Data Processing Addendum (DPA)

This Data Processing Addendum (“DPA”) is incorporated by reference into SarvadaTech’ Terms of Service or other agreement governing the use of SarvadaTech’ services (“Agreement”) entered by and between you, the Customer (as defined in the Agreement) (collectively, “you”, “your”, “Customer”), and SarvadaTech Ltd. (“SarvadaTech”, “us”, “we”, “our”) to reflect the parties’ agreement with regard to the Processing of Personal Data by SarvadaTech solely on behalf of the Customer. Both parties shall be referred to as the “Parties” and each, a “Party”.

Capitalized terms not defined herein shall have the meanings assigned to such terms in the Agreement.

By using the Services, Customer accepts this DPA and you represent and warrant that you have full authority to bind the Customer to this DPA. If you cannot, or do not agree to, comply with and be bound by this DPA, or do not have authority to bind the Customer or any other entity, please do not provide Personal Data to us.

In the event of any conflict between certain provisions of this DPA and the provisions of the Agreement, the provisions of this DPA shall prevail over the conflicting provisions of the Agreement, solely with respect to the Processing of Personal Data.

(a) “Affiliate” means any entity that directly or indirectly controls, is controlled by, or is under common control with the subject entity. “Control”, for purposes of this definition, means direct or indirect ownership or control of more than 50% of the voting interests of the subject entity.

(b) “Authorized Affiliate” means any of Customer’s Affiliate(s) which is explicitly permitted to use the Services pursuant to the Agreement between Customer and SarvadaTech but has not signed its own agreement with SarvadaTech and is not a “Customer” as defined under the Agreement.

(c) “CCPA” means the California Consumer Privacy Act of 2018, Cal. Civ. Code §§ 1798.100 et. Seq, and its implementing regulations, as may be amended from time to time.

(d) The terms, “Controller”, “Member State”, “Processor”, “Processing” and “Supervisory Authority” shall have the same meaning as in the GDPR. The terms “Business”, “Business Purpose”, “Consumer” and “Service Provider” shall have the same meaning as in the CCPA.For the purpose of clarity, within this DPA “Controller” shall also mean “Business”, and “Processor” shall also mean “Service Provider”, to the extent that the CCPA applies. In the same manner, Processor’s Sub- processor shall also refer to the concept of Service Provider.

(e) “Data Protection Laws” means all applicable and binding privacy and data protection laws and regulations, including those of Mumbai, India, and other relevant jurisdictions, including the GDPR, the UK GDPR, and the CCPA, applicable to, and in effect at the time of, the Processing of Personal Data hereunder.

(f) “Data Subject” means the identified or identifiable person to whom the Personal Data relates.

(g) “GDPR” means the Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data.

(h) “Personal Data” or “Personal Information” means any information that identifies, relates to, describes, is capable of being associated with, or could reasonably be linked, directly or indirectly, to or with an identified or identifiable natural person or Consumer, which is processed by SarvadaTech solely on behalf of Customer under this DPA and the Agreement.

(i) “Services” means the SarvadaTech cloud-based services including our platforms, products, services, applications, application programming interface (“API”), tools, and any ancillary or supplementary SarvadaTech products and services (including Upgrades (as defined in the Agreement)), offered online and via mobile application (“Platform”), and any other services provided to Customer by SarvadaTech under the Agreement.

(j) “Security Documentation” means the security documentation, as updated from time to time, setting forth the technical and organizational measures adopted by SarvadaTech that are applicable to the Processing of Personal Data by SarvadaTech under the Agreement and this DPA.

