreement and for the specific purposes in each case as set out in Annex 1 to this Addendum and otherwise solely on the documented instructions of Customer as set out in the Agreement, for the purposes of providing the Services and as otherwise necessary to perform the Agreement. The Agreement, this Addendum, and Customer’s use of the Services’ features and functionality are Customer’s written instructions to AMGiNE in relation to Processing Customer Personal Data, including as follows: 

i. With respect to Customer Personal Data subject to the CCPA, other than as set forth in this Addendum, AMGiNE shall (a) use, retain, disclose, or otherwise Process Customer Personal Data only on behalf of Customer and for the specific business purpose of providing the Services and in accordance with Customer’s instructions, including as described in the Agreement; and (b) not Sell or Share such Customer Personal Data, nor use, retain, disclose, or otherwise Process such Customer Personal Data outside of its business relationship with Customer or for any other purpose (including AMGiNE’s commercial purpose) except as required or permitted by law. AMGiNE shall immediately inform Customer (a) if AMGiNE determines that it is no longer able to meet its obligations under Data Protection Laws or (b) if, in AMGiNE’s opinion, an instruction infringes applicable Data Protection Laws. Customer reserves the right to take reasonable and appropriate steps to ensure AMGiNE’s Processing of Customer Personal Data is consistent with Customer’s obligations under Data Protection Law and discontinue and remediate unauthorized use of Customer Personal Data; 

ii. AMGiNE may Process Customer Personal Data (i) to the extent necessary to (a) perform the Business Purposes and its obligations under the Agreement; (b) operate, manage, test, maintain and enhance the Services including as part of its business operations; (c) disclose aggregate statistics about the Services in a manner that prevents individual identification or re-identification of Customer Personal Data, including without limitation any individual device or individual person; and/or (d) protect the Services from a threat to the Services or Customer Personal Data; or (ii) if required by court order, law enforcement or legal process, such as via a subpoena, provided that prior notice first be given to Customer unless restricted by law; and (iii) as otherwise set forth in this Addendum or expressly authorized by Customer; 

iii. AMGiNE will not combine Customer Personal Data which AMGiNE Processes on Customer’s behalf, with Personal Data which it receives from or on behalf of another person or persons, or collects from its own interaction with individual, provided that AMGiNE may combine Customer Personal Data to perform a Business Purpose or as permitted or required under the Agreement; 

(b) implement and maintain measures designed to ensure that AMGiNE personnel authorized to Process the Customer Personal Data have committed themselves to confidentiality or are under an appropriate obligation of confidentiality unless disclosure is required by law or professional regulations; 

(c) implement and maintain the technical and organizational measures set out in the Agreement, and, 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, implement and maintain any further commercially reasonable and appropriate administrative, technical, and organizational measures designed to ensure a level of security appropriate to the risk of the Processing of Customer Personal Data, and specifically: 

i. pseudonymization and encryption of Customer Personal Data; 

ii. ensuring ongoing confidentiality, integrity, availability and resilience of AMGiNE’s Processing systems and services that Process Customer Personal Data; 

iii. restoring availability and access to Customer Personal Data in a timely manner in the event of a physical or technical incident; and 

iv. regularly testing, assessing and evaluating the effectiveness of technical and organizational measures for ensuring the security of the Processing of the Customer Personal Data. 

(d) Customer hereby agrees that AMGiNE is generally authorized to engage and appoint Sub-processors, and specifically the Sub-processors listed in Annex 2 hereto, subject to AMGiNE’s: 

i. notifying Customer at least thirty (30) calendar days in advance of any intended changes or additions to its Sub-processors listed in Annex 2 by e-mailing notice of the intended change to Customer; 

ii. including data protection obligations in its contract with each Sub-processor that are materially the same as those set out in this Addendum; and 

iii. remaining liable to Customer for any failure by each Sub-processor to fulfill its obligations in relation to the Processing of the Customer Personal Data. 

