This Data Processing Agreement (“Agreement”) entered into by and between Teachery Inc. (“Teachery,” “we,” “us,” and “our”) and you (“Creator,” “you,” and “your”), is incorporated into and supplements our Terms of Service and Privacy Policy when Data Protection Laws apply to the processing of Customer Data or Creator Data. Teachery and Creator are referred to individually as “Party,” and collectively as “Parties.”
Controller: Entity determining the purpose and manner in which Personal Information is processed.
Processor: Entity that processes Personal Information on behalf of a Controller.
Data Protection Laws: All data protection and privacy laws and regulations applicable to the processing of Creator Data and Customer Data.
Personal Data Breach: Breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosures of, or access to personal data that Teachery has transmitted, stored, or otherwise processed.
Sub-Processor: Entity engaged by Teachery to provide processing services in furtherance of Teachery’s processing of Creator Data. Teachery’s list of Sub-Processors is provided in our Terms of Service.
The terms “personal data” and “processing” shall have the meanings given to them under the General Data Protection Regulation (“GDPR”), and “process,” “processes,” and “processed” shall be interpreted accordingly.
Terms not defined in this Agreement can be found in our Terms of Service and/or Privacy Policy.
1.1. When using Teachery’s Services, a Creator may provide, upload, or otherwise make course Content available through Teachery’s platform. The Creator attests that they own or have the necessary rights to use all the intellectual property in the Content and is the sole Controller of any personal data included in the Content (“Creator Data”). Teachery is a Processor of the Creator Data on behalf of the Creator and at the Creator’s direction.
1.2. Teachery connects the Customers who purchase Creator’s course and provides the Creator with the name and email address used for each purchase of Creator’s course as well as which course modules the Customer has accessed (“Customer Data”). This allows Creator to provide their services to their Customers. Teachery and Creators may each use Student Data for their respective business purposes in accordance with this Agreement, our Terms of Service, and our Privacy Policy. Teachery and Creators are independent Controllers, not joint Controllers, of Customer Data.
2.1. Creator shall comply with all applicable laws, including, but not limited to Data Protection Laws, in its use of Teachery Services and its own processing of Creator Data and Student Data. Creator shall be solely responsible for the accuracy, quality, and legality of Creator Data and the means by which Creator acquired Creator Data.
2.2. Creator shall ensure that it has, and will continue to have, the right to provide Teachery access to Creator Data for processing in accordance with our Terms of Use and this Agreement.
2.3. Creator directs Teachery to process its Creator Data in accordance with Teachery’s Terms of Service and this Agreement and as necessary to comply with applicable law. The Parties acknowledge and agree that Teachery’s Terms of Service and this Agreement constitute Creator’s documented instructions to Teachery regarding the processing of Creator Data.
2.4. The Parties acknowledge that purchasing a course through Teachery does not require a customer to provide any Sensitive Data to Teachery as defined by the GDPR. All financial transactions are through a third-party provider, and Teachery never receives a customer’s credit card numbers or banking information.
2.5. Creator acknowledges and agrees that it will not include any Sensitive Data in the Creator Data it provides to Teachery. If Creator includes any Sensitive Data in its Creator Data, Creator will remove it immediately.
3.1. Teachery shall process Creator Data in accordance with applicable Data Protection Laws and consistent with our Terms of Service, Privacy Policy, and this Agreement. Teachery shall only process Creator Data in accordance with Creator's documented instructions, as outlined herein.
3.2. Teachery shall notify Creator if it becomes aware, or reasonably believes that, the documented instructions violate the Data Protection Laws.
3.3. Teachery shall require its employees, agents, and Sub-Processors to treat Creator Data as confidential, and protect it accordingly.
3.4. Creator agrees that it will not cause Teachery to process any Personal Information that presents a high risk to the rights and freedoms of said persons.
3.5. Creator grants Teachery general authorization to use Sub-Processors to process its Creator Data. Teachery may engage additional or replacement Sub-Processors. Teachery acknowledges and agrees that every Sub-Processor must agree to data protection obligations that are at least as robust as this Agreement.
3.6. Teachery will maintain the list of its Sub-Processors, including information for Creator to subscribe to receive notifications from any new Sub-Processors.
