·Privacy Policy

·Effective as of: June 2, 2026

·Your privacy is extremely important to us. To better protect you, we provide this notice explaining our online information practices and the choices you can make about the way your information is collected and used.

·This Privacy Policy relates to information collected by Mango Technologies, Inc. DBA ClickUp (referred to in this Privacy Policy as "ClickUp" "we" or "us" or "our") through your use of our website and our Services, features, browser extensions, integrations, API, mobile or desktop applications, information available on our website or app, or when you otherwise interact with us (which are collectively referred to in this Privacy Policy as the "ClickUp Service").

·If you do not agree to our use of your personal data in line with this policy, please do not use the ClickUp Services.

·Scope of this Privacy Policy

·Please be aware that this Privacy Policy does not govern all the information ClickUp may process. Our commitment to customers and service providers is governed by a separate Data Protection Addendum. This Privacy Policy is also incorporated into and governed by our Terms of Use. Any capitalized words we use in this Privacy Policy that we haven't defined here will have the same meaning that they're given in our Terms of Use.

·Our commitments to employees are governed by our internal employment policies.

·In all instances we are committed to transparency with our customers, employees, and to protecting your data privacy.

·What Information do we Collect?

·You will be required to establish an account in order to take advantage of certain features of the ClickUp Service. If you wish to establish an account you will be required to provide us with information (including personally identifiable information and non-personally identifiable information). In addition, we may obtain your personally identifiable information from you if you identify yourself to us by sending us an e-mail with questions or comments.

·Depending on your use of the ClickUp Service, we collect two types of information: personally identifiable information and non-personally identifiable information.

·Personally Identifiable Information

·Personally identifiable information identifies you or can be used to identify or contact you. Examples of personally identifiable information may include your name, IP address, company name, job title, address, e-mail address, telephone number, and billing and credit card information.

·Non-Personally Identifiable Information

·Non-personally identifiable information is information, any single item of which, by itself, cannot be used to identify or contact you, which may include demographic information (such as age, profession, company industry, gender, current location, or zip code), IP addresses, browser types, domain names, and statistical data involving the use of the ClickUp Service. Certain non-personally identifiable information may be considered a part of your personally identifiable information if it were combined with other identifiers (for example, combining your zip code with your street address) in a way that enables you to be identified. But the same pieces of information may be considered non-personally identifiable information when they are taken alone or combined only with other non-personally identifiable information (for example, your account preferences).

·Why do we Need your Personal Data?

·We do not sell any data, including your personal data. We will only collect and process your personal data in accordance with applicable data protection and privacy laws. We need to collect and process certain personal data in order to provide you with access to ClickUp. If you registered with us, you will have been asked to check a tick box indicating your agreement to provide this data in order to access our services. This consent provides us with the legal basis we require under applicable law to process your data. You maintain the right to withdraw such consent at any time.

·Information we collect automatically when you use the Services:

·We collect information about you when you use our Services, such as browsing our websites and taking certain actions within the Services, including:

• ·Your use of the Services: We keep track of certain information about you when you visit and interact with any of our Services. This information includes the features you use; the tasks, projects, teams and other links you click on; the type, size and filenames of attachments you upload to the Services; frequently used search terms; and how you interact with others on the Services. We also collect information about the teams and people you work with and how you interact with them, like who you collaborate and communicate with most frequently.
• ·Device and Connection Information: We collect information about your computer, phone, tablet, or other devices you use to access the Services. This device information includes your connection type and settings when you install, access, update, or use our Services. We also collect information through your device about your operating system, browser type, IP address, URLs of referring/exit pages, device identifiers, and crash data. We use your IP address and/or country preference in order to approximate your location to provide you with a better Service experience. How much of this information we collect depends on the type and settings of the device you use to access the Services.
• ·Cookies and Other Tracking Technologies: ClickUp and our third-party partners, such as our advertising and analytics partners, use cookies and other tracking technologies (e.g., web beacons, device identifiers and pixels) to provide functionality and to recognize you across different Services and devices. For more information, please see our Cookies and Tracking policy, which includes information on how to control or opt out of these cookies and tracking technologies.
• ·Log files: We collect non-personally identifiable information through our Internet log files, which record data such as user IP addresses, browser types, domain names, and other anonymous statistical data involving the use of the ClickUp Service. This information may be used to analyze trends, to administer the ClickUp Service, to monitor the use of the ClickUp Service, and to gather general demographic information. We may link this information to personally identifiable information for these and other purposes, such as personalizing your experience on the ClickUp Service, and evaluating the ClickUp Service in general.

·Information we receive from other sources

·We receive information about you from other Service users, from third party services, and from our business and channel partners.

• ·Other users of the Services: Other users of our Services may provide information about you when they submit content through the Services. For example, you may be mentioned by someone else on a task, or a team member may upload content about you to ClickUp. We also receive your email address from other Service users when they provide it in order to invite you to the Services. Similarly, an administrator may provide your contact information when they designate you as another administrator for a task, team or an Enterprise or Unlimited Account.
• ·Other services you link to your account: We receive information about you when you or your administrator enable third-party apps or integrate or link a third-party service with our Services. For example, you or your administrator may also integrate our Services with other services you use, such as to allow you to access, store, share and edit certain content from a third-party through our Services. For example, you may authorize our Services to access and display files from a third-party document-sharing service within the Services interface. The information we receive when you link or integrate our Services with a third-party service depends on the settings, permissions and privacy policy controlled by that third-party service. You should always check the privacy settings and notices in these third-party services to understand what data may be disclosed to us or shared with our Services.
• ·Other partners: We may receive information about you and your activities on and off the Services from third-party partners, such as advertising and market research partners who provide us with information about your interest in, and engagement with, our Services and online advertisements, or in cases where you give such third parties permission to share information with us or where the information is publicly available online or through your device or browser data.
• ·ClickUp's use of information received, and ClickUp's transfer of information to any other app, from Google APIs will adhere to Google's API Services User Data Policy, including the Limited Use Requirements.

·Where and when is information collected?

·Under applicable data protection law (including GDPR), you have the following rights regarding your personal data:

• ·Right to Access: You may request a copy of the personal data we hold about you.
• ·Right to Rectification: You may request correction of inaccurate or incomplete personal data.
• ·Right to Erasure: You may request deletion of your personal data where it is no longer necessary for the purposes for which it was collected.
• ·Right to Restriction of Processing: You may request that we restrict processing of your personal data in certain circumstances.
• ·Right to Data Portability: You may request to receive your personal data in a structured, commonly used, machine-readable format.
• ·Right to Object: You may object to processing based on legitimate interests, direct marketing, or profiling.
• ·Right to Withdraw Consent: Where processing is based on consent, you may withdraw that consent at any time without affecting the lawfulness of prior processing.
• ·Right to Lodge a Complaint: You have the right to lodge a complaint with a supervisory authority. If you are in the EEA, you may contact your local data protection authority. If you are in the UK, you may contact the Information Commissioner's Office (ICO) at ico.org.uk or by phone at +44 (0)303 123 1113.

