Updated: April 5, 2026
This EU Data Act Addendum (“Addendum”) is by and between Built In, Inc. as identified in the Agreement (“Built In”) and Built In’s customer as identified in the Agreement, (“Customer”), each a “Party” and collectively the “Parties”. This Addendum is incorporated into and forms part of the agreement(s) between the Parties under which Built In provides services to Customer (collectively, together with any statements of work, order forms, or similar documents thereunder, the “Agreement”). To the extent that there is any conflict between the terms of this Addendum and any other terms of the Agreement, this Addendum will prevail.
This Addendum applies to the extent Customer is subject to Regulation (EU) 2023/2854 (the “EU Data Act”).
1. Purpose
This Addendum is intended to provide contractual terms relating to switching of data processing services and portability of Exportable Data, as defined by Article 2(38) of the EU Data Act, in accordance with Article 25 of the EU Data Act. Capitalized terms not defined here have the meaning given in the Agreement or the EU Data Act. If this Addendum conflicts with the Agreement, this Addendum prevails.
2. Switching and Portability
2.1 Notice. Customer may notify Built In, with at least two (2) months’ written notice (“Notice Period”), of its decision to either (a) switch to a different service provider of data processing services; (b) port Exportable Data to on-premises ICT infrastructure; or (c) request that Built In erase Exportable Data upon termination of Services. The Notice shall specify the relevant Services it wishes to switch or Exportable Data that it wishes to port.
2.2 Termination. Services shall be considered to be terminated and the Customer shall be notified of the termination:
(a) Upon the successful completion of the switching process by Customer at the end of Transition Period or Retrieval Period; or
(b) At the end of the Notice Period, where the customer does not wish to switch but to erase its exportable data and digital assets upon Service termination.
2.3. Transition Period.
(a) Built In shall use reasonable efforts to facilitate completion of the switching within thirty (30) days of the end of the Notice Period (“Transitional Period”).
(b) If Built In believes the switching is likely to be delayed due to technical or other obstacles, Built In shall (a) notify Customer within fourteen (14) working days of receipt of the notice described in Section 2.1, duly justifying the technical or other obstacles, and (b) indicate an alternative Transitional Period which shall not exceed seven (7) months following the Notice Period.
(c) Customer may also extend the Transition Period once for a period that the Customer considers necessary to transfer Exportable Data from the Service. Customer hereby agrees that a period of more than seven (3) months shall not be deemed necessary.
(d) Customer shall continue to pay all charges in accordance with the Agreement during any Transitional Period.
2.4 Retrieval Period. Customer shall have thirty (30) calendar days after the Transition Period (“Retrieval Period”) to access the Service to retrieve its Exportable Data. Customer shall continue to pay all charges in accordance with the Agreement during any Retrieval Period.
2.5 Export Tools. During the Transition and Retrieval Periods, Built In will make available to Customer commercially reasonable tools or APIs to export Exportable Data in a commonly used, machine-readable format. The following categories of data are not exportable: (a): Any information held by Built In that (i) derives independent economic value, actual or potential, from not being generally known to the public or to other persons who can obtain economic value from its disclosure or use and (ii) is the subject of efforts that are reasonable under the circumstances to maintain its secrecy; (b) any information held by Built In that could reveal information in (a); (c) any information not in (a) or (b) that is otherwise protected by Built In’s or one or more third parties’ intellectual property rights.
2.6 Due Care. Built In will act with due care and use commercially reasonable efforts during the Transition Period and Retrieval Period to:
(a) To the extent Customer, in its use of the Services, does not have the ability to complete the switching, provide upon Customer’s request reasonable assistance to the Customer and third parties authorized by the Customer in the process of switching away from the Services;
(b) Maintain business continuity, and continue the provision of the Services under the Agreement;
(c) Provide clear information concerning known risks to continuity in the provision of the Services (if any); and
(d) Support Customer’s exit strategy through the continuous access to Service (including support service) and Exportable Data and security of the Service (as described in Section 4 below) and by providing relevant information reasonably necessary for Customer to plan and conduct switching.
2.7 Switching Charges. In accordance with the EU Data Act, Built In will not impose any additional fees or charges for the export or retrieval of Exportable Data during the Transition Period, other than any reasonable costs directly incurred by Built In in providing such support, where permitted by law.
3. Contractual Fees
3.1 Subscription Commitments. For clarity, nothing in this Addendum waives or limits Customer’s obligation to pay all fees due under the Agreement or any Order Form or SOW for the full subscription term of the Agreement or such Order Form or SOW, as applicable.
3.2 Early Termination. If Customer elects to terminate the Agreement or any Order Form or SOW prior to the end of the subscription term for the Agreement or such Order Form or SOW, Customer acknowledges and agrees that (a) under no circumstances will any such termination entitle Customer to a refund of any of the fees previously paid under the terminated Agreement, Order Form and/or SOW (as applicable); and (b) if applicable, Customer shall pay all remaining unpaid fees due and owed under the terminated Agreement, Order Form and/or SOW (as applicable) pursuant to the Agreement. Such amounts are separate from and not considered “switching charges” under the EU Data Act.
4. Security
The security measures described in the Agreement shall apply throughout the switching process, including during the Transition Period and Retrieval Period. Nothing in this Addendum reduces the security measures and commitments agreed in the Agreement.
5. Deletion of Exportable Data
Following (i) successful completion of switching and the expiry of the Retrieval Period (or another later period agreed by the Parties), or (ii) Customer’s election under Section 2.2(b), Built In shall delete all Exportable Data in accordance with its data retention policies, except where retention is required by law.
6. Fair Dealing and Cooperation
The Parties acknowledge that this Addendum reflects mutual consideration and negotiations, and that the terms and conditions contained herein are fair and reasonable. Specifically, the Customer understands the fees and other commercial terms in the agreement are based on factors such as the term length and spend commitment by Customer. The Customer confirms it has no present intention to depart or deviate from the agreed commercial structure, including fees and duration, and both Parties agree to act in good faith and to cooperate with the other to give full effect to the commercial intent of this Addendum and the Agreement.
7. Requests for Exportable Data Access
7.1 To the extent legally permitted, Built In will notify the customer without undue delay if it receives a legally binding request for disclosure of or access to customer’s data from a public authority (including judicial or administrative authorities, or national security or intelligence agencies) or becomes aware of any direct access by a public authority to customer’s data. Built In will work with the customer and provide reasonable cooperation and assistance to respond to the request.
7.2 If Built In is prohibited by applicable law or regulation from notifying Customer or disclosing the details of a public authority request to Customer, Built In will use its best efforts to obtain a waiver of the prohibition, with a view to communicating as much information as possible, as soon as possible. Built In will use all reasonably available legal mechanisms to challenge any binding legal requests for disclosure of or access to customers’ data made by any public authority that it receives, as well as any non-disclosure provisions attached to any such request. Built In will provide the minimum amount of information permissible when responding to a request for disclosure, based on a reasonable interpretation of the request.
8. Jurisdiction
Exportable Data is stored on Built In infrastructure in the United States.