3.7. If Creator objects to any new Sub-Processor, it must object to it without undue delay. Creator acknowledges that if it objects to a Sub-Processor, it could interfere with Teachery’s ability to process Creator Data.
3.8. Upon termination of this Agreement, Teachery shall cease all processing of Creator Data and return or delete all copies of Creator Data in its control or possession, except if Teachery is required to maintain Creator Data to comply with applicable law. This obligation does not apply to any archived copies of Creator Data in Teachery’s backup systems.
4.1. Creator can respond to requests from data subjects by modifying, deleting, or restricting access to its Creator Content once it has been added to Teachery, in compliance with applicable Data Protection Laws.
4.2. Each Party shall respond to data subject requests regarding Customer Data within the time frame required in the applicable Data Protection Laws. Creator shall provide a copy of any such request to Teachery within three (3) business days. If Teachery is the Controller of the Customer Data in question, it will respond directly to the customer.
4.3. If needed, Teachery will provide reasonable assistance to Creator to allow Creator to comply with its obligations regarding data subject requests.
5.1. As stated in Teachery’s Privacy Policy, it uses appropriate technical and organizational measures to protect Creator Data and Customer Data against accidental, unauthorized, or unlawful destruction, loss, disclosure, or access.
5.2. If Teachery becomes aware of a Personal Data Breach regarding Creator’s Creator Data or Student Data, Teachery shall notify Creator via email without undue delay.
5.3. To the extent a request is reasonable and does not require disclosure of any Teachery trade secrets, Teachery shall provide information to Creator to demonstrate that Teachery is complying with applicable Data Protection Laws regarding its processing of Creator’s Creator Data.
5.4. Upon written request and if it does not require disclosure of any Teachery trade secrets, Teachery shall provide Creator with a copy of Teachery’s most recent audit report so Creator can see the standards against which Teachery’s privacy standards have been assessed.
5.5. If Creator requests an audit of Teachery’s compliance with applicable Data Protection Laws, it must be performed by a mutually agreed upon third-party audit firm. Creator shall be responsible for all costs associated with the requested audit. This audit shall occur during Teachery’s normal business hours and with thirty (30) days’ notice to Teachery. Creator may not audit Teachery more than once in a twelve (12) month period.
6.1. Creator acknowledges and agrees that Teachery may transfer and process personal data in and to servers located in the United States and anywhere else on the planet where Teachery or its Sub-Processors maintain their servers.
6.2. The Parties acknowledge and agree that all transfers of personal data outside of the customer’s country or region must comply with applicable Data Protection Laws.
6.3. By purchasing a course on Teachery, a customer consents to the transfer of their personal data to Teachery’s and its Sub-Processors’ servers as necessary for them to provide the requested services.
7.1. Except as otherwise stated in applicable Data Protection Laws, Teachery’s liability under this Agreement is limited to the extent and amount stated in our Terms of Service.
7.2. The Parties agree that all disputes regarding this Agreement shall be resolved according to the Dispute Resolution terms in Teachery’s Terms of Service.
8.1. If the terms of this Agreement conflict with applicable Data Protection Laws, the terms of the Data Protection Laws will apply.
8.2. Teachery shall immediately inform Creator if it is unable to process Creator Data according to Creator’s written instructions.
8.3. Teachery shall process Creator Data only for the specific purposes as stated in the written instructions.
8.4. If a Party becomes aware that Student Data is inaccurate, it shall inform the other Party without undue delay. Both Parties will erase or correct the data, as appropriate.
8.5. Teachery will only request personal data that is necessary for the Parties to provide their respective services.
8.6. Teachery will delete Creator Data and Student Data when it no longer needs it to provide Teachery’s Services or to comply with the law.
8.7. Teachery shall limit access to personal data only to its personnel who need such access in order to perform their job tasks. Teachery shall require this limitation of its Sub-Processors as well.
8.8. If there is a Personal Data Breach of personal data in Teachery’s possession or control, Teachery shall mitigate the adverse effects when possible. Teachery shall inform Creator and impacted customers of the breach, without undue delay, if there is a high risk to their rights and freedoms, including what categories of information may have been compromised as well as the measures Teachery is taking to mitigate the harm and prevent future breaches.
