DATA PROCESSING AGREEMENT

This Data Processing Agreement (“Agreement”) is made and entered into on the date of the resource creation (the “Effective Date”) by and between Foxiko Cloud, Inc, a "Corporation" with its principal place of business in the state of Delawareis 651 N Broad St, Suite 201, in the city of Middletown, zip code 19709, and county of New Castle. (“Company”), and its customer (“Client”).

WHEREAS, Company may collect, process, and store Personal Data (as defined below) on behalf of Client in connection with the provision of services by Company to Client; and

WHEREAS, Company and Client wish to establish the terms and conditions under which Company will process Personal Data on behalf of Client, in compliance with applicable data protection laws and regulations, including the European Union General Data Protection Regulation (“GDPR”).

NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

DEFINITIONS

1.1 “Personal Data” means any information relating to an identified or identifiable natural person, as defined in the GDPR, that is processed by Company on behalf of Client pursuant to this Agreement.

1.2 “Data Controller” means the natural or legal person, public authority, agency or other body which, alone or jointly with others, determines the purposes and means of the processing of Personal Data.

1.3 “Data Processor” means the natural or legal person, public authority, agency or other body which processes Personal Data on behalf of the Data Controller.

1.4 “Data Subject” means the identified or identifiable natural person to whom Personal Data relates.

PROCESSING OF PERSONAL DATA

2.1 Company agrees to process Personal Data on behalf of Client for the purposes of providing services to Client, in accordance with Client’s instructions as set forth in Exhibit A.

2.2 Company will only process Personal Data to the extent necessary for the performance of its obligations under this Agreement and in compliance with applicable data protection laws and regulations.

2.3 Company will not disclose Personal Data to any third party, unless required by law, regulation, or court order. In the event that Company is required by law to disclose Personal Data, Company will notify Client of such requirement to the extent permitted by applicable law.

SECURITY OF PERSONAL DATA

3.1 Company will implement appropriate technical and organizational measures to protect Personal Data against accidental or unlawful destruction, loss, alteration, unauthorized disclosure, or access, in accordance with applicable data protection laws and regulations.

3.2 Company will ensure that its personnel who have access to Personal Data are subject to appropriate confidentiality obligations.

DATA SUBJECT RIGHTS

4.1 Company will cooperate with Client to respond to any request from a Data Subject to exercise his or her rights under applicable data protection laws and regulations.

4.2 Company will provide Client with reasonable assistance in complying with Client’s obligations to respond to requests from Data Subjects to exercise their rights under applicable data protection laws and regulations.

AUDIT

5.1 Company will allow Client to conduct audits, inspections or assessments to verify compliance with this Agreement upon reasonable notice to Company.

5.2 Company will provide Client with all necessary information to demonstrate compliance with applicable data protection laws and regulations upon Client’s request.

5.3 Any costs that should be incurred by the Company or the Client for the audit are to be borne by the Client.

SUBPROCESSORS

6.1 Company may engage third-party subprocessors to process Personal Data on behalf of Client, subject to the prior written consent of Client.

6.2 Company will ensure that any subprocessor engaged by Company to process Personal Data on behalf of Client is bound by written contractual obligations that are substantially equivalent to the obligations set