Panelvet Privacy Agreement

Article 1 : Object

This confidentiality commitment is part of the execution of the service contract for the launch and operation of “Panelvet” and its internet, intranet or extranet extensions or any other panel considering the end customer of a veterinary clinic.

During their discussions, the parties are required to exchange personal and confidential information relating to their respective areas of activity and the disclosure of which to any third party could seriously harm their own interests.

As a condition to the communication of such information, each party undertakes to treat as strictly confidential any information of any nature whatsoever communicated or disclosed by one of the parties ("the Disclosing Party") to the other party. ("the Receiving Party") either in written form or in oral form, and hereinafter referred to as "the Confidential Information".

Article 2 : Definition

Confidential Information includes in particular any information, knowledge or data of an intellectual, technical, scientific, financial, economic, commercial nature, communicated in any form whatsoever, in particular in the form of a note, analysis, summary, study, report, balance sheet, account results or any other document containing such information.

By way of derogation from the provisions of this confidentiality agreement, the obligations imposed on each of the parties by this agreement do not apply to elements of information (i) which were in the public domain on the date of their communication (ii) which, after communication, would become accessible to the public unless this fact results from fault or negligence on the part of the Receiving Party (iii) it is up to the Receiving Party to provide proof.

Article 3 : Confidentiality Commitment

For the purposes of this Confidentiality Agreement, reference to the disclosing party includes each party as well as any subsidiary company of that party.

3.1. Each party undertakes to consider all information of any nature transmitted to it by the Communicating Party as strictly confidential.

The information provided must be clearly identified wherever possible. No copy of the documents may be made without the agreement of the Communicating Party other than the Directors, Employees and Managers designated in paragraph 3.2 below.

3.2. The Confidential Information may be communicated by the Receiving Party to its Directors, Employees, Managers who really need to access the information in the context of the Purpose, which Directors, Employees, Managers must have been informed of the confidential nature of this information and have undertaken to keep them confidential. In this regard, each party will establish the list of its Directors, Employees, Managers who may have access to Confidential Information, this list appears in Appendix 1. It is restrictive, any communication to other employees must be notified in writing in advance. to the other party. Employees must be identified and their functions specified. Any other disclosure will require the prior written consent of the Disclosing Party, including with respect to the Parties' Counsel (the latter term designating Attorneys and other consultants), and the parties' parent companies or companies controlling or controlling them. companies with a majority stake.

3.3. Each party will use its best efforts and take all appropriate measures to avoid

the disclosure of Confidential Information to any persons other than those referred to above (the term “person” covering natural persons as well as any entity with or without legal personality).

3.4. Without the prior written agreement of the Communicating Party, no disclosure may be made by the Receiving Party or by its Directors, Employees, Managers or Advisors with regard to (i) the fact that Confidential information has been communicated (ii) deadlines, conditions, progress or any other information concerning the Subject (iii) the very existence of the Subject (iiii) the results of the discussions. If necessary, press releases may be established and distributed with the prior written agreement of both parties.

3.5. The obligations imposed on the Receiving Party by this confidentiality agreement do not apply to elements of information whose communication would be made mandatory within the framework of a legal procedure from which the Receiving Party could not escape in accordance with the law ; this communication being strictly limited to persons authorized by law, and subject to respecting the rights of the Communicating Party to the information by all appropriate means. Each Party undertakes to inform the other Party in writing of any request for communication presented within the framework of this article with the details of the information required. the parties will jointly seek all measures aimed at protecting the confidentiality of this information.

3.6. At the end of the period of 24 (twenty-four) months referred to in article 4 below, any document provided by the Disclosing Party to the Receiving Party will be destroyed.

3.7. Confidential Information shall only be used by the Receiving Party for the Purpose contemplated above.

3.8. Nothing in this Confidentiality Agreement shall be construed as conferring on the Receiving Party any license or other right. This agreement does not confer

furthermore no right of representation or exclusivity for the benefit of one or the other of the parties nor does it create any partnership link between them. Information relating to the sponsors and partners of “Panelvet”, whether their name or their communication strategy, enters entirely into this agreement.

Article 4 : Duration

This confidentiality and non-disclosure agreement applies to exchanges of confidential information occurring on the Subject since the beginning of these exchanges and will have effect for a period of 24 (twenty-four) months from the end of the provision of Confidential Information relating to the Object. It may be extended by mutual agreement.

Article 5 : Modifications - Exceptions

Any modification or waiver of this confidentiality agreement must be the subject of an amendment signed by the authorized representatives of each party.

Article 6 : Applicable law – Attribution of jurisdiction

This confidentiality agreement is established in accordance with French laws. Any dispute or litigation arising between the parties relating to the validity, interpretation, or execution of this confidentiality agreement will be submitted to the Paris High Court.