Last Modified: November 10, 2023
This WeWeb Data Processing Agreement and its Annexes ("DPA") reflect the parties' agreement concerning the Processing of Personal Data by us on behalf of you in connection with the WeWeb ("Services") under the Terms and conditions between you and us (also referred to in this DPA as the ("Agreement").
This DPA is supplemental to, and forms an integral part of, the Agreement and is effective upon its incorporation into the Agreement, which may be specified in the Agreement, or an executed amendment to the Agreement. In case of any conflict or inconsistency with the terms of the Agreement, this DPA will take precedence over the terms of the Agreement to the extent of such conflict or inconsistency.
We update these terms from time to time. If you have an active account, we will let you know when we do via email (if you have subscribed to receive email notifications from WeWeb.
The term of this DPA will follow the term of the Agreement. Terms not otherwise defined in this DPA will have the meaning as set forth in the Agreement.
"Controller" means the natural or legal person, public authority, agency, or other body which, alone or jointly with others, determines the purposes and means of the Processing of Personal Data.
"Data Protection Laws" means all applicable worldwide legislation relating to data protection and privacy that applies to the respective party in the role of Processing Personal Data in question under the Agreement, including without limitation European Data Protection Laws and other applicable US federal and state privacy laws, and the data protection and privacy laws of Australia, Singapore, and Japan, in each case as amended, repealed, consolidated or replaced from time to time.
"Data Subject" means the individual to whom Personal Data relates.
"Europe" means the European Union, the European Economic Area and/or their member states, Switzerland and the United Kingdom.
"European Data" means Personal Data that is subject to the protection of European Data Protection Laws.
"European Data Protection Laws" means data protection laws applicable in Europe, including: (i) Regulation 2016/679 of the European Parliament and of the Council on the protection of natural persons with regard to the processing of personal data and on the free movement of such data (General Data Protection Regulation) ("GDPR"); (ii) Directive 2002/58/EC concerning the processing of personal data and the protection of privacy in the electronic communications sector; and (iii) applicable national implementations of (i) and (ii); or (iii) GDPR as it forms parts of the United Kingdom domestic law by virtue of Section 3 of the European Union (Withdrawal) Act 2018 ("UK GDPR"); and (iv) Swiss Federal Data Protection Act and its Ordinance ("Swiss DPA"); in each case, as may be amended, superseded or replaced.
"Instructions" means the written, documented instructions issued by a Controller to a Processor, and directing the same to perform a specific or general action with regard to Personal Data (including, but not limited to, depersonalizing, blocking, deletion, making available).
"Permitted Affiliates" means any of your Affiliates that (i) are permitted to use the Services pursuant to the Agreement, but have not signed their own separate agreement with us and are not a "Customer" as defined under the Agreement, (ii) qualify as a Controller of Personal Data Processed by us, and (iii) are subject to European Data Protection Laws.
"Personal Data" means any information relating to an identified or identifiable individual where (i) such information is contained within Customer Data; and (ii) is protected similarly as personal data, personal information, or personally identifiable information under applicable Data Protection Laws.
"Personal Data Breach" means a breach of Security leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, Personal Data transmitted, stored or otherwise Processed by us and/or our Sub-Processors in connection with the provision of the Services. "Personal Data Breach" will not include unsuccessful attempts or activities that do not compromise the Security of Personal Data, including unsuccessful log-in attempts, pings, port scans, denial of service attacks, and other network attacks on firewalls or networked systems.
"Processing" means any operation or set of operations which is performed on Personal Data, encompassing the collection, recording, organization, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction or erasure of Personal Data. The terms "Process", "Processes," and "Processed" will be construed accordingly.
"Processor" means a natural or legal person, public authority, agency or other body which Processes Personal Data on behalf of the Controller.
"Standard Contractual Clauses" means the standard contractual clauses annexed to the European Commission's Decision (EU) 2021/914 of 4 June 2021 currently found at https://eur-lex.europa.eu/eli/dec_impl/2021/914, as may be amended, superseded or replaced.
