#1. Identification of Pillow

The company Tape Labs ("Pillow") is a simplified joint-stock company (société par actions simplifiée) registered with the Trade and Companies Registry (RCS) of Créteil under number 925 003 303, with its registered office at 14 avenue du Général de Gaulle, 94160 Saint-Mandé, France.

Pillow may be contacted at the following details: hi@trypillow.ai

#2. Description of the Services

Pillow offers to the client identified in the Quotation as defined hereinafter (the "Client") the services described below (the “Services”).

Pillow is an automated conversational agent powered by artificial intelligence technology enabling companies to conduct end-user research campaigns regarding their experience of using their products and/or services (the "Solution").

For each user search campaign created (the “Studies”), the Solution enables, through an invitation link sent to the individuals surveyed (the "End-User"):

1. To interview and conduct conversations with End-Users concerning the Client’s products and/or services (the "Conversation");

2. To record and transcribe Conversations in the form of exploitable and searchable corpus for use by the Client’s teams through the various processing features described on the Website (the "Corpus").

The Conversation, the Corpus and any results generated from processing them through the various features available on the Solution constitute the "Results".

Prior to any subscription, the Client acknowledges that it may review the characteristics of the Services and their constraints, including technical constraints, on the website https://trypillow.ai (the "Website").

The Client acknowledges that the implementation of the Services requires an internet connection and that the quality of the Services depends on such connection, for which Pillow bears no responsibility.

The Services to which the Client has subscribed are described in the Quotation.

Any request to add new Services will be subject to an additional quotation, which will be added to the initial Quotation, with all terms and conditions remaining as set out herein.

Pillow reserves the right to offer any other Services.

#3. Contractual Documents

The contractual relationship between the Client and Pillow is governed, in decreasing hierarchical order, by the following documents:

#4. Eligibility Requirements for the Services

(i) The Client is a legal entity acting through a natural person who has the authority or authorization required to enter into contracts in the name of and on behalf of the Client.

(ii) The Client qualifies as a professional, meaning any natural or legal person acting for purposes falling within the scope of their commercial, industrial, craft, liberal or agricultural activity, including when acting in the name of or on behalf of another professional.

#5. Access to Services

In order to benefit from the Services, the Client must:

• Complete the contact form provided for this purpose on the Website, or

• Contact Pillow directly at the contact details mentioned in the article "Identification of Pillow".

Pillow will review the Client’s request and may refuse it for any reason, in particular if it does not meet the conditions set out in the article "Eligibility Requirements for the Services".

The Client’s subscription to the Services by signing the Quotation shall result, within 48 business hours, in the opening of an account in the Client’s name (the "Account") enabling the Client to access the Services using their login credentials and password.

Once the Client’s Account has been created, the Client may freely create access for users (the "Users").

The Client is solely responsible for creating access for Users, configuring their access rights, and their personal use of the Solution.

#6. Third-Party Applications

The Solution is designed to interface with a selection of third-party partner applications and services, the updated list of which is available on the Website.

The Client is solely responsible for the technical implementation of such integrations within its information system. To this end, Pillow provides the Client with technical documentation and configuration instructions. The Client undertakes to strictly follow these integration protocols. For any request for Pillow’s assistance with integration, the Client must submit a request to Pillow, which will issue a specific quotation accordingly.

Pillow shall not be held liable for malfunctions, connection failures or data losses resulting from (i) the Client’s failure to comply with the integration instructions provided by Pillow; (ii) an outdated or non-standard configuration of the Client’s third-party tools; (iii) the absence of the required administration or API rights on the Client’s third-party tools.

#7. Supplementary Services

7.1 Maintenance

The Client shall benefit from maintenance services throughout the term of the Services, including corrective and evolutionary maintenance. In this context, access to the Solution may be limited or suspended.

Regarding corrective maintenance, Pillow shall use its best efforts to provide the Client with corrective maintenance in order to remedy any malfunction or bug identified in the Solution.

Regarding evolutionary maintenance, Pillow may automatically and without prior notice carry out evolutionary maintenance operations, including improvements to the Solution’s features, the addition of new features and/or technical installations used in the context of the Solution (whether minor or major extensions).

