Networks for Change Inc. (dba Fundraising KIT)
Data Protection Agreement
All capitalized terms not defined in this DPA shall have the meanings set forth in the Agreement. For the avoidance of doubt, all references to the “Agreement” shall include this DPA (including the SCCs (where applicable), as defined herein).
“Customer Data” means any personal data that KIT processes on behalf of Customer via the Service, as more particularly described in this DPA.
“Data Protection Laws” means all data protection laws and regulations applicable to a party’s processing of Customer Data under the Agreement, including, where applicable, European Data Protection Laws and Non-European Data Protection Laws.
“European Data Protection Laws” means all data protection laws and regulations applicable to Europe, including (i) 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”); (ii) Directive 2002/58/EC concerning the processing of personal data and the protection of privacy in the electronic communications sector; (iii) applicable national implementations of (i) and (ii); (iv) the GDPR as it forms part of UK law by virtue of section 3 of the UK European Union (Withdrawal) Act 2018 and the UK Data Protection Act 2018 (together, “UK Data Protection Laws”); and (v) the Swiss Federal Data Protection Act of 19 June 1992 and its Ordinance (“Swiss DPA”).
“Europe” means, for the purposes of this DPA, the European Economic Area and its member states (“EEA”), Switzerland and the United Kingdom (“UK”).
“Fundraising KIT” means the application, features, and services we make available to users, including through (a) our website at http://temporary.fundraisingkit.com, https://can.fundraisingkit.com, https://usa.fundraisingkit.com, https://aus.fundraisingkit.com, and any other Networks for Change branded or co-branded websites (including sub-domains, international versions, and mobile versions); (b) our Platform; and (c) other media, devices, or networks now existing or later developed.
“Fundraising KIT Services” or “Services” mean the services we provide as Fundraising KIT, that include but are not limited to, Customer Care Services, and Professional Onboarding Services.
“Non-European Data Protection Laws” means the California Consumer Privacy Act (“CCPA”); the Canadian Personal Information Protection and Electronic Documents Act (“PIPEDA”); the Brazilian General Data Protection Law (“LGPD”), Federal Law no. 13,709/2018; and the Privacy Act 1988 (Cth) of Australia, as amended (“Australian Privacy Law”).
“SCCs” means either (i) the standard contractual clauses between controllers and processors adopted by the European Commission in its Implementing Decision 2010/87/EU of 5 February 2010, and currently located here (the “2010 Controller-to-Processor Clauses”); (ii) the standard contractual clauses between controllers and processors adopted by the European Commission in its Implementing Decision (EU) 2021/91 of 4 June 2021, and currently located here (the “2021 Controller-to-Processor Clauses”); or (iii) the standard contractual clauses between processors adopted by the European Commission in its Implementing Decision (EU) 2021/91 of 4 June 2021, and currently located here (the “2021 Processor-to-Processor Clauses”); as applicable in accordance with Section 6.3.
“Security Incident” means any unauthorized or unlawful breach of security that leads to the accidental or unlawful destruction, loss, or alteration of, or unauthorized disclosure of or access to, Customer Data on systems managed or otherwise controlled by KIT.
“Sub-processor” means any processor engaged by KIT to assist in fulfilling its obligations with respect to providing the Service pursuant to the Agreement or this DPA. Sub-processors may include third parties or Affiliates of KIT but shall exclude KIT employees, contractors, or consultants.
The terms “personal data”, “controller”, “data subject”, “processor” and “processing” shall have the meaning given to them under applicable Data Protection Laws or if not defined thereunder, the GDPR, and “process”, “processes” and “processed”, with respect to any Customer Data, shall be interpreted accordingly.
2. Roles and Responsibilities
2.1. Parties’ roles. If European Data Protection Laws or the LGPD applies to either party’s processing of Customer Data, the parties acknowledge and agree that with regard to the processing of Customer Data, KIT is a processor acting on behalf of Customer (whether itself a controller or a processor).
2.2. Data Processing Purpose. KIT shall only process Customer Data in accordance with KIT’s Terms of Services, which shall include, but not be limited to: (i) processing as necessary to provide Fundraising KIT or Services in accordance with the Agreement; (ii) processing initiated by the Customer in its use of Fundraising KIT; and (iii) processing to comply with any other reasonable instructions provided by Customer (e.g., via email or support tickets) that are consistent with the terms of the Agreement.
2.3. Prohibited data. The Customer will not provide (or cause to be provided) any sensitive data to KIT for processing under the Agreement, and KIT will have no liability whatsoever for sensitive data, whether in connection with a Security Incident or otherwise. For the avoidance of doubt, this DPA will not apply to sensitive data.
2.4. Customer compliance. The Customer represents and warrants that (i) it has complied, and will continue to comply, with all applicable laws, including Data Protection Laws, in respect of its processing of Customer Data and any processing instructions it issues to KIT; and (ii) it has provided, and will continue to provide, all notice and has obtained, and will continue to obtain, all consents and rights necessary under Data Protection Laws for KIT to process Customer Data for the purposes described in the Agreement. The Customer shall have sole responsibility for the accuracy, quality, and legality of Customer Data and the means by which the Customer acquired Customer Data. Without prejudice to the generality of the foregoing, the Customer agrees that it shall be responsible for complying with all laws (including Data Protection Laws) applicable to any Campaigns (as defined in the Agreement) or other content created, sent, or managed through Fundraising KIT, including those relating to obtaining consents (where required) to send emails, the content of the emails and its email deployment practices.
2.5. Lawfulness of Customer’s instructions. Customer will ensure that KIT’s processing of the Customer Data in accordance with Customer’s instructions will not cause KIT to violate any applicable law, regulation, or rule, including, without limitation, Data Protection Laws. KIT shall promptly notify the Customer in writing, unless prohibited from doing so under European Data Protection Laws, if it becomes aware or believes that any data processing instruction from Customer violates European Data Protection Laws. Where the Customer acts as a processor on behalf of a third-party controller (or other intermediary to the ultimate controller), the Customer warrants that its processing instructions as set out in the Agreement and this DPA, including its authorizations to KIT for the appointment of Sub-processors in accordance with this DPA, have been authorized by the relevant controller. The Customer shall serve as the sole point of contact for KIT and KIT need not interact directly with (including to provide notifications to or seek authorization from) any third-party controller other than through regular provision of Fundraising KIT to the extent required under the Agreement. The Customer shall be responsible for forwarding any notifications received under this DPA to the relevant controller, where appropriate.
3.1. Authorized Sub-processors. Customer agrees that KIT may engage Sub-processors or Third Party Integrations to process Customer Data on Customer’s behalf. The Sub-processors currently engaged by KIT are available here.
3.2. Sub-processor obligations not be responsible for such Sub-processor’s compliance with the obligations of this DPA or for any acts or omissions of such Sub-processor that cause KIT to breach any of its obligations under this DPA. The Customer acknowledges and agrees that, where applicable, KIT fulfills its obligations under Clause 9 of the 2021 Controller-to-Processor Clauses and 2021 Processor-to-Processor Clauses (as applicable) by complying with this Section 3 and that KIT may be prevented from disclosing Sub-processor agreements to Customer due to confidentiality restrictions, but KIT shall, upon request, use reasonable efforts to provide the Customer with all relevant information it reasonably can in connection with Subprocessor agreements.
4.1. Security Measures. KIT shall implement and maintain appropriate technical and organizational security measures that are designed to protect Customer Data from Security Incidents and designed to preserve the security and confidentiality of Customer Data in accordance with KIT’s security standards.
4.2. Confidentiality of processing. KIT shall ensure that any person who is authorized by KIT to process Customer Data (including its staff, agents, and subcontractors) shall be under an appropriate obligation of confidentiality (whether a contractual or statutory duty).
4.3. Updates to Security Measures. The Customer is responsible for reviewing the information made available by KIT relating to data security and making an independent determination as to whether Fundraising KIT meets Customer’s requirements and legal obligations under Data Protection Laws. Customer acknowledges that the Security Measures are subject to technical progress and development and that KIT 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 Service provided to Customer.
4.4. Security Incident response. Upon becoming aware of a Security Incident, KIT shall: (i) notify Customer without undue delay, and where feasible, in any event no later than 5 business days from becoming aware of the Security Incident; (ii) provide timely information relating to the Security Incident as it becomes known or as is reasonably requested by Customer; and (iii) promptly take reasonable steps to contain and investigate any Security Incident. KIT’s notification of or response to a Security Incident under this Section 4.4 shall not be construed as an acknowledgment by KIT of any fault or liability with respect to the Security Incident.
4.5. Customer responsibilities. Notwithstanding the above, the Customer agrees that except as provided by this DPA, the Customer is responsible for its secure use of the Service, including securing its account authentication credentials, protecting the security of Customer Data when in transit to and from the Service, and taking any appropriate steps to securely encrypt or backup any Customer Data uploaded to the Service.
