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Terms of Service Privacy Policy

Data Processing Addendum

This Data Processing Addendum ("DPA, "Addendum") supplements the Terms of Service agreement (the "Agreement"). This DPA applies to the extent you are using the Services in the context of your data processing activities that are subject to the EU General Data Protection Regulation ("GDPR").

This DPA is entered into by Awio Web Services LLC ("Awio", "us", "we"). You must have an existing Improvely account and be party to the Terms of Service agreement to accept this DPA on behalf of the legal entity that corresponds to your Improvely account and Agreement. By clicking "I accept", you agree to enter into this DPA with Awio. Collectively, you and Awio are referred to in this DPA as the "parties".

How to accept these terms: To complete this DPA, you must click the "I accept" button below. Upon Awio's receipt of a time-stamped acceptance via the Improvely website, this DPA will become legally binding between you and Awio. If you do not have an existing Improvely account, or are not a party to the Agreement, then you may not accept this DPA, and any attempt to do so will be void and of no effect.

1. General

This DPA sets out data protection, security and confidentiality requirements with regard to the Processing of Personal Data (as each of these phrases is defined below) that is collected, disclosed, stored, accessed or otherwise processed by Awio for the purpose of providing the Services.

2. Definitions

When used in this DPA, these terms have the following meanings. Any capitalized terms not defined in this DPA have the meaning given in the Terms of Service Agreement.

"Applicable Law" means all applicable European Union ("EU") or national laws and regulations relating to the privacy, confidentiality, security and protection of Personal Data, including, without limitation: the European Union Data Protection Directive 95/46/EC, as amended or replaced, from time to time, such as by the General Data Protection Regulation 2016/679 ("GDPR"), with effect from 25 May 2018, and EU Member State laws supplementing the GDPR; the EU Directive 2002/58/EC ("e-Privacy Directive"), as amended or replaced from time to time, and EU Member State laws implementing the e-Privacy Directive, including laws regulating the use of cookies and other tracking means as well as unsolicited e-mail communications; and EU Member State laws regulating security breach notification and imposing data security requirements;

"Data Controller" means the entity which, alone or jointly with others, determines the purposes and means of the Processing of Personal Data;

"Data Processor" means the entity which Processes Personal Data on behalf of the Data Controller;

"Data Subject" means an identified or identifiable natural person to which the Personal Data pertain;

"Instructions" means this DPA and any further written agreement or documentation by way of which the Data Controller or its affiliates instruct the Data Processor to perform specific Processing of Personal Data;

"Personal Data" means any information relating to an identified or identifiable natural person; an identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person, that is collected, disclosed, stored, accessed or otherwise processed by Awio for the purpose of providing the Services to you;

"Processing" means any operation or set of operations which is performed on Personal Data or on sets of Personal Data, such as collection, recording, organization, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure or destruction;

"Pseudonymization" means the Processing of Personal Data in such a manner that the Personal Data can no longer be attributed to a specific Data Subject without the use of additional information;

"Sensitive Data" means Personal Data revealing racial or ethnic origin, political opinions, religious or philosophical beliefs, trade-union membership, genetic data, biometric data, data concerning health, sex life or sexual orientation; and

"Sub-processor" means the entity engaged by the Data Processor or any further Sub-processor to Process Personal Data on behalf and under the authority of the Data Controller.

3. Processing of Personal Data

The parties acknowledge and agree that to the extent Awio operates and manages the Services, Awio is acting as a Data Processor on your behalf, and you act as a Data Controller.

You shall, in your use of the Services and provision of Instructions, Process Personal Data in accordance with the requirements of Applicable Law and provide Instructions to Awio that are lawful. You shall ensure that Data Subjects are provided with appropriate information regarding the Processing of their Personal Data and, where required by Applicable Law, you shall obtain their consent to such Processing.

To the extent that Awio is acting as a Data Processor, Awio will:

  • Process Personal Data in accordance with the Instructions of the Data Controller and this DPA;
  • ensure that any person authorized by Awio to Process Personal Data is committed to respecting the confidentiality of the Personal Data;
  • provide reasonable assistance to the Data Controller, at the expense of the Data Controller, in ensuring compliance with the obligations of the Data Controller under Applicable Laws, taking into account the nature of the Processing and the information available to the Data Processor;
  • provide reasonable assistance to the Data Controller, upon request, and, at the expense of the Data Controller, facilitate the Data Controller's compliance with its obligations in respect of conducting data protection impact assessments and consulting with a supervisory authority, as required by Applicable Law;
  • shall allow for and contribute to audits during the term of the Agreement. The purposes of an audit pursuant to this clause include to verify that Awio is processing Personal Data in accordance with its obligations under this DPA and Applicable Laws. Such audit shall consist solely of: (i) the provision by Awio of written information (including, without limitation, questionnaires and information about security policies) that may include information relating to Sub-processors; and (ii) interviews with Awio's personnel. Such interviews shall be carried out, insofar as possible, by electronic communications such as e-mail. Such audit may be carried out by Data Controller or an inspection body composed of independent members and in possession of the required professional qualifications bound by a duty of confidentiality. For the avoidance of doubt, no access to any part of Awio's IT systems, data hosting sites or centers, or infrastructure will be permitted.

The subject-matter of Processing of Personal Data by Awio is the performance of the Services pursuant to the Agreement. The duration of the Processing, the nature and purpose of the Processing, the types of Personal Data and categories of Data Subjects Processed under this DPA are further specified in Schedule A to this DPA.

4. Rights of Data Subjects

Awio will, to the extent permitted by Applicable Law or other applicable legal or regulatory requirements, inform you of any formal requests from Data Subjects exercising their rights of access, correction or erasure of their Personal Data, their right to restrict or to object to the Processing as well as their right to data portability. Awio will contact you prior to acting upon such requests. Awio may at its discretion act upon such requests if a timely response is not received.