Access to the Solution may furthermore be limited or suspended for scheduled maintenance reasons, which may include the corrective and evolutionary maintenance operations mentioned above. In such case, Pillow undertakes to notify the Client in advance by any written means, and shall use its best efforts to ensure that such operations are carried out outside of business hours, Monday to Friday from 9:00 a.m. to 6:00 p.m., Paris, France time.

7.2 Hosting

Pillow shall ensure, by way of a best-efforts obligation, the hosting of the Solution through a professional hosting service provider, on servers located within the territory of the European Union.

7.3 Technical Support

In the event of any difficulty encountered when using the Services, the Client may contact Pillow at the details mentioned in the article "Identification of Pillow".

The technical support service is available Monday to Friday, excluding public holidays, from 9:00 a.m. to 6:00 p.m. Depending on the identified need, Pillow will estimate the response time and keep the Client informed accordingly.

#8. Term of Subscription to the Services

Unless otherwise specified in the Quotation, the Client subscribes to the Services on a monthly subscription basis (the "Subscription").

The Subscription shall be automatically renewed for successive periods of the same duration (together with the initial period, the "Periods"), on a date-to-date basis, unless the Subscription is terminated in accordance with the article "Termination of Services".

#9. Financial Terms

9.1 Services Pricing

The price of the Subscription is indicated in the Quotation.

The Subscription price is determined per Period, on the basis of an estimated number of Conversations that obtain a response from the End-User (the “Engaged Conversations”).

This estimate is indicated in the Quotation.

Any excess over this estimate shall be subject to additional invoicing at the price indicated in the Quotation.

Any Subscription Period that has commenced is due in full and the Client may not request a refund if the estimated volume is not achieved by the end of the Period.

Subscription prices may be revised at any time under the conditions set out in the article "Modification of the General Terms and Conditions".

9.2 Invoicing and Payment Terms

Pillow shall send the Client an invoice per Period by any appropriate means.

Payment shall be made by direct debit upon subscription to the Subscription, and at each renewal, or by bank transfer.

The Client warrants to Pillow that it holds the necessary authorizations to use this payment method.

9.3 Consequences of late payment or Default

In the event of payment default or delay, Pillow reserves the right, from the day following the due date shown on the invoice, to:

• Immediately suspend the Services in progress until full payment of all amounts due,

• Charge a late payment interest equal to three (3) times the statutory interest rate, applied to the outstanding amounts, together with a fixed recovery fee of forty euros (€40), without prejudice to additional compensation if the recovery costs actually incurred exceed this amount.

#10. Intellectual Property Rights

10.1 Intellectual Property Rights in the Solution

The Solution is the property of Pillow, as are the software, infrastructure, databases and content of any kind (texts, images, visuals, music, logos, trademarks, etc.) that it operates. They are protected by all applicable intellectual property rights or database producer rights. The license granted by Pillow to the Client does not entail any transfer of ownership.

The Client, and the Users, benefit from a non-exclusive, non-transferable SaaS license to use the Solution for the duration set out in the article "Term of Subscription to the Services".

10.2 Ownership Rights in Results

The Results are and remain the property of the Client. However, access to such Results by Pillow is necessary for the provision of the Services. Accordingly, the Client consents to Pillow a perpetual and free license in order to (i) modify and/or adapt any Result for the purposes of processing, analysis and synthesis within the Solution, and (ii) reuse the Results in anonymized form, with a view to improving its Services.

#11. Commercial References

The parties may use each other’s respective names, trademarks and logos as commercial references throughout the duration of their contractual relationship and for three (3) years thereafter.

#12. Client’s Obligations and Liability

Without prejudice to the other obligations set forth herein, the Client undertakes to comply with the following obligations:

12.1 The Client undertakes to provide Pillow with all information necessary for the subscription to and use of the Services.

12.2 The Client is responsible for its use of the Services and for all information it shares in this context. It is also responsible for the use of the Services and all information shared by the Users. It undertakes to ensure that the Services are used exclusively by itself and/or the Users, who are subject to the same obligations as the Client in their use of the Services.

More specifically:

• The Client is solely responsible for any modifications it makes to the summaries or analyses provided by Pillow. The Client is solely responsible for their accuracy and completeness, and Pillow shall under no circumstances be held liable for any error, typo, omission or information likely to mislead the Solution.

