Statement of Work

Key Terms

This Statement of Work together with Schedule 1 (Terms and Conditions), Schedule 2 (Service Level Agreement), Schedule 3 (Data Processing Agreement) and Schedule 4 (Services) form the Agreement between the parties.

Schedule 1 - Terms and Conditions

  1. Services

    1. In connection with the services indicated in the Statement of Work, as such indicated services are more particularly described in Schedule 4, We will provide You and Your nominated personnel agreed by Us (“Authorised Users”) with access to publish content to be viewed by individuals authorised by You (“Audience Members”) using Our digital publishing, event management and broadcast studio software (“Wavecast Applications”). 

    2. We will provide the Services in accordance with the service levels set out in Schedule 2.

    3. We will, as part of the Services and at no additional cost to You, provide You with Our standard customer support services during normal working hours as stated in Our Service Level Agreement. You may purchase enhanced support services separately at the rates set out in the Costs section of the Statement of Work.

    4. From time to time We may:

      1. modify the Services by issuing updates; and 

      2. make new features, functionality, applications or tools available in respect of the Services, whose use may be subject to Your acceptance of further terms and conditions.

    5. We shall, if requested by You, co-operate with a person engaged by You to carry out broadcast and video production services. We shall not be responsible for the quality or timeliness of broadcast and video production work carried out by third parties other than Our own sub-contractors. If You engage a third party to provide broadcast and video production services, You shall be responsible for paying their fees and costs to them directly.

  1. Use of Services and Usage Restrictions

    1. You agree to use the Wavecast Applications and the Services in compliance with all applicable laws and You shall not:

    2. make the Wavecast Applications available to anyone other than Authorised Users and Audience Members;

    3. use the Wavecast Applications to store or transmit infringing, or otherwise unlawful material, or to store or transmit material in violation of third-party privacy rights;

    4. interfere with or disrupt the integrity or performance of the Wavecast Applications or third-party data contained in it;

    5. attempt to gain unauthorised access to the Wavecast Applications or its related systems or networks;

    6. access, monitor or copy any content or information of the Wavecast Applications using any robot, spider, scraper or other automated means or any manual process for any purpose without Our express written permission;

    7. violate the restrictions in any robot exclusion headers on the Wavecast Applications or bypass or circumvent other measures employed to prevent or limit access to the Wavecast Applications;

    8. (without our written prior consent) exceed the maximum concurrent user limitations set out in the Statement of Work. We may require an increase in our Fees and a modification of our Service Level Agreement as conditions of our consent for exceeding the maximum concurrent user limitations.

    9. You shall ensure that all text, information, data, software, executable code, images, audio or video material, in whatever medium or form, inputted by You, Authorised Users, or Us on Your behalf having been supplied by You or by someone other than Us who is engaged by You to produce it (“Customer Content”) as well as any Audience Members’ Content:

      1. is not unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive;

      2. does not facilitate illegal activity;

      3. does not depict sexually explicit images;

      4. does not promote unlawful violence;

      5. is not discriminatory based on race, gender, colour, religious belief, sexual orientation, disability; or

      6. is not otherwise illegal or causes damage or injury to any person or property . 

    10. If You are in breach of 2.1 or 2.2, We may (but shall not be obliged to) remove the relevant Customer Content and/or Audience Members’ Content and:

      1. disable Your or the relevant Audience Member’s access to the Wavecast Applications or any infringing material; and

      2. suspend the Services, 

for so long as the relevant breach remains unremedied, without liability or prejudice to Our other rights and without prior notice to You or the relevant Audience Member.

  1. You shall not:

    1. except as may be allowed by any applicable law which is incapable of exclusion by agreement between the parties:

      1. (save as expressly permitted under this agreement), attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the Wavecast Applications (as applicable) in any form or media or by any means; or

      2. attempt to reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the software or interface which form the Wavecast Applications;

    2. access all or any part of the Services in order to build a product or service which competes with the Services;

    3. license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make the Services and/or Wavecast Applications available to any third party except the Authorised Users, provided that the provision of Services to Audience Members is permitted to the extent necessary to enable them to access the Event.