·To exercise any of these rights, contact us at support@clickup.com or by mail to 350 Tenth Ave 5th floor, San Diego, CA 92101.

·Where will Data be Transferred?

·Your data, including personal data that we collect from you, may be transferred to, stored at and processed by us and other third parties outside the country in which you reside, including, but not limited to the United States, where data protection and privacy regulations may not offer the same level of protection as in other parts of the world. By using our platform, you agree to this transfer, storing or processing subject to the terms of our Data Protection Addendum. We will take all steps reasonably necessary to ensure that your data is treated securely and in accordance with this policy. Except as otherwise provided in our Data Protection Addendum, your team's project and task data will never be transferred to third parties. The only data we share with third parties is for analytics, error tracking, and marketing.

·How Long will Data be Stored?

·We will only retain your personal data as long as reasonably required for you to use the Site/Application(s) and/or to provide you with the Services unless a longer retention period is required or permitted by law (for example, for regulatory purposes).

·Do we Collect Information from Children under 16 years of age?

·We are committed to protecting the privacy of children. The ClickUp Service is not designed for or directed to children under the age of 16. We do not collect personally identifiable information from any person we actually know is under the age of 16.

·What do we do with the information we Collect?

·In general, we use the information collected to provide you with a great overall experience using the ClickUp Service, to help us understand who uses the ClickUp Service, for internal operations such as operating and improving the ClickUp Service, to contact you for customer service and billing purposes, and to facilitate the delivery of our advertising in some cases.

·We use your information to send you a welcome e-mail after you create an account, when you are invited to ClickUp, or when you sign up for a demo, webinar or to receive our newsletter. We may also use your information to send other e-mail communication related to the ClickUp website and to give you the option to reactivate an inactive account. When required, we will always give you the option to unsubscribe in any email we send you.

·We may also use the information gathered to perform statistical analysis of user behavior or to evaluate and improve the ClickUp Service. We may link some of this information to personally identifiable information for internal purposes or to improve your experience with the ClickUp Service.

·When do we Disclose Information to Third Parties?

·Except as set forth in this Privacy Policy, the Cookie Policy, or the ClickUp Data Protection Addendum or as specifically authorized by you, we will not disclose any information to third parties outside of ClickUp.

·Laws and Legal Rights

·We may disclose your information (including personally identifiable information) if we believe in good faith that we are required to do so in order to comply with an applicable statute, regulation, rule or law, a subpoena, a search warrant, a court or regulatory order, or other valid legal process. We may disclose personally identifiable information in special circumstances when we have reason to believe that disclosing this information is necessary to identify, contact, or bring legal action against someone who may be violating our Terms of Service, to detect fraud, or to protect the safety and/or security of our users, the ClickUp Service or the general public. We are subject to the investigatory and enforcement powers of the Federal Trade Commission (FTC).

·We also may be required to disclose an individual's personal information in response to a lawful request by public authorities, including to meet national security or law enforcement requirements.

·Outside Contractors

·We may employ independent contractors, vendors and suppliers (collectively, "Outside Contractors") to provide specific services and products related to the ClickUp Service, such as hosting, credit card processing and fraud screening, and mailing list hosting for the ClickUp Service. In the course of providing products or services to us, these Outside Contractors may have access to information collected through the ClickUp Service, including your personally identifiable information. We require that these contractors agree to (1) protect the privacy of your personally identifiable information consistent with this Privacy Policy or the Data Protection Addendum and (2) not use or disclose your personally identifiable information for any purpose other than providing us with the products or services for which we contracted or as required by law. Please see our Data Protection Addendum for more information about subprocessors.

·Sale of Business

·We reserve the right to transfer information to a third party in the event of a sale, merger or other transfer of all or substantially all of the assets of ClickUp or any of its Corporate Affiliates (as defined herein), or that portion of ClickUp or any of its Corporate Affiliates to which the Service relates, or in the event that we discontinue our business or file a petition or have filed against us a petition in bankruptcy, reorganization or similar proceeding, provided that the third party agrees to adhere to the terms of this Privacy Policy.

·Affiliates

·We may disclose information (including personally identifiable information) about you to our Corporate Affiliates. For purposes of this Privacy Policy, "Corporate Affiliate" means any person or entity which directly or indirectly controls, is controlled by or is under common control with ClickUp, whether by ownership or otherwise. Any information relating to you that we provide to our Corporate Affiliates will be treated by those Corporate Affiliates in accordance with the terms of this Privacy Policy.

·Does this Privacy Policy apply when I link to other websites or services?

·The ClickUp Service may provide you with access to other websites and services. Please be aware that we are not responsible for the privacy practices of any websites or services other than the ClickUp Service. We encourage you to read the privacy policies or statements of each and every such website and service. This Privacy Policy applies solely to information collected by us through the ClickUp Service.

·Is the information collected through the ClickUp Service secure?

·We take precautions to protect the security of your information. We have physical, electronic, and managerial procedures to help safeguard, prevent unauthorized access, maintain data security, and correctly use your information. However, neither people nor security systems are foolproof, including encryption systems. In addition, people can commit intentional crimes, make mistakes or fail to follow policies. If applicable law imposes any non-disclaimable duty to protect your personally identifiable information, you agree that intentional misconduct will be the standards used to measure our compliance with that duty. For more information about our policies and standards used to ensure security, please see our Security Policy.

·Could my Information be Transferred to other Countries?

·Personally identifiable information collected on the ClickUp Service may be transferred from time to time to our offices or personnel, or to third parties, located throughout the world, and the ClickUp Service may be viewed and hosted anywhere in the world, including countries that may not have laws of general applicability regulating the use and transfer of such data. To the fullest extent allowed by applicable law, by using the ClickUp Service and submitting such information on it, you voluntarily consent to the trans-border transfer and hosting of such information. To the fullest extent allowed by applicable law, if you are a User accessing the ClickUp Service from a jurisdiction with laws or regulations governing personal data collection, use, and disclosure that differ from those of the United States, please be advised that all aspects of the ClickUp Service are governed by the internal laws of the United States and the State of California, USA, regardless of your location.

·California Privacy Rights

·ClickUp complies with the California Consumer Privacy Act (referred to in this Privacy Policy as "CCPA") as amended by the California Privacy Rights Act ("CPRA") as set forth by the State of California. If the CCPA applies to your personal information this Privacy Policy provides you with information regarding how to receive information about our privacy practices, as well as request access to, and deletion of your personal information.

·ClickUp does not sell the personal information we collect. We only share your personal information as described in this Privacy Policy. For detailed information about the personal information we have collected over the last 12 months, and the categories of sources of such information, please see the "Information we collect automatically when you use the Services" and "Information we receive from other sources". We collect this information for business purposes set forth in the "What do we do with the information we Collect?". We share this information with the categories of third parties as set forth in the "When do we Disclose Information to Third Parties?" Please note that we do use third-party cookies as further set forth in the "Cookie Policy."