• The Client is responsible for the use it makes of the Results. Pillow’s liability cannot under any circumstances be engaged in this regard.

The Client shall refrain from misusing the Services for purposes other than those for which they were designed, and in particular for:

• Carrying out any illegal or fraudulent activity,

• Disturbing public order or good morals,

• Infringing the rights of third parties in any manner whatsoever,

• Violating any contractual, legislative or regulatory provision,

• Conducting any activity likely to interfere with a third party’s computer system, in particular with a view to violating its integrity or security,

• Carrying out any actions aimed at promoting its own or a third party’s services and/or websites,

• Aiding or inciting a third party to commit one or more of the acts or activities listed above.

The Client shall also refrain from:

• Copying, modifying or misappropriating any element belonging to Pillow or any concept it uses in the context of the Services,

• Adopting any conduct likely to interfere with or divert Pillow’s computer systems or to undermine its computer security measures,

• Prejudicing the financial, commercial or moral rights and interests of Pillow,

• Commercializing, transferring or granting access in any manner whatsoever to the Services, information hosted on the Solution or any element belonging to Pillow.

The Client is responsible for all content of any nature that it disseminates in the context of the Services (collectively, the "Content").

The Client shall refrain from disseminating any Content (this list is not exhaustive):

• That is contrary to public order and good morals (pornographic, obscene, indecent, shocking or inappropriate for a family audience, defamatory, abusive, violent, racist, xenophobic or revisionist),

• That infringes the rights of third parties (infringing content, breach of personality rights, etc.) and more generally violates any contractual, legislative or regulatory provision,

• That is prejudicial to third parties in any way whatsoever,

• That is false, misleading or that offers or promotes unlawful, fraudulent or deceptive activities,

• That is harmful to third parties’ computer systems.

12.3 In the context of the Studies, the Client undertakes to strictly comply with applicable legislation on the interception of communications and personal data. The Client warrants (i) to inform End-Users in advance of the recording of the Conversation, its purpose (AI/Transcription) and their rights; (ii) to collect their consent where required; (iii) not to use the Solution to record sensitive data (health data, criminal offences, national identification numbers) without specific authorization. The Client assumes full responsibility for any failure to inform or obtain consent and indemnifies Pillow against any claims from third parties participating in the Studies.

12.4 The Client shall indemnify Pillow against any claim and/or action that may be brought against it as a result of a breach of any of the Client’s obligations. The Client shall compensate Pillow for the loss suffered and reimburse it for all amounts it may be required to pay as a result.

#13. Pillow’s Obligations and Liability

Without prejudice to the other obligations set forth in the Agreement, Pillow undertakes to comply with the following obligations:

13.1 Pillow undertakes to provide the Services with due diligence, it being specified that it is bound by a best-efforts obligation.

13.2 Pillow shall use its best efforts to provide the Client with quality Services. To this end, it regularly carries out checks to verify the operation and accessibility of its Services and may thus perform maintenance under the conditions specified in the article "Maintenance".

Pillow shall not, however, be liable for temporary difficulties or inability to access its Services arising from:

• Circumstances external to its network (including partial or total failure of the Client’s servers),

• Failure of equipment, cabling, services or networks not included in its Services or not under its responsibility,

• Interruption of Services by telecommunications operators or internet service providers,

• The Client’s intervention, in particular through an incorrect configuration applied to the Services,

• A case of force majeure.

13.3 The Client acknowledges that Pillow entrusts the hosting of the Solution to specialised third-party service providers. Since Pillow does not have physical control over the servers, it shall not be held liable for unavailability, slowdowns or breakdowns originating in the infrastructure of such third-party providers.

Furthermore, it does not guarantee that the Services:

• Subject to constant research to improve performance and progress, will be entirely free from errors, faults or defects,

• Being standard and in no way offered in accordance with the Client’s personal constraints, will specifically meet its needs and expectations.

13.4 The Client acknowledges that the quality, relevance and accuracy of the Studies are intrinsically linked to the quality of the Content provided by the Client and/or the quality of responses provided by the End-Users and/or publicly available information concerning the Client’s company and/or its products and/or services.

