Effective date – March 30, 2026

This Data Processing Agreement (the “DPA”) constitutes a legally binding agreement between Customer (“Customer” or “You”) and SpeedUp, Inc. (“Company”, “We”, “Ours” or “Us”). You and Us are hereinafter referred to individually as a “Party” and collectively as the “Parties”. You are required to read this DPA carefully as this DPA forms an integral part of the Master Services Agreement (the “Agreement'') and is applicable where the Company is the Processor of Your Personal Data forming part of the Customer Data.

1. Definitions

Terms capitalised but not specifically defined herein shall have the meaning ascribed thereto in the Agreement.

In this DPA, the following terms shall have the following meanings:

1.1 “Data Protection Laws” shall mean (a) the General Data Protection Regulation 2016/679 (“GDPR”), (b) in respect of the UK, the GDPR as saved into United Kingdom by virtue of section 3 of the United Kingdom European Union (Withdrawal) Act 2018 (“UK GDPR”) and the Data Protection Act, 2019; (c) the Swiss Federal Data Protection Act and its implementing regulations (“Swiss DPA”) (d) the California Consumer Privacy Act (“CCPA”) as amended by the California Privacy Rights Act (“CPRA”) and all regulations issued by the California Attorney General and/or the California Privacy Protection Agency implementing CCPA and CPRA (“CA Privacy Laws”) (e) Colorado Privacy Rights Act (“Colorado Privacy Laws”) (f) Connecticut Data Privacy Act (“CTDPA”) (g) Virginia Consumer Data Protection Act (“VCDPA”) and any other data protection and privacy laws in the US 

1.2 “Personal Data” shall mean any information relating to an identified or identifiable natural person.

1.3 “Restricted Transfer” means a transfer of Personal Data to countries not recognized by the Data Protection Laws as providing adequate protection of Personal Data.

1.4 “Standard Contractual Clauses” or “SCCs” means (i) where the GDPR applies, the standard contractual clauses as approved by the European Commission (Implementing Decision (EU) 2021/914 of 04 June 2021) Implementing Decision (EU) 2021/914 of 04 June 2021) and available at https://eur-lex.europa.eu/legal-content/EN/TXT/HTML/?uri=CELEX:32021D0914  (“EU SCCs”); (ii) where the UK GDPR applies, the International Data Transfer Addendum to the EU SCCs, issued by the Information Commissioner’s Office of the United Kingdom and available at https://ico.org.uk/for-organisations/uk-gdpr-guidance-and-resources/international-transfers/international-data-transfer-agreement-and-guidance/ (“UK SCCs”); and (iii) where the Swiss DPA applies, the applicable standard data protection clauses issued, approved or recognized by the Swiss Federal Data Protection and Information Commissioner (the “Swiss SCCs”) (in each case, as updated, amended or superseded from time to time).

1.5 “Sensitive Personal Information” means information that relates to an individual’s racial or ethnic origin, political opinions, religious or philosophical beliefs, trade union membership, genetic data, biometric data for the purpose of uniquely identifying a natural person, data concerning health, or data concerning a natural person's sex life or sexual orientation.  It also includes information about an individual's criminal offences or convictions, as well as any other information deemed sensitive under applicable Data Protection Laws

1.6 “Controller”, “Data Subject”, “Personal Data Breach”, “Processor” and “Process” shall have the meaning given to them in the Data Protection Laws.

2. Scope and Responsibilities

2.1 We shall Process Personal Data forming a part of the Customer Data only on Your behalf and at all times only in accordance with this DPA. For the avoidance of doubt, You may either be the Controller or Processor of the Personal Data. Where You are the Controller, We are the Processor and where You are the Processor, We are the sub-processor of Personal Data.  

2.2 Within the scope of the Agreement, each party shall be responsible for complying with its respective obligations as Controller and Processor under Data Protection Laws.

3. Term and Termination

3.1 This DPA becomes effective upon You subscribing to SiftHub by agreeing to the Agreement. It shall continue to be in full force and effect as long as We are Processing Personal Data pursuant to the Agreement and shall terminate automatically thereafter.

3.2 Where amendments are required to ensure compliance of this DPA with Data Protection Laws, the Parties shall make reasonable efforts to agree on such amendments upon Your request. Where the Parties are unable to agree upon such amendments, either Party may terminate the Agreement in accordance with the termination procedure contained therein.‍

4. Processing Instructions

We will Process Personal Data in accordance with Your instructions. This DPA contains Your initial instructions to Us. The Parties agree that You may communicate any change in Your initial instructions to Us by way of amendment to this DPA, which shall be signed by the Parties. If Your instruction infringes Data Protection Laws, We will inform You promptly without undue delay.

