DATA PROCESSING AGREEMENT

BETWEEN:

(1)
The administrator of the EarMaster Cloud school account
(the "Data Controller")

and

(2)
EarMaster ApS
having its registered office at: Egaa Havvej 21, 1., 8250 Egaa, Denmark
(the "Data Processor")

Definitions

Under the terms of the General Data Protection Regulations (2016), EarMaster ApS named above is identified as a processor of personal data (Data Processor). The administrator of the EarMaster Cloud account is identified as the Data Controller.

The Data Processor is using the company Google Inc. and its service Google Cloud as a Data Sub-Processor.

General Terms

This agreement is to ensure the protection and security of data passed from the Data Controller (the administrator of the EarMaster Cloud account) to the Data Processor. This agreement exists to ensure sufficient guarantees are in place to qualify that data-processing carried out on behalf of the administrator of the EarMaster Cloud account complies with the data protection obligations of the data controller as set out in Article 5(2) of GDPR that states:

“the controller shall be responsible for, and be able to demonstrate, compliance with the principles.”

Data processed by EarMaster ApS on behalf of the administrator of the EarMaster Cloud account should only be used for the purposes specified by the Data Processor and authorized by the Data Controller. Upon termination of this data-processing agreement, all data files held by EarMaster ApS shall be destroyed in a confidential and secure manner or returned to the administrator of the EarMaster Cloud account.

This agreement draws attention to the General Data Protection Regulations (2016) and the key principles which state that data must be:

a) processed lawfully, fairly and in a transparent manner in relation to individuals; b) collected for specified, explicit and legitimate purposes and not further processed in a manner that is incompatible with those purposes; further processing for archiving purposes in the public interest, scientific or historical research purposes or statistical purposes shall not be considered to be incompatible with the initial purposes; c) adequate, relevant and limited to what is necessary in relation to the purposes for which they are processed; d) accurate and, where necessary, kept up to date; every reasonable step must be taken to ensure that inaccurate personal data is erased or rectified without delay; e) kept in a form which permits identification of data subjects for no longer than is necessary for the purposes for which the personal data are processed; personal data may be stored for longer periods insofar as the personal data will be processed solely for archiving purposes in the public interest, and in particular: f) processed in a manner that ensures appropriate security of the personal data, including protection against unauthorized or unlawful processing and against accidental loss, destruction or damage, using appropriate technical or organizational measures.”

Duties of the Data Processor

Under this agreement, EarMaster ApS should:
• Only use the personal data provided/obtained for purposes as agreed with the administrator of the EarMaster Cloud account as Data Controller.
• Take reasonable steps to ensure the integrity of its employees with access to personal data.
• Ensure employees are aware of the requirements of the GDPR (2016).
• Take reasonable steps to ensure the security of the personal data, protecting it against unauthorized processing, accidental loss, damage or destruction.
• Report to the Data Controller within 1 bank day of any actual or potential/suspected security breaches.
• Not disclose personal data except with the prior written consent from the Data Controller, or unless forced to by law.

At the request of the Data Controller, the EarMaster ApS will immediately:
• Stop processing all or any personal data
• Correct any personal data
• Confirm any disclosures made in relation to personal data and provide copies

In the event of any termination of this agreement, the Data Processor shall:
• Immediately cease processing the personal data
• Promptly destroy or return all copies of the personal data unless it is
prevented by law or any regulatory authority from destroying or returning all or part of such data, in which case it shall keep such data confidential and shall not process it further.

Intellectual Property Rights

The Data Processor is and shall remain the owner of any materials used or made available
in the context of the delivery of the Services.

The Data Processor grants to the Data Controller a limited, personal, non-exclusive, non-
transferable right to use any material provided in the context of the delivery of the Services.
This license is coterminous with the Agreement.

Applicable Law

The laws of Denmark shall apply to this Agreement. The Courts of Aarhus (Denmark) shall have exclusive jurisdiction with respect to all disputes arising out of or in connection with this Agreement.
Attempts to solve disputes informally shall not prevent the Parties from submitting such disputes to the Courts.