·California consumers may make a request pursuant to their rights under the CCPA by contacting support@clickup.com. Upon receiving a request, we will verify your request using the information associated with the ClickUp Services, including your email address. Government identification may be required. Consumer can also designate an authorized agent to exercise these rights on the consumer's behalf.

·What Choices do I have regarding the Collection, Disclosure and Distribution of Personally Identifiable Information?

·Except as otherwise described in this Privacy Policy or in the Data Protection Addendum, we will only use personally identifiable information for the purposes described above, or as otherwise disclosed at the time we request such information from you. You must "opt in" and give us permission to use your personally identifiable information for any other purpose. You may also change your preference and "opt out" of receiving certain marketing communications from us by clicking the unsubscribe link included at the bottom of all such communications, by visiting clickup.com/remove, or by contacting us via email.

·We may send you text messages (SMS/MMS) in connection with the ClickUp Service, including account verification, security alerts, and marketing or promotional communications where you have opted in to receive them. Message frequency varies. Message and data rates may apply. Text messaging originator opt-in data and consent will not be shared with any third parties, excluding aggregators and providers of the text messaging services used to deliver such messages.

·Do Not Track

·The term "Do Not Track" refers to an HTTP header offered by certain web browsers to request that websites refrain from tracking the user. We take no action in response to Do Not Track requests.

·Can I update or correct my personally identifiable information?

·The rights you have to request updates or corrections to the information ClickUp collects depend on your relationship with ClickUp.

·Customers have the right to request the restriction of certain uses and disclosures of personally identifiable information as follows. You can contact us in order to (1) update or correct your personally identifiable information, (2) change your preferences with respect to communications and other information you receive from us, or (3) delete the personally identifiable information maintained about you in our systems (subject to the following paragraph), up to and including by deleting your team. Such updates, corrections, changes and deletions will have no effect on other information that we maintain, or information that we have provided to third parties in accordance with this Privacy Policy prior to such update, correction, change or deletion. To protect your privacy and security, we may take reasonable steps (such as requesting a unique password) to verify your identity before granting you profile access or making corrections. You are responsible for maintaining the secrecy of your unique password and account information at all times.

·You should be aware that it is not technologically possible to remove each and every record of the information you have provided to us from our system. The need to back up our systems to protect information from inadvertent loss means that a copy of in a non-erasable form that will be difficult or impossible for us to locate. Promptly after receiving your request, all personal information stored in databases we actively use, and other readily searchable media will be updated, corrected, changed or deleted, as appropriate, as soon as and to the extent reasonably and technically practicable.

·If you are an end user in a Workspace not owned by you and wish to update, delete, or receive any information we have about you, you may do so by contacting the organization who owns your ClickUp Workspace.

·How will I know if there are any changes to this Privacy Policy?

·We may revise this Privacy Policy from time to time. We will not make changes that result in significant additional uses or disclosures of your personally identifiable information without notifying you of such changes via email. We may also make non-significant changes to this Privacy Policy that generally will not significantly affect our use of your personally identifiable information, for which an email is not required. We encourage you to check this page periodically for any changes. If any non-significant changes to this Privacy Policy are unacceptable to you, you must immediately contact us and, stop using the ClickUp Service until the issue is resolved. Your continued use of the ClickUp Service following the posting of non-significant changes to this Privacy Policy constitutes your acceptance of those changes.

·Whom do I Contact if I have any Privacy Questions?

·If you have any questions or comments about this Privacy Policy or feel that we are not abiding by the terms of this Privacy Policy, please contact our Privacy Agent in any of the following ways:

·By email: support@clickup.com By postal mail or courier: ATTN: Privacy Agent ClickUp 350 Tenth Ave 5th floor San Diego, CA 92101

·Subject to the next paragraph, we ask that you not send or disclose to us any sensitive personal data (e.g., social security numbers, information related to racial or ethnic origin, political opinions, religion or other beliefs, health, biometrics or genetic characteristics, criminal background or trade union membership) on or through the ClickUp Services or otherwise.

·If you send or disclose any sensitive personal data to us when you submit user generated content to the ClickUp Services, you consent to our processing and use of such sensitive personal data in accordance with this policy. If you do not consent to our processing and use of such sensitive personal data, you must not submit such user generated content to our platform.

·By using the ClickUp Service, you signify your acceptance of this Privacy Policy. If you do not agree to this Privacy Policy, you should not use the ClickUp Service. Continued use of the ClickUp Service following the posting of changes to this Privacy Policy that do not significantly affect the use or disclosure of your personally identifiable information will mean that you accept those changes.

·Data Protection Addendum

·For an executable copy, please reach out to support@clickup.com.

·The customer agreeing to these terms ("Customer") has entered into either a Terms of Use Agreement or SaaS Services Agreement with Mango Technologies, Inc. ("ClickUp") under which ClickUp has agreed to provide services to Customer (as amended from time to time, the "Agreement").

·This Data Protection Addendum, including its applicable Appendices (the "Addendum") will be effective and replace any previously applicable data processing and security terms as of the Addendum Effective Date (as defined below). This Addendum forms part of the Agreement.

·Any capitalized term used but not otherwise defined in this Addendum shall have the meaning provided to it in the Agreement.

11. Definitions

·For purposes of this Addendum, the terms below shall have the meanings set forth below. Capitalized terms that are used but not otherwise defined in this Addendum shall have the meanings set forth in the Agreement.

1.11.1. "Addendum Effective Date" means the date on which the parties agreed to this Addendum.

1.21.2. "Affiliate" means any entity that directly or indirectly controls, is controlled by, or is under common control with the subject entity, where "control" refers to the power to direct or cause the direction of the subject entity, whether through ownership of voting securities, by contract or otherwise.

1.31.3. "Audit Reports" has the meaning given in Section 5.4.4 (Audit Reports).

1.41.4. "CCPA" means the California Consumer Privacy Act of 2018, as amended, and its implementing regulations.

1.51.5. "Customer Personal Data" means any personal data or personal information of data subjects contained within the data provided to or accessed by ClickUp by or on behalf of Customer or Customer end users in connection with the Services.

1.61.6. "Global Data Protection Legislation" means the European Data Protection Legislation, CCPA, and LGPD as applicable to the processing of Customer Personal Data under the Agreement.

1.71.7. "EEA" means the European Economic Area.

1.81.8. "EU" means the European Union.

1.91.9. "European Data Protection Legislation" means the GDPR and other data protection laws of the EU, its Member States, Switzerland, Iceland, Liechtenstein and Norway and the United Kingdom, applicable to the processing of Customer Personal Data under the Agreement.

1.101.10. "GDPR" means Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data of EU data subjects and on the free movement of such data, and repealing Directive 95/46/EC.

1.111.11. "Information Security Incident" means a breach of ClickUp's security leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, Customer Personal Data in ClickUp's possession, custody or control. "Information Security Incidents" will not include unsuccessful attempts or activities that do not compromise the security of Customer Personal Data, including unsuccessful log-in attempts, pings, port scans, denial of service attacks, and other network attacks on firewalls or networked systems.