8.9. Teachery shall keep records of the processing activities it performs for Creator.
9.1. Teachery’s contracts with its Sub-Processors shall include the same data protection obligations as stated herein.
9.2. Upon request, Teachery shall provide Creator with a copy of its contract with any Sub-Processor used to process Creator’s Creator Data.
9.3. Teachery shall be responsible for Sub-Processor’s processing of Creator’s Creator Data pursuant to the contract with the Sub-Processor.
9.4. If Teachery becomes insolvent or ceases to exist, Creator may demand Sub-Processor to cease processing Creator’s Creator Data.
10.1. Teachery shall notify Creator, without undue delay and within thirty (30) days, if Teachery receives a request from a data subject regarding Creator Data. If needed, Teachery shall assist Creator in regards to the data subject’s request.
11.1. Teachery shall promptly deal with any complaints it receives from a data subject.
11.2. Teachery shall abide by any binding decision rendered by a court of competent jurisdiction or similar entity regarding Creator Data or Student Data in its possession or control.
12.1. If Teachery is liable to a data subject for damage caused by it or its Sub-Processor while processing Creator Data in accordance with the written instructions, Creator shall reimburse Teachery and its Sub-Processor for said damages.
12.2. Creator shall not avoid liability by blaming Teachery or its Sub-Processors, so long as Teachery and the Sub-Processors followed Creator’s written instructions.
13.1. Teachery shall submit to the jurisdiction and cooperate with the competent supervisory authority for any procedure aimed at ensuring Teachery’s compliance with any applicable Data Protection Laws, including responding to inquiries and submitting to audits.
14.1. The Parties have no reason to believe that the laws of any country applicable to Teachery’s processing of Creator Data will prevent Teachery from complying with any applicable Data Protection Laws.
14.2. Teachery shall inform Creator promptly if it believes a change in one jurisdiction’s law would result in Teachery being unable to process Creator Data in accordance with the applicable Data Protection Laws.
14.3. Creator shall update the written instructions for Teachery or terminate this Agreement if it believes that Teachery is unable to comply with the applicable Data Protection Laws.
15.1. Teachery shall inform Creator if Teachery receives a legally binding request from a public authority related to a data subject’s privacy rights regarding Creator Data, unless prohibited from doing so by applicable Data Protection Laws.
15.2. As necessary to comply with Data Protection Laws, Teachery shall preserve Creator Data as requested by the public authority.
15.3. Teachery shall not disclose any personal data requested unless required to do so by the applicable procedural rules. Teachery shall provide the minimum amount of information necessary to comply with the legally binding request.
16.1. Teachery shall inform Creator promptly if it is unable to process Creator Data in accordance with applicable Data Protection Laws.
16.2. Creator shall not provide additional Creator Data and may terminate this Agreement if Teachery cannot process Creator Data in accordance with applicable Data Protection Laws.
16.3. Teachery may terminate this Agreement if Teachery cannot process Creator Data in accordance with applicable Data Protection Laws.
16.4. Upon termination of this Agreement, Teachery must return or delete Creator Data in its possession or control.
17.1. Creator acknowledges and agrees this Agreement shall replace any existing data processing agreement or similar document that the Parties may have previously entered into in connection with Teachery’s Services.
17.2. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force and effect without being impaired or invalidated in any way. Whenever possible, the Parties request that the court modify the invalid, void, or unenforceable provision to maintain the intent of the Parties.
17.3. No failure, on the part of a Party to exercise and/or delay in exercising, on the part of the Party, any right, power, or privilege under this Agreement shall operate as a waiver thereof, nor shall any single or partial exercise of any right, power, or privilege preclude any other or further exercise thereof, or the exercise of any other power or right.
17.4. Teachery may update the terms of this Agreement from time to time, at its sole discretion, provided that Teachery gives Creator reasonable advance notice.
17.5. Unless otherwise specified in this Agreement, each Party giving notice as required or permitted under this Agreement shall be by email.
17.6. The headings in this Agreement are for convenience only, and do not affect this Agreement, construction or interpretation.
If you have any questions or concerns please send us a detailed message to [email protected].
Our business address is:
Teachery Inc
13475 Atlantic Blvd Unit 8
Suite M555
Jacksonville, FL 32225 US
We will make every effort to resolve your concerns.