(e) in relation to any notice received under Section (d)(i)5(d)(i), Customer shall have a period of thirty (30) days from the date of the notice to inform AMGiNE in writing of any reasonable objection on data protection grounds to the use of that Sub-processor. The Parties will then, for a period of no more than thirty (30) days from the date of Customer’s objection, work together in good faith to attempt to find a commercially reasonable solution for Customer which avoids the use of the objected-to Sub-processor. Where no such solution can be found, either Party may (notwithstanding anything to the contrary in the Agreement) terminate the relevant Services on written notice to the other Party in accordance with the applicable terms of the Agreement, without prejudice to any fees incurred by Customer prior to termination; 

(f) to the extent legally permissible, promptly notify Customer in case of any legally binding requests (i.e., disclosures required by law, court order or subpoena) for disclosure of Customer Personal Data by AMGiNE. A record of all legally binding disclosure requests relating to Customer Personal Data shall be maintained. 

(g) to the extent legally permissible, promptly notify Customer of any request from a Data Subject regarding the Processing of Customer Personal Data, or any inquiry from a Supervisory Authority relating to the Processing of Customer Personal Data. AMGiNE will not respond to any such request or complaint unless expressly authorized to do so by Customer or required under applicable laws, rules, regulations or law enforcement. Taking into account the nature of the Processing, AMGiNE will reasonably assist Customer by appropriate technical and organizational measures, insofar as this is possible, for the fulfillment of Customer’s obligation to respond to requests for exercising the data subject’s rights. Customer agrees to pay AMGiNE for time and for out of pocket expenses incurred by AMGiNE in connection with the performance of its obligations under this Section 5(g); 

(h) upon AMGiNE’s becoming aware of a Personal Data Breach involving Customer Personal Data, notify Customer without undue delay of any such Personal Data Breach involving Customer Personal Data, such notice to include, to the extent reasonably available to AMGiNE, information regarding the cause of the Personal Data Breach, the nature of the information and the number of individual records affected, and the efforts being undertaken to investigate the Personal Data Breach. AMGiNE shall further take such measures and actions as are reasonably necessary to investigate and remedy the cause of such Security Incident and shall keep Customer reasonably informed of developments to that end. Customer acknowledges that AMGiNE’s notification of a Security Incident is not an acknowledgement by AMGiNE of its fault or liability. Security Incidents do not include unsuccessful attempts or activities that do not compromise the security of Customer Personal Data, including unsuccessful login attempts, pings, port scans, denial of service attacks or other network attacks on firewalls or networked systems; 

(i) to the extent required by the applicable Data Protection Laws, provide reasonable assistance to Customer with its obligations pursuant to Articles 32 to 36 of the GDPR taking into account the nature of the Processing and information available to AMGiNE; Customer agrees to pay AMGiNE for time and for out of pocket expenses incurred by AMGiNE in connection with any assistance provided in connection with Articles 35 and 36 of the GDPR; 

(j) cease Processing the Customer Personal Data upon the termination or expiry of the Agreement, and upon the written request of Customer, either return or delete (converting such data is in non-readable format) all copies of the Customer Personal Data Processed by AMGiNE, unless (and solely to the extent and for such period as) applicable law or AMGiNE’s data retention policy requires AMGiNE to retain some or all of the Customer Personal Data, and provided that Customer Personal Data residing in backup or other media that is not readily retrievable will be deleted in accordance with AMGiNE’s data retention policy. Any such Customer Personal Data retained shall remain subject to the obligations of confidentiality set forth in the Agreement; and 

(k) maintain for a period of one (1) year records demonstrating compliance with its obligations (as specified in the applicable contract) for the Processing of Customer Personal Data carried out on behalf of the Customer. 