5. International Transfers
5.1. Data center locations. Subject to Section 5.2, the Customer acknowledges that KIT may transfer and process Customer Data to and in the United States or Canada and anywhere else in the world where KIT, its Affiliates or its Sub-processors maintain data processing operations. KIT shall at all times ensure that such transfers are made in compliance with the requirements of Data Protection Laws and this DPA.
5.2. Australian data. To the extent that KIT is a recipient of Customer Data protected by the Australian Privacy Law, the parties acknowledge and agree that KIT may transfer such Customer Data outside of Australia as permitted by the terms agreed upon by the parties and subject to KIT complying with this DPA and the Australian Privacy Law.
5.3. European Data transfers. To the extent that KIT is a recipient of Customer Data protected by European Data Protection Laws (“European Data”) in a country outside of Europe that is not recognized as providing an adequate level of protection for personal data (as described in applicable European Data Protection Laws), the parties agree to abide by and process European Data in compliance with the SCCs, which shall be incorporated into and form an integral part of this DPA as follows: (a) if Customer started using the Service before 27 September 2021, the 2010 Controller-to-Processor Clauses shall apply (regardless of whether Customer is a controller or a processor) until December 27, 2022, and thereafter the 2021 Controller-to-Processor Clauses and/or the 2021 Processor-to-Processor Clauses shall automatically apply (according to whether Customer is a controller and/or a processor) thereafter; (b) if Customer started using the Service on or after 27 September 2021, the 2021 Controller-to-Processor Clauses and/or the 2021 Processor-to-Processor Clauses shall apply (according to whether Customer is a controller and/or a processor) immediately.
5.4. Compliance with the SCCs. The parties agree that if KIT cannot ensure compliance with the SCCs, it shall promptly inform Customer of its inability to comply. If Customer intends to suspend the transfer of European Data and/or terminate the affected parts of the Service, it shall first provide notice to KIT and provide KIT with a reasonable period of time to cure such non-compliance, during which time KIT and Customer shall reasonably cooperate to agree what additional safeguards or measures, if any, may be reasonably required. Customer shall only be entitled to suspend the transfer of data and/or terminate the affected parts of the Service for non-compliance with the SCCs if KIT has not or cannot cure the non-compliance within a reasonable period.
6. Deletion of Data
Upon termination or expiration of the Agreement, KIT shall only at Customer’s election delete all Customer Data (including copies) in its possession or control, except that this requirement shall not apply to the extent KIT is required by applicable law to retain some or all of the Customer Data, or to Customer Data it has archived on back-up systems, as per the KIT Terms of Service.
7. Data Subject Rights and Cooperation
Data protection impact assessment. To the extent required under applicable Data Protection Laws, KIT shall (considering the nature of the processing and the information available to KIT) provide all reasonably requested information regarding Fundraising KIT to enable the Customer to carry out data protection impact assessments or prior consultations with data protection authorities as required by Data Protection Laws. KIT shall comply with the foregoing by: (i) providing the information contained in the Agreement, including this DPA; and (ii) if the foregoing sub-section (i) is insufficient for Customer to comply with such obligations, upon request, providing additional reasonable assistance (at Customer’s expense).
8. Limitation of Liability
Each party’s and all of its Affiliates’ liability taken together in the aggregate arising out of or related to this DPA (including the SCCs) shall be subject to the exclusions and limitations of liability set forth in the Agreement.
9. Relationship with the Agreement
9.1. This DPA shall remain in effect for as long as KIT carries out Customer Data processing operations on behalf of Customer or until termination of the Agreement (and all Customer Data has been returned or deleted in accordance with Section 6 above).
9.2. The parties agree that this DPA shall replace any existing data processing agreement or similar document that the parties may have previously entered into in connection with the Service.
9.3. In the event of any conflict or inconsistency between this DPA and the Terms of Services, the provisions of the following documents (in order of precedence) shall prevail: (i) SCCs; then (ii) the Terms of Service; and then (iii) this DPA.
9.4. From time to time, NFC may amend or modify this Agreement. It is the Customer’s o check this page frequently for any revisions, the most recent date of which will appear at the bottom of the page.
9.5. No one other than a party to this DPA, its successors and permitted assignees shall have any right to enforce any of its terms.
9.6. This DPA shall be governed by and construed in accordance with the governing law and jurisdiction provisions in the Agreement, unless required otherwise by applicable Data Protection Laws.
Last Updated: February 15th 2022
Last Reviewed: February 15th 2022