Consequently, Pillow shall not be held liable for the poor quality, incompleteness or inconsistency of the Studies and/or any Results deriving therefrom, in the following cases:

• Poor quality of End-Users written answers and/or recordings (background noise, overlapping voices, microphone issues, inarticulate diction);

• Factually incorrect, incomplete, outdated or contradictory information present in the Content provided by the Client to launch the Studies;

• Incorrect public information of the Client, notwithstanding all the care taken by Pillow in the selection of external sources for retrieving information related to the company and/or products and/or services marketed by the Client;

• Use of technical terms, company jargon, specific acronyms or proper nouns not recognized by standard models. The Client accepts that the Solution analyses Conversation "as is" and has no autonomous capacity to verify the truthfulness of statements made by End-Users.

13.5 The Client acknowledges that the integration features with third-party applications constitute ancillary features dependent on technical environments external to Pillow. Pillow does not guarantee the sustainability, stability or continuous operation of such connections. Accordingly, Pillow’s liability is expressly excluded in the event of malfunction, disconnection, non-synchronization or inability to connect the Solution to a third-party tool, regardless of the cause (API modification, network timeout, token expiry, firewall block, third-party tool update, etc.). The Client accepts that the Solution may operate in "degraded mode" and undertakes in such case to proceed by manual import/export of files, without this constituting a fault on the part of Pillow or giving rise to any right to compensation.

13.6 The Client acknowledges that the Solution is based on artificial intelligence technologies (LLM, voice recognition). Accordingly, Pillow does not guarantee the truthfulness, completeness or absolute relevance of the Results generated from the analysis and/or processing of the Corpus. The Services constitute a decision-support and productivity tool, and cannot substitute the Client’s judgment, expertise and human verification. It is exclusively the Client’s responsibility to verify the accuracy of such Results before any operational, commercial or legal use. Pillow disclaims all liability for the consequences of any decision made solely on the basis of the Results provided by the Solution.

13.7 The Client is informed that the Solution is based on statistical language models (LLM) and generative artificial intelligence technologies. By virtue of its probabilistic nature, the Solution may generate "hallucinations", meaning content that may appear plausible and syntactically coherent but is factually inaccurate or bears no relation to the Results. Pillow does not guarantee the absence of errors, omissions or misinterpretations in the Results. The use of the Solution does not guarantee results free from biases or reasoning errors.

13.8 Pillow shall use its best efforts to back up all data produced and/or entered by/on the Solution. Save in the event of proven fault on the part of Pillow, it shall not be held liable for any data loss during maintenance operations.

13.9 Pillow shall provide sufficient storage capacity for the operation of the Services. Pillow shall use its best efforts to ensure data security by implementing measures for the protection of infrastructure and the Solution, detection and prevention of malicious acts, and data recovery.

13.10 Pillow acts as a hosting provider for the Content to which the Solution has access. Accordingly, it shall not be held liable for such Content. If Pillow receives a notification concerning unlawful Content, it shall promptly act to remove it or render it inaccessible and may take the measures described in the article "Penalties for Breach".

13.11 Pillow may engage sub-contractors in connection with the performance of the Services, who are subject to the same obligations as Pillow within the scope of their involvement. Pillow shall nonetheless remain solely responsible for the proper performance of the Services. Pillow may substitute any person who will be subrogated to all its rights and obligations under its contractual relationship with the Client. In such case, it shall inform the Client of such substitution by any written means.

#14. Limitation of Pillow’s Liability

Pillow’s liability is limited to direct and proven damages suffered by the Client as a result of the use of the Services.

With the exception of personal injury, death and gross negligence, and subject to the submission of a claim by recorded delivery letter with acknowledgement of receipt within one (1) month of the occurrence of the damage, Pillow’s liability shall not exceed the amounts it has received during the twelve (12) months preceding the event giving rise to liability, or the duration of the provision of its Services if such duration is less.

#15. Admissible Evidence

Proof may be established by any means.

The Client is informed that messages exchanged through the Solution, as well as data collected on the Solution and Pillow’s systems, constitute one of the admissible means of proof, in particular for demonstrating the reality of the Services performed and the calculation of their price.

#16. Personal Data Processing Terms

16.1 General Provisions

The parties each undertake, with respect to their own obligations, to comply with all applicable legal and regulatory requirements relating to the protection of personal data, including Law No. 78-17 of 6 January 1978 in its latest amended version known as the Data Protection Act (Loi Informatique et Libertés) and Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 (together the "Applicable Regulations").

