Last Updated: 04/20/2020
This Data Processing Agreement ("DPA") reflects the requirements of
the European Data Protection Regulation ("GDPR"). Traffic Armor's services ("Services")
offered in the European Union are GDPR ready and this DPA provides customers
with the necessary documentation on this readiness. The DPA is an addendum to
the Terms of Service ("Terms") between Traffic Armor and the Customer. All
capitalized terms not defined in this DPA shall have the meanings set forth in
the Terms. Customer enters into this DPA on behalf of itself and, to the extent
required under Data Protection Laws, in the name and on behalf of its Authorized
Affiliates (defined below).
The parties agree as follows:
1.1. "Affiliate" means an entity that directly or indirectly Controls, is
Controlled by or is under common Control with an entity.
1.2. "Authorized Affiliate" means any of Customer Affiliate(s) permitted to or
otherwise receiving the benefit of the Services pursuant to the Terms.
1.3. "Control" means an ownership, voting or similar interest representing fifty
percent (50%) or more of the total interests then outstanding of the entity in
question. The term "Controlled" shall be construed accordingly.
1.4. "Controller" means an entity that determines the purposes and means of the
processing of Personal Data.
1.5. "Customer Data" means any data that Traffic Armor and/or its Affiliates
processes on behalf of Customer in the course of providing the Services under
1.6. "Data Protection Laws" means all data protection and privacy laws and
regulations applicable to the processing of Personal Data under the Terms,
including, where applicable, EU Data Protection Law.
1.7. "EU Data Protection Law" means 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"); and (ii) Directive 2002/58/EC
concerning the processing of Personal Data and the protection of privacy in the
electronic communications sector and applicable national implementations of it
(in each case, as may be amended, superseded or replaced).
1.8. "Personal Data" means any Customer Data relating to an identified or
identifiable natural person to the extent that such information is protected as
personal data under applicable Data Protection Law.
1.9. "Privacy Shield" means the EU-US and Swiss-US Privacy Shield Frameworks, as
administered by the U.S. Department of Commerce.
1.10. "Privacy Shield Principles" means the Privacy Shield Framework Principles
(as supplemented by the Supplemental Principles) contained in Annex II to the
European Commission Decision of 12 July 2016 pursuant to the Directive, details
of which can be found at www.privacyshield.gov/eu-us-framework.
1.11. "Processor" means an entity that processes Personal Data on behalf of the
1.12. "Processing" has the meaning given to it in the GDPR and "process", "processes" and
"processed" shall be interpreted accordingly.
1.13. "Security Incident" means any unauthorized or unlawful breach of security
that leads to the accidental or unlawful destruction, loss, alteration,
unauthorized disclosure of or access to Personal Data.
1.14. "Security Measures" means systems, protocols and action put in place to
prevent Security Incidents.
1.15. "Services" means any product or service provided by Traffic Armor to
Customer pursuant to and as more particularly described in the Terms.
1.16. "Sub-processor" means any Processor engaged by Traffic Armor or its
Affiliates to assist in fulfilling its obligations with respect to providing the
Services pursuant to the Terms or this DPA. Sub-processors may include third
parties or any Traffic Armor Affiliate.
2. Scope and Applicability of this DPA
This DPA applies where and only to the extent that Traffic Armor processes
Personal Data on behalf of the Customer in the course of providing the Services
and such Personal Data is subject to Data Protection Laws of the European Union,
the European Economic Area and/or their member states, Switzerland and/or the
United Kingdom. The parties agree to comply with the terms and conditions in
this DPA in connection with such Personal Data.
2.2 Role of the Parties
As between Traffic Armor and Customer, Customer is the Controller of Personal
Data and Traffic Armor shall process Personal Data only as a Processor on behalf
of Customer. Nothing in the Terms or this DPA shall prevent Traffic Armor from
using or sharing any data that Traffic Armor would otherwise collect and process
independently of Customer's use of the Services.
2.3 Customer Obligations
Customer agrees that (i) it shall comply with its obligations as a Controller
under Data Protection Laws in respect of its processing of Personal Data and any
processing instructions it issues to Traffic Armor; and (ii) it has provided
notice and obtained (or shall obtain) all consents and rights necessary under
Data Protection Laws for Traffic Armor to process Personal Data and provide the
Services pursuant to the Terms and this DPA.
2.4 Traffic Armor Processing of Personal Data
As a Processor, Traffic Armor shall process Personal Data only for the following
purposes: (i) processing to perform the Services in accordance with the Terms;
(ii) processing to perform any steps necessary for the performance of the Terms;
and (iii) to comply with other reasonable instructions provided by Customer to
the extent they are consistent with the terms of this Terms and only in
accordance with Customer's documented lawful instructions. The parties agree
that this DPA and the Terms set out the Customer's complete and final
instructions to Traffic Armor in relation to the processing of Personal Data and
processing outside the scope of these instructions (if any) shall require prior
written agreement between Customer and Traffic Armor.
2.5 Nature of the Data
Traffic Armor handles Customer Data provided by Customer. Such Customer Data may
contain special categories of data depending on how the Services are used by
Customer. The Customer Data may be subject to the following process activities:
(i) storage and other processing necessary to provide, maintain and improve the
Services provided to Customer; (ii) to provide customer and technical support to
Customer; and (iii) disclosures as required by law or otherwise set forth in the
2.6 Traffic Armor Data
Notwithstanding anything to the contrary in the Terms (including this DPA),
Customer acknowledges that Traffic Armor shall have a right to use and disclose
data relating to and/or obtained in connection with the operation, support
and/or use of the Services for its legitimate business purposes, such as
billing, account management, technical support, product development and sales
and marketing. To the extent any such data is considered personal data under
Data Protection Laws, Traffic Armor is the Controller of such data and
accordingly shall process such data in compliance with Data Protection Laws.
