Admin User has the meaning given at clause 1.19 above.
Affiliate means any third party which is either: majority owned or effectively controlled by the party concerned or; is the majority owner or effective controller of the party concerned or; is controlled by the same party as the party concerned.
Applicable Law means all applicable laws, regulations, regulatory requirements and codes of practice of any relevant jurisdiction, as amended and in force from time including but not limited to any order that is given by a regulator (including, but not limited to, the Financial Conduct Authority and Prudential Regulation Authority).
BHN IPR means any and all Intellectual Property Rights owned or applied for by BHN or any of its Affiliates including but not limited to the Technology System.
Claim means all actions (including discrimination and unfair dismissal claims), proceedings and all direct, indirect or consequential liabilities, losses, damages, injuries, claims, costs and expenses (including legal expenses) awarded against or incurred by the relevant party either arising from TUPE or otherwise.
Client Materials mean all information, materials (including but not limited to logos, branding, and trademarks) and data provided to Hawk Incentives by Client.
Client Staff means all those persons employed or engaged directly or indirectly by Client who were engaged in the provision of the Services prior to the Effective Date.
Confidential Information means information in whatever form (including, without limitation, in written or oral, and wherever located) relating to the business, products, affairs and finances of the disclosing party and trade secrets including, without limitation, technical data and know-how relating to the business of the disclosing party or any of its suppliers, clients, customers, agents, or distributors, whether or not such information (if in anything other than oral form) is marked as confidential.
Contract means these terms and conditions (as may be updated by BHN from time to time pursuant to clause 13.6), the contract form signed by Client and the Order(s).
Contract Duration means the period starting on the Effective Date and continuing until either party gives the other party one month’s written notice to terminate with such notice expiring on or after the Minimum Term stated on the contract form.
Deliverables means the Select Codes, email templates and any other bespoke documents, products and materials detailed in the Order and developed by BHN as part of or in relation to the Services.
Intellectual Property Rights mean all patents, rights to inventions, utility models, copyright and related rights, trade marks, service marks, trade, business and domain names, rights in trade dress or get-up, rights in goodwill or to sue for passing off, unfair competition rights, rights in designs, rights in computer software, database right, topography rights, moral rights, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered and including all applications for and renewals or extensions of such rights, and all similar or equivalent rights or forms of protection in any part of the world.
Effective Date means the date on which we email you the acceptance referred to in clause 1.16.
Hawk Select Portal means the online portal which can be found at https://orders.hawkselect.co.uk through which you may order Select Codes.
Member State means a member state of the European Union.
Nominated Recipient means an individual who is provided with a Select Code by the Client.
Products means the gift cards and eGifts made available by BHN to Nominated Recipient in exchange for Select Codes.
Redemption Terms means the additional terms and conditions that will apply at the point of redemption between the Nominated Recipient and BHN governing the supply of the Products.
Select Code means a digital redemption code which can be exchanged by a Nominated Recipient for a Product via the Services.
Technology System means the information technology system developed by BHN or any of BHN's Affiliates to deliver the Deliverables or Services (including but not limited to its technology platforms, database systems, software, applications, tools, processes and related source codes but excluding any elements which do not form part of the generic functionality of such system such as any Client data compilations or visual features or layouts created at the specific request of Client and which form part of the Deliverables).
TUPE means the Transfer of Undertakings (Protection of Employment) Regulations 2006.
Website means the website https://www.select-your-reward.co.uk or other Client specific redemption site through which a Nominated Recipient can redeem their Select Code.
Data Processing Description and Initial Record of Processing
This Attachment is part of the DPA and includes certain details of the Processing of Personal Data. Capitalised terms are defined in the DPA. References in the DPA to ‘Agreement’ and ‘Customer’ refer to this Contract and Client respectively.
Purpose and duration of the Processing of Personal Data
The subject matter and duration of the Processing of Personal Data are set out in the DPA and the Contract, and the obligations and rights of BHN and its Affiliates are set forth in the DPA, however for purposes of reporting, the following descriptions may be used:
|Subject matter, nature, and purpose of Processing of Personal Data
The delivery of technological, promotional, and administrative services by BHN to support the Client’s provision of one or more employee benefits schemes for B2B and B2C retail physical gift card and digital code swap services.
|Nature of Processing of Personal Data
The nature of processing includes the following operations: collection, recording, organisation, storage, retrieval, use, disclosure by transmission, restriction, erasure or destruction.
|Duration of the Processing of Personal Data
The duration of the processing shall be for the lifetime of the participant account plus a period of 7 years from the date a participant’s account is terminated/dormant in accordance with Statute of Limitations requirements (6 years) plus 1-year contingency in accordance with industry standard recommendation from the Information & Records Management Society.
Type of Personal Data Processed
Personal Data processed may include:
Client administrator name / email address / work address / IP Address.
Recipient name / email address / home address / work address / telephone number / employee ID (e.g., payroll number) / IP Address.
No Special Categories of Personal Data are processed.
Categories of Data Subjects
Employees of the Client who administer the purchase and distribution of SELECT products.
Employees of the Client who receive a Select reward from the Client.
Consumers of the Client who receive a Select reward from the Client.
Beneficiaries of fund disbursements (Free School Meals, Winter Grant Scheme, Emergency Charity Aid)
As of the Effective Date, detail of the sub-processors that support the performance of the Services pursuant to the DPA can be provided upon request by emailing DL-BHNProcessorsInfo@bhnetwork.com