This Data Protection Addendum (“Addendum“) between Dice Enterprises PVT LTD Inc. (“Dice Enterprises PVT LTD”) and the Customer (as defined in the Agreement) forms part of the Dice Enterprises PVT LTD Inc. Terms of Service set forth at https://dice.tech/ or such other written or electronic agreement incorporating this Addendum, in each case governing Customer’s access to and use of the Services (the “Agreement”).

Customer enters into this Addendum on behalf of itself and any Affiliates authorized to use the Services under the Agreement and who have not entered into a separate contractual arrangement with Dice Enterprises PVT LTD. For the purposes of this Addendum only, and except where otherwise indicated, references to “Customer” shall include Customer and such Affiliates.

The Parties hereby agree that the terms and conditions set out below shall be added as an Addendum to the Agreement.

1. Definitions

Terms not otherwise defined herein shall have the meaning given to them in the DPDPA or the Agreement. The following terms shall have the corresponding meanings assigned to them below:

In this Addendum, the following terms shall have the meanings set out below and cognate terms shall be construed accordingly:

• “Data Transfer” means a transfer of the Personal Data from the Fiduciary to the Processor, or between two establishments of the Processor, or with a Sub-processor by the Processor.
• “DPDP Act” means the Digital Personal Data Protection Act, 2023, enacted by the Parliament of India, as amended from time to time, and all subordinate legislation, rules, regulations, guidelines, circulars, orders, notifications, directions, policies, and interpretations issued thereunder.
• “Fiduciary” means the natural or legal person, public authority, agency, or other body which, alone or jointly with others, determines the purposes and means of the processing of personal data; where the purposes and means of such processing are determined by Union or State law, the Fiduciary or the specific criteria for its nomination may be provided for by Union or State law.
• “Processor” means a natural or legal person, public authority, agency, or other body which processes personal data on behalf of the Fiduciary.
• “Sub-processor” means a processor/ sub-contractor appointed by the Processor for the provision of all or parts of the Services and Processes the Personal Data as provided by the Fiduciary.

2. Purpose of this Agreement

This DPA sets out various obligations of the Processor in relation to the Processing of Personal Data and shall be limited to the Processor’s obligations under the Agreement. If there is a conflict between the provisions of the Agreement and this DPA, the provisions of this DPA shall prevail.

3. Categories of Personal Data and Data Principals

The Fiduciary authorizes permission to the Processor to process the Personal Data to the extent of which is determined and regulated by the Fiduciary. The current nature of the Personal Data is specified in Annex I to Schedule 1 to this DPA.

4. Purpose of Processing

The objective of Processing of Personal Data by the Processor shall be limited to the Processor’s provision of the Services to the Fiduciary and or its Client, pursuant to the Agreement.

5. Duration of Processing

The Processor will Process Personal Data for the duration of the Agreement, unless otherwise agreed upon in writing by the Fiduciary.

6. Data Fiduciary’s Obligations

a) The Data Fiduciary shall warrant that it has all necessary rights to provide the Personal Data to the Data Processor for the Processing to be performed in relation to the agreed services. To the extent required by Data Privacy Laws, Data Fiduciary is responsible for ensuring that it provides such Personal Data to Data Processor based on an appropriate legal basis allowing lawful processing activities, including any necessary Data Principal consents to this Processing are obtained, and for ensuring that a record of such consents is maintained. Should such consent be revoked by the Data Principal, the Data Fiduciary is responsible for communicating the fact of such revocation to the Data Processor.

b) The Data Fiduciary shall provide all natural persons from whom it collects Personal Data with the relevant privacy notice.

c) The Data Fiduciary shall request the Data Processor to purge Personal Data when required by the Data Fiduciary or any Data Principal whom it collects Personal Data unless the Data Processor is otherwise required to retain the Personal Data by applicable law.

d) The Data Fiduciary shall immediately advise the Data Processor in writing if it receives or learns of any:

• Complaint or allegation indicating a violation of Data Privacy Laws regarding Personal Data;
• Request from one or more individuals seeking to access, correct, or delete Personal Data;
• Inquiry or complaint from one or more individuals relating to the collection, processing, use, or transfer of Personal Data;
• Any regulatory request, search warrant, or other legal, regulatory, administrative, or governmental process seeking Personal Data

7. Data Processor’s Obligations

• The Processor will follow written and documented instructions received, including email, from the Fiduciary, its affiliate, agents, or personnel, with respect to the Processing of Personal Data (each, an “Instruction”).
• The Processing described in the Agreement and the relating documentation shall be considered as Instruction from the Fiduciary.
• At the Data Fiduciary’s request, the Data Processor will provide reasonable assistance to the Data Fiduciary in responding to/ complying with requests/ directions by Data Principal in exercising their rights or of the applicable regulatory authorities regarding Data Processor’s Processing of Personal Data.
• In relation to the Personal Data, Data Processor shall obtain consent (where necessary) and/or provide notice to the Data Principal in accordance with Data
• Protection Laws to enable shared Personal Data to be provided to, and used by, the other Party as contemplated by this Agreement.
• Where shared Personal Data is transferred outside the Data Processor’s territorial boundaries, the transferor shall ensure that the recipient of such data is under contractual obligations to protect such Personal Data to the same or higher standards as those imposed under this Addendum and the Data Protection Laws.

8. Data Secrecy

• To Process the Personal Data, the Processor will use personnel who are
  Perform the Services in accordance with the Agreement.
• The Processor will regularly train individuals having access to Personal Data in data security and data privacy in accordance with accepted industry practice and shall ensure that all the Personal Data is kept strictly confidential.
• The Processor will maintain appropriate technical and organizational measures for protection of the security, confidentiality, and integrity of the Personal Data as per the specifications as per the standards mutually agreed in writing by the Parties.

9. Audit Rights

• Upon Fiduciary’s reasonable request, the Processor will make available to the Fiduciary, information as is reasonably necessary to demonstrate Processor’s compliance with its obligations under the DPDPA or other applicable laws in respect of its Processing of the Personal Data.
• When the Fiduciary wishes to conduct the audit (by itself or through a representative) at Processor’s site, it shall provide at least fifteen (15) days’ prior written notice to the Processor; the Processor will provide reasonable cooperation and assistance in relation to audits, including inspections, conducted by the Fiduciary or its representative.
• The Fiduciary shall bear the expense of such an audit.

10. Mechanism of Data Transfers

Any Data Transfer for the purpose of Processing by the Processor in a country outside India shall only take place in compliance as detailed in Schedule 1 to the DPA. Where such model clauses have not been executed at the same time as this DPA, the Processor shall not unduly with hold the execution of such template model clauses, where the transfer of Personal Data outside of the India is required for the performance of the Agreement.

11. Sub-processors

• The Fiduciary acknowledges and agrees that the Processor, may engage a third-party Sub-processor(s) in connection with the performance of the Services, provided such Sub-processor(s) take technical and organizational measures to ensure confidentiality of Personal Data shared with them; The current Sub-processors engaged by the Processors and approved by the Fiduciary are listed in Annex III of Schedule 1 here to. The Processor shall remain liable to Fiduciary for any failure on behalf of a Sub-processor to fulfil its data protection obligations under the DPA in connection with the performance of the Services.
• If the Fiduciary has a concern that the Sub-processor(s) Processing of Personal Data is reasonably likely to cause the Fiduciary to breach its data protection obligations under the DPDPA, the Fiduciary may object to Processor’s use of such Sub-processor and the Processor and Fiduciary shall confer in good faith to address such concern.

12. Personal Data Breach Notification

The Processor shall maintain defined procedures in case of a Personal Data Breach (as defined under the DPDPA) and shall without undue delay notify Fiduciary if it becomes aware of any Personal Data Breach unless such Data Breach is unlikely to result in a risk to the rights and freedoms of natural persons.
The Processor shall provide the Fiduciary with all reasonable assistance to comply with the notification of Personal Data Breach to Data protection board and/or the Data Principal, to identify the cause of such Data Breach and take such commercially reasonable steps as reasonably required to mitigate and remedy such Data Breach.

