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1. Parties: Identification of the contracting parties (both controllers) including full legal names, registration details, and addresses
2. Background: Context of the agreement, relationship between the parties, and purpose of the data sharing arrangement
3. Definitions: Definitions of key terms used in the agreement, including technical terms and references to applicable laws
4. Scope and Purpose of Data Processing: Detailed description of the data processing activities, categories of data, and purposes of processing
5. Roles and Responsibilities: Clear delineation of each controller's obligations and responsibilities regarding data processing
6. Lawful Basis for Processing: Specification of the legal grounds for data processing under Swiss law
7. Data Protection Principles: Commitment to comply with fundamental data protection principles under FADP
8. Data Subject Rights: Procedures for handling data subject requests and ensuring rights can be exercised
9. Data Security: Security measures required to protect personal data during processing and transfer
10. Data Breach Notification: Procedures for notifying about and handling personal data breaches
11. Confidentiality: Obligations regarding confidentiality of processed data
12. Term and Termination: Duration of the agreement and conditions for termination
13. Governing Law and Jurisdiction: Specification of Swiss law as governing law and jurisdiction for disputes
1. Cross-border Data Transfers: Required when personal data will be transferred outside Switzerland, including safeguards and mechanisms for international transfers
2. Audit Rights: Include when parties require mutual audit rights to ensure compliance
3. Sub-processing: Include when either controller may engage sub-processors for data processing activities
4. Insurance: Include when specific insurance coverage requirements are needed for data processing activities
5. Joint Processing Activities: Required when controllers jointly determine processing purposes and means
6. Industry-Specific Requirements: Include when processing involves regulated industries (e.g., healthcare, financial services)
7. Data Protection Impact Assessments: Include when high-risk processing activities require DPIAs
8. Liability and Indemnification: Detailed provisions on liability allocation and indemnification obligations
1. Schedule 1 - Categories of Data: Detailed list of personal data categories being processed
2. Schedule 2 - Processing Activities: Detailed description of specific processing activities and purposes
3. Schedule 3 - Technical and Organizational Measures: Specific security measures implemented by both parties
4. Schedule 4 - Contact Points: List of key contacts for operational, legal, and data protection matters
5. Schedule 5 - Data Retention Periods: Specific retention periods for different categories of data
6. Appendix A - Data Transfer Mechanisms: Details of mechanisms used for any cross-border data transfers
7. Appendix B - Sub-processors: List of approved sub-processors if applicable
8. Appendix C - Security Breach Response Plan: Detailed procedures for handling data breaches
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