(k) “Sensitive Data” means Personal Data that is protected under special legislation and requires unique treatment, such as “special categories of data”, “sensitive data” or other materially similar terms under applicable Data Protection Laws, which may include any of the following:

(a) social security number, tax file number, passport number, driver’s license number, or similar identifier (or any portion thereof);

(b) financial or credit information, credit or debit card number;

(c) information revealing racial or ethnic origin,

political opinions, religious or philosophical beliefs, trade union membership, genetic data or biometric data for the purpose of uniquely identifying a natural person, data concerning a person’s health, sex life or sexual orientation, or data relating to criminal convictions and offences;

(d) Personal Data relating to children; and/or

(e) account passwords in unhashed form.

(l) “Standard Contractual Clauses” means

(a) in respect of transfers of Personal Data subject to the GDPR, the Standard Contractual Clauses between controllers and processors (located here), and between processors and processors (located here) as approved by the European Commission Implementing Decision (EU) 2021/914 of 4 June 2021, including all Annexes I, II and V thereto, (”EU SCCs”);

(b) in respect of transfers of Personal Data subject to the UK GDPR, the International Data Transfer Addendum to the EU Commission Standard Contractual Clauses of 21 March 2022 (version B.1.0) (“IDTA”), as incorporated into the EU SCCs through Annex III thereto (“UK Addendum”); and

(c) in respect of transfers subject to the Federal Act on Data Protection (as revised as of 25 September 2020), the terms set forth in Annex IV of the EU SCCs (“Switzerland Addendum”).

(m) “Sub-processor” means any third party that carries out specific Processing activities of Personal Data under the instruction of SarvadaTech.

(n) “UK GDPR” means the Data Protection Act 2018, as well as the GDPR as it forms part of the law of England and Wales, Scotland and Northern Ireland by virtue of section 3 of the European Union (Withdrawal) Act 2018 and as amended by the Data Protection, Privacy and Electronic Communications (Amendments etc.) (EU Exit) Regulations 2019 (SI 2019/419).

2.1. Roles of the Parties. The Parties acknowledge and agree that with regard to the Processing of Personal Data solely by SarvadaTech on behalf of Customer:

(a) Customer is the Controller of Personal Data, and

(b) SarvadaTech is the Processor of such Personal Data. The terms “Controller” and “Processor” below signify Customer and SarvadaTech, respectively.

2.2. Customer’s Obligations. Customer, in its use of the Services, and Customer’s instructions to the Processor, shall comply with Data Protection Laws, the Agreement, and this DPA. Customer shall establish and have any and all required legal bases in order to collect, Process, and transfer to Processor the Personal Data, and to authorize the Processing activities conducted by Processor on Customer’s behalf in accordance with the Agreement and this DPA, including the pursuit of a Business Purpose.

2.3. Processor’s Processing of Personal Data. Processor shall Process Personal Data for the following purposes:

(a) in accordance with the Agreement and this DPA;

(b) in connection with its provision of the Services;

(c) to comply with Customer’s reasonable and documented instructions, where such instructions are consistent with the terms of the Agreement and this DPA, and regard the manner in which the Processing shall be performed;

(d) to share Personal Data with, or receive Personal Data from, third parties in accordance with Customer’s instructions and/or pursuant to Customer’s use of the Services (e.g., integrations between Services and any services provided by third parties as configured by or on behalf of Customer);

(e) rendering Personal Data to be Anonymous Information (as defined in the Agreement); and

(f) as required under the laws applicable to Processor, and/or as required by a court of competent jurisdiction or other competent governmental or semi-governmental authority in Mumbai, India, provided that Processor shall inform Customer of the legal requirement before Processing, unless such law or order prohibits disclosing such information.

Processor shall inform Customer without undue delay if, in Processor’s reasonable opinion, an instruction for the Processing of Personal Data given by Customer infringes applicable Data Protection Laws, unless Processor is prohibited from notifying Customer under applicable Data Protection Laws. It is hereby clarified that Processor has no obligation to assess whether instructions by Customer infringe any Data Protection Laws.

2.4. Details of Processing. The subject-matter of Processing of Personal Data by Processor is the performance of the Services pursuant to the Agreement and this DPA. The details relating to the duration, nature and purpose, types of Personal Data, and categories of Data Subjects Processed under this DPA are further specified in Schedule 1 (Details of Processing) to this DPA.