No Acknowledgement of Fault by Processor. Processor’s notification of or response to a Personal Data Breach under this DPA will not be construed as an acknowledgement by Processor of any fault or liability with respect to the data incident.

13. Return and Deletion of Personal Data

• The Processor shall at least thirty (30) days from the end of the Agreement or cessation of the Processor’s Services under the Agreement, whichever occurs earlier, shall return to the Fiduciary all the Personal Data, or if the Fiduciary so instructs, the Processor shall have the Personal Data deleted. The Processor shall return such Personal Data in a commonly used format or in the current format in which it was stored at discretion of the Fiduciary, soon as reasonably practicable following receipt of Fiduciary’s notification.
• In any case, the Processor shall delete Personal Data including all the copies of it as soon as reasonably practicable following the end of the Agreement.

14. Technical and Organizational Measures

Having regard to the state of technological development and the cost of implementing any measures, the Processor will take appropriate technical and organizational measures against the unauthorized or unlawful processing of Personal Data and against the accidental loss or destruction of, or damage to, Personal Data to ensure a level of security appropriate to: (a) the harm that might result from unauthorized or unlawful processing or accidental loss, destruction or damage; and (b) the nature of the data to be protected [including the measures stated in Annex II of Schedule 1]
TECHNICAL AND ORGANISATIONAL MEASURES INCLUDING TECHNICAL AND ORGANISATIONAL MEASURES TO ENSURE THE SECURITY OF THE DATA
Description of the technical and organisational security measures implemented by Dice Enterprises PVT LTD as the data processor/data importer to ensure an appropriate level of security, taking into account the nature, scope, context, and purpose of the processing, and the risks for the rights and freedoms of natural persons.

Security

Security Management System
Organization: Dice Enterprises PVT LTD designates qualified security personnel responsible for developing, implementing, and maintaining the Information Security Program.
Policies: Management reviews and supports all security-related policies to ensure the security, availability, integrity, and confidentiality of Customer Personal Data. Policies are updated at least annually.
Assessments: Dice Enterprises PVT LTD engages a reputable third party to perform annual risk assessments of systems containing Customer Personal Data.
Risk Treatment: A formal risk treatment program includes penetration testing, vulnerability management, and patch management to protect against potential threats to Customer Personal Data.
Vendor Management: An effective vendor management program is maintained to ensure security compliance.
Incident Management: Dice Enterprises PVT LTD regularly reviews security incidents, identifying root causes and implementing corrective actions.
Standards: Dice Enterprises PVT LTD operates an information security management system compliant with the ISO/IEC 27001:2022 standard.

Personnel Security

Dice Enterprises PVT LTD personnel are required to conduct themselves in a manner consistent with the company’s guidelines regarding confidentiality, business ethics, appropriate usage, and professional standards. Dice Enterprises PVT LTD conducts reasonably appropriate background checks on any employees who will have access to client data under this Agreement, including in relation to employment history and criminal records, to the extent legally permissible and in accordance with applicable local labor law, customary practice and statutory regulations.

Personnel are required to execute a confidentiality agreement in writing at the time of hire and to protect Customer Personal Data at all times. Personnel must acknowledge receipt of, and compliance with, Dice Enterprises PVT LTD’s confidentiality, privacy and security policies. Personnel are provided with privacy and security training on how to implement and comply with the Information Security Program. Personnel handling Customer Personal Data are required to complete additional requirements appropriate to their role (e.g., certifications). Dice Enterprises PVT LTD’s personnel will not process Customer Personal Data without authorization.

Access Controls

Access Management: Dice Enterprises PVT LTD maintains a formal access management process for the request, review, approval and provisioning of all personnel with access to Customer Personal Data to limit access to Customer Personal Data and systems storing, accessing or transmitting Customer Personal Data to properly authorized persons having a need for such access. Access reviews are conducted periodically to ensure that only those personnel with access to Customer Personal Data still require it.

Infrastructure Security Personnel: Dice Enterprises PVT LTD has, and maintains, a security policy for its personnel, and requires security training as part of the training package for its personnel. Dice Enterprises PVT LTD’s infrastructure security personnel are responsible for the ongoing monitoring of Dice Enterprises PVT LTD’s security infrastructure, the review of the Services, and for responding to security incidents.

