October 29, 2020
This WhatsApp Business Data Transfer Addendum (“Data Transfer Addendum”) applies to the extent that WhatsApp Ireland Limited is acting as your Processor of EU Data under the Business Terms, and transfers originating in the UK, EU, EEA or Switzerland of EU Data are made to its subprocessor WhatsApp, LLC.
1. Taking into account the circumstances, you instruct WhatsApp Ireland Limited to transfer EU Data to WhatsApp LLC in the US for storage and further Processing. The Clauses apply between you and WhatsApp LLC to transfers originating in the UK, EU, EEA or Switzerland of EU Data to WhatsApp LLC, unless such transfer is otherwise permitted under the GDPR.
2. You agree that:
3. Any claim or action brought by you against WhatsApp LLC under or in connection with the Clauses or this Data Transfer Addendum shall be subject to the exclusions and limitations of liability and disclaimers in the Business Terms as if they applied in respect of the Clauses (as well as this Data Transfer Addendum) and as if WhatsApp LLC was a party to them and so that the combined liability of WhatsApp Ireland Limited and WhatsApp LLC under or in connection with the Clauses, this Data Transfer Addendum and the Business Terms does not in aggregate exceed the cap on liability in the Business Terms.
4. In order to implement or allow for an alternative means of transfer recognised by the GDPR (including any alternative form of standard data protection clauses recognised under article 46 of the GDPR), WhatsApp LLC may terminate the Clauses by notice to you, and WhatsApp Ireland Limited may modify this Data Transfer Addendum in accordance with the Business Terms or terminate this Data Transfer Addendum by notice. By continuing to access or use Business Services after any modification to the Data Transfer Addendum takes effect, you agree to be bound by any new form of standard data protection clauses (recognised under article 46 of the GDPR) provided for in the modified Data Transfer Addendum.
5. The Data Transfer Addendum and Clauses will not apply to the extent WhatsApp LLC has adopted Binding Corporate Rules for Processors or an alternative means under the GDPR for the lawful transfer of Personal Data outside the EU, EEA, UK or Switzerland.
6. This Data Transfer Addendum takes priority over the Business Terms to the extent of a conflict or inconsistency. The Clauses take priority over this Data Transfer Addendum to the extent of any conflict or inconsistency and nothing in this Data Transfer Addendum or Business Terms varies or modifies clauses 1 to 12 of the Clauses or affects the rights of any supervisory authority or data subject under the Clauses or GDPR.
7. You agree that, where relevant to WhatsApp LLC's rights and obligations under the Clauses or this Data Transfer Addendum, WhatsApp LLC is entitled to rely upon the provisions of the Business Terms as if it was a party to them. WhatsApp LLC is a party to this Data Transfer Addendum but solely to acknowledge and obtain the benefit of the provisions of this Data Transfer Addendum and accept its entry into the Clauses on the basis set out in this Data Transfer Addendum. WhatsApp LLC is not otherwise a party to the Business Terms and has no obligations or liability under or in connection with them in any respect (whether in contract, tort, negligence or otherwise). This does not limit or affect its obligations under the Clauses.
8. In this Data Transfer Addendum:
9. By continuing to access or use WhatsApp under the Business Terms after the effective date above, you agree to this Data Transfer Addendum.