To learn more about the processing operations carried out by Pillow, the Client is invited to read Pillow’s privacy policy accessible here.

16.2 Personal Data Processing by Pillow as Data Processor

In the context of the Services, Pillow processes personal data on behalf of and for the account of the Client as a data processor, while the Client acts as a data controller within the meaning of the Applicable Regulations.

The characteristics of the processing operations are described in the Annex "Data Processing Agreement" of the General Terms and Conditions.

#17. Confidentiality

Each Party undertakes to keep strictly confidential all documents and information of a legal, commercial, industrial, strategic, technical or financial nature relating to or held by the other Party, of which it may become aware in connection with the conclusion and performance of the Agreement, and not to disclose them without the prior written consent of the other Party.

This confidentiality obligation shall not extend to documents and information:

• Of which the receiving Party was already aware,

• Already in the public domain at the time of their communication or which subsequently enter the public domain without breach of these terms,

• Received from a third party in a lawful manner,

• The communication of which is required by judicial authorities, pursuant to applicable laws and regulations or in order to establish a Party’s rights hereunder.

This confidentiality obligation extends to all employees, collaborators, trainees, directors and agents of the Parties as well as their affiliated advisors and co-contractors, to whom confidential documents or information may only be transmitted if they are bound by the same confidentiality obligation as that provided for herein.

This obligation shall take effect from the acceptance of the Quotation by the last of the Parties and shall continue to have effect for five (5) years following the end of the Services.

#18. Force Majeure

Pillow shall not be liable for any failures or delays in the performance of its contractual obligations due to a force majeure event occurring during the term of its relationship with the Client, as defined in Article 1218 of the French Civil Code.

If Pillow is prevented from performing its obligations due to a force majeure event, it must notify the Client thereof by recorded delivery letter with acknowledgement of receipt. The obligations shall be suspended upon receipt of the letter and must be resumed within a reasonable time following the cessation of the force majeure event.

Pillow shall nonetheless remain bound to perform any obligations not affected by a force majeure event.

#19. Termination of Services

The Subscription must be terminated no later than two (2) week] prior to the end of the current Period, by:

• The Client, by sending Pillow a request by email to the contact details mentioned in the article "Identification of Pillow",

• Pillow, by sending an email to the Client.

Any Period that has commenced is due in full.

#20. Reversibility

In the event of termination of the Services, for whatever reason, Pillow undertakes, on a best-efforts basis, to enable the Client to retrieve all of its data so that they may resume their business operations. Pillow will return the data in a standard industry format (such as .csv or .json) that can be easily read by a third-party system.

The following are expressly excluded from the scope of data portability: source codes, database structures, security logs, and any information constituting Pillow’s trade secrets.

The Client has a maximum period of thirty (30) calendar days from the effective date of termination of the Services to request the portability of their data. After this period, Pillow shall no longer be obliged to retain the data and may proceed with its permanent deletion, subject to any legal retention obligations.

The provision of data portability is conditional upon the Client’s prior payment of all sums due in respect of the Services subscribed to.

If this data portability requires specific support services from Pillow (specific data extraction, secure transfer to a third-party provider, etc.), these services will be subject to a specific quotation drawn up by Pillow based on the rates in force on the date of the request.

#21. Penalties for Breach

The following constitute essential obligations with respect to the Client (the "Essential Obligations"):

• Payment of the price,

• Not providing Content contrary to the obligations set out in the Agreement,

• Not providing incorrect or incomplete information to Pillow,

• Complying with standard rules of courtesy and civility in exchanges with Pillow,

• Not using the Services for a third party,

• Not engaging in illegal, fraudulent or harmful activities affecting the rights or security of third parties, public order, or in violation of applicable laws and regulations.

In the event of a breach of any of these Essential Obligations, Pillow may:

• Suspend or delete the Client’s access to the Services,

• Remove any Content related to the breach,

• Publish any informational message on the Solution that Pillow deems appropriate,

• Notify any competent authority, cooperate with it and provide it with all relevant information for the investigation and repression of illegal or unlawful activities,

• Initiate any legal proceedings.

These penalties are without prejudice to any damages and interest that Pillow may claim from the Client.