(l) make available to Customer the information reasonably necessary to demonstrate compliance with this Addendum and allow for and contribute to audits, including inspections, by Customer, or an independent third party auditor mandated by Customer, provided that Customer gives AMGiNE reasonable prior notice of its intention to audit, conducts its audit during AMGiNE’s normal business hours, and takes all reasonable measures to prevent unnecessary disruption to AMGiNE’s operations. The timing and scope of any such audit or inspection shall be mutually agreed, and all information gathered in connection therewith shall be treated as the confidential information of AMGiNE. For the purposes of demonstrating compliance with this Addendum under this Section 4.2(i), the Parties agree that in the first instance, once per year during the term of the Agreement (except if and when required by instruction of a competent Supervisory Authority or where a further audit is necessary due to a Personal Data Breach concerning Customer Personal Data suffered by AMGiNE), AMGiNE will provide to Customer responses to cybersecurity and other assessments and only where Customer cannot establish AMGiNE’s compliance with this Addendum from AMGiNE’s responses shall Customer request to inspect AMGiNE’s Processing operations. Customer agrees to pay AMGiNE for time and for out of pocket expenses incurred by AMGiNE in connection with assistance provided in connection with such audits, inspections, responses to cybersecurity and other assessments. 

 

6. Warranties 

The Parties warrant that they and any staff and/or subcontractors will comply with their respective obligations under Data Protection Laws for the term of the Agreement. 

7. Restricted Transfers 

The Parties agree that when the transfer of Customer Personal Data from Customer and/or any of its Affiliates (as exporter) to AMGiNE (as importer) is a Restricted Transfer and EU Area Law applies, the transfer shall be subject to a mutually acceptable data transfer mechanism, such as the appropriate Controller to Processor SCCs which are be deemed incorporated into and form part of this Addendum as follows: 

(a) In relation to Customer Personal Data that is protected by the EU GDPR and processed by AMGiNE on behalf of and under the instruction of Customer, the EU SCCs apply completed as follows: 

i. Module Two will apply (controller to processor transfers); 

ii. In Clause 7, the optional docking clause will not apply; 

iii. In Clause 9, Option 2 will apply, and the time period for prior notice of Sub-processor changes shall be as set out in Section 5(4) of this Addendum; 

iv. In Clause 11, the optional language will not apply; 

v. In Clause 17, Option 1 will apply, and the EU SCCs will be governed by Irish law; 

vi. In Clause 18(b), disputes shall be resolved before the courts of the Republic of Ireland; 

vii. Annex I of the EU SCCs shall be deemed completed with the information set out in Annex 1 to this Addendum; and 

viii. Annex II of the EU SCCs shall be deemed completed with the information set out in Section 4 of Annex 1 to this Addendum. 

(b) In relation to Customer Personal Data that is protected by the Swiss DPA, the EU SCCs apply in accordance with Section 5.1(a) of this Addendum, but with the following modifications: 

i. Any references in the EU SCCs to “Regulation (EU) 2016/679” shall be interpreted as references to the Swiss DPA and the equivalent articles or sections therein; 

ii. Any references to “EU”, “Union”, “Member State”, and “Member State law” shall be interpreted as references to Switzerland and Swiss law, as the case may be; 

iii. Any references to the “competent supervisory authority” and “competent courts” shall be interpreted as references to the relevant data protection authority and courts in Switzerland; and 

iv. The Controller to Processor SCCs shall be governed by the laws of Switzerland and disputes shall be resolved before the competent Swiss Courts. 

(c) In relation to Customer Personal Data that is protected by the UK GDPR, the EU SCCs shall apply in accordance with Section 5.1(a) of this Addendum, but as modified and interpreted by the Part 2: Mandatory Clauses of the UK Addendum, which are deemed incorporated into and form part of this Addendum. Any conflict between the terms of the EU SCCs and the UK Addendum shall be resolved in accordance with Section 10 and Section 11 of the UK Addendum. In addition, tables 1 to 3 in Part 1 of the UK Addendum shall be completed respectively with the information set out in Annex I of this Addendum, and table 4 in Part 1 of the UK Addendum shall be deemed completed by selecting both “Importer” and “Exporter”. 