"Sub-Processor" means any Processor engaged by us or our Affiliates to assist in fulfilling our obligations with respect to the provision of the Services under the Agreement. Sub-Processors may include third parties or our Affiliates but will exclude any HubSpot employee or consultant.
a. Compliance with Laws. Within the scope of the Agreement and in its use of the Services, you will be responsible for complying with all requirements that apply to it under applicable Data Protection Laws with respect to its Processing of Personal Data and the Instructions it issues to us. In particular but without prejudice to the generality of the foregoing, you acknowledge and agree that you will be solely responsible for: (i) the accuracy, quality, and legality of Customer Data and the means by which you acquired Personal Data; (ii) complying with all necessary transparency and lawfulness requirements under applicable Data Protection Laws for the collection and use of the Personal Data, including obtaining any necessary consents and authorizations (particularly for use by Customer for marketing purposes); (iii) ensuring you have the right to transfer, or provide access to, the Personal Data to us for Processing in accordance with the terms of the Agreement (including this DPA); (iv) ensuring that your Instructions to us regarding the Processing of Personal Data comply with applicable laws, including Data Protection Laws; and (v) complying with all laws (including Data Protection Laws) applicable to any emails or other content created, sent or managed through the services, including those relating to obtaining consents (where required) to send emails, the content of the emails and its email deployment practices. You will inform us without undue delay if you are not able to comply with your responsibilities under this 'Compliance with Laws' section or applicable Data Protection Laws.
b. Controller Instructions. The parties agree that the Agreement (including this DPA), together with your use of the services in accordance with the Agreement, constitute your complete Instructions to us in relation to the Processing of Personal Data, so long as you may provide additional instructions during the subscription term that are consistent with the Agreement, the nature and lawful use of the services.
c. Security. You are responsible for independently determining whether the data security provided for in the service adequately meets your obligations under applicable Data Protection Laws. You are also responsible for your secure use of the Subscription Service, including protecting the Security of Personal Data in transit to and from the services (including to securely backup or encrypt any such Personal Data).
a. Compliance with Instructions. We will only Process Personal Data for the purposes described in this DPA or as otherwise agreed within the scope of your lawful Instructions, except where and to the extent otherwise required by applicable law. We are not responsible for compliance with any Data Protection Laws applicable to you or your industry that are not generally applicable to us.
b. Conflict of Laws. If we become aware that we cannot Process Personal Data in accordance with your Instructions due to a legal requirement under any applicable law, we will (i) promptly notify you of that legal requirement to the extent permitted by the applicable law; and (ii) where necessary, cease all Processing (other than merely storing and maintaining the Security of the affected Personal Data) until such time as you issue new Instructions with which we are able to comply. If this provision is invoked, we will not be liable to you under the Agreement for any failure to perform the applicable Services until such time as you issue new lawful Instructions with regard to the Processing.
c. Security. We will implement and maintain appropriate technical and organizational measures to protect Personal Data from Personal Data Breaches, as described under Annex 2 to this DPA ("Security Measures"). Notwithstanding any provision to the contrary, we may modify or update the Security Measures at our discretion provided that such modification or update does not result in a material degradation in the protection offered by the Security Measures.
d. Confidentiality. We will ensure that any personnel whom we authorize to Process Personal Data on our behalf is subject to appropriate confidentiality obligations (whether a contractual or statutory duty) with respect to that Personal Data.
e. Personal Data Breaches. We will notify you without undue delay after we become aware of any Personal Data Breach and will provide timely information relating to the Personal Data Breach as it becomes known or reasonably requested by you. At your request, we will promptly provide you with such reasonable assistance as necessary to enable you to notify relevant Personal Data Breaches to competent authorities and/or affected Data Subjects, if you are required to do so under Data Protection Laws.
f. Retention and Deletion of Personal Data. We do not automatically delete personal data. Following the termination or expiration of the subscription, we will delete the Customer Data, including Personal Data, only upon receiving a specific request from the customer to do so. This approach is in line with our Terms and Conditions, except in cases where applicable law mandates that we retain certain Customer Data, or when Customer Data is stored on backup systems. In such cases, we ensure that the data is securely isolated and protected from any further processing, and it will be deleted in accordance with our standard deletion practices. Customers wishing to have their personal data deleted after their subscription ends can make this request through our 'Chat with us' tool."
You agree we may engage Sub-Processors to Process Personal Data on your behalf, and we do so in three ways. First, we may engage Sub-Processors to assist us with hosting and infrastructure. Second, we may engage with Sub-Processors to support product features and integrations. Third, we may engage with WeWeb Affiliates as Sub-Processors for service and support.
We have currently appointed, as Sub-Processors, the third parties and WeWeb Affiliates listed in Annex 3 to this DPA.
Where we engage Sub-Processors, we will impose data protection terms on the Sub-Processors that provide at least the same level of protection for Personal Data as those in this DPA, to the extent applicable to the nature of the services provided by such Sub-Processors. We will remain responsible for each Sub-Processor's compliance with the obligations of this DPA and for any acts or omissions of such Sub-Processor that cause us to breach any of its obligations under this DPA.