In the event of a breach of any obligation other than an Essential Obligation, Pillow shall request the Client by any appropriate written means to remedy the breach within a maximum period of fifteen (15) calendar days. The Services shall terminate at the expiry of this period if the breach has not been remedied.

Termination of the Services results in the deletion of the Client’s Account.

#22. Modification of the General Terms and Conditions

Pillow may modify its General Terms and Conditions at any time and shall inform the Client thereof by any written means (including by email) at least two (2) calendar months before they come into effect.

The modified General Terms and Conditions shall apply upon renewal of the Client’s Subscription.

If the Client does not accept such modifications, it must terminate its Subscription in accordance with the terms set out in the article "Termination of Services".

If the Client uses the Services after the modified General Terms and Conditions have come into effect, Pillow shall consider that the Client has accepted them.

#23. Language

The English language shall prevail in the event of any contradiction or dispute regarding the meaning of a term or provision.

#24. Governing Law

The General Terms and Conditions are governed by French law.

In the event of a dispute between the Client and Pillow, and in the absence of an amicable agreement within two (2) months of the first notification, the dispute shall be submitted to the exclusive jurisdiction of the courts of Paris (France), subject to any mandatory provisions to the contrary.

#ANNEX – DATA PROCESSING AGREEMENT

#1. Description of Processing Carried Out by Pillow as Data Processor

#2. Pillow’s Obligations Towards the Client

Data Processing:

Pillow undertakes to process personal data solely for the purposes listed in the table above and in accordance with the Client’s documented instructions, including with regard to the transfer of data outside the European Union. Pillow undertakes to inform the Client if, in its opinion, an instruction constitutes a breach of the Applicable Regulations. Furthermore, if Pillow is required to transfer data to a third country or an international organization under the law applicable to the General Terms and Conditions, it must inform the Client of this legal obligation prior to processing, unless the law concerned prohibits such information on important grounds of public interest.

Data Security and Confidentiality:

Pillow undertakes to implement appropriate technical and organizational measures to ensure the security and integrity of personal data, their backup and the restoration of their availability in the event of a physical or technical incident. Pillow shall also ensure that persons authorized to process personal data are subject to an obligation of confidentiality.

Sub-Processors:

Pillow is authorized to engage the sub-processors (the "Sub-Processors") listed in the table below to carry out specific processing activities.

In the event of any change to the list of authorized Sub-Processors, Pillow shall inform the Client in advance and in writing. Such notification shall clearly indicate the processing activities sub-contracted, as well as the identity and contact details of the Sub-Processor. The Client shall have fifteen (15) days from the date of receipt of such notification to raise legitimate and reasoned objections. In the absence of notification of objections after this period, the Client shall be deemed to have accepted the engagement of the Sub-Processor. In the event of persistent objections by the Client, the Parties shall meet in good faith and use their best efforts to discuss a resolution. Pillow may choose to (i) not engage the Sub-Processor or (ii) take the corrective measures requested by the Client in the context of the objections raised and engage the Sub-Processor. If neither option is reasonably feasible, and if Pillow cannot for legitimate reasons engage another sub-contractor for the envisaged processing, either Party may terminate these General Terms and Conditions upon thirty (30) days’ notice.

The Sub-Processor is required to comply with the obligations of the General Terms and Conditions on behalf of and in accordance with the instructions of the Client. It is Pillow’s responsibility to ensure that the Sub-Processor provides the same sufficient guarantees as to the implementation of appropriate technical and organizational measures so that the processing meets the requirements of the Applicable Regulations. If the Sub-Processor fails to fulfil its data protection obligations, Pillow shall remain fully liable to the Client for the Sub-Processor’s performance of its obligations.

Transfer of Personal Data Outside the European Union:

Pillow is authorized to transfer the personal data processed in the context of the Services to countries located outside the European Union, subject to the implementation of appropriate safeguards as defined in Chapter V of the aforementioned Regulation.