1.121.12. "LGPD" means the Brazilian General Data Protection Law.

1.131.13. "Standard Contractual Clauses" or "SCCs" has the meaning set forth in Appendix 3 (Cross Border Transfer Solutions) of this Addendum.

1.141.14. "Security Documentation" means all documents and information made available by ClickUp under Section 5.4.1 (Audits).

1.151.15. "Security Measures" has the meaning given in Section 5.1.1 (ClickUp's Security Measures).

1.161.16. "Services" means the services and/or products to be provided by ClickUp to Customer under the Agreement.

1.171.17. "Subprocessors" means third parties authorized under this Addendum to process Customer Personal Data in relation to the Services.

1.181.18. "Term" means the period from the Addendum Effective Date until the end of ClickUp's provision of the Services.

1.191.19. "Transfer Solution" means the Standard Contractual Clauses or another solution that enables the lawful transfer of personal data to a third country in accordance with Article 45 or 46 of the GDPR.

1.201.20. The terms "personal data", "data subject", "processing", "controller", "processor" and "supervisory authority" as used in this Addendum have the meanings given in the GDPR and LGPD, as applicable, and the terms "data importer" and "data exporter" have the meanings given in the Standard Contractual Clauses. The terms "personal information", "Business", and "Service Provider" have the meanings set forth in the CCPA.

22. Duration of Addendum

·This Addendum will take effect on the Addendum Effective Date and, notwithstanding the expiration of the Term, will remain in effect until, and automatically expire upon, ClickUp's deletion of all Customer Personal Data as described in this Addendum.

33. Processing of Data

3.13.1. Roles and Regulatory Compliance; Authorization.

• 3.1.13.1.1. Processor and Controller Responsibilities. This Addendum only applies to the extent that we are processing Customer Personal Data on behalf of Customer. If the European Data Protection Legislation, LGPD, or CCPA apply to the processing of Customer Personal Data, the parties acknowledge and agree that:
• ·(a) the subject matter and details of the processing are described in Appendix 1;
• ·(b) ClickUp is a processor of that Customer Personal Data under the European Data Protection Legislation or LGPD, and/or a Service Provider with respect to that Customer Personal Data under the CCPA, as applicable;
• ·(c) Customer is a either a controller or processor of that Customer Personal Data under European Data Protection Legislation or LGPD, and/or a Business with respect to that Customer Personal Data under the CCPA, as applicable; and
• ·(d) each party will comply with the obligations applicable to it under the applicable Global Data Protection Legislation with respect to the processing of that Customer Personal Data.
• 3.1.23.1.2. Authorization by Third Party Controller. If the European Data Protection Legislation applies to the processing of Customer Personal Data and Customer is a processor, Customer warrants to ClickUp that Customer's instructions and actions with respect to that Customer Personal Data, including its appointment of ClickUp as another processor and its consent to ClickUp's onward transfers of Customer Personal Data to its Subprocessors, have been authorized by the relevant controller.

3.23.2. Scope of Processing.

• 3.2.13.2.1. Customer's Instructions. By entering into this Addendum, Customer instructs ClickUp to process Customer Personal Data only in accordance with applicable law: (a) to provide the Services; (b) as authorized by the Agreement, including this Addendum and its Appendices; and (c) as further documented in any other written instructions given by Customer and acknowledged in writing by ClickUp as constituting instructions for purposes of this Addendum.
• 3.2.23.2.2. ClickUp's Compliance with Instructions. ClickUp will only process Customer Personal Data in compliance with Global Data Protection Legislation and in accordance with Customer's instructions described in Section 3.2.1 (including with regard to data transfers) ("Customer's Instructions") unless the applicable Global Data Protection Legislation to which ClickUp is subject requires other processing of Customer Personal Data by ClickUp, in which case ClickUp will notify Customer (unless that law prohibits ClickUp from doing so on important grounds of public interest).
• 3.2.33.2.3. Purpose Limitation. ClickUp will not (i) sell or share (as such terms are defined in the CCPA) Customer Personal Data, (ii) process Customer Personal Data outside of the direct business relationship between ClickUp and Customer, (iii) process Customer Personal Data for any purpose other than for the specific purposes set forth in the Agreement, or (iv) otherwise engage in any processing of the Customer Personal Data outside of what a processor or Service Provider may engage in under Global Data Protection Legislation, unless obligated or permitted to do otherwise by Applicable Law. ClickUp shall comply with any applicable restrictions under the CCPA on combining the Customer Personal Data with personal data that ClickUp receives from, or on behalf of, another person or persons, or that ClickUp collects from any interaction between it and any individual.
• 3.2.43.2.4. Notification of Inability to Comply; Remediation. ClickUp will notify Customer after ClickUp makes a determination that it can no longer meet its obligations under the CCPA, and Customer shall have the right, upon seven (7) business days' written notice, to take reasonable and appropriate steps to stop and remediate any unauthorized use of Customer Personal Data by ClickUp.

44. Data Deletion

4.14.1. Deletion on Termination. Unless otherwise set forth in the Agreement, upon expiration of the Term, Customer instructs ClickUp to delete all Customer Personal Data (including existing copies) from ClickUp's systems as required by and in accordance with applicable law as soon as reasonably practicable, unless applicable law prevents ClickUp from deleting such data. To the extent that Customer is bound by laws or regulations that would require ClickUp to retain Customer Personal Data after expiration of the Term and Customer does not inform ClickUp of such retention obligations, Customer shall be solely liable for any deletion of such data by ClickUp in accordance with this Section 4.1.

55. Data Security

5.15.1. ClickUp's Security Measures, Controls and Assistance.

• 5.1.15.1.1. ClickUp's Security Measures. ClickUp will implement and maintain technical and organizational measures to protect Customer Personal Data against accidental or unlawful destruction, loss, alteration, unauthorized disclosure of or access to Customer Personal Data as described in Appendix 2 (the "Technical and Organizational Security Measures"). ClickUp may update or modify the Security Measures from time to time provided that such updates and modifications do not materially decrease the overall security of the Services.
• 5.1.25.1.2. Security Compliance by ClickUp Staff. ClickUp will grant access to Customer Personal Data only to employees, contractors and Subprocessors who need such access for the scope of their performance and are subject to appropriate confidentiality arrangements.
• 5.1.35.1.3. ClickUp's Security Assistance. ClickUp will (taking into account the nature of the processing of Customer Personal Data and the information available to ClickUp) provide Customer with reasonable assistance necessary for Customer to comply with its obligations in respect of Customer Personal Data under Global Data Protection Legislation, including Articles 32 to 34 (inclusive) of the GDPR and Articles 6 and 46 of the LGPD, by:
• ·(a) implementing and maintaining the Security Measures in accordance with Section 5.1.1 (ClickUp's Security Measures);
• ·(b) complying with the terms of Section 5.2 (Information Security Incidents); and
• ·(c) providing Customer with the Security Documentation in accordance with Section 5.4.1 (Reviews of Security Documentation) and the Agreement, including this Addendum.