    4. introduce, or permit the introduction of, any viruses, worms, time bombs, trojan horses and/or other harmful or malicious code, files, scripts, agents or programs into the Wavecast Applications or the Services. 

  1. Customer Content and Data Protection

    1. You (or Your licensors) shall own all patents, utility models, rights to inventions, copyright and neighbouring and related rights, moral rights, trade marks and service marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, rights in designs, rights in computer software, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets) and all other intellectual property rights, in each case whether registered or unregistered (“Intellectual Property Rights”) in and to all of Customer Content and shall have sole responsibility for the legality, reliability, integrity, accuracy and quality of the Customer Content.

    2. You grant to Us a non-exclusive, non-transferable right during the term of the Statement of Work to carry out any acts that would otherwise be restricted by any of Your Intellectual Property Rights in Customer Content for the sole purpose of enabling Us to provide the Services to You in accordance with this agreement.

    3. You acknowledge and agree that:

      1. We may include Your name or any of Your trade marks, trade names, service marks, trade dress, logos, URLs and domain names in a list of Our customers in any medium or in any link from Our website or Wavecast Applications to Your website; and

      2. We may refer to You, orally or in writing, as a customer of the Services for promotional, marketing and financial reporting purposes.

    4. Both You and We will comply with all applicable requirements of the UK Data Protection Act 2018, the General Data Protection Regulation (EU) 2016/679 and the Privacy and Electronic Communications (EC Directive) Regulations 2003 (“Data Protection Laws”). This clause is in addition to, and does not relieve, remove or replace, Your or Our obligations or rights under the Data Protection Laws.

    5. You and We acknowledge that:

      1. if We process any personal data on Your behalf when performing Our obligations under this agreement, You are the controller and We are the processor for the purposes of the Data Protection Laws. 

      2. Schedule 3 (Data Processing Agreement) sets out the scope, nature and purpose of processing by Us, the duration of the processing and the types of personal data and categories of data subject.

      3. the personal data may be transferred or stored outside the EEA or the country where You, the Authorised Users, Audience Members or Authorised Sub-Processors are located, in order to carry out the Services and Our other obligations under this agreement.

    6. You will ensure that You have all necessary appropriate consents and notices in place to enable lawful transfer of the personal data to Us for the duration and purposes of this agreement so that We may lawfully use, process and transfer the personal data in accordance with this agreement on Your behalf and, without limitation, You shall ensure that all Authorised Users and Audience Members have been informed of, and have given and maintained their consent to permit access, monitoring, use and disclosure of all personal data by You or Us in accordance with this agreement.

  1. Customer's Obligations

You shall:

  1. provide Us with:

    1. all necessary co-operation in relation to this agreement; and

    2. all necessary access to such information as may be required by Us, in order to provide the Services, including Customer Content, security access information and configuration services;

  2. without affecting Your other obligations under this agreement, comply with all applicable laws and regulations, including any of those relating to the export of data and software, with respect to its activities under this agreement;

  3. carry out all Your responsibilities set out in this agreement in a timely and efficient manner. In the event of any delays in Your provision of assistance, We may adjust any agreed timetable or delivery schedule as reasonably necessary;

  4. ensure that the Authorised Users and the Audience Members use the Services and the Wavecast Applications in accordance with the terms and conditions of this agreement and shall be responsible for breach of this agreement caused or contributed to by any acts or omissions on the part of any Authorised User or Audience Member;

  5. obtain and shall maintain all necessary licences, consents, and permissions necessary for Us, Our contractors and agents to perform their obligations under this agreement, including provision of the Services;

  6. ensure that Your network and systems comply with the relevant specifications provided by Us from time to time; 

  7. be solely responsible for procuring, maintaining and securing Your network connections and telecommunications links from Your systems to Our data centres, and all problems, conditions, delays, delivery failures and all other loss or damage arising from or relating to Your or any Audience Member’s network connections or telecommunications links or caused by the internet;

  8. as between the You and Us, be responsible for responding to all third party requests concerning the use of the Services by You or any Audience Member.