Where the Client is located in a country outside the European Union that is not subject to an adequacy decision by the European Commission, any transfer of personal data between Pillow and the Client shall be carried out by means of the EU standard contractual clauses ("SCCs"), which shall apply and be supplemented as follows:

• Module Four (Processor to Controller) shall apply;

• Under Clause 7, the optional docking clause shall not apply;

• Under Clause 11, the option to lodge a complaint with an independent dispute resolution body shall not apply;

• Clause 14 shall apply only where the sub-processor established in the EU combines the personal data received from the controller located in a third country with personal data collected by the sub-processor in the EU;

• Clause 15 shall apply only where the sub-processor established in the EU combines the personal data received from the controller located in a third country with personal data collected by the sub-processor in the EU;

• Under Clause 17, the EU SCCs shall be governed by French law;

• Under Clause 18, disputes shall be resolved before the French courts;

• The Annex to the EU SCCs shall be deemed completed by the information contained in the annex to this agreement.

Assistance and Provision of Information:

Pillow undertakes to assist the Client and to respond as promptly as possible to any request for information addressed to it by the Client, whether in the context of an impact assessment or a request submitted by data protection authorities or the Client’s data protection officer.

Exercise of Data Subject Rights:

To the extent possible, Pillow undertakes to assist the Client in fulfilling its obligation to respond to requests submitted by data subjects to exercise their rights under the Applicable Regulations.

Where such requests are addressed directly to Pillow, Pillow must forward them to the Client as promptly as possible by email to the address provided by the Client.

Notification of Personal Data Breaches:

Pillow undertakes to notify the Client as promptly as possible after becoming aware of any breach of personal data relating to the processing operations covered by the General Terms and Conditions, and to provide it with any useful information and documentation concerning such breach.

Fate of Data:

Pillow undertakes, at the Client’s choice, to delete personal data upon expiry of the period of provision of the Services, or to return them to the Client and not to retain any copy thereof, unless required by the Applicable Regulations. The Client shall have one (1) month from the end of the period of provision of the Services to exercise its choice. After this period, Pillow shall delete all personal data.

Documentation:

Pillow shall make available to the Client, upon request, all information and documents necessary to demonstrate compliance with its obligations and to enable the conduct of audits. The Client shall thus have the right to carry out audits once a year and at its own expense in order to verify Pillow’s compliance with the obligations set out in this article. The Client shall inform Pillow of the conduct of the audit with a minimum notice of two (2) weeks. The auditor shall not be affiliated with a company competing with Pillow, and the identity of the appointed auditor shall be agreed upon one week in advance by Pillow and the Client by mutual agreement. The audit shall be conducted during Pillow’s business hours and in such a manner as to minimize disruption to its operations. The audit shall not in any way compromise (i) the technical and organizational security measures deployed by Pillow, (ii) the security and confidentiality of the data of Pillow’s other clients, or (iii) the proper functioning and organization of Pillow’s operations. To the extent possible, the Parties shall agree in advance on the scope of the audit. The audit report shall be sent to Pillow to enable it to submit its observations or remarks in writing, which shall be appended to the final version of the audit report. Each audit report shall be treated as confidential information.

#3. Client’s Obligations Towards Pillow

The Client undertakes to:

• Provide Pillow with the personal data referred to in the table at point 1, to the exclusion of any irrelevant, disproportionate or unnecessary personal data, and to the exclusion of any "special category" data within the meaning of the Applicable Regulations, unless the processing operations justify this, it being the Client’s responsibility to establish such justifications and to take all appropriate measures, including prior information, consent collection and security measures, for such special category data;

• Collect, under its own responsibility, in a lawful, fair and transparent manner, the personal data provided to Pillow for the performance of its services, and in particular to ensure the legal basis for such collection and the information due to data subjects,

• Maintain a record of processing activities and, more generally, comply with the principles set out in the Applicable Regulations,

• Ensure, prior to and throughout the duration of the processing, compliance with the obligations set out in the Applicable Regulations.

The Client declares and warrants that it acts as data controller and holds, prior to any transmission of data to Pillow, the appropriate legal basis (express consent, legitimate interest or contractual performance) enabling the processing of data by the Solution.

In this regard, it is exclusively the Client’s responsibility to: (i) provide participants with complete and transparent information about the recording, AI analysis and the purpose of the processing, in accordance with Articles 13 and 14 of the GDPR; (ii) collect, where applicable, the written or recorded consent of participants, in particular for the capture of their voice and image; (iii) manage requests to exercise rights (access, deletion, objection) from data subjects.

Pillow, acting as a technical data processor, does not verify the lawfulness of the collection of data, which falls under the sole responsibility of the Client.