5.25.2. Information Security Incidents.

• 5.2.15.2.1. Information Security Incident Notification. If ClickUp becomes aware of an Information Security Incident, ClickUp will:
• ·(a) notify Customer of the Information Security Incident without undue delay after becoming aware of the Information Security Incident; and
• ·(b) take reasonable steps to identify the case of such Information Security Incident, minimize harm and prevent a recurrence.
• 5.2.25.2.2. Details of Information Security Incident. Notifications made pursuant to this Section 5.2 (Information Security Incidents) will describe, to the extent reasonably practicable, details of the Information Security Incident, including (i) the nature of the Information Security Incident including where possible, the categories and approximate number of data subjects concerned and the categories and approximate number of personal data records concerned; (ii) the name and contact details of the data protection officer or other contact point where more information can be obtained, (iii) the likely consequences of Information Security Incident; (iv) steps taken, or proposed to be taken, to mitigate the potential risks and steps ClickUp recommends Customer take to address the Information Security Incident including, where appropriate, measures to mitigate its possible adverse effects.
• 5.2.35.2.3. Notification. Customer is solely responsible for complying with incident notification laws applicable to Customer and fulfilling any third party notification obligations related to any Information Security Incident(s).
• 5.2.45.2.4. No Acknowledgement of Fault by ClickUp. ClickUp's notification of or response to an Information Security Incident under this Section 5.2 (Information Security Incidents) will not be construed as an acknowledgement by ClickUp of any fault or liability with respect to the Information Security Incident.

5.35.3. Customer's Security Responsibilities and Assessment.

• 5.3.15.3.1. Customer's Security Responsibilities. Customer agrees that, without prejudice to ClickUp's obligations under Section 5.1 (ClickUp's Security Measures, Controls and Assistance) and Section 5.2 (Information Security Incidents):
• 5.3.1.15.3.1.1. Customer is solely responsible for its use of the Services, including:
• 5.3.1.1.15.3.1.1.1. making appropriate use of the Services to ensure a level of security appropriate to the risk in respect of the Customer Personal Data;
• 5.3.1.1.25.3.1.1.2. securing the account authentication credentials, systems and devices Customer uses to access the Services; and
• 5.3.1.1.35.3.1.1.3. securing Customer's systems and devices ClickUp uses to provide the Services; and
• 5.3.1.1.45.3.1.1.4. backing up its Customer Personal Data.
• 5.3.1.25.3.1.2. ClickUp has no obligation to protect Customer Personal Data that Customer elects to store or transfer outside of ClickUp's and its Subprocessors' systems (for example, offline or on-premises storage).
• 5.3.25.3.2. Customer's Security Assessment.
• 5.3.2.15.3.2.1. Customer is solely responsible for reviewing the Security Documentation and evaluating for itself whether the Services, the Security Measures and ClickUp's commitments under this Section 5 (Data Security) will meet Customer's needs, including with respect to any security obligations of Customer under the applicable Global Data Protection Legislation.
• 5.3.2.25.3.2.2. Customer acknowledges and agrees that (taking into account the state of the art, the costs of implementation and the nature, scope, context and purposes of the processing of Customer Personal Data as well as the risks to individuals) the Security Measures implemented and maintained by ClickUp as set out in Section 5.1.1 (ClickUp's Security Measures) provide a level of security appropriate to the risk in respect of the Customer Personal Data.

5.45.4. Reviews and Audits of Compliance.

• 5.4.15.4.1. Audits. Customer may audit ClickUp's compliance with its obligations under this Addendum up to once per year. In addition, to the extent required by the applicable Global Data Protection Legislation, including where mandated by Customer's supervisory authority, Customer or Customer's supervisory authority may perform more frequent audits (including inspections). ClickUp will contribute to such audits by providing Customer or Customer's supervisory authority with the information and assistance reasonably necessary to conduct the audit, including any relevant records of processing activities applicable to the Services.
• 5.4.25.4.2. Objections to Third Party Auditor. If a third party is to conduct the audit, ClickUp may object to the auditor if the auditor is, in ClickUp's reasonable opinion, not suitably qualified or independent, a competitor of ClickUp, or otherwise manifestly unsuitable. Such objection by ClickUp will require Customer to appoint another auditor or conduct the audit itself.
• 5.4.35.4.3. Request for Audit. To request an audit, Customer must submit a detailed proposed audit plan to ClickUp at least two weeks in advance of the proposed audit date. The proposed audit plan must describe the proposed scope, duration, and start date of the audit. ClickUp will review the proposed audit plan and provide Customer with any concerns or questions (for example, any request for information that could compromise ClickUp security, privacy, employment or other relevant policies). ClickUp will work cooperatively with Customer to agree on a final audit plan. Nothing in this Section 5.4 (Reviews and Audits of Compliance) shall require ClickUp to breach any duties of confidentiality.
• 5.4.45.4.4. Audit Reports. If the requested audit scope is addressed in an SSAE 16/18/ISAE 3402 Type 2, AICPA SOC 2 (SOC for Service Organizations: Trust Services Criteria), ISO, NIST or similar audit report performed by a qualified third party auditor ("Audit Reports") within twelve (12) months of Customer's audit request and ClickUp confirms there are no known material changes in the controls audited, Customer agrees to accept those findings in lieu of requesting an audit of the controls covered by the report.
• 5.4.55.4.5. Conduct of Audit. The audit must be conducted during regular business hours at the applicable facility, subject to the agreed final audit plan and ClickUp's health and safety or other relevant policies, and may not unreasonably interfere with ClickUp business activities.
• 5.4.65.4.6. Conditions of Audit. Customer will promptly notify ClickUp of any non-compliance discovered during the course of an audit and provide ClickUp any audit reports generated in connection with any audit under this Section 5.4 (Reviews and Audits of Compliance), unless prohibited by The applicable Global Data Protection Legislation or otherwise instructed by a supervisory authority. Customer may use the audit reports only for the purposes of meeting Customer's regulatory audit requirements and/or confirming compliance with the requirements of this Addendum. The audit reports and any ClickUp information shared during the audit process are Confidential Information of the parties under the terms of the Agreement.
• 5.4.75.4.7. Expenses of Audit. Any audits are at Customer's expense. Customer shall reimburse ClickUp for any time expended by ClickUp or its Subprocessors in connection with any audits or inspections under this Section 5.4 (Reviews and Audits of Compliance) at ClickUp's then-current professional services rates, which shall be made available to Customer upon request. Customer will be responsible for any fees charged by any auditor appointed by Customer to execute any such audit.
• 5.4.85.4.8. Standard Contractual Clauses. The parties agree that this Section 5.4 (Reviews and Audits of Compliance) shall satisfy ClickUp's obligations under the audit requirements of the 2021 Standard Contractual Clauses applied to Data Importer under Clause 8 and Clause 13(a) and to any Subprocessors under Clause 9.