  1. Charges and payment

    1. Our Fees and Costs (shown on and/or calculated in accordance with rates set out in the Statement of Work) are stated in GBP and are exclusive of VAT (as applicable) which You must pay in addition.

    2. If we fail to deliver the Services in accordance with the Service Level Agreement, We shall apply a discount or rebate on the Fees We charge You for the Service as set out in the Service Level Agreement.

    3. All invoiced Fees are due without deduction, set-off or withholding 30 days from the invoice date unless otherwise agreed on the Key Terms Sheet. Payment for projects confirmed within 30 days of delivery are due on receipt of booking.

    4. If You and We have agreed that a managed live Event will take place on a certain date, and You wish to cancel or postpone such managed live Event prior to that date, then the following rules shall apply:

      1. You shall notify Us in writing of such intended cancellation or postponement, giving full details; and

        1. if, at the time of such notification, We have commenced preparatory work in relation to such live Event, if such notification is received by Us with:

  • more than 14 days until scheduled commencement of the live Event, You shall pay a cancellation or postponement of event fee of 50% of the Fees associated with the live Event (as identified in the Statement of Work), together with any irrecoverable third-party costs which We have committed to; and

  • less than 14 days until scheduled commencement of the live Event, You shall pay 100% of the Fees associated with the live Event together with any irrecoverable third-party costs which We have committed to.

  1. You shall provide to Us valid, up-to-date and complete contact and billing details we will send invoices to You.

  2. If We have not received payment within 7 days after the due date, and without prejudice to any of Our other rights and remedies:

    1. We may, without liability to You, disable Your access, and all Authorised User and Audience Member access to all or part of the Services and the Wavecast Applications and We shall be under no obligation to provide any or all of the Services while the invoice(s) concerned remain unpaid; and

    2. interest shall accrue on a daily basis on such due amounts at an annual rate equal to 3% over the then current base lending rate of HSBC Bank plc from time to time, commencing on the due date and continuing until fully paid, whether before or after judgement.

  1. Our Proprietary Rights

    1. You acknowledge and agree that We and/or Our licensors own all Intellectual Property Rights in the Services, Our Wavecast Applications and tools, the Wavecast Applications and  trade marks, trade names, service marks, trade dress, logos, URLs and domain names used by Us (“Our Marks”). Except as expressly stated in this agreement, this agreement does not grant You any rights to, or in any Intellectual Property Rights or any other rights or licences in respect of the Services, Our software platform and tools, the Wavecast Applications or Our Marks.

    2. We confirm that We have all the rights in relation to the Services, Our software platform and tools, the Wavecast Applications and Our Marks that are necessary to grant all the rights We purport to grant under, and in accordance with, the terms of this agreement.

    3. Without prejudice to any other rights granted under this agreement, We will grant You a non-exclusive, non-transferable revocable licence to use Our software platform and tools, and the Wavecast Applications for the purposes envisaged by and in accordance with this agreement during the term of the Statement of Work. 

  1. Confidentiality

    1. Each of You and Us may be given access to confidential information from the other party in order to perform Your and Our obligations under this agreement. A party's confidential information shall not be deemed to include information that:

      1. is or becomes publicly known other than through any act or omission of the receiving party;

      2. was in the other party's lawful possession before the disclosure;

      3. is lawfully disclosed to the receiving party by a third party without restriction on disclosure;

      4. is independently developed by the receiving party, which independent development can be shown by written evidence; or

      5. is required to be disclosed by law, by any court of competent jurisdiction or by any regulatory or administrative body.

