Data Sharing Addendum
Last updated: 01/31/2023
THIS DATA SHARING ADDENDUM (the “Addendum”) is hereby incorporated into the Master Services Agreement (“Agreement”) by and between Publisher Partner (“Partner”) and AdAdapted, Inc. (“AdAdapted”) (each a “Party” and collectively, the “Parties”). This Addendum shall remain in effect for as long as AdAdapted maintains Personal Information under the Agreement.
All capitalized terms not defined in this Addendum shall have the meanings set forth in the Agreement or the Applicable Laws. To the extent there is a conflict between the definition of a capitalized term in the Agreement or this Addendum and the definition of that same term under the Applicable Laws, that conflict shall be resolved in favor of the definition that imposes greater restriction with regard to the protection of Personal Information.
This Addendum is set forth and available at: www.adadapted.com/legal/dpaThe parties hereby agree as follows:
1. Definitions
1.1. “Applicable Laws” means any applicable United States and Canada federal and state/provincial privacy and data protection laws including, without limitation, the California Consumer Privacy Act of 2018 (“CCPA”), Cal Civ. Code Section 1798.100 et seq., as amended by the California Privacy Rights Act of 2020 (“CPRA”); the Virginia Consumer Data Protection Act (“VCDPA”); the Colorado Privacy Act (“CPA”); the Utah Consumer Privacy Act (“UCPA”); the Connecticut Data Privacy Act (“CDPA”); and other analogous federal, state/provincial, or local privacy or data protection laws, including their respective implementing regulations, to the extent such laws are in force with respect to the Personal Information under the Agreement.
1.2. “Personal information” means any information that identifies, relates to, describes, is reasonably capable of being associated with, or could reasonably be linked, directly or indirectly, with a particular consumer or household, and that is collected, received, processed, or otherwise disclosed, transferred, or made available to AdAdapted under the Agreement. For clarity, Personal Information includes “Personal Data” and similar terms as defined under the Applicable Laws.
1.3. “Processing” means any operation or set of operations performed, whether by manual or automated means, on Personal Information or on sets of Personal Information, such as the collection, use, storage, disclosure, analysis, deletion or modification of personal data.
1.4. “Services” means the AdAdapted Software Development Kit (“SDK”) and Services provided to Partner under the Agreement.
2. Scope and Applicability
2.1. This Addendum applies to the collection, retention, use, and disclosure of Personal Information under the Agreement, namely, the following categories of Personal Information Partner discloses, transfers, or otherwise makes available to AdAdapted through the SDK:Identifiers such unique personal identifier, online identifier, Internet Protocol address, or other similar identifiersCommercial information, including records of products or services purchased, obtained, or considered, or other purchasing or consuming histories or tendenciesInternet or other electronic network activity information, including, but not limited to, information regarding a consumer’s interaction with an internet website application, or advertisementInferences drawn from any category of personal information to create a profile about a consumer reflecting the consumer’s preferences, predispositions, and behavior
2.2. Partner is a “Business” and “Controller” as defined by the Applicable Laws with respect to Personal Information under the Agreement and is responsible for compliance with the Applicable Laws with respect to its role as a Business and Controller.
2.3. AdAdapted is a “Third Party” with respect to Personal Information under the Agreement.
3. Compliance with Applicable Laws
3.1. Partner shall ensure compliance with the Applicable Laws including, but not limited to, with respect to (i) the accuracy, quality, and legality of the Personal Information under the Agreement and the means by which the Personal Information was acquired; (ii) complying with all necessary transparency and lawfulness requirements under the Applicable Laws for the collection and use of the Personal Information, including providing any notices and opt-outs, and obtaining any consents and authorizations (particularly relating to the Sale and Sharing of Personal Information to and by AdAdapted); (iii) ensuring Partner has right to transfer, or provide access to, the Personal Information to AdAdapted for the purposes contemplated by the Agreement, including Targeted Advertising, Cross-context Behavioral Advertising, and Profiling; and (iv) ensuring all privacy rights under the Applicable Laws, including, by way of example, the right to access Personal Information, correct Personal Information, delete Personal Information, and to opt-out of the Sale and Sharing of Personal Information and its use for the purposes of Targeted Advertising and Profiling.