AMGiNE shall Process Personal Data subject to the GDPR using AI and machine learning technologies within the Frankfurt Region, Germany, in accordance with the terms of this Addendum and applicable Data Protection Laws, including the GDPR. The purpose of such AI processing is limited to the Services provided by AMGiNE’s tools. AMGiNE shall ensure that any AI Processing of Personal Data is conducted only to the extent necessary to achieve the specified purposes. 

AMGiNE shall not participate in any other Restricted Transfers of Customer Personal Data (whether as an importer or an exporter of the Customer Personal Data) unless the Restricted Transfer is made in compliance with applicable Data Protection Law and pursuant to a suitable data transfer mechanism, such as the relevant Standard Contractual Clauses implemented between the relevant exporter and importer of the Customer Personal Data, as necessary in order to comply with applicable Data Protection Law. 

Customer should routinely review all international transfers of Personal Data on a case-by-case basis in order to monitor new risks because of the changes in local laws, data practices, etc., and implement additional safeguards (such as encryption or pseudonymization) to mitigate identified risks to ensure the Personal Data remains protected to the standard required under Data Protection Laws. 

Transfer mechanism. Where a party is located outside the EEA or an adequate country and receives Personal Data: (a) that party will act as the data importer, (b) the other party is the data exporter, and (c) the relevant Transfer Mechanism will apply. “Transfer Mechanism” refers to any lawful means of transferring Personal Data from the European Economic Area (EEA) or any adequate country to a third country in compliance with applicable Data Protection Laws. This may include, but is not limited to, the following: 

i. Standard Contractual Clauses (SCCs) approved by the European Commission Decision of 4 June 2021 (as amended from time to time) for the transfer of personal data from the EEA or adequate countries to a third country; 

ii. International Data Transfer Agreement issued by the Information Commissioner’s Office (ICO) under Section 119A of the Data Protection Act 2018, effective from 21 March 2022; 

iii. International Data Transfer Addendum issued by the Information Commissioner’s Office (ICO) under Section 119A of the Data Protection Act 2018, effective from 21 March 2022. 

Disclosures. Subject to terms of the relevant Transfer Mechanism, if the data importer receives a request from a public authority to access Personal Data, it will (if legally allowed): promptly notify the data exporter about the request, reasonably cooperate with data exporter with any steps it may take to object to the disclosure, and only disclose to the public authority the minimum amount of Personal Data required and keep a record of the disclosure. 

8. Precedence 

The provisions of this Addendum are incorporated in, governed by and supplemental to the provisions of the Agreement. In the event of any inconsistency between the provisions of this Addendum and the provisions of the Agreement, they will take priority in this order: (a) any Standard Contractual Clauses or other measures to which the Parties have agreed to (Cross-Border Transfer Mechanisms), (b) this Addendum, (c) the Agreement. In the event that any provision of this Addendum and/or the Agreement contradicts, directly or indirectly, the Controller to Processor SCCs, the Controller to Processor SCCs will control. 

 

9. Severability 

The Parties agree that, if any section or sub-section of this Addendum is held by any court or competent authority to be unlawful or unenforceable, it shall not invalidate or render unenforceable any other section of this Addendum. 

 

10. Miscellaneous 

The Addendum considers the following and follows: 

(a) Privacy by Design and default 

(b) Achieving security of Processing 

(c) Notification of breaches involving Customer Personal Data to the relevant Supervisory Authority 

(d) Notification of breaches involving Customer Personal Data to Customer 

(e) Conducting Privacy Impact Assessment where appropriate and required by applicable Data Protection Law 

(f) Assurance of AMGiNE’s assistance if prior consultations with relevant Supervisory Authorities are needed and required by applicable Data Protection Laws. 

Annex 1 to Data Protection Addendum 

Description of Processing Activities for Customer Personal Data 

This Annex includes certain details of the Processing of Customer Personal Data by AMGiNE in connection with the Services. 