66. Impact Assessments and Consultations.

·ClickUp will (taking into account the nature of the processing and the information available to ClickUp) reasonably assist Customer in complying with its obligations under The applicable Global Data Protection Legislation in respect of data protection impact assessments and prior consultation, including, if applicable, Customer's obligations pursuant to Articles 35 and 36 of the GDPR, by:

6.16.1. Audit Reports and Security Measures. Making available for review copies of the Audit Reports or other documentation describing relevant aspects of ClickUp's information security program and the security measures applied in connection therewith; and

6.26.2. Additional Information. Providing the information contained in the Agreement including this Addendum.

77. Data Subject Rights

7.17.1. Customer's Responsibility for Requests. During the Term, if ClickUp receives any request from a data subject in relation to Customer Personal Data, ClickUp will, at its sole discretion, (i) advise the Customer of the request, (ii) advise the data subject to submit his or her request to Customer, and/or (iii) notify the data subject that his or her request has been forwarded to the Customer. Customer will be responsible for responding to any such request.

7.27.2. ClickUp's Data Subject Request Assistance. ClickUp will (taking into account the nature of the processing of Customer Personal Data) provide Customer with self-service functionality through the Services or other reasonable assistance as necessary for Customer to fulfil its obligation under The applicable Global Data Protection Legislation to respond to requests by data subjects, including if applicable, Customer's obligation to respond to requests for exercising the data subject's rights set out in in Chapter III of the GDPR, Articles 18 and 19 of the LGPD, or Section 1798.105 of the CCPA. Customer shall reimburse ClickUp for any such assistance beyond providing self-service features included as part of the Services at ClickUp's then-current professional services rates, which shall be made available to Customer upon request.

88. Data Transfers

8.18.1. Data Storage and Processing Facilities. ClickUp may, subject to Section 8.2 (Transfers of Data Out of the EEA), store and process Customer Personal Data anywhere ClickUp or its Subprocessors maintains facilities.

8.28.2. Transfers of Data Out of the EEA.

• 8.2.18.2.1. ClickUp's Transfer Obligations. If the storage and/or processing of Customer Personal Data (as set out in Section 8.1 (Data Storage and Processing Facilities)) involves transfers of Customer Personal Data out of the EEA, the United Kingdom or Switzerland, and the European Data Protection Legislation applies to the transfers of such data ("Transferred Personal Data"), the terms set forth in Appendix 3 (Cross Border Transfer Solutions) will apply. ClickUp will make such transfers in accordance with a Transfer Solution, and make information available to Customer about such Transfer Solution upon request.
• 8.2.28.2.2. Customer's Transfer Obligations. In respect of Transferred Personal Data, Customer agrees that if under European Data Protection Legislation ClickUp reasonably requires Customer to use another Transfer Solution offered by ClickUp (other than the Standard Contractual Clauses, which are attached hereto as Appendix 3 and incorporated by reference to the extent that Customer is transferring Customer Personal Data out of the EEA, the United Kingdom or Switzerland to ClickUp) and ClickUp reasonably requests that Customer take any action (which may include execution of documents) required to give full effect to such solution, Customer will do so.

8.38.3. Disclosure of Confidential Information Containing Personal Data. If Customer has entered into Standard Contractual Clauses as described in Section 8.2 (Transfers of Data Out of the EEA), ClickUp will, notwithstanding any term to the contrary in the Agreement, make any disclosure of Customer's Confidential Information containing personal data, and any notifications relating to any such disclosures, in accordance with such Standard Contractual Clauses. For the purposes of the Standard Contractual Clauses, Customer and ClickUp agree that (i) Customer will act as the data exporter on Customer's own behalf and on behalf of any of Customer's entities and (ii) ClickUp or its relevant Affiliate will act on its own behalf and/or on behalf of ClickUp's Affiliates as the data importers.

99. Subprocessors

9.19.1. Consent to Subprocessor Engagement. Customer generally authorizes the engagement of any other third parties as Subprocessors and authorizes onward transfer of Customer Personal Data to any Subprocessors engaged by ClickUp. If Customer has entered into Standard Contractual Clauses as described in Section 8.2 (Transfers of Data Out of the EEA), the above authorizations will constitute Customer's prior written consent to the subcontracting by ClickUp of the processing of Customer Personal Data if such consent is required under the Standard Contractual Clauses.

9.29.2. Information about Subprocessors. Information about Subprocessors, including their functions and locations, is available at http://clickup.com/dpa/subprocessors (as may be updated by ClickUp from time to time in accordance with this Addendum).

9.39.3. Requirements for Subprocessor Engagement. When engaging any Subprocessor, ClickUp will enter into a written contract with such Subprocessor containing data protection obligations not less protective than those in the Agreement (including this Addendum) with respect to the protection of Customer Personal Data to the extent applicable to the nature of the Services provided by such Subprocessor. ClickUp shall be liable for all obligations subcontracted to, and all acts and omissions of, the Subprocessor.

9.49.4. Opportunity to Object to Subprocessor Changes. When any new Subprocessor is engaged during the Term, ClickUp will, at least 30 days before the new Subprocessor processes any Customer Personal Data, provide notice of the engagement via email (including the name and location of the relevant Subprocessor and the activities it will perform). In order to receive email notifications related to Subprocessor changes, Customer may register using the portal found at https://clickup.com/dpa/subprocessors.

·Customer may object to any new Subprocessor by providing written notice to ClickUp within ten (10) business days of being informed of the engagement of the Subprocessor as described above. In the event Customer objects to a new Subprocessor, Customer and ClickUp will work together in good faith to find a mutually acceptable resolution to address such objection. If the parties are unable to reach a mutually acceptable resolution within a reasonable timeframe, Customer may, as its sole and exclusive remedy, terminate the Agreement by providing written notice to ClickUp.

1010. Processing Records

10.110.1. ClickUp's Processing Records. Customer acknowledges that ClickUp is required under the GDPR to: (a) collect and maintain records of certain information, including the name and contact details of each processor and/or controller on behalf of which ClickUp is acting and, where applicable, of such processor's or controller's local representative and data protection officer; and (b) make such information available to the supervisory authorities. Accordingly, if the GDPR applies to the processing of Customer Personal Data, Customer will, where requested, provide such information to ClickUp, and will ensure that all information provided is kept accurate and up-to-date.

1111. Liability

11.111.1. Liability Cap. The total combined liability of either party and its Affiliates towards the other party and its Affiliates, whether in contract, tort or any other theory of liability, under or in connection with the Agreement, this Addendum, and the Standard Contractual Clauses if entered into as described in Section 8.2 (Transfers of Data Out of the EEA) combined will be limited to limitations on liability or other liability caps agreed to by the parties in the Agreement, subject to Section 11.2 (Liability Cap Exclusions).

11.211.2. Liability Cap Exclusions. Nothing in Section 11.1 (Liability Cap) will affect any party's liability to data subjects under the third party beneficiary provisions of the Standard Contractual Clauses to the extent limitation of such rights is prohibited by the European Data Protection Legislation.