3.2. Subject to this Addendum and the Applicable Laws, Partner will disclose, transfer, or otherwise make available to AdAdapted Personal Information for the purposes contemplated by the Agreement. AdAdapted may collect, use, retain, disclose/transfer, Sell and Share such Personal Information, and use such Personal Information for the purposes of Targeted Advertising and Profiling, including as a Data Broker. AdAdapted may combine Personal Information with other information obtained from other sources for the above described purposes.
3.3. With respect to Personal Information under the Agreement, AdAdapted will:Use Personal Information only for the limited and specified purposes, which include AdAdapted’s Sale and Sharing of Personal Information, including as a Data Broker, and for the purposes of Targeted Advertising and Profiling;Comply with the Applicable Laws and provide the same level of privacy protection as required by the Applicable Laws;Notify Partner if it can no longer meet its obligations under the Applicable Laws; andCooperate with Partner to take reasonable and appropriate steps to help ensure the Personal Information is used in a manner consistent with the Applicable Laws or to stop and remediate unauthorized use of the Personal Information.
3.4. Partner agrees that AdAdapted may periodically audit and inspect Partner’s compliance with this Addendum and the Applicable Laws upon reasonable notice to Partner. Partner shall cooperate with AdAdapted at Partner’s own expense, including timely providing any necessary access and information reasonably requested by AdAdapted for the audit and inspection.
4. Sensitive Personal Information and Children’s Data
4.1. Partner represents and warrants that it has not and will not disclose, transfer, or otherwise make available to AdAdapted any Personal Information that is Sensitive Personal Information (as defined by the Applicable Laws) or the Personal Information of persons under 16 years of age (“Children’s Data”). Partner shall notify AdAdapted immediately upon having knowledge that it has disclosed, transferred, or otherwise made available Sensitive Personal Information or Children’s Data to AdAdapted and take all necessary steps to address any compliance requirements associated with such information under the Applicable Laws.
5. Privacy Notices and Privacy Policy
5.1. In addition to and without limiting Partner’s obligations set forth elsewhere in this Addendum or under the Applicable Laws, Partner shall take all measures necessary to comply with Partner’s use of AdAdapted’s SDK and Services under the Applicable Laws. This includes, without limitation, (i) a conspicuously posted hyperlink displayed in the relevant location of Partner’s mobile application stating “Do Not Sell or Share My Personal Information” (or any alternate or additional language required under the Applicable Laws); (ii) notice at or before the time Personal Information is collected or obtained that Partner may Sell and Share Personal Information to AdAdapted, as well as any other necessary notice information required by the Applicable Laws; and (iii) a privacy policy that includes the relevant information required by the Applicable Laws, including, without limitation, the categories of Personal Information collected and the fact that certain Personal Information is Sold or Shared (including those categories set forth in Section 2.1), the purposes for which the Personal Information is Sold or Shared, a description of the privacy rights applicable under the Applicable Laws, the methods of exercising the applicable privacy rights along with a description of the associated process and timelines for responding to privacy requests, the mechanism (or mechanisms) of opting out of the Sale and Sharing of Personal Information and its use for Targeted Advertising and Profiling, and Partner’s relevant contact information for lodging privacy complaints and inquiries.
5.2. Partner shall provide, particularly to the users of its mobile application, explicit notice of Partner’s Sale and Sharing of Personal Information to AdAdapted and its use of Personal Information for Targeted Advertising and Profiling, and provide such users the required means to opt-out of the Sale and Sharing of Personal Information and its use for Targeted Advertising and Profiling in accordance with the Applicable Laws. At AdAdapted’s election, Partner shall incorporate into its mobile application an opt-out mechanism (or mechanisms) provided by AdAdapted, as a means of opting-out of the Sale and Sharing of Personal Information to AdAdapted and its use for Targeted Advertising and Profiling.
5.3. Except as otherwise expressly directed by AdAdapted, Partner shall include AdAdapted’s privacy notice set forth in Exhibit A in its applicable privacy notices and privacy policy, along with a hyperlink to AdAdapted’s designated opt-out method and privacy policy.