Access Control and Privilege Management: Dice Enterprises PVT LTD’s and Customer’s administrators and end users must authenticate themselves via a multi-factor authentication system or via a single sign on system in order to use the Services

Internal Data Access Processes and Policies: Dice Enterprises PVT LTD’s internal data access processes and policies are designed to protect against unauthorized access, use, disclosure, alteration or destruction of Customer Personal Data. Dice Enterprises PVT LTD designs its systems to only allow authorized persons to access data they are authorized to access based on principles of “least privileged” and “need to know”, and to prevent others who should not have access from obtaining access. Dice Enterprises PVT LTD requires the use of unique user IDs, strong passwords, two factor authentication and carefully monitored access lists to minimize the potential for unauthorized account use. The granting or modification of access rights is based on: the authorized personnel’s job responsibilities; job duty requirements necessary to perform authorized tasks; a need-to-know basis; and must be in accordance with Dice Enterprises PVT LTD’s internal data access policies and training. Approvals are managed by workflow tools that maintain audit records of all changes. Access to systems is logged to create an audit trail for accountability. Where passwords are employed for authentication (e.g., login to workstations), password policies follow industry standard practices. These standards include password complexity, password expiry, password lockout, restrictions on password reuse and re-prompt for password after a period of inactivity

Data Center and Network Security

Data Centers.

Infrastructure: Multi Availability Zones are enabled on AWS and GCP, and Dice Enterprises PVT LTD conducts regular Backup Restoration Testing to ensure resiliency.

Resiliency: Multi Availability Zones are enabled on AWS and GCP and Dice Enterprises PVT LTD conducts Backup Restoration Testing on regular basis to ensure resiliency.

Server Operating Systems: Dice Enterprises PVT LTD’s servers are customized for the application environment and the servers have been hardened for the security of the Services. Dice Enterprises PVT LTD employs a code review process to increase the security of the code used to provide the Services and enhance the security products in production environments.

Disaster Recovery: Dice Enterprises PVT LTD replicates data over multiple systems to help to protect against accidental destruction or loss. Dice Enterprises PVT LTD has designed and regularly plans and tests its disaster recovery programs

Security Logs: Dice Enterprises PVT LTD’s systems have logging enabled to their respective system log facility in order to support the security audits, and monitor and detect actual and attempted attacks on, or intrusions into, Dice Enterprises PVT LTD’s systems.

Vulnerability Management: Dice Enterprises PVT LTD performs regular vulnerability scans on all infrastructure components of its production and development environment. Vulnerabilities are remediated on a risk basis, with Critical, High and Medium security patches for all components installed as soon as commercially possible.

Networks and Transmission

Data Transmission: Transmissions in production environments are conducted via standard Internet protocols.

External Attack Surface: AWS and GCP Security Group which is equivalent to virtual firewall is in place for the Production environment on AWS and GCP.

Incident Response: Dice Enterprises PVT LTD maintains incident management policies and procedures, including detailed security incident escalation procedures. Dice Enterprises PVT LTD monitors a variety of communication channels for security incidents, and Dice Enterprises PVT LTD’s security personnel will react promptly to suspected or known incidents, mitigate harmful effects of such security incidents, and document such security incidents and their outcomes.

Encryption Technologies: Dice Enterprises PVT LTD makes HTTPS encryption (also referred to as SSL or TLS) available for data in transit.

Data Storage, Isolation, Authentication, and Destruction

Dice Enterprises PVT LTD stores data in a multi-tenant environment on AWS and GCP servers. Data, the Services database and file system architecture are replicated between multiple availability zones on AWS and GCP. Dice Enterprises PVT LTD logically isolates the data of different customers. A central authentication system is used across all Services to increase uniform security of data. Dice Enterprises PVT LTD ensures secure disposal of Client Data through the use of a series of data destruction processes.

15. LIST OF SUB-PROCESSORS

The Fiduciary has authorized the use of the following sub-processors: