Data Processing Agreement 30 May 2024

DATA PROCESSING AGREEMENT (DPA)

Version: 30 May 2024

Introduction

This DPA with its annexes is an attachment to the agreement (the “Agreement”) between Alleo B.V. (“Alleo”) and Alleo Platform Transactions B.V. (“Alleo Platform Transactions”) respectively as service providers and the client as specified in the Agreement (the “Client”). The DPA is used by both Alleo and Alleo Platform Transactions, meaning that the DPA applies separately to the Agreement between Client and Alleo, and to the Agreement between Client and Alleo Platform Transactions. Both Alleo and Alleo Platform Transactions are independent contracting parties which are not liable for the actions of the other.

When performing the services specified in the Agreement, Alleo and Alleo Platform Transactions may process personal data on the Client’s behalf. In such cases, Alleo and Alleo Platform Transactions act as Processor, and the Client as Controller. References in this DPA to “Processor” shall be references to Alleo or Alleo Platform Transactions as the case may be (depending on the Agreement that is applied in a particular case) , and references to Controller shall be references to the Client.

Article 1. Definitions

In this DPA, capitalized terms shall have the following meaning: 

  • Autoriteit Persoonsgegevens: the Dutch data protection supervisory authority, tasked with enforcing the compliance with applicable privacy laws and regulations.
  • GDPR: the General Data Protection Regulation (Regulation (EU) 2016/679 of the 27th of April 2016). 
  • Data Subject(s): the natural person or persons to whom the Personal Data relates.
  • Annex(es): each annex to this DPA. The annexes are inextricably linked to this DPA.
  • Third Party/Third Parties: any natural person, legal entity, government agency, department or other body, not being the Processor or the Controller and the personnel thereof, tasked with the processing of Personal Data.
  • EEA: the European Economic Area. 
  • Incident: any event whereby or as a result of which Personal Data is destroyed, altered, lost and/or unjustifiably disclosed to a Third Party or enables said Third Party to gain unauthorized access to the Personal Data. 
  • Log: the (computer)file(s) in which the processing activities are automatically recorded. 
  • Personal Data: any information relating to an identified or identifiable natural person (i.e. Data Subject) that is processed by the Processor on behalf of the Controller
  • Sub-processor: a party that is engaged by the Processor in order to perform its obligations under the Agreement. The Sub-processor is (mainly) tasked with the processing of Personal Data. 
  • DPA: the present Data Processing Agreement and its Annexes.  

Article 2. General Provisions

2.1. Controller determines the purpose and the means of the processing activities. Controller therefore falls within the scope of article 4 (7) GDPR. Processor is exclusively engaged to process Personal Data on behalf and on written instruction of the Controller. Processor therefore falls within the scope of article 4 (8) GDPR. 

2.2. Processor will provide Controller with all necessary information in order to comply with the applicable privacy laws and regulations. 

Article 3. Processing of Personal Data 

3.1. Processor shall process the Personal Data for Controller in accordance with the applicable privacy laws and regulations. Annex 1 contains an overview of the type(s) of Personal Data that is/are processed, the categories of the Data Subjects to which the Personal Data relates and the purpose and means by which/for which the Personal Data is processed.

3.2. The Processor shall only process Personal Data in accordance with the Controller’s instructions. The Processor will only deviate from these instructions if it is legally obliged to do so. 

3.3. When processing Personal Data, the Processor shall not deviate from the purpose for which the Personal Data was originally provided by the Controller, unless it is obliged to do so on the grounds of statutory provision. 

3.4. The Processor shall not provide the Personal Data to a Third Party, unless this exchange takes place on the written instruction and/or with the written consent of the Controller. The Processor is also allowed to provide the Personal Data to a Third Party, if the exchange is necessary to comply with a legal obligation. 

3.5. Processor shall ensure that the Personal Data will not be processed outside of the EEA, unless Controller has given its written consent. By signing this DPA, Controller has given its consent for transfer of Personal Data to the non-EEA countries listed in Annex 1

3.6. If Processor has received permission from the Controller to process the Personal Data outside of the EEA, the Processor shall implement appropriate safeguards to protect the Personal Data, including the use of the standard contractual clauses provided by the European Commission (Implementing Decision (EU) 2021/914) and/or only processing or transferring Personal Data on the basis of an adequacy decision (article 45 GDPR) and/or approved certification mechanisms (article 42 GDPR). 

Article 4. Technical and organisational measures

4.1. In accordance with article 32 GDPR, the Parties shall take and maintain appropriate technical and organizational measures to ensure an appropriate security level relative to the associated risk(s). Annex 2 gives an overview of the technical and organizational taken by the Processor. These measures will be periodically evaluated and – if necessary – amended.  

4.2. When implementing security measures, the Processor will take into account the state of the art, the costs of implementation and the nature, scope, context and purposes of the processing, as well as the risks of varying likelihood and severity for the rights and freedoms of the Data Subject.  

4.3. The Processor shall record every processing activity in its systems (e.g. the Log). The Processor will make the Logs available to the Controller without undue delay, if so requested by the Controller. 

Article 5. Assistance

5.1. Processor shall, to the extent required by article 28, section 3 (f) of the GDPR, provide all reasonable assistance to Controller to enable Controller to comply with its obligations of the GDPR, such as with respect to security, data breaches and data protection impact assessments, considering the information available to and the role of Processor, and to the extent that the Controller does not have access to the relevant information itself. Processor shall be entitled to charge its reasonable internal costs and expenses incurred because of its compliance with this article.

5.2. As soon as the Processor receives a request from a Data Subject, such as a request for information, access, rectification, erasure, restriction of processing  and/or data portability (article 13 – 20 GDPR), or any other right that the Data Subject might invoke, this request shall be forwarded to the Controller without undue delay. 

5.3. The Processor shall provide all reasonable assistance to the Controller after the latter receives a request from the Data Subject, so that the Controller might be able to fulfil its statutory obligations under the applicable privacy laws and regulations.

Article 6. Audits 

6.1. The Controller is entitled to – at its own expense and at reasonable intervals – conduct an audit into the processing activities of the Processor. The Processor shall provide all reasonable assistance to the audit, including – after prior consultation between the Parties – granting access to buildings where Alleo B.V. is operational, databases and/or making relevant data/information available to the Controller. 

6.2. The Processor will implement the recommendations arising from the audit without undue delay and in consultation with the Controller. The Processor will only have to bear the costs of implementing said recommendations if the proposed changes are the result of a failure to comply with the security requirements under this DPA.  

6.3. The Processor shall provide all reasonable assistance if the Autoriteit Persoonsgegevens and/or any other supervisory authority conducts an investigation into the processing activities of the Processor. In addition, the Processor shall inform the Controller without undue delay of the fact that an investigation is being conducted.  

Article 7. Incidents 

7.1. Upon becoming aware of a security incident which may have resulted in a personal data breach (as defined by the GDPR), Processor will – after duly investigating the incident itself – notify the Controller of the potential data breach without undue delay and in any case within 72 hours of becoming aware of the potential data breach.

7.2. The Processor shall take all reasonable measures to limit the consequences of the Incident and/or prevent a new Incident. Processor shall also provide all reasonable cooperation to Controller in assessing the Incident, so that the latter can comply with its statutory obligations consisting of notifying the competent supervisory authorities and/or informing the Data Subjects. 

Article 8. Sub-processors 

8.1. The Controller hereby grants permission to the Processor to engage Sub processors for the performance of the Agreement. A list of the Sub-processors that Processor engages on the start date of the Agreement is specified in Annex 1. If the Processor wishes to engage or replace a Sub-processor, it must inform the Controller thereof. The Controller is then entitled to object to this proposal within a term of 14 days after receipt of the notification. If the Controller does not object within 14 days after receipt of the information regarding the intended change, it shall be deemed to have authorized the intended change. 

8.2. The Processor shall enter into an agreement with the Sub-processors that it has engaged. This agreement must be in accordance with the applicable privacy laws and regulations. The Processor will impose terms and conditions that are substantially equivalent to those set out in this DPA on the Sub-processor.

Article 9. Confidentiality

9.1. The Processor shall keep all Personal Data that it receives from the Controller confidential. The provisions on confidentiality in the Processor’s General Terms & Conditions apply. 

Article 10. Term and Termination

10.1. This DPA shall enter into force at the time of conclusion of the Agreement and and shall continue to be in force for as long as the Agreement is in force. The DPA shall end by operation of law upon termination of the Agreement. Obligations of a permanent nature shall remain to be in force between the Parties after the DPA has been terminated and/or ended (by operation of law). 

10.2. Upon termination of the Agreement, the Processors shall permanently delete all personal data processed on the Controller’s behalf, unless the Controller requests Processor, within 15 days from termination of the Agreement, to make the Personal Data available to the Controller - or any other Third Party designated by it – in which case the Processor will provide the data in a structured, commonly used and machine readable format. 

10.3. After transferring the Personal Data to the Controller, the Processor shall ensure that any remaining Personal Data shall be destroyed, unless longer storage is required by law. In addition, the Processor shall ensure that any Personal Data present at its Sub-processors shall be destroyed as well.  

10.4. In the event of bankruptcy, this DPA shall remain in full force and effect between the Parties, in order to enable the continuity of the processing within the context in which the Personal Data were initially provided. 

ANNEX 1 – PROCESSING DETAILS

  1. Categories of Data Subjects 

The individuals to which the Personal Data relates are: 

  • Employees of Controller; 

  1. Types of Personal Data 

The types of Personal Data processed by the Processor are: 

In case Alleo is the Processor

The following Personal Data is always processed by Alleo B.V.:

  • First name; 
  • Last name; 
  • Date of birth; 
  • Hire date; 
  • Location; 
  • IP address;
  • Business email address; 
  • Private email address upon controller request; 
  • Benefit transactions made;
  • Employee ID.

The following Personal Data is only processed if the indicated product module is offered by Alleo as part of the Agreement:

  • Flexible Salary module
    • Gross hourly salary;
    • Gross monthly salary;
    • Gross monthly holiday allowance;
    • Statutory leave balance;
    • Non statutory leave balance.

In case Alleo Platform Transactions is the Processor:

The following Personal Data is always processed by Alleo Platform Transactions B.V.:

  • First name; 
  • Last name; 
  • Business email address; 
  • Private email address (if requested by Controller); 
  • Benefit transactions made. 

  1. Nature and purpose of processing 

Processor processes the Personal Data for the following purposes:

In case Alleo is the Processor:

  • Providing the services as agreed in the Agreement, including in particular offering the Alleo Platform to Controller for managing their employee benefits, creating and managing employee accounts in the Alleo Platform, creating and acquiring third-party benefits (including transferring Personal Data to third party partners that offer such benefits;)
  • Storage of the Personal Data in the back-end of the Alleo Platform;
  • Accessing the Personal Data in the back end through the Alleo platform for the purpose of presenting the Personal Data to users in the front-end;
  • To provide support to employees of Controller in regards to their usage of the Alleo platform;
  • To communicate with employees of Controller around the functionalities and updates in regards to the Alleo platform;
  • To analyze usage patterns and improve the Alleo platform’s performance, user experience, and service offerings;
  • To monitor and ensure the security and integrity of the platform, including preventing unauthorized access and addressing security incidents;
  • To provide the Controller with a web portal for analyzing usage by the employees of Controller and managing the Alleo platform.

In case Alleo Platform Transactions is the Processor:

  • To access and process all data relating to benefits purchased on behalf of Controller in order to invoice/set-off the value of the benefits in accordance with the Agreement;

The Personal Data is not processed for the following purposes:

  • To perform analysis and/or create reports on the usage of benefits in a non anonymised way;
  • To share data with 3rd parties without consent of the employee.

  1. Retention period for the Personal Data 

Following the termination of the business relationship, the Controller shall have a period of thirty (30) days (the "Retention Period") to request the export or deletion of Personal Data. During the Retention Period, the Controller may instruct the Processor to either: a. Export the Personal Data in a commonly used, machine-readable format, or b. Delete the Personal Data.

Upon either receiving a request from the Controller to delete Personal Data or the expiration of the Retention Period, whichever occurs first, the Processor shall, within a maximum period of thirty (30) days: a. Permanently delete or destroy all Personal Data, or b. Anonymize all Personal Data to ensure that the data subjects are no longer identifiable.

The Processor shall confirm in writing to the Controller that all Personal Data has been deleted, destroyed, or anonymized in accordance with this clause within ten (10) days following the completion of such actions.

Any Personal Data that is required by any applicable laws to be retained for a longer period will be removed and/or destroyed after said period has concluded. 

  1. Processing outside of the EEA 

The Personal Data is processed in the following countries outside of the EEA: 

  • None. 

  1. Information regarding the Sub-processors 

Processor shall use the following Sub-processors for the performance of the Agreement:

Sub-processor Location Scope of Service
Amazon Web Services Ireland Hosting and infrastructure services, data storage, compute resources
Intercom Ireland Customer support and engagement platform, live chat, email messaging
Google Workspaces Europe Productivity and collaboration tools: email, document storage, video conferencing, calendar services
Slack Germany Team collaboration and communication platform: messaging, file sharing, project collaboration
Firebase Analytics Europe Mobile and web application analytics: user interactions, engagement, performance tracking

  1. Contact details 

For questions or comments regarding this DPA and the Annexes thereof, please do not hesitate to contact the representative of: 

Sven Cune 

COO/DPO  

security@alleo.nl

ANNEX 2 – TECHNICAL AND ORGANISATIONAL MEASURES

This Annex aims to contain the technical and organizational measures implemented by the Processor to protect Personal Data. The measures included in this Annex may be amended and/or expanded upon if and when necessary. Controller considers the measures listed below to be appropriate to mitigate the level of risk that is involved when outsourcing certain processing activities to the Processor.  

  1. Technical measures 
  • Processor uses Amazon Web Services as a cloud provider. Amazon Web Services is among others: ISO/IEC 27001:2022, 27017:2015, 27018:2019, 27701:2019, 22301:2019, 9001:2015, and CSA STAR CCM v4.0. certified. 
  • Processor uses encryption at rest and in transit for its storage system, namely AWS RDS and AWS S3 that is secured with AES-256. 
  • Human error risk mitigation some text
    • The passwords and credentials for the internal systems are stored in a password manager application that is subject to audit. 
    • Any data request, even from internal team members, will first be scrutinized and assessed in order to preserve confident data and to have an audit trail of the action 
  • Access to cloud services some text
    • The services are not exposed to the internet but are behind a Virtual Private Cloud that can only be accessed by Alleo system engineers with the appropriate credentials. 
  • Hardening policies some text
    • Processor uses a CVE (Common Vulnerabilities and Exposures) scanner for all our software packages and images and only promotes safe builds to its production environment. 
  • Auditing and monitoring some text
    • In order to automatically keep an acceptable level of security we continuously monitor our platform for the following: 
    • SSL Certificates for our API 
    • AWS Audit trail for resource access 
    • Server level resource access 
    • Database connection access 
  • The data can only be accessed by the system engineers and staff who have been granted explicit access and training to view the data. 
  • The communication between the mobile application and the Alleo API is accomplished via HTTPS connection and the authentication and authorization process is secured using JWT (JSON Web Token). 
  • Employee hardware is enrolled into JAMF MDM and is encrypted, remotely accessible and can be locked and wiped out in case of loss / damage. • We use a continuous vulnerability scanner for our customer facing services using intruder.io instead of scheduled pen tests. This offers us real time protection against new and developing CVEs. 

  1. Organisational measures 
  • An Incident Response Plan is in place to offer guidance for employees or incident responders who believe they have discovered or are responding to a security incident. 
  • Alleo offers guidance and training to employees in order to help them identify Phishing and social engineering. 
  • Alleo employees only have access to personal data if and as soon as permission has been granted. 
  • There is an exit procedure. This describes the steps to be taken to technically deny access to the various systems and offices, so that a former employee cannot gain unwanted access to these systems. 
  • Internal Information Security Policy 
  • The following security guidelines are in place and apply to all employees: some text
    • Secure your Google Account with 2FA / MFA as soon as possible ◦ Secure your other accounts with 2FA / MFA when possible 
    • Secure your work laptop and phone with a password and do not leave it unlocked/open and unattended 
    • Do not leave passwords or important notes on paper around the office ◦ Do not allow unauthorized access to the office 
    • Store all passwords and sensitive data in 1password 
    • Be wary of phishing and scamming attempts. Do not click on suspicious links.
    • Do not share passwords in clear text via email, SMS or Slack. Instead use 1password. 
    • Do not store sensitive customer data (emails, names, other PII) on your personal devices