6. Privacy Requests
6.1. In addition to and without limiting Partner’s obligations set forth elsewhere in this Addendum or under the Applicable Laws, Partner shall be responsible for complying with privacy rights requests applicable to Partner under the Applicable Laws.
6.2. Partner and AdAdapted will mutually cooperate to timely provide any information reasonably necessary to respond to and process privacy and regulatory requests concerning the Personal Information under the Agreement in accordance with the Applicable Laws.
6.3. If Partner receives a request to opt-out of the Sale and Sharing of Personal Information under the Agreement or a request to opt-out of its use for Targeted Advertising or Profiling, Partner will immediately notify AdAdapted of the opt-out request and any associated pertinent information. As soon as reasonably practicable upon receiving such notice, AdAdapted will cease further Selling and Sharing the applicable Personal Information and cease using it for Targeted Advertising and Profiling.
7. Deidentified Information
7.1. In the event that either Party discloses, transfers, and/or makes available Deidentified Information (or its analog under the Applicable Laws) to the other Party, the receiving Party warrants that it (i) has technical safeguards that prevent reidentification of the Personal Information; (ii) prohibits reidentification of the information; (iii) has measures to prevent inadvertent release of Deidentified Information; and (iv) will make no attempt to reidentify the information. To the extent the aforementioned conditions are met, Deidentified Information shall not be considered Personal Information under the Agreement.
8. Merger, Sale, or Other Asset Transfers
8.1. In the event that Partner transfers Personal Information under the Agreement as as part of a merger, acquisition, bankruptcy, or other transaction in which a third party (or third parties) assumes control of all or part of the Personal Information, Partner shall (i) provide at least sixty (60) days prior notice to AdAdapted; (ii) ensure that the third-party is bound by terms no less restrictive than as set forth in this Addendum, and (iii) ensure that the third party shall comply with the Applicable Laws with respect to the Personal Information.
9. Indemnification and Limitation of Liability
9.1. Partner shall indemnify AdAdapted, its officers, directors, employees, agents, affiliates, successors and assigns against any and all losses, damages, liabilities, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, and expenses, including any legal fees and legal expenses, arising from Partner’s violation of this Addendum or the Applicable Laws.
9.2. AdAdapted’s liability arising out of this Addendum shall be subject to the limitation of liability set forth in the Agreement.
10. Modification
10.1. AdAdapted reserves the right to modify this Addendum at any time by posting an updated version to its website or by otherwise making the update reasonably accessible to Partner. Such modifications shall take effect two (2) business days after being posted.
EXHIBIT A
AdAdapted Notice of Collection and Opt-out
This mobile application uses AdAdapted to deliver interest-based and targeted advertising. We may collect and AdAdapted may receive personal information about you and use such information, alone or in combination with other information, for the purposes of retargeting ads to you on other applications and technologies.
The following types of personal information may be sold or shared and used for the purposes of targeted advertising and profiling, including within the preceding 12-months:
--Identifiers such unique personal identifier, online identifier, Internet Protocol address, or other similar identifiers (e.g., device ID or Apple “IDFA”)
--Commercial information, including records of products or services purchased, obtained, or considered, or other purchasing or consuming histories or tendencies
--Internet or other electronic network activity information, including, but not limited to, information regarding a consumer’s interaction with an internet website application, or advertisement
--Inferences drawn from any category of personal information to create a profile about a consumer reflecting the consumer’s preferences, predispositions, and behavior
Your personal information may be sold to or shared with AdAdapted and certain advertiser partners, including demand side platforms (DSPs), data management platforms (DMPs), and advertisers, for the purposes of delivering targeted advertising campaigns.
Residents of the U.S. states of California, Virginia, Colorado, Utah, and Connecticut may opt-out of the sale and sharing of their personal information and its use for targeted advertising and profiling here: Opt-out of AdAdapted www.adadapted.com/legal/do-not-sell. Other privacy rights to which you may be entitled are more fully set forth in this privacy policy.
For further information concerning AdAdapted, please refer to AdAdapted’s privacy policy available here: www.adadapted.com/legal/privacy-policy.
You can find our full privacy policy here: AdAdapted Privacy Policy
Have questions? Please contact us at privacy@adadapted.com.