2.5. Sensitive Data. The Parties agree that the Services are not intended for the Processing of Sensitive Data, and that if Customer wishes to use the Services to Process Sensitive Data, it must first obtain Hi Tech Enterprises’ explicit prior written consent and enter into any additional agreements as may be required by SarvadaTech.

2.6. CCPA Standard of Care; No Sale or Sharing of Personal Information. Processor acknowledges and confirms that it does not receive or process any Personal Information as consideration for any services or other items that Processor provides to Customer under the Agreement or this DPA. Processor certifies that it understands the rules, requirements, and definitions of the CCPA and agrees to refrain from selling or sharing (as such terms are defined in the CCPA) any Personal Information Processed hereunder, without Customer’s prior written consent or instruction, nor take any action that would cause any transfer of Personal Information to or from Processor under the Agreement or this DPA to qualify as “selling” and/or “sharing” such Personal Information under the CCPA. Processor acknowledges that Customer discloses Personal Information to Processor only for limited and specified purposes set out in this DPA and the Agreement. Processor shall process all Personal Information only

(a) for such limited and specific purpose(s), and

(b) in compliance with applicable sections of the CCPA. Processor shall not

(i)retain, use, or disclose Personal Information outside the direct business relationship of the Parties, as described in the Agreement, or for any business or commercial purpose other than for the specific business purpose of performing the Services or as otherwise permitted by the CCPA, the Agreement, and/or this DPA; nor

(ii) combine – by way of logical separation – personal information that Processor processes on behalf of other parties with Personal Information of Customer, unless expressly permitted under the CCPA, its implementing regulations, the Agreement, and/or this DPA between the Parties. Processor further acknowledges that Customer has the right, upon notice, to take reasonable and appropriate steps designed to stop and remediate any unauthorized use of Personal Information by Processor. Processor shall notify Customer if Processor makes a determination that it can no longer meet its obligations under the CCPA.

If Processor receives a request from a Data Subject or Consumer to exercise their rights (to the extent available to them under applicable Data Protection Laws), including access, rectification, restriction of Processing, erasure, data portability, objection to the Processing, not to be subject to automated individual decision making, to opt-out of the sale of Personal Information, or not to be discriminated against (“Data Subject Request”), Processor shall notify Customer or refer Data Subject or Consumer to Customer. Taking into account the nature of the Processing, Processor shall assist Customer, insofar as this is possible and reasonable, to enable Customer to respond to a Data Subject Request. Processor may refer Data Subjects or Consumers to the Customer’s Admin for the treatment of such requests or advise them on using the self-exercising features available within the Platform.

Processor shall ensure that its personnel and contractors engaged in the Processing of Personal Data have committed themselves to confidentiality or are otherwise under a statutory obligation of confidentiality.

5.1. Appointment of Sub-processors Customer acknowledges and agrees that

(a) Processor’s Affiliates may be engaged as Sub-processors; and

(b) Processor and Processor’s Affiliates may each engage third party Sub-processors in connection with the provision of the Services.

5.2. List of Current Sub-processors and Notification of New Sub-processors

5.2.1. As of the Effective Date, Customer hereby grants Processor general written authorization to engage with the Sub-processors that are currently used by Processor to process Personal Data.

5.2.2. The mechanism to subscribe to notifications of the engagement of new and the replacement of existing Sub-processors is available, and Customer acknowledges that it shall subscribe to this mechanism upon entering this DPA. Notifications sent through this mechanism fulfill Processor’s obligations to notify Customer of the appointment of a new or replacement of an existing Sub-processor.

