Date : Saturday, 25 July 2026

BETWEEN THE UNDERSIGNED:

• Hestia Innovation, a simplified joint-stock company (SAS) registered with the Paris Trade and Companies Register, with its registered office at 78 Avenue des Champs-Élysées, Bureau 326, 75008 Paris, France, represented by its President, Thomas G., hereinafter referred to as "Hestia Innovation".
• _________________, hereinafter referred to as the "Recipient".

The Parties are considering a potential business collaboration. In order to evaluate this collaboration, they may need to disclose to each other certain confidential and proprietary information. This Agreement sets out the terms and conditions governing such disclosure.

1. Purpose

The purpose of this Agreement is to protect all Confidential Information that the Parties may disclose to each other for the purpose of evaluating, discussing or implementing a potential business relationship.

2. Definition of Confidential Information

“Confidential Information” means any and all information, whether written, oral, electronic, visual or in any other form, disclosed by one Party (the “Disclosing Party”) to the other Party (the “Receiving Party”), which is either identified as confidential at the time of disclosure or which, by its nature or the circumstances of its disclosure, should reasonably be treated as confidential. Confidential Information includes, without limitation, business plans, financial data, technical know-how, source code, algorithms, roadmaps, customer lists, pricing, marketing strategies, product designs, processes, methods, research, development activities and any other proprietary or trade-secret information.

3. Obligations of the Receiving Party

• Hold all Confidential Information in strict confidence and not disclose it to any third party without the prior written consent of the Disclosing Party.
• Use the Confidential Information solely for the purpose set out in Article 1 and for no other purpose.
• Restrict disclosure of the Confidential Information to those employees, directors, advisors or subcontractors who have a strict need to know and who are bound by confidentiality obligations no less protective than those set out herein.
• Protect the Confidential Information with at least the same degree of care it uses to protect its own confidential information, and in any event with no less than reasonable care.
• Not copy, reproduce, reverse engineer, decompile, disassemble or create derivative works based on the Confidential Information, in whole or in part.
• Promptly notify the Disclosing Party in writing of any unauthorized disclosure, misuse or loss of Confidential Information.

4. Exceptions

• Information that is or becomes publicly available through no breach of this Agreement.
• Information that was already known by the Receiving Party prior to disclosure, as evidenced by its written records.
• Information independently developed by the Receiving Party without use of or reference to the Confidential Information.
• Information rightfully received by the Receiving Party from a third party without any confidentiality obligation.
• Information required to be disclosed by law, regulation or court order, provided the Receiving Party gives prompt written notice to the Disclosing Party and cooperates in seeking a protective order.

5. Term

This Agreement shall enter into force on the date first written above and shall remain in effect for a period of five (5) years. The obligations of confidentiality shall survive the termination of this Agreement for a further period of five (5) years.

6. No License / Ownership

Nothing in this Agreement shall be construed as granting any license, express or implied, under any intellectual property right. All Confidential Information remains the exclusive property of the Disclosing Party.

7. Return and Destruction

Upon the Disclosing Party’s written request, or upon termination of discussions, the Receiving Party shall promptly return or destroy all documents, materials or copies containing Confidential Information and certify such return or destruction in writing.

8. Remedies

The Parties acknowledge that any breach of this Agreement may cause irreparable harm for which monetary damages would be inadequate. The Disclosing Party shall therefore be entitled to seek injunctive relief, specific performance or other equitable remedies in addition to any other remedies available at law.

9. Governing Law and Jurisdiction

This Agreement shall be governed by and construed in accordance with the laws of France. Any dispute arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of Paris, France.

10. Entire Agreement

This Agreement constitutes the entire agreement between the Parties with respect to its subject matter and supersedes all prior proposals, understandings or agreements. It may not be amended except by a written instrument signed by both Parties.

11. Signatures

In witness whereof, the Parties have executed this Agreement as of the date written above.

Read and approved