5. Processor Personnel

We will restrict Our personnel from Processing Personal Data without authorization. We will impose appropriate contractual obligations upon Our personnel, including relevant obligations regarding confidentiality, data protection and data security.

6. Disclosure to Third Parties; Data Subjects Rights

6.1 We will not disclose Personal Data to any government agency, court, or law enforcement agency except with Your written consent or as necessary to comply with applicable mandatory laws. If We are obliged to disclose Personal Data to a law enforcement agency, We agree to give You reasonable notice of the access request prior to granting such access, to allow You to seek a protective order or other appropriate remedy. If such notice is legally prohibited, We will take reasonable measures to protect the Personal Data from undue disclosure as if it were Our own confidential information being requested and shall inform You promptly as soon as possible if and when such legal prohibition ceases to apply.

‍6.2 In case You receive any request or communication from Data Subjects which relates to the Processing of Personal Data ("Request"), We shall reasonably provide You with full cooperation, information and assistance ("Assistance") in relation to any such Request where instructed by You. Where We receive a Request, We shall (i) not directly respond to such Request, (ii) forward the Request to You within five (5) business days of identifying the Request as being related to You and (iii) provide Assistance according to further instructions from You.

7. Technical and Organizational Measures

We shall implement and maintain appropriate technical and organizational security measures to ensure that Personal Data is Processed according to this DPA, to provide assistance and to protect Personal Data against a Personal Data Breach ("TOMs"). Such measures are set out in Schedule B.

8. Assistance with Data Protection Impact Assessment

Where a Data Protection Impact Assessment ("DPIA") is required under applicable Data Protection Laws for the Processing of Personal Data, We shall provide, upon request, to You any information and assistance reasonably required for the DPIA including assistance for any communication with data protection authorities, where required, unless the requested information or assistance is not pertaining to Our obligations under this DPA.

9. Information Rights and Audit

9.1 We shall, in accordance with Data Protection Laws, make available to You on request in a timely manner such information as is necessary to demonstrate compliance by Us with Our obligations under the Data Protection Laws.

9.2 We shall, upon reasonable notice, allow for and contribute to audits of Our Processing of Personal Data, as well as the TOMs (including data Processing systems, policies, procedures and records), during regular business hours and with minimal interruption to Our business operations. Upon Your written request at reasonable intervals, We shall make available to You relevant information regarding Our Processing of Personal Data in the form of Our most recent third party audits and certifications, which may include audit reports such as SOC 2, to ensure compliance with Our obligations set out in this DPA. You agree that such third party audits and certifications are sufficient to demonstrate Our compliance with the obligations set out in this DPA.

9.3 You shall pay Us reasonable costs of allowing or contributing to audits or inspections in accordance with Clause 9.2 where You wish to conduct more than one audit or inspection every twelve (12) months.

9.4 We will immediately refer to You any requests received from national data protection authorities that relate to the Processing of Personal Data.

9.5 We undertake to reasonably cooperate with You in Your dealings with national data protection authorities and with any audit requests received from national data protection authorities.

10. Personal Data Breach Notification

10.1 In respect of any Personal Data Breach (actual or reasonably suspected), We shall:

1. notify You of a Personal Data Breach involving Us or a sub-processor without undue delay;
2. provide reasonable information, cooperation and assistance to You in relation to any action to be taken in response to a Personal Data Breach under Data Protection Laws, including regarding any communication of the Personal Data Breach to Data Subjects and national data protection authorities.

11. Sub-Processing

11.1 We have Your general authorization for the engagement of third-party sub-processors from an agreed list, as set forth in Schedule A. We will notify Your account administrator of any intended changes to that list through the appointment or replacement of any sub-processor at least fifteen (15) days in advance. You may object to Our appointment or replacement of a sub-processor prior to its appointment or replacement, provided such objection is based on reasonable grounds relating to data protection. In such an event, We will either not appoint or replace the sub-processor or, if this is not possible, We may terminate the Agreement (without prejudice to any fees accrued prior to such suspension or termination). 

11.2 Where We engage a sub-processor under Clause 11.1, We shall do so only by way of a binding written contract which imposes on the sub-processor essentially the data protection obligations required to be imposed in accordance with the Data Protection Laws.

11.3 Where the sub-processor fails to fulfil its data protection obligations under the subcontracting agreement, We shall remain fully liable to You for the fulfilment of Our obligations under this DPA and for the performance of the sub-processor’s obligations.