5.3. Objection to New Sub-processors Pursuant to the publication of a new Sub-processor Notice, Customer may reasonably object to Processor’s use of a new or replacement of a Sub-processor for reasons relating to the protection of Personal Data intended to be Processed by such Sub-processor. Such objection must be submitted promptly by notifying Processor in writing within seven (7) days following publication of a new Sub- processor Notice, in which Customer shall detail the reasons for the objection to using such new Sub- processor. Where Customer has not objected within such seven (7) day period in the manner described above, the use of the new Sub-Processor shall be deemed accepted by Customer. In the event Customer reasonably objects to a new Sub-processor, as permitted in the preceding sentences, Processor will use reasonable efforts to make available to Customer a change in the Services or recommend a commercially reasonable change to Customer’s configuration or use of the Services to avoid Processing of Personal Data by the objected-to new Sub-processor without unreasonably burdening the Customer. If Processor is unable to make available such change within thirty (30) days following receipt of the objection, Customer may, as a sole remedy, terminate the Agreement and this DPA with respect only to such Services and/or those components of the Services which cannot be provided by Processor without the use of the objected-to new Sub-processor, by providing written notice to Processor. All amounts outstanding under the Agreement before the termination date with respect to the Processing at issue shall be duly paid to Processor. Until a decision is made regarding the new Sub- processor, Processor may temporarily avoid or cease the Processing of the affected Personal Data and/or suspend access to the respective Services. Customer will have no further claims against Processor due to the termination of the Agreement (including, without limitation, requesting refunds) and/or the DPA in the situation described in this paragraph.

5.4. Agreements with Sub-processors Processor or a Processor’s Affiliate has entered into a written agreement with each existing Sub- processor, and shall enter into a written agreement with each new Sub-processor, containing the same or materially similar data protection obligations as set out in this DPA, in particular obligations to implement appropriate technical and organizational measures in such a manner that the Processing will meet the requirements of applicable Data Protection Laws in Mumbai, India. Where a Sub-processor fails to fulfill its data protection obligations concerning its Processing of Personal Data, Processor shall remain responsible to the Customer for the performance of the Sub-processor’s obligations.

6.1. Controls for the Protection of Personal Data Processor shall maintain appropriate industry-standard technical and organizational measures for protection of Personal Data Processed hereunder (including measures against unauthorized or unlawful Processing and against accidental or unlawful destruction, loss or alteration or damage, unauthorized disclosure of, or access to, Personal Data, confidentiality, and integrity of Personal Data). Upon Customer’s reasonable request, Processor will reasonably assist Customer, at Customer’s cost and subject to the provisions of Section 11.1 below, in ensuring compliance with the obligations pursuant to applicable Data Protection Laws taking into account the nature of the Processing and the information available to Processor.

6.2. Audits and Inspections Upon Customer’s 14 days prior written request at reasonable intervals (but no more than once every 12 months), and subject to strict confidentiality undertakings by Customer, Processor shall make available to Customer that is not a competitor of Processor (or Customer’s independent, reputable, third-party auditor that is not a competitor of Processor and not in conflict with Processor, subject to their confidentiality and non-compete undertakings) information necessary to demonstrate compliance with this DPA, and allow for and contribute to audits, including inspections, conducted by them. Processor may satisfy its obligations under this section by answering Customer’s questionnaire-based audits and/or by providing Customer with attestations, certifications, and summaries of audit reports conducted by accredited third- party auditors solely related to Processor’s compliance with this DPA. Any information relating to audits, inspections, and the results therefrom, including the documents reflecting the outcome thereof, shall only be used by Customer to assess Processor’s compliance with this DPA, and shall not be used for any other purpose or disclosed to any third party without Processor’s prior written approval. Upon Processor’s first request, Customer shall transfer to Processor all records or documentation that was provided by Processor or collected and/or generated by Customer (or each of its mandated auditors) in the context of the audit and/or the inspection.

6.3. In the event of an audit or inspections as set forth above, Customer shall ensure that it (and each of its mandated auditors) will not cause (or, if it cannot avoid, minimize) any damage, injury, or disruption to Processor’s operations, premises, equipment, personnel, and business, as applicable, while conducting such audit or inspection.

6.4. The audit rights set forth in 6.2 above shall only apply to the extent that the Agreement does not otherwise provide Customer with audit rights that meet the relevant requirements of Data Protection Laws (including, where applicable, article 28(3)(h) of the applicable Data Protection Laws). If and to the extent that the Standard Contractual Clauses apply, nothing in this Section 6 varies or modifies the Standard Contractual Clauses nor affects any Supervisory Authority’s or Data Subject’s rights under the Standard Contractual Clauses.

7.1. Processor maintains internal security incident management policies and procedures and, to the extent required under applicable Data Protection Laws, shall notify Customer without undue delay after becoming aware of the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to Personal Data Processed by Processor on behalf of the Customer (“Data Incident”). Processor shall make reasonable efforts to identify and take those steps as Processor deems necessary and reasonable designed to remediate and/or mitigate the cause of such Data Incident to the extent the remediation and/or mitigation is within Processor’s reasonable control. The obligations herein shall not apply to Data Incidents that are caused by Customer, its Users, or anyone who uses the Services on Customer’s behalf.

7.2. Customer will not make, disclose, release, or publish any finding, admission of liability, communication, notice, press release, or report concerning any Data Incident which directly or indirectly identifies Processor (including in any legal proceeding or in any notification to regulatory or supervisory authorities or affected individuals) without Processor’s prior written approval, unless, and solely to the extent that, Customer is compelled to do so pursuant to applicable Data Protection Laws. In the latter case, unless prohibited by such laws, Customer shall provide Processor with reasonable prior written notice to provide Processor with the opportunity to object to such disclosure and in any case Customer will limit the disclosure to the minimum scope required by such laws.

Following termination of the Agreement and cessation of the Services, at the choice of Customer (indicated through the Platform or in written notification to Processor), Processor, upon notice by Customer, shall delete or return to Customer all the Personal Data it Processes on behalf of the Customer in the manner described in the Agreement, unless laws applicable to Processor require or permit otherwise.

9.1. Transfers from Mumbai, India to countries that offer an adequate level of data protection Personal Data may be transferred from Mumbai, India to countries that offer an adequate level of data protection under or pursuant to the adequacy decisions published by the relevant authorities of Mumbai, India, or similar approved mechanisms and frameworks, as applicable, without any further safeguard being necessary.

9.2. Direct Transfers from Mumbai, India to other countries If the Processing of Personal Data by Processor includes a direct transfer from Customer to Hi Tech Enterprises:

(i) from Mumbai to other countries which have not been subject to a relevant Adequacy Decision, and such transfers are not performed through an alternative compliance mechanism recognized by Data Protection Laws (as may be adopted by Processor in its own discretion) (“Mumbai Transfer”), the terms set forth in the relevant data protection agreements shall apply;

(ii) the terms set forth in Annex V of the applicable agreements (Additional Safeguards) shall apply to any Mumbai Transfer where the Standard Contractual Clauses apply.

9.3. Onward Transfers from Mumbai, India to other countries Where Processor onward transfers Personal Data from Mumbai, India to authorized Sub-processors, including Processor Affiliates, in countries which are not subject to an Adequacy Decision, the applicable data protection agreements, as adjusted pursuant to guidance from the relevant authorities, shall apply.

9.4. Transfers from other countries If the Processing of Personal Data by Processor includes a transfer of Personal Data by and/or mandated by Customer to Processor from any other jurisdiction which mandates a particular compliance mechanism for the lawful transfer of such data be established, Customer shall notify Processor of such applicable requirements, and the Parties may seek to make any necessary amendments to this DPA in accordance with provisions of Section 11.2 below.