You acknowledge and agree that we may access and Process Personal Data on a global basis as necessary to provide the Services in accordance with the Agreement, and in particular that Personal Data may be transferred to and Processed by WeWeb, Inc. in the United States and to other jurisdictions where WeWeb Affiliates and Sub-Processors have operations. Wherever Personal Data is transferred outside its country of origin, each party will ensure such transfers are made in compliance with the requirements of Data Protection Laws.
a. Amendments. Notwithstanding anything else to the contrary in the Agreement and without prejudice to the 'Compliance with Instructions' or 'Security' sections of this DPA, we reserve the right to make any updates and changes to this DPA and the terms that apply in the 'Amendment; No Waiver' section of the Terms and conditions will apply.
b. Severability. If any individual provisions of this DPA are determined to be invalid or unenforceable, the validity and enforceability of the other provisions of this DPA will not be affected.
c. Limitation of Liability. Each party and each of their Affiliates' liability, taken in aggregate, arising out of or related to this DPA (including any other DPAs between the parties) and the Standard Contractual Clauses, where applicable, whether in contract, tort or under any other theory of liability, will be subject to the limitations and exclusions of liability set out in the 'Responsibility' section of Terms and conditions.
d. Governing Law. This DPA will be governed by and construed in accordance with the 'Applicable Law And Jurisdiction-Territorial Jusrisdiction-Contracting' section of Terms and conditions.
a. Permitted Affiliates. By creating an account in WeWeb, you enter into this DPA (including, where applicable, the Standard Contractual Clauses) on behalf of yourself and in the name and on behalf of your Permitted Affiliates. For the purposes of this DPA only, and except where indicated otherwise, the terms "Customer", "you" and "your" will include you and such Permitted Affiliates.
b. Authorization. The legal entity agreeing to this DPA as Customer represents that it is authorized to agree to and enter into this DPA for and on behalf of itself and, as applicable, each of its Permitted Affiliates.
c. Remedies. The parties agree that (i) solely the Customer entity that is the contracting party to the Agreement will exercise any right or seek any remedy any Permitted Affiliate may have under this DPA on behalf of its Affiliates, and (ii) the Customer entity that is the contracting party to the Agreement will exercise any such rights under this DPA not separately for each Permitted Affiliate individually but in a combined manner for itself and all of its Permitted Affiliates together. The Customer entity that is the contracting entity is responsible for coordinating all Instructions, authorizations and communications with us under the DPA and will be entitled to make and receive any communications related to this DPA on behalf of its Permitted Affiliates.
d. Other rights. The parties agree that you will, when reviewing our compliance with this DPA pursuant to the 'Demonstration of Compliance' section, take all reasonable measures to limit any impact on us and our Affiliates by combining several audit requests carried out on behalf of the Customer entity that is the contracting party to the Agreement and all of its Permitted Affiliates in one single audit.
a. Rights of Data Subjects: In accordance with the GDPR and other applicable Data Protection Laws, Data Subjects have certain rights regarding their Personal Data. These rights include, but are not limited to, the right to access, correct, delete, or transfer their Personal Data, as well as the right to object to its processing or to restrict processing in certain circumstances.
b. Assistance with Compliance: The Processor acknowledges its duty to assist the Controller in ensuring compliance with the obligations concerning the rights of Data Subjects under the GDPR and other applicable Data Protection Laws. This assistance includes, but is not limited to, providing necessary mechanisms to enable Data Subjects to exercise their rights and facilitating the Controller's response to Data Subject requests within the legally mandated timeframes.
c. Handling Requests: Upon receiving a request from a Data Subject regarding their Personal Data, the Processor shall promptly inform the Controller of such request. The Processor shall not respond directly to the Data Subject unless authorized to do so by the Controller. The Processor agrees to provide reasonable assistance, including technical measures, to the Controller for the fulfillment of the Controller’s obligation to respond to Data Subject requests.
d. Documentation and Record-Keeping: The Processor shall maintain records of all Data Subject requests and the actions taken in response to such requests. These records will be provided to the Controller upon request to demonstrate compliance with Data Protection Laws.
e. Training and Awareness: The Processor shall ensure that its employees and any other individuals involved in the Processing of Personal Data are aware of and properly trained in handling Data Subject requests and in the Processor’s obligations under this clause.