    2. Each party shall hold the other's confidential information in confidence and, unless required by law, not make the other's confidential information available to any third party, or use the other's confidential information for any purpose other than the implementation of this agreement.

    3. Each party shall take all reasonable steps to ensure that the other's confidential information to which it has access is not disclosed or distributed by its employees or agents in breach of the terms of this agreement.

    4. We shall not be responsible for any loss, destruction, alteration or disclosure of confidential information caused by any third party, except any third party subcontracted by Us.

    5. The above provisions of this 7 shall survive termination of this agreement, however arising.

    6. No party shall make, or permit any person to make, any public announcement concerning this agreement without the prior written consent of the other parties (such consent not to be unreasonably withheld or delayed), except as required by law, any governmental or regulatory authority (including any relevant securities exchange), any court or other authority of competent jurisdiction.

  1. Indemnity

    1. You shall defend, indemnify and hold Us and our officers, directors and employees harmless against claims, actions, proceedings, losses, damages, expenses and costs (including court costs and reasonable legal fees) arising out of or in connection with any claim or proceeding made, brought or threatened against Us by any third party that the use by Us of Customer Content in accordance with this agreement and/or  the use by You of the Wavecast Applications or the Services in breach of the terms of this agreement infringes the Intellectual Property Rights of that third party or of another person.

    2. We shall defend You, Your officers, directors and employees against any claim that the use of any of the Services or any of Our Marks by You in accordance with this agreement infringes any United Kingdom patent effective as of the date of the Statement of Work, copyright, trade mark, database right or right of confidentiality, and shall indemnify You for any amounts awarded against You in judgement or settlement of such claims.

    3. The obligations of You and Us under 8.1 and 8.1 respectively are conditional on:

      1. the indemnifying party being given prompt notice of any relevant claim;

      2. the indemnified party providing reasonable co-operation to the indemnifying party in the defence and settlement of such claim, at the indemnifying party expense; and

      3. the indemnifying party being given sole authority to defend or settle such claim.

    4. Except as specifically provided in this agreement, the enforcement and protection of a party's intellectual property rights shall be in the sole discretion and control of that party and any and all recoveries resulting from such enforcement or protection actions shall be retained by that party. 

    5. In the defence or settlement of any claim, We may procure the right for You to continue using the Services, replace or modify the Services so that they become non-infringing or, if such remedies are not reasonably available, terminate this agreement on two  days’ notice to You without any additional liability or obligation to pay liquidated damages or other additional costs to You.

  1. Limitation of Liability

    1. This clause 9 sets out the entire financial liability of You and Us (including any liability for the acts or omissions of Your and Our employees, agents and sub-contractors) to the other arising under or in connection with this agreement and in respect of any representation, statement or tortious act or omission (including negligence) arising under or in connection with this agreement.

    2. Except as expressly and specifically provided in this agreement, all warranties, representations, conditions and all other terms of any kind whatsoever implied by statute or common law are, to the fullest extent permitted by applicable law, excluded from this agreement.

    3. Nothing in this agreement excludes the liability of either party:

      1. for death or personal injury caused by its negligence; or

      2. for fraud or fraudulent misrepresentation;

      3. for any breach of the terms implied by section 9 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982;

      4. in respect of the indemnities set out in clause 8;

      5. for any other liability which cannot be excluded or limited under applicable law.

    4. Subject to clause 9.2 and clause 9.3, neither party shall be liable whether in tort (including for negligence or breach of statutory duty), contract, misrepresentation, restitution or otherwise for any loss of profits, loss of business, depletion of goodwill and/or similar losses or loss or corruption of data or information, or pure economic loss, or for any special, indirect or consequential loss, costs, damages, charges or expenses however arising under this agreement.

