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Arrowhead

Data Processing Agreement (DPA)

Under the Digital Personal Data Protection Act, 2023 (DPDP Act)

This Data Processing Agreement ("DPA") forms part of the Master Services Agreement / Terms of Use ("Agreement") between the Data Fiduciary and Arrowhead (the "Data Processor"). Except as modified herein, the Agreement remains in full force and effect.

1. Definitions

Unless otherwise defined herein, terms shall have the meaning assigned under the DPDP Act.

"Personal Data" means any data about an identifiable individual processed by the Data Processor on behalf of the Data Fiduciary.

"Sub-Processor" means a third party engaged by the Data Processor to process Personal Data on its behalf.

2. Scope and Purpose of Processing

The Data Processor shall process Personal Data solely for the purpose of providing the Services under the Agreement and in accordance with documented lawful instructions of the Data Fiduciary.

Nothing in this DPA shall grant the Data Fiduciary any rights in the Data Processor's underlying platform, models, software, tools, algorithms, or methodologies.

3. Categories of Personal Data

Details of Data Principals, categories of Personal Data, and nature of processing are described in Annex I.

4. Duration

Personal Data shall be processed for the duration of the Agreement, subject to retention provisions set out herein.

5. Obligations of the Data Fiduciary

The Data Fiduciary shall:

  • ensure lawful basis and valid consent under the DPDP Act;
  • provide required notices to Data Principals;
  • remain responsible for compliance with laws applicable to its business operations; and
  • communicate erasure, correction, or consent withdrawal requests in writing.
  • 6. Obligations of the Data Processor

    The Data Processor shall:

  • process Personal Data only on documented lawful instructions;
  • implement appropriate technical and organizational measures;
  • notify the Data Fiduciary if an instruction appears to violate applicable law;
  • provide reasonable assistance for Data Principal requests;
  • ensure personnel confidentiality; and
  • bind Sub-Processors to substantially similar obligations.
  • 7. Use of Anonymized and Aggregated Data

    The Data Processor may use anonymized and aggregated data derived from Personal Data for analytics, service improvement, benchmarking, security enhancement, and product development purposes, provided such data does not identify any Data Principal or the Data Fiduciary.

    Outputs generated specifically for the Data Fiduciary from its Personal Data shall belong to the Data Fiduciary; however, the Data Processor retains ownership of the underlying software, models, algorithms, and analytical methodologies used to generate such outputs.

    8. Sub-Processors

    Sub-Processors listed in Annex III are authorized.

    The Data Processor shall remain responsible for ensuring Sub-Processors comply with obligations substantially similar to those contained herein.

    9. Cross-Border Transfers

    The Data Processor shall comply with applicable cross-border transfer requirements under the DPDP Act, as applicable to Data Processors.

    10. Security Measures

    The Data Processor shall implement technical and organizational measures including:

  • access controls;
  • encryption in transit and at rest;
  • role-based access;
  • periodic security testing;
  • employee confidentiality training; and
  • multi-factor authentication.
  • 11. Personal Data Breach

    The Data Processor shall notify the Data Fiduciary without undue delay after confirming a Personal Data Breach affecting Personal Data processed under this DPA and provide reasonable assistance in investigation and regulatory notification.

    Notification shall not imply admission of fault.

    12. Audit

    Upon reasonable prior written notice, the Data Processor shall provide information necessary to demonstrate compliance.

    Audits shall be conducted no more than once annually, during business hours, and shall not disrupt operations.

    Independent certifications may be provided in lieu of on-site audits where applicable.

    13. Return and Deletion

    Upon termination, the Data Processor shall return or delete Personal Data upon written request.

    Deletion shall occur in accordance with the Data Processor's standard retention and backup policies.

    Archival backups may be retained for a limited period as part of disaster recovery processes and shall remain protected.

    14. Liability

    The Data Processor's liability under this DPA shall be subject to the limitations of liability set out in the Agreement.

    ANNEX I – Data Categories

    Data Principals: Users designated by the Data Fiduciary.

    Categories of Personal Data: Name, phone number, email, address, call recordings, transcripts, interaction data, and related metadata.

    Purpose: Delivery of Services as per the Agreement.

    ANNEX II – Technical and Organizational Measures

  • Access control and role-based permissions.
  • Encryption at rest and in transit.
  • Secure API integrations.
  • Regular security audits and monitoring.
  • ANNEX III – Sub-Processors

    Sub-Processor NameDescription of ProcessingLocation
    Amazon Web ServicesCloud hosting servicesIndia or as per allowed cross-border transfer rules
    Eleven LabsCloud based processing servicesIndia or as per allowed cross-border transfer rules
    DeepgramCloud based processing servicesIndia or as per allowed cross-border transfer rules
    Open AICloud based processing servicesIndia or as per allowed cross-border transfer rules
    GroqCloud based processing servicesIndia or as per allowed cross-border transfer rules