1212. Analytics

·Customer acknowledges and agrees that ClickUp may create and derive from processing related to the Services anonymised and/or aggregated data that does not identify Customer or any natural person, and use, publicise or share with third parties such data to improve ClickUp's products and services and for its other legitimate business purposes.

1313. Notices

·Notwithstanding anything to the contrary in the Agreement, any notices required or permitted to be given by ClickUp to Customer may be given (a) in accordance with the notice clause of the Agreement; (b) to ClickUp's primary points of contact with Customer; and/or (c) to any email provided by Customer for the purpose of providing it with Service-related communications or alerts. Customer is solely responsible for ensuring that such email addresses are valid.

1414. Effect of These Terms

·Notwithstanding anything to the contrary in the Agreement, to the extent of any conflict or inconsistency between this Addendum and the remaining terms of the Agreement, this Addendum will govern.

Appendix 1Appendix 1

·Subject Matter and Details of the Data Processing

·This Appendix 1 is incorporated into the Addendum, and also forms part of the Standard Contractual Clauses (if such Standard Contractual Clauses are applicable to Customer).

Appendix 2Appendix 2

·Technical and Organizational Security Measures

·As from the Addendum Effective Date, ClickUp will implement and maintain the technical and organizational Security Measures set out at https://clickup.com/security. ClickUp may update or modify such Security Measures from time to time provided that such updates and modifications do not materially decrease the overall security of the Services.

·The following table provides more information regarding the technical and organizational security measures set forth below:

Appendix 3Appendix 3

·Cross Border Data Transfer Solutions

11. Definitions

·For the purposes of the Clauses:

1.11.1. "Standard Contractual Clauses" means, depending on the circumstances unique to Customer, any of the following:

• 1.1.11.1.1. UK International Data Transfer Addendum, or;
• 1.1.21.1.2. EU 2021 Standard Contractual Clauses ("EU SCCs")

1.21.2. "UK International Data Transfer Addendum" means: the UK International Data Transfer Addendum ("IDTA") to the EU Commission Standard Contractual Clauses ("EU SCCs") (Version B1.0) issued by the UK Information Commissioner for Parties making Restricted Transfers (as may be amended, updated, or superseded from time to time).

1.31.3. "2021 Standard Contractual Clauses" means the Standard Contractual Clauses approved by the European Commission in decision 2021/914.

22. Cross Border Data Transfer Solutions

2.12.1. Order of Precedence. In the event the Services are covered by more than one Transfer Solution, the transfer of personal data will be subject to a single Transfer Solution in accordance with the following order of precedence: (a) the applicable Standard Contractual Clauses as set forth in Section 2.2 (UK Standard Contractual Clauses) or Section 2.3 (The 2021 Standard Contractual Clauses) of this Appendix 3; and, if neither (a) nor (b) is applicable, then (c) other data Transfer Solutions permitted under applicable Global Data Protection Legislation.

2.22.2. 2021 Standard Contractual Clauses. The parties agree that the 2021 Standard Contractual Clauses will apply to personal data that is transferred via the Services from the European Economic Area, either directly or via onward transfer, to any country or recipient outside the European Economic Area that is not recognized by the European Commission as providing an adequate level of protection for personal data. For data transfers from the European Economic Area that are subject to the 2021 Standard Contractual Clauses, the 2021 Standard Contractual Clauses will be deemed entered into (and incorporated into this Addendum by this reference) and completed as follows:

• 2.2.12.2.1. Module Two (Controller to Processor) of the 2021 Standard Contractual Clauses will apply where Customer is a controller of Customer Personal Data and ClickUp is processing Customer Personal Data.
• 2.2.22.2.2. Module Three (Processor to Processor) of the 2021 Standard Contractual Clauses will apply where Customer is a processor of Customer Personal Data and ClickUp is processing Customer Personal Data.
• 2.2.32.2.3. For each Module, where applicable:
• 2.2.3.12.2.3.1. in Clause 7 of the 2021 Standard Contractual Clauses, the optional docking clause will not apply;
• 2.2.3.22.2.3.2. in Clause 9 of the 2021 Standard Contractual Clauses, Option 2 "General Written Authorisation" will apply and the time period for prior notice of Subprocessor changes will be as set forth in Section 9 (Subprocessors) of this Addendum;
• 2.2.3.32.2.3.3. in Clause 11 of the 2021 Standard Contractual Clauses, the optional language will not apply;
• 2.2.3.42.2.3.4. in Clause 17 (Option 1), the 2021 Standard Contractual Clauses will be governed by Irish law;
• 2.2.3.52.2.3.5. in Clause 18(b) of the 2021 Standard Contractual Clauses, disputes will be resolved before the courts of Ireland;
• 2.2.3.62.2.3.6. in Annex I, Part A (List of Parties) of the 2021 Standard Contractual Clauses:
• 2.2.3.6.12.2.3.6.1. Data Exporter: Customer.
• 2.2.3.6.22.2.3.6.2. Contact details: The email address(es) designated by Customer in Customer's account via its notification preferences.
• 2.2.3.6.32.2.3.6.3. Data Exporter Role: The Data Exporter's role is set forth in Section 3.1 (Roles and Regulatory Compliance; Authorization) of this Addendum. The parties acknowledge and agree that with regard to the processing of Customer Personal Data, Customer may act either as a controller or processor and ClickUp is a processor. ClickUp will process Customer Personal Data in accordance with Customer's Instructions as set forth in Section 3.2.1.
• 2.2.3.6.42.2.3.6.4. Signature and Date: By entering into the Agreement, Data Exporter is deemed to have signed these Standard Contractual Clauses incorporated herein, including their Annexes, as of the effective date of the Agreement.
• 2.2.3.6.52.2.3.6.5. Data Importer: Mango Technologies, Inc. dba ClickUp.
• 2.2.3.6.62.2.3.6.6. Address: 350 Tenth Ave Suite 500, San Diego, CA 92101
• 2.2.3.6.72.2.3.6.7. Contact details: ClickUp Data Security Team - data@clickup.com
• 2.2.3.6.82.2.3.6.8. Data Importer Role: The Data Importer's role is set forth in Section 3.1 (Roles and Regulatory Compliance; Authorization) of this Addendum. The parties acknowledge and agree that with regard to the processing of Customer Personal Data, Customer may act either as a controller or processor and ClickUp is a processor. ClickUp will process Customer Personal Data in accordance with Customer's Instructions as set forth in Section 3.2.1.
• 2.2.3.6.92.2.3.6.9. Signature and Date: By entering into the Agreement, Data Importer is deemed to have signed these Standard Contractual Clauses, incorporated herein, including their Annexes, as of the Effective Date of the Agreement.
• 2.2.3.72.2.3.7. in Annex I, Part B (Description of Transfer) of the 2021 Standard Contractual Clauses:
• 2.2.3.7.12.2.3.7.1. The categories of data subjects are described in the "Data Subjects" Section of Appendix 1 (Subject Matter and Details of the Data Processing) of this Addendum.
• 2.2.3.7.22.2.3.7.2. The categories of personal data transferred is described in the "Categories of Personal Data" Section of Appendix 1 (Subject Matter and Details of the Data Processing) of this Addendum.
• 2.2.3.7.32.2.3.7.3. The Sensitive Data transferred is described in the "Sensitive Data" Section of Appendix 1 (Subject Matter and Details of the Data Processing) of this Addendum.
• 2.2.3.7.42.2.3.7.4. The frequency of the transfer is on a continuous basis for the duration of the Agreement.
• 2.2.3.7.52.2.3.7.5. The nature of the processing is described in the "Nature and Purpose of the Processing" Section of Appendix 1 (Subject Matter and Details of the Data Processing) of this Addendum.
• 2.2.3.7.62.2.3.7.6. The purpose of the processing is described in the "Nature and Purpose of the Processing" Section of Appendix 1 (Subject Matter and Details of the Data Processing) of this Addendum.
• 2.2.3.7.72.2.3.7.7. The period for which personal data will be retained and the criteria used to determine that period is as follows: Prior to the termination of the Agreement, ClickUp will process stored Customer Personal Data for the permitted purposes set forth in Section 3.1.1. (Customer's Instructions) until Customer elects to delete or request the return such Customer Personal Data pursuant to section 4 of the Addendum. Prior to the termination of the Agreement, Customer agrees that it is solely responsible for deleting Customer Personal Data via the Services. Upon termination of the Agreement, ClickUp will (i) provide Customer thirty (30) days after the effective date of termination to obtain a copy of any stored Customer Personal Data via the Services, and (ii) delete any stored Customer Personal Data within thirty (30) days upon customer request, unless alternate timeframes for retention and/or deletion are otherwise set forth in the Agreement or subsequently agreed upon by the parties in writing. Any Customer Personal Data archived on ClickUp's back-up systems will be securely isolated and protected from any further processing, except as otherwise required by applicable law or regulation.
• 2.2.3.7.82.2.3.7.8. For transfers to Subprocessors, the subject matter, nature, and duration of the processing is set forth at https://clickup.com/terms/dpa/subprocessors.
• 2.2.3.82.2.3.8. in Annex I, Part C of the 2021 Standard Contractual Clauses: The Irish Data Protection Commission will be the competent supervisory authority.
• 2.2.3.92.2.3.9. Appendix 2 (Technical and Organizational Security Measures) of this Addendum serves as Annex II of the Standard Contractual Clauses.