f. Costs: If the nature or frequency of the Data Subjects’ requests requires significant resources or incurs significant costs for the Processor, the parties agree to discuss in good faith the terms for compensation of such additional resources or costs.
a. Breach Notification: In the event of a Personal Data Breach, the Processor shall without undue delay, and where feasible, not later than 72 hours after having become aware of it, notify the Controller of the Personal Data Breach. If the notification to the Controller is not made within 72 hours, it shall be accompanied by reasons for the delay.
b. Content of Notification: The notification shall at least:
c. Documentation of Data Breaches: The Processor shall document all Personal Data Breaches, including the facts relating to the Personal Data Breach, its effects, and the remedial action taken. This documentation shall enable the Controller to verify compliance with this clause.
d. Communication to Data Subjects: The decision to communicate a Personal Data Breach to the affected Data Subjects shall be solely at the discretion of the Controller, unless otherwise required by Data Protection Laws.
a. Transfer Mechanisms: The parties acknowledge that, due to the global nature of data processing, Personal Data may be transferred to countries outside of the European Economic Area (EEA), the United Kingdom, or the Data Subject's country of residence. Such transfers shall be conducted in compliance with applicable Data Protection Laws and the following mechanisms:
i. Adequacy Decisions: Where the European Commission or a relevant data protection authority has made an adequacy decision regarding the level of data protection in the recipient country, data may be transferred on this basis.
ii. Standard Contractual Clauses (SCCs): In the absence of an adequacy decision, the parties shall rely on Standard Contractual Clauses as approved by the European Commission or a relevant data protection authority as a basis for the transfer of Personal Data to countries outside the EEA or the UK. The parties agree to comply with the obligations under the SCCs and implement any supplementary measures necessary to ensure an equivalent level of data protection as provided in the EEA or the UK.
iii. Binding Corporate Rules (BCRs): For intra-group transfers, the Processor may use Binding Corporate Rules approved by the relevant data protection authorities as a basis for the transfer of Personal Data outside the EEA or the UK, provided that such BCRs ensure an adequate level of protection for the transferred data.
b. Assessment and Documentation: In light of the Schrems II decision, the parties shall assess the laws and practices of the third country of destination, particularly regarding public authorities' access to data. The parties shall document this assessment and take appropriate safeguards to protect the Personal Data in accordance with the requirements of the GDPR and other applicable Data Protection Laws.
c. Supplementary Measures: Where necessary, the parties shall implement supplementary measures to ensure that the level of protection guaranteed by the GDPR and other applicable Data Protection Laws is not undermined. These measures may include technical, organizational, and contractual measures.
d. Notification and Cooperation: The Processor shall inform the Controller of any requests for disclosure of Personal Data by a foreign law enforcement agency unless prohibited from doing so by law or court order. The Processor shall also provide reasonable assistance to the Controller in assessing and responding to such requests.
e. Review and Modification: The parties agree to review the transfer mechanisms herein regularly and modify them as necessary to ensure ongoing compliance with Data Protection Laws, especially in response to new legal developments, guidance, or decisions impacting data transfer mechanisms.
Data exporter
Name: The Customer, as defined in the Agreement.
Address: The Customer's address, as set out in Services details
Contact person's name, position and contact details: The Customer's contact details, as set out in the Services details
Activities relevant to the data transferred under these Clauses: Processing of Personal Data in connection with Customer's use of the Services under Terms and conditions.
Role (controller/processor): Controller
Data importer
Name: WeWeb, Inc. Address: WeWeb Inc, 251 Little Falls Drive, Wilmington, New Caste, County, Delaware 19808
Contact person's name, position, and contact details: Raphaël Goldsztejn, Data Protection Officer, WeWeb Inc, 251 Little Falls Drive, Wilmington, New Caste, County, Delaware 19808
Activities relevant to the data transferred under these Clauses: Processing of Personal Data in connection with Customer's use of the Services under Terms and conditions.
Role (controller/processor): Processor
Categories of Data Subjects whose Personal Data is Transferred: You may submit Personal Data in the course of using the Services, the extent of which is determined and controlled by you in your sole discretion, and which may include, but is not limited to Personal Data relating to the following categories of Data Subjects: Your Contacts and other end users including your employees, contractors, collaborators, customers, prospects, suppliers and subcontractors. Data Subjects may also include individuals attempting to communicate with or transfer Personal Data to your end users.
Categories of Personal Data Transferred: You may submit Personal Data to through the Services, the extent of which is determined and controlled by you in your sole discretion, and which may include but is not limited to the following categories of Personal Data:
Sensitive Data transferred and applied restrictions or safeguards: The parties do not anticipate the transfer of sensitive data.
