Effective for purposes of EU Data Act compliance: September 15, 2025
Last Updated: 2026-09-08
This EU Data Act Addendum (“Addendum”) is incorporated into and forms part of the master subscription agreement which governs Customer’s use of Astronomer’s products and services (“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”). This Addendum applies to all Customers who are subject to the EU Data Act, including Customers headquartered outside the European Union who provide services to end users or business customers within the European Union, consistent with the extraterritorial reach of the EU Data Act.
1. Purpose. This Addendum is intended to provide contractual terms relating to switching of data processing services and portability of Customer Data in accordance with Articles 23 to 31 (Chapter VI) 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 Astronomer with up to a maximum of two (2) months’ prior written notice (“Notice Period”) of its decision to either (a) switch to a different service provider of data processing services; (b) port all Customer Data to on-premises ICT infrastructure; or (c) request that Astronomer erase its exportable data and digital assets upon service termination, without switching to an alternative provider. The notice must specify the relevant Solution and, where applicable, the identity and details of the destination provider.
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 Transitional Period and expiry of the 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. Astronomer shall use reasonable efforts to facilitate completion of the switching within thirty (30) calendar days of the end of the Notice Period (“Transition Period”). If Astronomer believes the switching is likely to be delayed due to technical or other obstacles, Astronomer shall notify Customer of the technical or other obstacles within fourteen (14) business days of receiving the switching request, with written justification, and indicate an alternative Transition Period, which shall not exceed seven (7) months in accordance with Art. 25(4) of the EU Data Act. Customer may also extend the Transition Period once for a period that the Customer considers reasonably necessary to transfer Customer Data from the Service. Customer shall continue to pay all charges in accordance with the Agreement during any Transition Period.
2.4 Retrieval Period. Customer shall have at least thirty (30) calendar days after the Transition Period (“Retrieval Period”) to access the Service to retrieve its Customer Data, in accordance with Art. 25(2)(g) of the EU Data Act. Customer shall continue to pay all charges in accordance with the Agreement during any Retrieval Period.
2.5 Interoperability. In accordance with Art. 30 of the EU Data Act, Astronomer will provide reasonable assistance to Customer and third parties authorized by Customer, including by providing available technical information and open interfaces, to facilitate switching. The Solution will remain available to Customer during the switching process in accordance with the Agreement. Customer shall ensure that any destination provider will cooperate in good faith to (i) make the switching process effective, (ii) enable the timely transfer of data and (iii) maintain the continuity of the applicable data processing service. Astronomer shall take all reasonable technical measures to enable functional equivalence or compatibility with destination services, where technically feasible. Astronomer shall cooperate with destination providers in good faith during the switching process.
2.6 Information and Transparency Obligations. In accordance with Art. 26 of the EU Data Act, Astronomer shall make available to Customer, upon Customer’s request: (a) available procedures for switching and porting, including available methods, formats, and any known technical limitations or restrictions; (b) a reference to an up-to-date online register hosted by Astronomer setting out the data structures, formats, relevant standards, and open interoperability specifications in which exportable data are available; and (c) any specifications of categories of data and digital assets that can be ported during the switching process, including all exportable data, and any specifications of categories of data specific to the internal functioning of the Solution that are exempt from portability where a risk of breach of Astronomer’s trade secrets exists, provided that such exemptions do not impede or delay the switching process.
2.7 Exit Strategy Support. Astronomer shall support Customer’s exit strategy relevant to the Solution, including by providing all relevant technical and operational information necessary to complete the switching process, in accordance with Art. 25(2)(b) of the EU Data Act.
2.8 International Access Transparency. In accordance with Art. 28 of the EU Data Act, Astronomer shall maintain on its website: (a) the jurisdiction(s) to which the ICT infrastructure used for the Solution is subject; (b) a general description of the technical, organizational, and contractual measures adopted to prevent unlawful international governmental access to or transfer of non-personal Customer Data held in the EU; and (c) a reference to Astronomer’s applicable contractual terms.
3. Contractual Fees
3.1 Subscription Commitments. 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 Customer 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), Astronomer shall delete all Customer Data in accordance with its data retention policies, except where retention is required by law.