1. List of Parties 

           Data Exporter 

Name:  Customer (as defined in the Agreement) 
Address:  As set forth in the relevant Order Form. 
Contact person’s name, position and contact details:  As set forth in the relevant Order Form. 
Activities relevant to the data transferred under these Clauses:  Recipient of the Services provided by AMGiNE in accordance with the Agreement. 
Signature and date:  Signature and date are set out in the Agreement. 
Role (controller/processor):  Controller 

           Data Importer 

Name: 

AMGiNE Inc. 

Address: 

691 S Milpitas Blvd, Suite 217, Milpitas, CA 95035 USA 

Contact person’s name, position and contact details: 

Hussam Sheikh, privacy@amgine.ai  

Activities relevant to the data transferred under these Clauses: 

Provision of the Services to the Customer in accordance with the Agreement. 

Signature and date: 

Signature and date are set out in the Agreement. 

Role (controller/processor): 

Processor 

2. Competent Supervisory Authority 

Identify the competent Supervisory Authority/ies in accordance (e.g. in accordance with Clause 13 SCCs) 

As determined by application of Clause 13 of the EU SCCs. 

 3. Processing Information 

Categories of Data Subjects whose Personal Data is transferred 

Customer’s authorized users of the Services 

Categories of Personal Data transferred 

Processed automatically by the Services: 

  • names 
  • e-mail IDs 

Processed where and to the extent provided by Customer or its authorized users in connection with audit services provided by AMGiNE: 

  • address 
  • date of birth 
  • past employment details 

Sensitive Personal Data transferred 

None 

Frequency of the transfer 

Continuous 

Nature of the Processing 

The nature of the Processing is more fully described in the Agreement and accompanying order forms but will include the following basic Processing activities: The provision of Services to Customer. In order to provide people data, AMGiNE receives identifying Customer Personal Data to permit AMGiNE to query, cleanse, standardize, enrich, (when required) send to additional data to feed providers, and to store the query information. 

The purpose of the transfer is to facilitate the performance of the Services more fully described in the Agreement and accompanying order forms. 

Purpose of the data transfer and further Processing 

For Processing involving California consumers, please select the Business Purpose(s) for Processing Personal Data 

N/A 

Auditing related to counting ad impressions to unique visitors, verifying positioning and quality of ad impressions, and auditing compliance with this specification and other standards 

Helping to ensure security and integrity to the extent the use of the consumer’s Personal Data is reasonably necessary and proportionate for these purposes 

Debugging to identify and repair errors that impair existing intended functionality. 

Short-term, transient use, including, but not limited to, non-personalized advertising shown as part of a Consumer’s current interaction with the business, provided that the consumer’s Personal Data is not disclosed to another third party and is not used to build a profile about the Consumer or otherwise alter the Consumer’s experience outside the current interaction with the business 

Performing services on behalf of the Business, including maintaining or servicing accounts, providing customer service, processing or fulfilling orders and transactions, verifying customer information, processing payments, providing financing, providing analytic services, providing storage, or providing similar services on behalf of the Business. 

Providing advertising and marketing services, except for cross-context behavioral advertising, to the Consumer provided that, for the purpose of advertising and marketing, AMGiNE shall not combine the Personal Data of opted-out Consumers that AMGiNE receives from, or on behalf of, the Business with Personal Data that AMGiNE receives from, or on behalf of, another person or persons or collects from its own interaction with Consumers, provided that AMGiNE may combine such data for a Business Purpose or as otherwise contemplated by the Agreement. 

Undertaking internal research for technological development and demonstration. 

Undertaking activities to verify or maintain the quality or safety of a service or device that is owned, manufactured, manufactured for, or controlled by the Business, and to improve, upgrade, or enhance the service or device that is owned, manufactured, manufactured for or controlled by the Business. 

To retain and employ another Service Provider or Contractor as a subcontractor where the subcontractor meets the requirements for a Service Provider or Contractor under CCPA. 

