DPA checklist review

Use this for a customer's DPA, a vendor's DPA, or a redline of either.

Extract the terms

Record the document name, version, date, and parties. Pull out the terms the checklist covers: roles, instructions, security measures, subprocessors, audit rights, breach notice timing, deletion at end, transfers and SCCs, liability, and governing law. Quote each term with its section number.

Compare with the checklist

For each checklist point give:

• the company position, quoted from the checklist;
• the DPA text, quoted with its section;
• a label: met, partial, missing, or unclear;
• one neutral line on the difference.

Do not label a point met because it is close. If the checklist is silent on a term, mark it unclear and note it.

Points for counsel

List every point labelled partial, missing, or unclear that touches liability, transfers, breach notice, or audit rights. Give counsel the clauses side by side, the deal value if the owner supplied it, and the reply deadline.

Never accept, reject, or redline a clause yourself, and do not suggest a legal position. This is not legal advice. Counsel decides; an authorised person signs and sends.