This Personal Data Processing Agreement (Agreement) sets out the additional terms, requirements and

conditions on which the Provider will process Personal Data when providing services to a customer under

the Terms of Service and any other Agreement between Nouel Catis Foodstuff Trading L.L.C and the

Customer (Service Agreement).

AGREED TERMS

1. Definitions and Interpretation

The following definitions and rules of interpretation apply in this Agreement.

1.1. Definitions:

1. Authorised Persons: the persons or categories of persons that the Customer authorises to give

the Provider written personal data processing instructions and from whom the Provider agrees

solely to accept such instructions.

2. Business Purposes: the services to be provided by the Provider to the Customer as described in

the Service agreement and any other purpose specifically identified in ANNEX A.

3. Controller, Processor, Data Subject, Personal Data, Personal Data Breach and Processing:

have the meanings given in the Data Protection Legislation.

4. Controller: has the meaning given in the relevant data protection legislation.

5. Data Protection Legislation:

6. 7. 8. 9. 10. 5.a) To the extent the UK GDPR applies, the law of the United Kingdom or of a part of the

United Kingdom which relates to the protection of Personal Data.

5.b) To the extent the EU GDPR applies, the law of the European Union or any member

state of the European Union to which the Customer or Provider is subject, which relates to

the protection of Personal Data.

5.c) All other legislation and regulatory requirements in any jurisdiction in force from time

to time which apply to a party relating to the use of Personal Data (including, without

limitation, the privacy of electronic communications); and the guidance and codes of

practice issued by the regulatory authority and which are applicable to a party.

Data Subject: the identified or identifiable living individual to whom the Personal Data relates.

EU GDPR: the General Data Protection Regulation ((EU) 2016/679).

EEA: the European Economic Area.

Personal Data: means any information relating to an identified or identifiable living individual that is

processed by the Provider on behalf of the Customer as a result of, or in connection with, the

provision of the services under the Service agreement; an identifiable living individual is one who

can be identified, directly or indirectly, in particular by reference to an identifier such as a name,

identification number, location data, an online identifier or to one or more factors specific to the

physical, physiological, genetic, mental, economic, cultural or social identity of the individual.

Processing, processes, processed, process: any activity that involves the use of the Personal

Data. It includes, but is not limited to, any operation or set of operations which is performed on the

Personal Data or on sets of the Personal Data, whether or not by automated means, such as

collection, recording, organisation, structuring, storage, adaptation or alteration, retrieval,

consultation, disclosure by transmission, dissemination or otherwise making available, alignment or

combination, restriction, erasure or destruction. Processing also includes transferring the Personal

Data to third-parties.11. Personal Data Breach: a breach of security leading to the accidental, unauthorised or unlawful

destruction, loss, alteration, disclosure of, or access to, the Personal Data.

12. Processor: a natural or legal person, public authority, agency or other body which processes

personal data on behalf of the Controller.

13. Records: has the meaning given in Clause 12.

14. Term: this Agreement’s term as defined in Clause 10.

15. UK GDPR: has the meaning given in section 3(10) (as supplemented by section 205(4)) of the DPA

2018.

1.2. This Agreement is subject to the terms of the Service agreement and is incorporated into the

Service agreement. Interpretations and defined terms set forth in the Service agreement apply to

the interpretation of this Agreement.

1.3. The Annexes form part of this Agreement and will have effect as if set out in full in the body of this

Agreement. Any reference to this Agreement includes the Annexes.

1.4. A reference to writing or written excludes fax but not email

1.5. In the case of conflict or ambiguity between:

(a) any provision contained in the body of this Agreement and any provision contained in the

Annexes, the provision in the body of this Agreement will prevail;

(b) the terms of any accompanying invoice or other documents annexed to this Agreement and

any provision contained in the Annexes, the provision contained in the Annexes will prevail;

and

(c) any of the provisions of this Agreement and the provisions of the Service agreement, the

provisions of this Agreement will prevail.