10.1. Contractual Relationship The Parties acknowledge and agree that, by executing this DPA, Customer enters into the DPA on behalf of itself and, as applicable, in the name and on behalf of its Authorized Affiliates. In such cases, each Authorized Affiliate agrees to be bound by the Customer’s obligations under this DPA, if and to the extent that Processor Processes Personal Data on behalf of such Authorized Affiliates, thus qualifying them as the “Controller” with respect to the Personal Data Processed on their behalf. All access to and use of the Services by Authorized Affiliates must comply with the terms and conditions of the Agreement and this DPA, and any violation of the terms and conditions therein by an Authorized Affiliate shall be deemed a violation by Customer.

10.2. Communication Customer shall remain responsible for coordinating all communication with Processor under the Agreement and this DPA and shall be entitled to make and receive any communication in relation to this DPA on behalf of its Authorized Affiliates.

11.1. Data Protection Impact Assessment and Prior Consultation Upon Customer’s reasonable request, Processor shall provide Customer, at Customer’s cost, with reasonable cooperation and assistance needed to fulfill Customer’s obligation under the Data Protection Laws applicable in Mumbai, India, to carry out a data protection impact assessment related to Customer’s use of the Services, to the extent Customer does not otherwise have access to the relevant information, and to the extent such information is available to Processor. Processor shall provide, at Customer’s cost, reasonable assistance to Customer in the cooperation or prior consultation with the relevant authorities in Mumbai, India in the performance of its tasks relating to this Section 11.1, to the extent required under applicable Data Protection Laws.

11.2. Modifications Each Party may, by at least forty-five (45) calendar days prior written notice to the other Party, request in writing any variations to this DPA if they are required as a result of any change in applicable Data Protection Laws to allow Processing of Customer Personal Data to be made (or continue to be made) without breach of such Data Protection Laws. Pursuant to such notice, the Parties shall use commercially reasonable efforts to accommodate such required modification, and negotiate in good faith with a view to agreeing and implementing those or alternative variations designed to address the requirements under applicable Data Protection Law as identified in Customer’s or Processor’s notice as soon as is reasonably practicable. In addition, Processor may amend this DPA from time to time without notice, provided that such changes are not adverse in any material aspect with respect to the Customer’s rights or Processor’s obligations (i.e., error and typo fixing, making technical adjustments, or for any other reasons as Processor deems necessary). For clarity, if Processor makes any material adverse change to Customer’s rights or Processor’s obligations, Processor will notify Customer by posting an announcement on the site, via the Platform and/or by sending an email.

Nature and Purpose of Processing

Providing the Services to Customer;

Performing the Agreement, this DPA, and/or other contracts executed by and between the Parties; Acting upon Customer’s instructions, where such instructions are consistent with the terms of the Agreement;

Sharing Personal Data with third parties in accordance with Customer’s instructions and/or pursuant to Customer’s use of the Services (e.g., integrations between the Services and any services provided by third parties, as configured by or on behalf of Customer to facilitate the sharing of Personal Data between the Services and such third-party services);

Rendering Personal Data to be Anonymous Information;

Complying with applicable laws and regulations;

All tasks related to any of the above.

Duration of Processing

Subject to any section of the DPA and/or the Agreement dealing with the duration of the Processing and the consequences of the expiration or termination thereof, Processor will Process Personal Data for the duration of the Agreement and provision of the Services thereunder, unless otherwise agreed upon in writing.

Type of Personal Data

Customer may submit Personal Data to the Services, the type and extent of which is determined and controlled by Customer in its sole discretion.

Categories of Data Subjects

The Categories of Data Subjects relating to the Personal Data that will be processed by Processor are dependent on the Customer and may include, but are not limited to, any of the following categories:

Employees, agents, advisors, freelancers of Customer (who are natural persons)

Prospects, customers, business partners, and vendors of Customer (who are natural persons)

Employees or contact persons of Customer’s prospects, customers, business partners, and vendors

Any other third-party individual whose Personal Data is Processed by the Services.