1. Parties
This Data Processing Agreement forms part of the contractual relationship between the Customer acting as data controller and Adopt-AI SA, a Swiss company based in Geneva, acting as data processor in connection with the HybridLLM platform.
HybridLLM is a product name and does not constitute a separate legal entity.
2. Subject Matter and Scope
This agreement governs the processing of personal data by Adopt-AI SA on behalf of the Customer for the sole purpose of providing, operating, securing, and supporting the HybridLLM platform and related services.
3. Duration of Processing
Processing will take place for the duration of the Customer's use of HybridLLM services unless otherwise agreed in writing.
4. Nature and Purpose of Processing
Processing activities include secure AI inference, anonymization, retrieval-augmented generation, knowledge base management, user and organization management, logging, monitoring, and support operations necessary to deliver the service.
5. Categories of Data Subjects and Personal Data
Data subjects may include employees, contractors, and authorized users of the Customer. Personal data may include identification data, professional information, business content, prompts, documents, logs, and usage metadata as determined by the Customer.
6. Instructions and Compliance
Adopt-AI SA will process personal data only on documented instructions from the Customer. If Adopt-AI SA considers that an instruction infringes applicable legislation, it will inform the Customer without undue delay.
The Customer warrants that it has a valid legal basis for all processing activities.
7. Confidentiality
Adopt-AI SA ensures that persons authorized to process personal data are subject to confidentiality obligations.
8. Security Measures
Adopt-AI SA implements appropriate technical and organizational measures to ensure a level of security appropriate to the risk, including encryption, access controls, logical isolation, logging, monitoring, and backup mechanisms.
9. Sub-processing
The Customer authorizes Adopt-AI SA to engage sub-processors as necessary for service delivery. Adopt-AI SA ensures that sub-processors are bound by equivalent data protection obligations and remains fully responsible for their performance.
10. International Transfers
Where personal data is transferred outside Switzerland or the European Union, Adopt-AI SA ensures that appropriate safeguards are in place in accordance with applicable legislation.
11. Data Subject Rights Assistance
Adopt-AI SA will assist the Customer, to the extent reasonably possible, in responding to data subject requests.
12. Personal Data Breaches
Adopt-AI SA will notify the Customer without undue delay after becoming aware of a personal data breach and will provide relevant available information.
13. Audits
Upon reasonable request, Adopt-AI SA will make available information necessary to demonstrate compliance with this agreement. Audit rights are limited to documentation review unless otherwise agreed.
14. Data Return or Deletion
Upon termination of services, personal data will be deleted or returned in accordance with the Customer's instructions, unless retention is required by law.
15. Liability
Liability under this agreement is subject to the limitations set out in the applicable general terms and conditions.
16. Governing Law and Jurisdiction
This agreement is governed by Swiss law. Exclusive jurisdiction lies with the competent courts of Geneva, Switzerland.
For any questions regarding this Data Processing Agreement, please contact us at [email protected].