    5. Subject to clause 9.3 and except in relation to any indemnities given by either party in this agreement, each party’s total aggregate liability in contract (including under any indemnity), tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with this agreement shall be limited to the Fees and Costs paid and payable under this agreement by You to Us during the 12 months immediately preceding the date on which the claim arose. 

  1. Term and Termination

    1. This agreement shall have effect on and from the Effective Date and automatically renews on the anniversary of the Effective Date. Notice to terminate the renewal must be received at least 30 days prior to the anniversary. 

    2. Either party may terminate this agreement immediately upon written notice to the other at any time if the other is in material breach of any provision of this agreement and if capable of remedy, fails to remedy such breach within fifteen (15) business days of written notice to remedy the same.

    3. If at any time either party becomes unable to pay its debts within the meaning of Section 123 of the Insolvency Act 1986 or shall become insolvent or become the subject of a winding up order (of any type) or an administration order, or have an administrative receiver appointed, or compound with its creditors, enter into a company voluntary arrangement or scheme of arrangement, then the other party shall be entitled to terminate this agreement immediately upon notice.

    4. Termination of this agreement will not prejudice the rights, obligations and duties of each party arising prior to such termination taking effect. Any provision of this agreement that expressly or by implication is intended to come into or continue in force on or after termination or expiry of this agreement, including 3.5 (data protection), 7 (Confidentiality), 8 (Indemnity), clause 9 (Limitation of Liability) and 10 (Term and termination), shall remain in full force and effect; and any outstanding balance becomes immediately due and payable.

  1. General

    1. We shall have no liability to You under this agreement if We are prevented from or delayed in performing Our obligations under this agreement, or from carrying on Our business, by acts, events, omissions or accidents beyond Our reasonable control, including strikes, lock-outs or other industrial disputes, failure of a utility service or transport or telecommunications network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or subcontractors, provided that You are notified of such an event and its expected duration.

    2. If there is an inconsistency between any of the provisions in the Statement of Work and the Schedules of this agreement, the provisions in the Statement of Work shall prevail.

    3. No variation of this agreement shall be effective unless it is in writing and signed by the parties (or their authorised representatives).

    4. No failure or delay by a party to exercise any right or remedy provided under this agreement or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.

    5. This agreement, and any documents referred to in it, constitute the whole agreement between You and Us and supersede any previous arrangement, understanding or agreement between You and Us relating to the subject matter they cover.

    6. You and We acknowledge and agree that in entering into this agreement neither You nor We rely on any undertaking, promise, assurance, statement, representation, warranty or understanding (whether in writing or not) of any person (whether party to this agreement or not) relating to the subject matter of this agreement, other than as expressly set out in this agreement.

    7. You shall not, without Our prior written consent, assign, transfer, charge, subcontract or deal in any other manner with all or any of its rights or obligations under this agreement.

    8. We may at any time assign, transfer, charge, subcontract or deal in any other manner with all or any of its rights or obligations under this agreement.

    9. Nothing in this agreement is intended to or shall operate to create a partnership between You and Us, or authorise either party to act as agent for the other. 

    10. This agreement does not confer any rights on any person or party (other than the parties to this agreement and, where applicable, their successors and permitted assigns) pursuant to the Contracts (Rights of Third Parties) Act 1999. 

    11. Any notice required to be given under this agreement shall be in writing and shall be delivered by hand or sent by pre-paid first-class post or recorded delivery post to the other party at its address set out in this agreement, or such other address as may have been notified by that party for such purposes.

    12. A notice delivered by hand shall be deemed to have been received when delivered (or if delivery is not in business hours, at 9 am on the first business day following delivery). A correctly addressed notice sent by pre-paid first-class post or recorded delivery post shall be deemed to have been received at the time at which it would have been delivered in the normal course of post.

    13. This agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.

    14. The courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this agreement or its subject matter or formation (including non-contractual disputes or claims). 

  1. Anti-Bribery

(a)Each party shall at all times comply with all applicable laws related to bribery, corruption and related matters including the US Foreign Corrupt Practices Act and the UK Bribery Act.