12. International Data Transfers

12.1 The Parties agree that when the transfer of Personal Data from the data exporter to data importer is a Restricted Transfer and applicable Data Protection Laws require that appropriate safeguards are put in place, such transfer shall be subject to the Data Privacy Framework. We participate in and certify compliance with the Data Privacy Framework. As required by the Data Privacy Framework, We (i) provide at least the same level of privacy protection as is required by the Data Privacy Framework Principles; (ii) will notify You if We make a determination that We can no longer meet the obligation to provide the same level of protection as is required by the Data Privacy Framework Principles, and (iii) will, upon written notice, take reasonable and appropriate steps to remediate any unauthorized Processing of Personal Data.

12.2 In the event We engage in an onward transfer of Personal Data to a third party located in a country that is not subject to an adequacy decision under applicable Data Protection Laws (a “Restricted Transfer”), We shall ensure that such onward transfer is made in compliance with applicable Data Protection Laws and is subject to an appropriate safeguard, including, as applicable the Standard Contractual Clauses adopted by the European Commission and/or the UK International Data Transfer Addendum, or any other alternative transfer mechanisms.

12.3 The Parties agree that if the Standard Contractual Clauses are replaced, amended or no longer recognized as valid under Data Protection Laws, or if a Supervisory Authority and/or Data Protection Legislation requires the adoption of an alternative transfer solution, the data exporter and data importer will: (i) promptly take such steps requested including putting an alternative transfer mechanism in place to ensure the processing continues to comply with Data Protection Laws; or (ii) cease the transfer of Personal Data and at the data exporter’s option, delete or return the Personal Data to the data exporter.

13. Deletion or Return of Personal Data

Upon termination of Your Account, We may delete all Customer Data, including Personal Data in accordance with the procedure set forth in the Agreement. This requirement shall not apply to the extent that We are permitted by applicable law to retain some or all of the Personal Data, in which event We shall isolate and protect the Personal Data from any further processing.

14. OBLIGATIONS UNDER OTHER PRIVACY LAWS IN THE US:

A) In addition to the other provisions of this DPA, Clause 14 (A) shall apply to the Processing of the Personal Information of the residents of the State of California, USA, and shall override any conflicting terms in the rest of the DPA. In this Clause, the terms “Business”, “Business Purpose” “Commercial Purpose” “Service Provider”, “Personal Information”, “Consumers”, “Sell”, and “Share”, shall have the meaning given in the CA Privacy Laws. ​​

Where We act as a Service Provider on Your behalf in accordance with this DPA:​​

i) You disclose Personal Information to Us solely for: (i) valid Business Purposes and (ii) to enable Us to Process the Personal Information for providing SiftHub under the Agreement.​

ii) We shall not:

a) Sell, or Share the Personal Information that We Process on Your behalf for providing SiftHub under the Agreement and this DPA.​​​

b) retain, use or disclose Personal Information We collect from You pursuant to the Agreement for any purpose other than providing SiftHub as specified in the Agreement or as otherwise permitted by the ​CA Privacy Laws​. ​​

c) retain, use or disclose Personal Information We collect from You pursuant to the Agreement for any Commercial Purpose other than the Business Purpose(s) as specified in the Agreement (or in any applicable statement of work or similar document), unless expressly permitted by the CA Privacy Laws​;​​

d) retain, use or disclose Personal Information We collect from You pursuant to the Agreement outside the direct business relationship between You and Us unless expressly permitted by the​ CA Privacy Laws​. For instance, We shall not ​​combine the Personal Information that is received from or on Your behalf with Personal Information that is received from any other except as permitted under the ​CA Privacy Laws​.​​​

iii) We shall comply with all applicable sections of the​ CA Privacy Laws​, including with respect to providing the same level of privacy protection as required of You by the ​CA Privacy Laws ​to the Personal Information collected pursuant to the Agreement.​

iv) We acknowledge that You have the right upon notice to take reasonable and appropriate steps to stop and remediate the unauthorized use of the Personal Information.​​​

v) We certify that We understand the restrictions in this Clause and will comply with such restrictions​.

B) In addition to the other provisions of this DPA, in case of Processing of the Personal Data of the residents of the State of Colorado or State of Virginia USA, We shall provide reasonable assistance to You in meeting Your obligations under the applicable Data Protection Laws in relation to the security of Processing the Personal Data.

15. Miscellaneous

15.1 In case of any conflict, the provisions of this DPA shall take precedence over the  Agreement or provisions of any other agreement with Us. In case of any conflict between this DPA and the SCCs, the SCCs shall take precedence over the provisions of the rest of the DPA.

15.2 No Party shall receive any remuneration for performing its obligations under this DPA except as explicitly set out herein or in another agreement.

15.3 Where this DPA requires a “written notice” such notice can also be communicated per email to the other Party. Notices shall be sent to the contact persons set out in Schedule A.