2. Personal data types and processing purposes

2.1. The Customer and the Provider agree and acknowledge that for the purpose of the Data Protection

Legislation:

(a) the Customer is the Controller and the Provider is the Processor.

(b) the Customer retains control of the Personal Data and remains responsible for its

compliance obligations under the Data Protection Legislation, including but not limited to,

providing any required notices and obtaining any required consents, and for the written

processing instructions it gives to the Provider.

(c) ANNEX A describes the subject matter, duration, nature and purpose of the processing and

the Personal Data categories and Data Subject types in respect of which the Provider may

process the Personal Data to fulfil the Business Purposes.

(d) Nouel Catis Foodstuff Trading L.L.C as Processor. Nouel Catis Foodstuff Trading L.L.C

shall act as a Processor on behalf of the Customer. Nouel Catis Foodstuff Trading L.L.C

shall process Customer Personal Data exclusively for the purposes of providing any

services or sales. Nouel Catis Foodstuff Trading L.L.C shall not process Personal Data for

its own purposes or for any purpose other than those explicitly set out in this DPA, unless

required by law. The details of such processing are set out in Annex 1.3. Provider’s obligations

3.1. The Provider will only process the Personal Data to the extent, and in such a manner, necessary for

the Business Purposes in accordance with the Customer’s written instructions. The Provider will not

process the Personal Data for any other purpose or in a way that does not comply with this

Agreement or the Data Protection Legislation. The Provider must promptly notify the Customer if, in

its opinion, the Customer’s instructions do not comply with the Data Protection Legislation.

3.2. The Provider must comply promptly with any Customer written instructions requiring the Provider to

amend, transfer, delete or otherwise process the Personal Data, or to stop, mitigate or remedy any

unauthorised processing.

3.3. The Provider will maintain the confidentiality of the Personal Data and will not disclose the Personal

Data to third-parties unless the Customer or this Agreement specifically authorises the disclosure, or

as required by the applicable law, court or regulator. If a law, court or regulator requires the Provider

to process or disclose the Personal Data to a third-party, the Provider must first inform the Customer

of such legal or regulatory requirement and give the Customer an opportunity to object or challenge

the requirement, unless the law prohibits the giving of such notice.

3.4. The Provider will reasonably assist the Customer, at no additional cost to the Customer, with

meeting the Customer’s compliance obligations under the Data Protection Legislation, taking into

account the nature of the Provider’s processing and the information available to the Provider,

including in relation to Data Subject rights, data protection impact assessments and reporting to and

consulting with the regulator under the Data Protection Legislation.

3.5. The Provider must notify the Customer promptly of any changes to the Data Protection Legislation

that may reasonably be interpreted as adversely affecting the Provider’s performance of the Service

agreement or this Agreement.

4. Provider’s employees

4.1. The Provider will ensure that all of its employees:

(a) are informed of the confidential nature of the Personal Data and are bound by written

confidentiality obligations and use restrictions in respect of the Personal Data;

(b) have undertaken training on the Data Protection Legislation and how it relates to their

handling of the Personal Data and how it applies to their particular duties; and

(c) are aware both of the Provider’s duties and their personal duties and obligations under the

Data Protection Legislation and this Agreement.

5. Security

5.1. The Provider must at all times implement appropriate technical and organisational measures

against accidental, unauthorised or unlawful processing, access, copying, modification,

reproduction, display or distribution of the Personal Data, and against accidental or unlawful loss,

destruction, alteration, disclosure or damage of Personal Data.

5.2. The Provider must implement such measures to ensure a level of security appropriate to the risk

involved, including as appropriate:

(a) the pseudonymisation and encryption of personal data;(b) the ability to ensure the ongoing confidentiality, integrity, availability and resilience of

processing systems and services;

(c) the ability to restore the availability and access to personal data in a timely manner in the

event of a physical or technical incident; and

(d) a process for regularly testing, assessing and evaluating the effectiveness of the security

measures.

6. Personal data breach

6.1. The Provider will immediately and in any event without undue delay notify the Customer in writing if

it becomes aware of:

(a) the loss, unintended destruction or damage, corruption, or unusability of part or all of the

Personal Data. The Provider will restore such Personal Data at its own expense as soon as

possible.

(b) any accidental, unauthorised or unlawful processing of the Personal Data; or

(c) any Personal Data Breach.

6.2. Where the Provider becomes aware of (a), (b) and/or (c) above, it will, without undue delay, also

provide the Customer with the following written information:

(a) description of the nature of (a), (b) and/or (c), including the categories of in-scope Personal

Data and approximate number of both Data Subjects and the Personal Data records

concerned;

(b) the likely consequences; and

(c) a description of the measures taken or proposed to be taken to address (a), (b) and/or (c),

including measures to mitigate its possible adverse effects.

6.3. Immediately following any accidental, unauthorised or unlawful Personal Data processing or

Personal Data Breach, the parties will co-ordinate with each other to investigate the matter. Further,

the Provider will reasonably co-operate with the Customer at no additional cost to the Customer, in

the Customer’s handling of the matter, including but not limited to:

(a) assisting with any investigation;

(b) providing the Customer with physical access to any facilities and operations affected;

(c) facilitating interviews with the Provider’s employees, former employees and others involved

in the matter including, but not limited to, its officers and directors;

(d) making available all relevant records, logs, files, data reporting and other materials required

to comply with all Data Protection Legislation or as otherwise reasonably required by the

Customer; and

(e) taking reasonable and prompt steps to mitigate the effects and to minimise any damage

resulting from the Personal Data Breach or accidental, unauthorised or unlawful Personal

Data processing.

6.4. The Provider will not inform any third-party of any accidental, unauthorised or unlawful processing of

all or part of the Personal Data and/or a Personal Data Breach without first obtaining the Customer’s

written consent, except when required to do so by law.7. Transfers of personal data

7.1. Customer Personal Data may be transferred to, and processed in, any country where Nouel Catis

Foodstuff Trading L.L.C, its affiliates, or Sub-Processors operate. Nouel Catis Foodstuff Trading

L.L.C shall ensure that any such international transfers comply with all Data Protection Laws.

7.2. For transfers of EU Personal Data, Nouel Catis Foodstuff Trading L.L.C shall rely on a valid transfer

mechanism, such as the Standard Contractual Clauses (SCCs) as adopted by the European

Commission, a relevant adequacy decision, or other legally recognised mechanism.

7.3. For transfers of UAE Personal Data, Nouel Catis Foodstuff Trading L.L.C will assist the Customer in

fulfilling the requirements of the PDPL regarding cross-border data transfers.

8. Subcontractors

8.1. The Provider may not authorise any third party or subcontractor to process the Personal Data.

8.2. Other than those subcontractors used by the Provider to fulfil it’s obligations as a company to its

customers, the Provider may not authorise any other third-party or subcontractor to process the

Personal Data.

8.3. Where the subcontractor fails to fulfil its obligations under the written agreement with the Provider

which contains terms substantially the same as those set out in this Agreement, the Provider

remains fully liable to the Customer for the subcontractor’s performance of its agreement

obligations.

8.4. The Parties agree that the Provider will be deemed by them to control legally any Personal Data

controlled practically by or in the possession of its subcontractors.

9. Complaints, data subject requests and third-party rights

9.1. The Provider must, at no additional cost to the Customer, take such technical and organisational

measures as may be appropriate, and promptly provide such information to the Customer as the

Customer may reasonably require, to enable the Customer to comply with:

(a) the rights of Data Subjects under the Data Protection Legislation, including, but not limited

to, subject access rights, the rights to rectify, port and erase personal data, object to the

processing and automated processing of personal data, and restrict the processing of

personal data; and

(b) information or assessment notices served on the Customer by the regulator under the Data

Protection Legislation.

9.2. The Provider must notify the Customer immediately in writing if it receives any complaint, notice or

communication that relates directly or indirectly to the processing of the Personal Data or to either

party’s compliance with the Data Protection Legislation.

9.3. The Provider must notify the Customer within 5 days if it receives a request from a Data Subject for

access to their Personal Data or to exercise any of their other rights under the Data Protection

Legislation.

9.4. The Provider will give the Customer, at no additional cost to the Customer, its full co-operation and

assistance in responding to any complaint, notice, communication or Data Subject request.9.5. The Provider must not disclose the Personal Data to any Data Subject or to a third-party other than

in accordance with the Customer’s written instructions, or as required by law.

10. Term and termination

10.1. This Agreement will remain in full force and effect so long as:

(a) the Service agreement remains in effect; or

(b) the Provider retains any of the Personal Data related to the Service agreement in its

possession or control (Term).

10.2. Any provision of this Agreement that expressly or by implication should come into or continue in

force on or after termination of the Service agreement in order to protect the Personal Data will

remain in full force and effect.

10.3. The Provider’s failure to comply with the terms of this Agreement is a material breach of the Service

agreement. In such event, the Customer may terminate the Service agreement effective

immediately on written notice to the Provider without further liability or obligation of the Customer.

10.4. If a change in any Data Protection Legislation prevents either party from fulfilling all or part of its

Service agreement obligations, the parties may agree to suspend the processing of the Personal

Data until that processing complies with the new requirements. If the parties are unable to bring the

Personal Data processing into compliance with the Data Protection Legislation within 14 days,

either party may terminate the Service agreement on not less than 14 working days written notice to

the other party.

11. Data return and destruction

11.1. At the Customer’s request, the Provider will give the Customer, or a third-party nominated in writing

by the Customer, a copy of or access to all or part of the Personal Data in its possession or control

in the format and on the media reasonably specified by the Customer.

11.2. On termination of the Service agreement for any reason or expiry of its term, the Provider will

securely delete or destroy or, if directed in writing by the Customer, return and not retain, all or any

of the Personal Data related to this Agreement in its possession or control.

11.3. If any law, regulation, or government or regulatory body requires the Provider to retain any

documents, materials or Personal Data that the Provider would otherwise be required to return or

destroy, it will notify the Customer in writing of that retention requirement, giving details of the

documents, materials or Personal Data that it must retain, the legal basis for such retention, and

establishing a specific timeline for deletion or destruction once the retention requirement ends.

11.4. The Provider will certify in writing to the Customer that it has deleted or destroyed the Personal Data

within 5 days after it completes the deletion or destruction.

12. Records

12.1. The Provider will keep detailed, accurate and up-to-date written records regarding any processing of

the Personal Data, including but not limited to, the access, control and security of the Personal

Data, approved subcontractors, the processing purposes, categories of processing, and a general

description of the technical and organisational security measures referred to in Clause 5.1

(Records).12.2. The Provider will ensure that the Records are sufficient to enable the Customer to verify the

Provider’s compliance with its obligations under this Agreement and the Data Protection Legislation

and the Provider will provide the Customer with copies of the Records upon request.

13. Audit

13.1. If a Personal Data Breach occurs or is occurring, or the Provider becomes aware of a breach of any

of its obligations under this Agreement or any of the Data Protection Legislation, the Provider will:

(a) within 14 days of the triggering event, conduct its own audit to determine the cause;

(b) produce a written report that includes detailed plans to remedy any deficiencies identified

by the audit;

(c) provide the Customer with a copy of the written audit report; and

(d) remedy any deficiencies identified by the audit within 14 days.