(b)Each party shall have the right to terminate this Agreement with immediate effect should it have reason to believe that the other party has by act or omission breached Clause 11.15(a). 

  1. Modern Slavery

(a)Each party shall at all times take reasonable steps to ensure there is no Modern Slavery (being slavery (as defined in the United Nations 1926 Slavery Convention); servitude; forced or compulsory labour (as defined by the International Labour Organisation’s Forced Labour Convention 29 and Protocol); and human trafficking (being the arrangement or facilitation of the travel of another person with a view to that person being exploited)  within its business and shall make all reasonable endeavours to ensure compliance with the same by its suppliers.

(b)Each party shall have the right to terminate this Agreement with immediate effect should it have reason to believe that the other party is in breach of its obligations under clause 11.16(a).

Schedule 2 -Service Level Agreement


12 x hours of technical support per month are provided as part of this Service Level Agreement.  

Wavecast Applications Availability

We shall ensure that all Services (to include, but not limited to, any URLs/websites or any hosting platforms) have a 99.9% availability at all times. In such case that the following service levels are not met, You shall be entitled to the remedies outlined within the following framework:

Service Level (Monthly)

Technical Support Credit (Monthly Pro Rata)

99.9% - 99.8%


>99.8% - 99.5%


>99.5% - 95%




<95% for 3x Consecutive Months

100% and right to termination.

<80% for 1x Month

100% and right to termination.

For the avoidance of doubt, the Services will be considered unavailable when priority 1 and 2 errors (as reflected below) occur and during times of unscheduled maintenance.



Response time

Target resolution time

Priority 1

Unavoidable loss or serious impairment of service, including platform, hardware or network failure. Priority 1 incidents shall be reported by telephone only or  dedicated  support email (unless otherwise stated).

Within one (1) Working Hours.

Within two (2) Working Hours.

Priority 2

Operation of the site(s) is severely degraded, or major components are not operational. Priority 2 incidents shall be reported by telephone or dedicated support email.

Within one (1) Working hours.

Within four (4) Working Hours.

Priority 3

Certain non-essential features of the site(s) are impaired with potential business impact. Priority 3 incidents shall be reported by dedicated support email. 

Within one (1) business day.

Within five (5) business days after initial response.

Priority 4

Errors that are non-disabling or cosmetic and clearly have little or no impact. Priority 4 incidents shall be reported by dedicated support email. 

Within one (1) business day.

Within ten (10) business days after initial response.

Working Hours

Monday - Friday:

9.00 AM - 5.30 PM [GMT/BST]

Technical Support Email Address: 

Platform Updates & Maintenance

Wavecast Applications are regularly updated with upgrades, security patches, new features and routine maintenance.

New features and upgrades do not impact previous versions of the application, but new features can be made available upon request. The majority of new features are free to all enterprise clients but Wavecast does reserve the right to charge for some new features where necessary.

Basic change requests can be made within the technical support allocation provided. Requests which require significant development work beyond these hours will be treated as discrete Professional Services projects, scoped and quoted separately.

On occasions, these activities require that the affected systems are shut down temporarily for scheduled maintenance. Notifications of any scheduled maintenance are provided 2 weeks in advance.

Schedule 3 - Data Processing Agreement

  1. In performing the Services and our other obligations set out in the Statement of Work, We will comply with the all applicable laws relating to data protection, the processing of personal data and privacy, including the UK Data Protection Act 2018;the General Data Protection Regulation (EU) 2016/679; and the Privacy and Electronic Communications (EC Directive) Regulations 2003 (together, the “Data Protection Laws”). Terms relating to personal data and its processing used in this Data Processing Agreement have the meanings given to them in the Data Protection Laws unless separately defined in this Data Processing Agreement.

  1. You authorise Us to process Personal Data during the term of the Statement of Work as a Data Processor solely for the purpose of providing the Services.   