15.4 Any supplementary agreements or amendments to this DPA must be made in writing and signed by both Parties.

15.5 Should individual provisions of this DPA become void, invalid or non-viable, this shall not affect the validity of the remaining conditions of this DPA

The following Schedules form an integral part of this DPA:

SCHEDULE A

LIST OF PARTIES UNDER THE SCCS

Data exporter:

The data exporter is the entity that has subscribed to the Agreement and their contact details are as provided by them while subscribing to the Agreement.

Signature & Date:  By accepting the Agreement, data exporter is deemed to have signed these SCCs incorporated herein, including their Annexes, as of the date of acceptance.

Role: Controller or Processor

Data importer:

DESCRIPTION OF TRANSFER

Categories of data subjects whose personal data is transferred: Unless provided otherwise by the data exporter, transferred Personal Data relates to the following categories of Data Subjects: data importer’s authorised personnel and data importer’s consultants, contractors, business partners, customers, prospects, and vendors.

Categories of personal data transferred: The transferred Personal Data concerns the following categories of data: data transmitted through integrations authorised by the data exporter, name, phone number, address, company-level information, e-mail address of the User and the End User.

Sensitive data transferred (if applicable) and applied restrictions or safeguards that fully take into consideration the nature of the data and the risks involved, such as for instance strict purpose limitation, access restrictions (including access only for staff having followed specialised training), keeping a record of access to the data, restrictions for onward transfers or additional security measures.

No Sensitive Personal Information transferred. The data exporter shall not disclose (and shall not permit any individual to disclose) any Sensitive Personal Information to the data importer for processing.

The frequency of the transfer (e.g., whether the data is transferred on a one-off or continuous basis): Personal Data is transferred on a continuous basis for the duration of subscription to SiftHub.

Nature of the processing: Collection, recording, organisation, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure or destruction of data (whether or not by automated means).

Purpose(s) of the data transfer and further processing

Personal Data is transferred in the course of accessing and using SiftHub by the data exporter so that the data importer may provide, support, maintain and improve SiftHub.

The data importer may further transfer Personal Data to third-party service providers that host and maintain the applications, backup, storage, analytics and other services as specified in the section on sub-processors below. These third-party service providers may have access to or Process Personal Data for the purpose of providing these services.

The period for which the personal data will be retained, or, if that is not possible, the criteria used to determine that period

Upon termination of the data exporter’s account, the data importer will delete all Personal Data in accordance with Clause 13 of the DPA.

For transfers to (sub-) processors, also specify subject matter, nature and duration of the processing

COMPETENT SUPERVISORY AUTHORITY

In respect of the SCCs:

Module 2: Transfer Controller to Processor

Module 3: Transfer Processor to Processor

Where You are the data exporter, the supervisory authority shall be the competent supervisory authority that has supervision over You in accordance with Clause 13 of the SCCs.

SCHEDULE B

TECHNICAL AND ORGANISATIONAL MEASURES TO ENSURE THE SECURITY OF THE DATA

The technical and organizational measures to ensure the security of Personal Data are mentioned in the data importer’s Information and Security Policy which You may request access to by writing to security@sifthub.io.

SCHEDULE C‍

Not used.

SCHEDULE D

This UK SCCs shall stand included as an addendum to the EU SCCs set implemented under Clause 12.1 (A) of this DPA.

Part 1: Tables

For data transfers from the United Kingdom that are subject to the UK SCCs, the UK SCCs will be deemed entered into (and incorporated into this Data Processing Agreement by this reference) and completed as follows:

(a) In Table 1 of the UK SCCs, the Parties’ details and key contact information shall be as set forth in Schedule A..

(b) In Table 2 of the UK SCCs, information about the version of the Approved EU SCCs, modules and selected clauses which this UK SCC is appended to shall be as set forth in shall be as set forth in Clause 11.1 and Clause 12 of this DPA.

(c) In Table 3 of the UK SCCs:

i) Annex 1A: List of Parties: Parties are as set forth in Schedule A.

ii) Annex 1B: Description of Transfer: Description of Transfer is as set forth in Schedule A.

iii) Annex II: Technical and organisational measures including technical and organisational measures to ensure the security of the data: TOMs are as set forth in Schedule B.

iv) Annex III: List of Subprocessors: Subprocessors are as set forth in Schedule A.‍

(d) In Table 4 of the UK SCCs, both the data importer and the data exporter may end the UK SCCs in accordance with the terms of the UK SCCs.

Part 2: Mandatory Clauses

Mandatory Clauses of the Approved Addendum, being the template Addendum B.1.0 issued by the ICO and laid before Parliament in accordance with s119A of the Data Protection Act 2018 on 2 February 2022, as it is revised under Section ‎‎18 of those Mandatory Clauses.