To build or improve the quality of the services it is providing to the Business even if this Business Purpose is not specified in the Agreement, provided that AMGiNE does not use the Customer Personal Data to perform Services on behalf of another person. 

To prevent, detect, or investigate data security incidents or protect against malicious, deceptive, fraudulent, or illegal activity, even if this Business Purpose is not specified in the Agreement. 

Period for which the Personal Data will be retained or criteria used to determine that period 

The period for which the Customer Personal Data will be retained is more fully described in the Agreement, Addendum and accompanying order forms. 

Subprocessor transfers – subject matter, nature and duration of Processing 

The subject matter, nature, and duration of the Processing more fully described in the Agreement, Addendum and accompanying order forms. 

4. Technical and Organisational Security Measures 

Description of the technical and organisational security measures implemented by AMGiNE as the data processor/data importer to safeguard Customer Personal Data, taking into account the nature, scope, context, and purpose of the Processing, and the risks for the rights and freedoms of natural persons. 

 

1. Security Management System. 

 

(a) Organization. AMGiNE designates qualified security personnel whose responsibilities include development, implementation, and ongoing maintenance of the Information Security Program. 

(b) Policies. Management reviews and supports all security related policies to ensure the security, availability, integrity and confidentiality of Customer Personal Data.  These policies are updated at least once annually. 

(c) Assessments. AMGiNE engages a reputable independent third-party to perform risk assessments of all systems containing Customer Personal Data at least once annually. 

(d) Risk Treatment. AMGiNE maintains a formal risk treatment program that includes penetration testing, vulnerability management and patch management to identify and protect against potential threats to the security, integrity or confidentiality of Customer Personal Data. 

(e) Vendor Management. AMGiNE maintains a formal vendor management program 

(f) Incident Management. AMGiNE reviews security incidents regularly, including determination of root cause and corrective action. 

(g) Standards. AMGiNE operates an information security management system that complies with the requirements of ISO/IEC 27001:2013 standard. 

 

2. Personnel Security. 

 

(a) AMGiNE personnel are required to conduct themselves in a manner consistent with the company’s guidelines regarding confidentiality, business ethics, appropriate usage, and professional standards. AMGiNE conducts reasonably appropriate background checks on any employees who will have access to client data under this Agreement, including in relation to employment history and criminal records, to the extent legally permissible and in accordance with applicable local labor law, customary practice and statutory regulations. 

(b) Personnel are required to execute a confidentiality agreement in writing at the time of hire and to protect Customer Personal Data at all times. Personnel must acknowledge receipt of, and compliance with, AMGiNE’s confidentiality, privacy and security policies. Personnel are provided with privacy and security training on how to implement and comply with the Information Security Program. Personnel handling Customer Personal Data are required to complete additional requirements appropriate to their role (e.g., certifications). AMGiNE’s personnel will not process Customer Personal Data without authorization. 

 

3. Access Controls. 

 

(a) Access Management. AMGiNE maintains a formal access management process for the request, review, approval and provisioning of all personnel with access to Customer Personal Data to limit access to Customer Personal Data and systems storing, accessing or transmitting Customer Personal Data to properly authorized persons having a need for such access. Access reviews are conducted periodically to confirm that only those personnel with access to Customer Personal Data still require it. 

(b) Infrastructure Security Personnel. AMGiNE has, and maintains, a security policy for its personnel, and requires security training as part of the training package for its personnel. AMGiNE’s infrastructure security personnel are responsible for the ongoing monitoring of AMGiNE’s security infrastructure, the review of the Services, and for responding to security incidents. 

(c) Access Control and Privilege Management. AMGiNE’s and Customer’s administrators and end users must authenticate themselves via a multi-factor authentication system or via a single sign on system in order to use the Services. 