14. Warranties

14.1. The Provider warrants and represents that:

(a) its employees, subcontractors, agents and any other person or persons accessing the

Personal Data on its behalf are reliable and trustworthy and have received the required

training on the Data Protection Legislation;

(b) it and anyone operating on its behalf will process the Personal Data in compliance with the

Data Protection Legislation and other laws, enactments, regulations, orders, standards and

other similar instruments;

(c) it has no reason to believe that the Data Protection Legislation prevents it from providing

any of the Service agreement’s contracted services; and

(d) considering the current technology environment and implementation costs, it will take

appropriate technical and organisational measures to prevent the accidental, unauthorised

or unlawful processing of Personal Data and the loss or damage to, the Personal Data, and

ensure a level of security appropriate to:

(i) the harm that might result from such accidental, unauthorised or unlawful

processing and loss or damage;

(ii) the nature of the Personal Data protected; and

(iii) comply with all applicable Data Protection Legislation and its information and

security policies, including the security measures required in Clause 5.1.

14.2. The Customer warrants and represents that the Provider’s expected use of the Personal Data for

the Business Purposes and as specifically instructed by the Customer will comply with the Data

Protection Legislation.

15. Indemnification

15.1. The Provider agrees to indemnify, keep indemnified and defend at its own expense the Customer

against all costs, claims, damages or expenses incurred by the Customer or for which the Customer

may become liable due to any failure by the Provider or its employees, subcontractors or agents to

comply with any of its obligations under this Agreement and/or the Data Protection Legislation.

15.2. Any limitation of liability set forth in the Service agreement will not apply to this Agreement’s

indemnity or reimbursement obligations.16. Notice

16.1. Any notice given to a party under or in connection with this Agreement shall be in writing and shall

be sent by email to the addresses on the contact us page (or an address substituted in writing by

the party to be served).

16.2. Any notice shall be deemed to have been received if sent by email, at the time of transmission, or, if

this time falls outside Business Hours in the place of receipt, when Business Hours resume.

16.3. This clause does not apply to the service of any proceedings or other documents in any legal action

or, where applicable, any arbitration or other method of dispute resolution.A. Personal Data processing purposes and details

This Annex provides a detailed description of the processing activities governed by this DPA.

Subject Matter: The subject matter of the processing is the provision of Nouel Catis Foodstuff Trading

L.L.C’s services as described in the Main Agreement.

Duration: The processing will occur for the duration of the Main Agreement and as long as is necessary to

fulfill the terms of this DPA and any legal obligations.

Nature and Purpose: The purpose of the processing is to enable Nouel Catis Foodstuff Trading L.L.C to

provide its services, which may include data storage, data analytics, user support, and service-related

communications.

Type of Personal Data: This may include, but is not limited to, a wide range of personal information such as

names, contact information, IP addresses, location data, business-related data, and other data types as

submitted by the Customer.

Categories of Data Subjects: Data subjects may include the Customer’s employees, clients, customers,

business partners, and other end-users of the Customer’s services.B. Security measures

Nouel Catis Foodstuff Trading L.L.C has implemented the following measures to protect Customer

Personal Data:

Physical Access Controls: Measures to prevent unauthorised physical access to data centres and server

rooms. This includes multi-factor authentication for entry, video surveillance, and visitor logs.

System Access Controls: Measures to prevent unauthorised access to data processing systems. This

includes strong password policies, multi-factor authentication, and a least-privilege access model.

Data Access Controls: Measures to ensure that only authorised personnel can access Personal Data. This

includes role-based access controls, data encryption at rest and in transit, and granular access

permissions.

Transmission Controls: Measures to ensure that data cannot be read, copied, or altered during electronic

transmission or transport. This includes using end-to-end encryption for all data transfers.

Input Controls: Measures to ensure that data can only be entered, altered, or deleted by authorised

personnel. This includes system-level audit trails and change logs.

Availability Controls: Measures to protect data against accidental destruction or loss. This includes regular

data backups, a disaster recovery plan, and business continuity protocols.

Data Segregation: Measures to ensure that data collected for different purposes is processed separately.

This includes logical separation of Customer data within multi-tenant environments.

Regular Testing: Regular penetration testing, vulnerability scanning, and security assessments to identify

and address potential weaknesses in Nouel Catis Foodstuff Trading L.L.C’s security posture.