Frequency of the transfer: Continuous
Nature of the Processing: Personal Data will be Processed in accordance with the Agreement (including this DPA) and may be subject to the following Processing activities:
Purpose of the transfer and further processing: We will Process Personal Data as necessary to provide the Services pursuant to the Agreement, as further specified in the Terms and conditions, and as further instructed by you in your use of the Services.
Period for which Personal Data will be retained: Subject to the 'Deletion or Return of Personal Data' section of this DPA, we will Process Personal Data for the duration of the Agreement, unless otherwise agreed in writing.
We currently observe the Security Measures described in this Annex 2. All capitalized terms not otherwise defined herein will have the meanings as set forth in the Terms and conditions.
i) Preventing Unauthorized Product Access
Outsourced processing: We host our Services with outsourced cloud infrastructure providers. Additionally, we maintain contractual relationships with vendors in order to provide the Services in accordance with our DPA. We rely on contractual agreements, privacy policies, and vendor compliance programs in order to protect data processed or stored by these vendors.
Physical and environmental Security: We host our product infrastructure with multi-tenant, outsourced infrastructure providers. We do not own or maintain hardware located at the outsourced infrastructure providers' data centers. Production servers and client-facing applications are logically and physically secured from our internal corporate information systems. The physical and environmental security controls are audited for SOC 2 Type II and ISO 27001 compliance, among other certifications.
Authentication: We implement a uniform password policy for our customer products. Customers who interact with the products via the user interface must authenticate before accessing non-public customer data.
Authorization: Customer Data is stored in multi-tenant storage systems accessible to Customers via only application user interfaces and application programming interfaces. Customers are not allowed direct access to the underlying application infrastructure. The authorization model in each of our products is designed to ensure that only the appropriately assigned individuals can access relevant features, views, and customization options. Authorization to data sets is performed through validating the user's permissions against the attributes associated with each data set.
Application Programming Interface (API) access: Public product APIs may be accessed using an API key or through Oauth authorization.
ii) Limitations of Privilege & Authorization Requirements
Product access: A subset of our employees have access to the products and to customer data via controlled interfaces. The intent of providing access to a subset of employees is to provide effective customer support, product development and research, to troubleshoot potential problems, to detect and respond to security incidents and implement data security.
In-transit: We require HTTPS encryption (also referred to as SSL or TLS) on all login interfaces and for free on every customer site hosted on WeWeb. Our HTTPS implementation uses industry standard algorithms and certificates.
At-rest: We store user passwords following policies that follow industry standard practices for Security. We have implemented technologies to ensure that stored data is encrypted at rest.
Detection: We designed our infrastructure to log extensive information about the system behavior, traffic received, system authentication, and other application requests. Internal systems aggregate log data and alert appropriate employees of malicious, unintended, or anomalous activities. Our personnel, including Security, operations, and support personnel, are responsive to known incidents.
Response and tracking: We maintain a record of known security incidents that includes description, dates and times of relevant activities, and incident disposition. Suspected and confirmed security incidents are investigated by Security, operations, or support personnel; and appropriate resolution steps are identified and documented. For any confirmed incidents, we will take appropriate steps to minimize product and Customer damage or unauthorized disclosure. Notification to you will be in accordance with the terms of the Agreement.
Infrastructure availability: The infrastructure providers use commercially reasonable efforts to ensure a minimum of 99.84% uptime. The providers maintain a minimum of N+1 redundancy to power, network, and heating, ventilation and air conditioning (HVAC) services.
Fault tolerance: Backup and replication strategies are designed to ensure redundancy and fail-over protections during a significant processing failure. Customer data is backed up to multiple durable data stores and replicated across multiple availability zones.
Online replicas and backups: Where feasible, production databases are designed to replicate data between no less than 1 primary and 1 secondary database. All databases are backed up and maintained using at least industry standard methods.
Disaster Recovery Plans: We maintain and regularly test disaster recovery plans to help ensure availability of information following interruption to, or failure of, critical business processes. Our products are designed to ensure redundancy and seamless failover. The server instances that support the products are also architected with a goal to prevent single points of failure. This design assists our operations in maintaining and updating the product applications and backend while limiting downtime.
To help WeWeb deliver the Services, we engage Sub-Processors to assist with our data processing activities.
Status as of Nov 15, 2023. Please check with the Third-Party Sub-Processors on the latest status and details.