2.32.3. Switzerland Data Transfers. With respect to any transfer of personal data outside of Switzerland or of Personal Data governed by the Switzerland Federal Act on Data Protection ("FADP") (and the revised FADP ("revFADP"), when in effect), to a third country (without an adequacy decision or its equivalent issued by the European Commission or the relevant authority in Switzerland), the Parties agree that the EU SCCs in this Addendum shall apply, subject to the following terms and conditions:

• 2.3.12.3.1. References: The terms "General Data Protection Regulation" or "Regulation (EU) 2016/679" as utilized in the EU SCCs shall be interpreted to include the FADP and, when applicable, the revFADP.
• 2.3.22.3.2. Clause 13: Insofar as the Personal Data transfer is only subject to the FADP/revFADP, the Federal Data Protection and Information Commissioner (FDPIC) of Switzerland is the exclusive supervisory authority. Insofar as the transfer of Personal Data is governed by both the GDPR and the FADP/revFADP, the competent supervisory authority with parallel supervision (in accordance with Annex I.C of the EU SCCs) is the FDPIC and insofar as the transfer is governed by the GDPR, the criteria of Clause 13(a) for the selection of the competent authority must be observed.
• 2.3.32.3.3. Clause 17: The EU SCCs shall be governed by Swiss law, if the transfer is subject solely to FADP/revFADP, or, in other cases, the law of one of the EU Member States, provided such Member State law allows for third-party beneficiary rights.
• 2.3.42.3.4. Clause 18(b): Any dispute arising from the EU SCCs shall be resolved by the courts of Switzerland, if the transfer is subject solely to FADP/revFADP, or an EU Member State in other cases.
• 2.3.52.3.5. Clause 18(c): The term "Member State" must not be interpreted in such a way as to exclude data subjects in Switzerland from the possibility of suing for their rights in their place of habitual residence (Switzerland) in accordance with Clause 18(c) of the EU SCCs.
• 2.3.62.3.6. revFADP: The EU SCCs shall protect the data of legal entities until the entry into force of the revFADP.

2.42.4. UK International Data Transfer Addendum. The parties agree that the UK International Data Transfer Addendum will apply to personal data that is transferred via the Services from the United Kingdom, either directly or via onward transfer, to any country or recipient outside of the United Kingdom that is not recognized by the competent United Kingdom regulatory authority or governmental body for the United Kingdom as providing an adequate level of protection for personal data. For data transfers from the United Kingdom that are subject to the UK International Data Transfer Addendum, the UK International Data Transfer Addendum will be deemed entered into (and incorporated into this Addendum by this reference) and completed as follows:

• 2.4.12.4.1. Table 1: Parties
• 2.4.1.12.4.1.1. The Start Date is the date of the last signature of the Parties on this Addendum or the Agreement.
• 2.4.1.22.4.1.2. The Parties are set forth in Annex I.A of the EU SCCs to which this IDTA is appended.
• 2.4.22.4.2. Table 2: Selected SCCs, Modules and Selected Clauses
• 2.4.2.12.4.2.1. Addendum EU SCCs
• 2.4.2.1.12.4.2.1.1. The version of the Approved EU SCCs to which this IDTA is appended, including the Appendix Information, applies.
• 2.4.32.4.3. Table 3: Appendix Information
• 2.4.3.12.4.3.1. Annex 1A: List of Parties
• 2.4.3.1.12.4.3.1.1. The Parties are set forth in Annex I.A of the EU SCCs to which this IDTA is appended.
• 2.4.3.22.4.3.2. Annex 1B: Description of Transfer
• 2.4.3.2.12.4.3.2.1. The Description of the Transfer is as set forth in Annex I.B of the EU SCCs to which this IDTA is appended.
• 2.4.3.32.4.3.3. Annex II: Technical and organisational measures including technical and organisational measures to ensure the security of the data
• 2.4.3.3.12.4.3.3.1. The technical and organisational measures are set forth in Annex II of the EU SCCs to which this IDTA is appended.
• 2.4.3.42.4.3.4. Annex III: List of Sub-processors:
• 2.4.3.4.12.4.3.4.1. Not applicable.
• 2.4.42.4.4. Table 4: Ending this Addendum when the Approved Addendum Changes:
• 2.4.4.12.4.4.1. The Exporter and Importer may end this IDTA as set out in Section 19 of the IDTA
• 2.4.52.4.5. Part 2 of IDTA is incorporated herein by reference.

2.52.5. Conflict. To the extent there is any direct conflict between the Standard Contractual Clauses and any other terms in this Addendum, the Agreement, or the Privacy Policy, the provisions of the Standard Contractual Clauses will prevail.