In the course of providing Licence Subscription to Customer, Telcowin Sdn Bhd (“Telcowin”) may process Personal Data on behalf of Customer and the Parties agree to comply with the following provisions with respect to any Personal Data, each acting reasonably and in good faith.

DATA PROCESSING TERMS

1. DEFINITIONS

“Customer” means the customer of Telcowin.

“Data Processing Policy” means this Policy.

“Data Subject” means the identified or identifiable person to whom Personal Data relates.

“Personal Data” means any information relating to (i) an identified or identifiable natural person and, (ii) an identified or identifiable legal entity (where such information is protected similarly as personal data or personally identifiable information under applicable Data Protection Laws and Regulations), where for each (i) or (ii), such data is Customer Data.

“Processing” means any operation or set of operations which is performed upon Personal Data, whether or not by automatic means, 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.

2. PROCESSING OF PERSONAL DATA

2.1. Customer’s Processing of Personal Data. For the avoidance of doubt, Customer’s instructions for the Processing of Personal Data shall comply with Data Protection Laws and Regulations. Customer shall have sole responsibility for the accuracy, quality, and legality of Personal Data and the means by which Customer acquired Personal Data. Customer specifically acknowledges that its use of the Licence Subscription will not violate the rights of any Data Subject that has opted-out from sales or other disclosures of Personal Data.

2.2. Telcowin’s Processing of Personal Data. Telcowin shall treat Personal Data as Confidential Information and shall Process Personal Data, on behalf of and only in accordance with Customer’s documented instructions for the following purposes: (i) Processing in accordance with the Agreement and applicable Purchase Order(s); (ii) Processing initiated by Users in their use of the Licence Subscription; and (iii) Processing to comply with other documented reasonable instructions provided by Customer (e.g., via email) where such instructions are consistent with the terms of the Agreement. Further, Telcowin shall ensure that the confidentiality and privacy of the Personal Data are adequately protected in accordance with the requirements of Data Protection Law and Regulations as set forth in this Policy.

3. RIGHTS OF DATA SUBJECTS

Data Subject Request. Telcowin shall, to the extent legally permitted, promptly notify Customer if Telcowin receives a request from a Data Subject to exercise the Data Subject’s right of access, right to rectification, restriction of Processing, erasure (“right to be forgotten”), data portability, object to the Processing, or its right not to be subject to an automated individual decision making, each such request being a “Data Subject Request”. Taking into account the nature of the Processing, Telcowin shall assist Customer by appropriate technical and organizational measures, insofar as this is possible, for the fulfilment of Customer’s obligation to respond to a Data Subject Request under Data Protection Laws and Regulations. In addition, Telcowin shall upon Customer’s request provide commercially reasonable efforts to assist Customer in responding to such Data Subject Request, to the extent Telcowin is legally permitted to do so and the response to such Data Subject Request is required under Data Protection Laws and Regulations. To the extent legally permitted, Customer shall be responsible for any costs arising from Telcowin’s provision of such assistance.

4. TELCOWIN PERSONNEL

4.1. Confidentiality. Telcowin shall ensure that its personnel engaged in the Processing of Personal Data are informed of the confidential nature of the Personal Data, have received appropriate training on their responsibilities and have executed written confidentiality agreements. Telcowin shall ensure that such confidentiality obligations survive the termination of the personnel engagement.

4.2. Reliability. Telcowin shall take commercially reasonable steps to ensure the reliability of any Telcowin personnel engaged in the Processing of Personal Data.

4.3. Limitation of Access. Telcowin shall ensure that Telcowin’s access to Personal Data is limited to those personnel performing services related to the Licence Subscription in accordance with the Agreement.

5. SUB-PROCESSORS

5.1. Appointment of Sub-processors. Customer acknowledges and agrees that (a) Telcowin and may engage third-party Sub-processors and entered into a written agreement with each Sub-processor containing data protection obligations not less protective than those in the Agreement with respect to the protection of Customer Data to the extent applicable to the nature of the Licence Subscription provided by such Sub-processor.