Awio shall, upon your request, provide reasonable efforts to assist you in responding to such Data Subject requests, and to the extent legally permitted, you shall be responsible for any costs arising from Awio's provision of such assistance.

5. Sub-Processors

You acknowledge and agree that Awio may engage third-party Sub-Processors in connection with the provision of the Services. Awio will enter into a written agreement with the Sub-Processor imposing on the Sub-Processor data protection obligations comparable to those imposed on Awio under this Agreement with respect to the protection of Personal Data. In case the Sub-Processor fails to fulfill its data protection obligations under such written agreement with Awio, Awio will remain liable to you for the performance of the Sub-Processor’s obligations under such agreement, except as otherwise set forth in the Agreement. By way of this DPA, the Data Controller provides general written authorization to Awio as Data Processor to engage Sub-Processors as necessary to perform the Services.

Awio shall make available a list of Sub-Processors for the Services. A current list of the Awio Sub-Processors can be found here. Awio will update the list to reflect any addition, replacement or other changes to Awio's Sub-Processors.

You may reasonably object to Awio's use of a new Sub-Processor on legitimate grounds, subject to the termination and liability clauses of the Awio Agreement. The Data Controller acknowledges that these Sub-Processors are essential to providing the Services and that objecting to the use of a Sub-Processor may prevent Awio from offering the Services to the Data Controller.

6. Security

Each party shall implement and maintain appropriate technical and organizational measures for protection of the security, confidentiality and integrity of Personal Data, including, where appropriate:

  • Pseudonymization and encryption of Personal Data;
  • the ability to ensure the ongoing confidentiality, integrity, availability and resilience of processing systems and services involved in the processing of Personal Data;
  • the ability to restore the availability and access to Personal Data in a timely manner in the event of a physical or technical incident; and
  • a process for regular testing, assessing and evaluating the effectiveness of technical and organizational measures for ensuring the security of the processing of Personal Data.

If Awio becomes aware of any accidental, unauthorised or unlawful destruction, loss, alteration, or disclosure of, or access to Personal Data that is processed by Awio in the course of providing the Services (an "Incident") under the Agreement it shall without undue delay notify you and provide you with a description of the Incident as well as periodic updates to information about the Incident, including its impact on Personal Data. Awio shall additionally take action to investigate the Incident and reasonably prevent or mitigate the effects of the Incident.

7. Return and Deletion of Personal Data

Upon the termination of the provision of Services by either the Data Controller or Awio, the Data Controller may direct Awio to delete or return all Personal Data to the Data Controller. If the Data Controller does not make either request, Awio may retain Personal Data for a period of not more than 2 years in order to offer resumption of the Services to the Data Controller.

8. Data Transfers

The parties agree that Awio may transfer Personal Data processed under this DPA outside the European Economic Area ("EEA") or Switzerland as necessary to provide the Services. If Awio transfers Personal Data protected under this DPA to a jurisdiction for which the European Commission has not issued an adequacy decision, Awio will ensure that appropriate safeguards have been implemented for the transfer of Personal Data in accordance with Applicable Law, such as participation in the EU-US Privacy Shield framework.

9. Termination

This DPA will have the same duration as and will be subject to the termination terms of the Agreement. The obligations of Awio to implement appropriate security measures with respect to Personal Data will survive the termination of this DPA and will apply for so long as Awio retains Personal Data. In the event of a conflict between this DPA and the Agreement, this DPA will apply to the extent of the inconsistency.

10. Limitation of Liability

Each party's (including their respective affiliates') liability, in the aggregate, arising out of or related to this DPA, whether in contract, tort or under any other theory of liability, is subject to the "Limitation of Liability" section of the Agreement, and any reference in such section to the liability of a party means the aggregate liability of that party and all of its affiliates under the Agreement and all DPAs together.

Governing Law

This DPA and any dispute or claim arising out of or in connection with this DPA or its subject matter shall be governed by, and construed in accordance with, the laws of Montgomery County, Pennsylvania, United States.

Schedule A: Description of Processing

Subject Matter: Awio's provision of the Services to you.

Duration of Processing: For the duration of the term of the Agreement, plus the period from the expiration of the Agreement while Personal Data is retained.

Data Subjects: Visitors to, users of and customers of the Data Controller's website.

Data Processing Activities: Improvely is a website traffic analysis tool that allows you to analyze and understand the behavior patterns of your website visitors and customers. Improvely's reports and notifications allow you to identify how visitors find your site, what pages of your site they view, what actions they take when on the site, and to identify, investigate and deter fraudulent or illegal activity related to your website or online advertising activities. Awio processes data sent by you and your end users end users in order to provide these Services.

Categories of Personal Data: Data processed about your website visitors, users and customers may include:

  • IP address
  • User agent string including device and browser information
  • Screen size
  • Location data based on IP address
  • The domain or URL of the webpage a visitor last viewed
  • Search phrase or keyword used to find the website
  • Metadata about the advertisement clicked to find the website, such as campaign name, source, medium and ad content
  • The value of URL parameters accessed by a visitor including UTM parameters such as utm_source, utm_campaign, utm_medium, utm_content and utm_term
  • GCLID or other advertising network provided identifiers
  • Automatically generated pseudonymous visitor identifiers
  • Cost information associated with any ads clicked
  • The date and time a webpage was accessed
  • The date and time a visitor was last seen
  • An amount of revenue associated with a visitor
  • Metadata associated with an event like a signup or purchase, like an order number or shopping cart total
  • Any additional Personal Data you may choose to associate with the visitor, such as a name or email address

Awio does not knowingly process Sensitive Data in the context of the processing activities described in this Schedule.