Traffic Armor uses certain third party sub-processors, subcontractors and
content delivery networks to assist it in providing the Services as described in
Prior to engaging any third party sub-processor, Traffic Armor performs
diligence to evaluate their privacy, security and confidentiality practices, and
executes an agreement implementing its applicable obligations.
3.1 Authorized Sub-processors
Customer agrees that Traffic Armor may engage Sub-processors to process Personal
Data on Customer's behalf. A list of Sub-processors engaged by Traffic Armor is
available on request.
3.2 Sub-processor Obligations
Traffic Armor shall: (i) enter into a written agreement with the Sub-processor
imposing data protection terms that require the Sub-processor to protect the
Personal Data to the standard required by Data Protection Laws; and (ii) remain
responsible for its compliance with the obligations of this DPA and for any acts
or omissions of the Sub-processor that cause Traffic Armor to breach any of its
obligations under this DPA.
3.3 Changes to Sub-processors
Traffic Armor shall provide the Customer with reasonable advance notice (via
email or other means) if it adds or removed Sub-processors.
3.4 Objection to Sub-processors
Customer may object in writing to Traffic Armor's appointment of a new
Sub-processor on reasonable grounds relating to data protection by notifying
Traffic Armor. Such notice shall explain the reasonable grounds for the
objection. In such event, the parties shall discuss such concerns in good faith
with a view to achieving a commercially reasonable resolution. If this is not
possible, either party may terminate the applicable Services that cannot be
provided by Traffic Armor without the use of the objected-to-new Sub-processor.
4.1 Security Measures
Traffic Armor shall maintain and implement appropriate technical and
organisational security measures in order to protect Personal Data from Security
Incidents and to preserve the security and confidentiality of the Personal Data.
A breakdown of these security measures is available on request.
4.2 Confidentiality of Processing
Traffic Armor shall ensure that any person who is authorized by Traffic Armor to
process Personal Data (including its staff, agents and sub-contractors) shall be
under an appropriate obligation of confidentiality (whether a contractual or
4.3 Security Incident Response
Upon becoming aware of a Security Incident, Traffic Armor shall notify Customer
without undue delay and shall provide timely information relating to the
Security Incident as it becomes known or as is reasonably requested by Customer.
4.4 Updates to Security Measures
Customer acknowledges that the Security Measures are subject to technical
progress and development and that Traffic Armor may update or modify the
Security Measures from time to time provided that such updates and modifications
do not result in the degradation of the overall security of the Services
purchased by the Customer.
5. Security Reports and Audits
5.1. Security Documentation
Traffic Armor shall maintain records of its security standards. Upon Customer's
written request, Traffic Armor shall provide (on a confidential basis) copies of
relevant external certifications, audit report summaries and/or other
documentation reasonably required by Customer to verify Traffic Armor's
compliance with this DPA. Traffic Armor shall further provide written responses
(on a confidential basis) to all reasonable requests for information made by
Customer, including responses to information security and audit questionnaires,
that Customer (acting reasonably) considers necessary to confirm Traffic Armor's
compliance with this DPA, provided that Customer shall not exercise this right
more than once per year.
6. International Transfers
6.1 Processing Locations
Traffic Armor stores and processes Personal Data under this DPA from the
European Union, the European Economic Area and/or their member
states and Switzerland ("EU Data") in data centers located outside the European Union.
Traffic Armor shall implement appropriate safeguards to protect the Personal
Data, wherever it is processed, in accordance with the requirements of Data
7. Return or Deletion of Data
7.1 Data Retention
Upon deactivation of the Services, all Personal Data shall be deleted after the
Data Retention period stipulated in the Terms, save that this requirement shall
not apply to the extent Traffic Armor is required by applicable law to retain
some or all of the Personal Data, or to Personal Data it has archived on back-up
systems, which such Personal Data Traffic Armor shall securely isolate and
protect from any further processing, except to the extent required by applicable
8.1 Reasonable Cooperation
To the extent that Customer is unable to independently access the relevant
Personal Data within the Services, Traffic Armor shall (at Customer's expense)
taking into account the nature of the processing, provide reasonable cooperation
to assist Customer by appropriate technical and organizational measures, in so
far as is possible, to respond to any requests from individuals or applicable
data protection authorities relating to the processing of Personal Data under
the Terms. In the event that any such request is made directly to Traffic Armor,
Traffic Armor shall not respond to such communication directly without
Customer's prior authorization, unless legally compelled to do so. If Traffic
Armor is required to respond to such a request, Traffic Armor shall promptly
notify Customer and provide it with a copy of the request unless legally
prohibited from doing so.
8.2 Data Protection Authority
To the extent Traffic Armor is required under Data Protection Law, Traffic Armor
shall (at Customer's expense) provide reasonably requested information regarding
Traffic Armor's processing of Personal Data under the Terms to enable the
Customer to carry out data protection impact assessments or prior consultations
with data protection authorities as required by law.
9.1 Terms of Service Prevalence
Except for the changes made by this DPA, the Terms remains unchanged and in full
force and effect. If there is any conflict between this DPA and the Terms, this
DPA shall prevail to the extent of that conflict.
9.2 Integral to Terms
This DPA is a part of and incorporated into the Terms so references to "Terms"
in the Terms shall include this DPA.
In no event shall any party limit its liability with respect to any individual's
data protection rights under this DPA or otherwise.
This DPA shall be governed by and construed in accordance with governing law and
jurisdiction provisions in the Terms, unless required otherwise by Data