5.2. Notification of New Sub-processors. Telcowin shall provide notification of a new Sub-processor(s) before authorizing any new Sub-processor(s) to Process Personal Data in connection with the provision of the applicable Licence Subscription.

5.3. Liability. Telcowin shall be liable for the acts and omissions of its Sub processors to the same extent Telcowin would be liable if performing the services of each Sub-processor directly under the terms of this DPA, except as otherwise set forth in the Agreement.

6. SECURITY

6.1. Controls for the Protection of Customer Data. Telcowin shall maintain appropriate technical and organizational measures for protection of the security (including protection against unauthorized or unlawful Processing and against accidental or unlawful destruction, loss or alteration or damage, unauthorized disclosure of, or access to, Customer Data), confidentiality and integrity of Customer Data. Telcowin regularly monitors compliance with these measures.

6.2. Data Protection Impact Assessment. Upon Customer’s request, Telcowin shall provide Customer with reasonable cooperation and assistance needed to fulfil Customer’s obligation under the Data Protection Laws and Regulations to carry out a data protection impact assessment related to Customer’s use of the Licence Subscription, to the extent Customer does not otherwise have access to the relevant information, and to the extent such information is available to Telcowin.

7. CUSTOMER DATA INCIDENT MANAGEMENT AND NOTIFICATION

Telcowin maintains security incident management policies and procedures specified and shall notify Customer without undue delay after becoming aware of the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to Customer Data, including Personal Data, transmitted, stored or otherwise Processed by Telcowin or its Sub-processors of which Telcowin becomes aware (a “Customer Data Incident”). Telcowin shall make reasonable efforts to identify the cause of such Customer Data Incident and take those steps as Telcowin deems necessary and reasonable in order to remediate the cause of such a Customer Data Incident to the extent the remediation is within Telcowin’s reasonable control. The obligations herein shall not apply to incidents that are caused by Customer or Customer’s Users.

8. RETURN AND DELETION OF CUSTOMER DATA

Telcowin shall return Customer Data to Customer and, to the extent allowed by applicable law, delete Customer Data in accordance with the procedures.

9. LIMITATION OF LIABILITY

Each party’s and all of its Affiliates’ liability, taken together in the aggregate, arising out of or related to this Policy, 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 Policy together. For the avoidance of doubt, Telcowin’s and its Affiliates’ total liability for all claims from Customer arising out of or related to the Agreement and all Policy shall apply in the aggregate for all claims under both the Agreement and all Policy established under the Agreement, and, shall not be understood to apply individually and severally to Customer.

SCHEDULE 1 – DETAILS OF THE PROCESSING

Nature and Purpose of Processing

Telcowin will Process Personal Data as necessary to perform the Licence Subscription pursuant to the Agreement, as further specified in the Documentation, and as further instructed by Customer in its use of the Licence Subscription.

Categories of Data Subjects

Customer may submit Personal Data to the Licence Subscription, the extent of which is determined and controlled by Customer in its sole discretion, and which may include, but is not limited to Personal Data relating to the following categories of data subjects:

Prospects, customers, business partners and vendors of Customer (who are natural persons)
Employees or contact persons of Customer’s prospects, customers, business partners and vendors
Employees, agents, advisors, freelancers of Customer (who are natural persons)
Customer’s Users authorized by Customer to use the Licence Subscription

Type of Personal Data

First and last name
Title
Position
Employer
Contact information (company, email, phone, physical business address) • ID data
Professional life data
Personal life data
Localisation data

Special categories of data (if appropriate)

Customer may, subject to the restrictions set out in the Documentation, submit special categories of Personal Data to the Licence Subscription, the extent of which is determined and controlled by Customer in its sole discretion, and which is for the sake of clarity Personal Data with information revealing racial or ethnic origin, political opinions, religious or philosophical beliefs, or trade-union membership, and the processing of genetic data, biometric data for the purpose of uniquely identifying a natural person, data concerning health or data concerning a natural person’s sex life or sexual orientation.

Data Processing Policy