(d) Internal Data Access Processes and Policies – Access Policy. AMGiNE’s internal data access processes and policies are designed to protect against unauthorized access, use, disclosure, alteration or destruction of Customer Personal Data. AMGiNE designs its systems to only allow authorized persons to access data they are authorized to access based on principles of “least privileged” and “need to know”, and to prevent others who should not have access from obtaining access.  AMGiNE requires the use of unique user IDs, strong passwords, two factor authentication and monitored access lists to minimize the potential for unauthorized account use. The granting or modification of access rights is based on: the authorized personnel’s job responsibilities; job duty requirements necessary to perform authorized tasks; a need to know basis; and must be in accordance with AMGiNE’s internal data access policies and training. Approvals are managed by workflow tools that maintain audit records of all changes. Access to systems is logged to create an audit trail for accountability. Where passwords are employed for authentication (e.g., login to workstations), password policies follow industry standard practices. These standards include password complexity, password expiry, password lockout, restrictions on password reuse and re-prompt for password after a period of inactivity. 

 

4. Data Center and Network Security. 

 

(a) Data Centers. 

 i. Infrastructure. AMGiNE has AWS as its data center. (Customer data will be processed and stored within AWS data centers located in [us-east-1, us-west-2]. AWS may update or expand its data center locations as necessary, ensuring compliance with applicable data protection laws. A current list of AWS regions can be found at AWS Global Infrastructure).

ii. Resiliency. Multi Availability Zones are enabled on AWS and AMGiNE conducts Backup Restoration Testing on regular basis to ensure resiliency. 

iii. Server Operating Systems. AMGiNE’s servers are customized for the application environment and the servers have been hardened for the security of the Services. AMGiNE employs a code review process to increase the security of the code used to provide the Services and enhance the security products in production environments. 

iv. Disaster Recovery. AMGiNE replicates data over multiple systems to help to protect against accidental destruction or loss. AMGiNE has designed and regularly plans and tests its disaster recovery programs. 

v. Security Logs. AMGiNE’s systems have logging enabled to their respective system log facility in order to support the security audits, and monitor and detect actual and attempted attacks on, or intrusions into, AMGiNE’s systems. 

vi. Vulnerability Management. AMGiNE performs regular vulnerability scans on all infrastructure components of its production and development environment.  Vulnerabilities are remediated on a risk basis, with Critical, High and Medium security patches for all components installed as soon as commercially possible. 

 (b) Networks and Transmission. 

 i. Data Transmission. Transmissions on production environment are transmitted via Internet standard protocols. 

ii. External Attack Surface. AWS Security Group which is equivalent to virtual firewall is in place for Production environment on AWS. 

iii. Incident Response. AMGiNE maintains incident management policies and procedures, including detailed security incident escalation procedures. AMGiNE monitors a variety of communication channels for security incidents, and AMGiNE’s security personnel will react promptly to suspected or known incidents, mitigate harmful effects of such security incidents, and document such security incidents and their outcomes. 

iv. Encryption Technologies. AMGiNE makes HTTPS encryption (also referred to as SSL or TLS) available for data in transit and implements encryption technologies for data at rest to ensure the security and confidentiality of Customer Personal Data. 

 (c) Data Storage, Isolation, Authentication, and Destruction. AMGiNE stores data in a multi-tenant environment on AWS servers. Data, the Services database and file system architecture are replicated between multiple availability zones on AWS. AMGiNE logically isolates the data of different customers. A central authentication system is used across all Services to increase uniform security of data. AMGiNE ensures secure disposal of Customer Personal Data through the use of a series of data destruction processes. 

Annex 2 

AMGiNE’s Subprocessors 

Name of Subprocessor 

Description of Processing 

Location of Subprocessor 

Amazon Web Service 

Running the Production environment including the Application and Databases 

USA 

Google Workspace 

Email services 

USA 

Sendgrid 

Email services 

USA 

Courier 

Email services 

USA 

ZOHO 

Invoicing solutions 

USA 

Atlassian 

Work management 

USA 

Salesforce 

Sales Analyzer 

USA 

Slack 

Messaging 

USA