  1. You acknowledge that We use a number of third party processors, both inside and outside of the United Kingdom and the European Economic Area, in the provision of the Services (“Authorised Sub-Processors”) and You consent to such use. Any changes to Authorised Sub-Processors shall be notified to You, and You shall have the opportunity to object. 

  1. If We appoint an Authorised Sub-Processor, We will ensure that there is in place a written contract between Us and the Authorised Sub-Processor that specifies the Authorised Sub-Processor’s processing activities and imposes on the Authorised Sub-Processor equivalent terms to those imposed on Us in this Data Processing Agreement.

  1. We will remain responsible for all acts and omissions of Authorised Sub-Processors as if they were Our own. 

  1. As a Data Processor of any Personal Data, we shall, and shall procure any Authorised Sub-Processor shall:

  1. process Personal Data only in accordance with Data Protection Laws;

  1. process that Personal Data only on Your written instructions (including those set out in Annex 1 of this Data Processing Agreement and the Statement of Work), unless We are required by law or competent authority to otherwise process that Personal Data (where we are relying on laws of a member of the European Union or European Union law as the basis for processing Personal Data, We shall promptly notify You of this before performing the processing required by such laws unless those laws prohibit Us from notifying You);

  1. ensure that there are in place appropriate technical and organisational measures to protect against unauthorised or unlawful processing of Personal Data and against accidental loss or destruction of, or damage to, Personal Data, appropriate to the harm that might result from the unauthorised or unlawful processing or accidental loss, destruction or damage and the nature of the data to be protected, having regard to the state of technological development and the cost of implementing any measures (those measures may include, where appropriate, pseudonymising and encrypting Personal Data, ensuring confidentiality, integrity, availability and resilience of its systems and services, ensuring that availability of and access to Personal Data can be restored in a timely manner after an incident and regularly assessing and evaluating the effectiveness of the technical and organisational measures adopted);

  1. make available to You all information necessary to demonstrate compliance with the obligations set out in this Data Processing Agreement

  1. ensure that any individual authorised to Process Agreement Personal Data is subject to confidentiality obligations equivalent to those set out in the Statement of Work or is under an appropriate statutory obligation of confidentiality.

  1. We shall:

  1. notify You without undue delay after becoming aware of a Data Security Incident. Where, and in so far as, it is not possible to provide all the relevant information at the same time, the information may be provided in phases without undue further delay, but We (and Authorised Sub-Processors) may not delay notification on the basis that an investigation is incomplete or ongoing;

  1. assist You in:

  1. responding to requests for exercising Data Subjects’ rights under the Data Protection Laws by appropriate technical and organisational measures, insofar as this is possible; 

  2. documenting any Data Security Incidents and reporting any Data Security Incidents to any supervisory authority and/or Data Subjects; 

  3. taking such reasonable measures to address Data Security Incidents, including, where appropriate, measures to mitigate their possible adverse effects; and

  4. conducting privacy impact assessments of any Processing operations and consulting with supervisory authorities, Data Subjects and their representatives accordingly.

  1. If requested by You, We shall securely delete or return to You all Personal Data promptly after the end of the provision of Services relating to processing, and securely delete any remaining copies. 

Annex 1

Subject matter of Processing

The provision of broadcast hub and related services as set out in the Statement of Work 

Duration of Processing

The term of the Statement of Work

Nature of Processing

The collection, storage, use and analysis of personal data relating to Audience Members, hosts and presenters of events on the broadcast hub

Purpose of Processing

The provision of access to content and events for the individual data subject

Type of Personal Data

  • Title and name

  • Contact details (including email address and phone number)

  • Preferences/Assistance required 

  • Information about bookings

Categories of Data Subject

Audience Members and presenters at events supported by Wavecast Applications

Schedule 4 - Services 

Description of Services

Core services will be provided by Us to You according to separate agreement.