Data Processing Agreement

This Data Processing Agreement ("DPA") forms part of the Terms of Use (or other similarly titled written or electronic agreement addressing the same subject matter) ("Agreement") between Customer (as defined in the Agreement) and Theneo Inc. under which the Processor provides the Controller with the software and services (the "Services"). The Controller and the Processor are individually referred to as a "Party" and collectively as the "Parties".

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The Parties seek to implement this DPA to comply with the requirements of EU GDPR (defined hereunder) in relation to Processor's processing of Personal Data (as defined under the EU GDPR) as part of its obligations under the Agreement. This DPA applies to Processor's processing of Personal Data provided by the Controller as part of Processor's obligations under the Agreement. Except as modified below, the terms of the Agreement remain in full force and effect.

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1. Definitions

Terms not otherwise defined herein shall have the meaning given to them in the EU GDPR or the Agreement. The following terms shall have the corresponding meanings assigned to them below:

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• ‍1.1. Data Transfer means a transfer of the Personal Data from the Controller to the Processor, or between two establishments of the Processor, or with a Sub-processor by the Processor.
• 1.2. EU GDPR means Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 (General Data Protection Regulation).
• 1.3. UK GDPR means the United Kingdom General Data Protection Regulation. References in this DPA to the EU GDPR shall be read as including the UK GDPR to the extent the Processing concerns Personal Data of individuals located in the United Kingdom, and transfers of such Personal Data outside the UK shall comply with applicable UK GDPR transfer requirements.
• 1.4. Standard Contractual Clauses means the standard contractual clauses for the transfer of personal data to processors established in third countries adopted by the European Commission's Implementing Decision (EU) 2021/914 of 4 June 2021 (Module Two: controller to processor), which are hereby incorporated into this DPA by reference. Annexes I, II, and III of this DPA serve as Annexes I, II, and III of the Standard Contractual Clauses, respectively.
• 1.5. Controller means the natural or legal person, public authority, agency, or other body which, alone or jointly with others, determines the purposes and means of the processing of personal data.
• 1.6. Processor means a natural or legal person, public authority, agency, or other body which processes personal data on behalf of the controller.
• 1.7. Sub-processor means a processor/sub-contractor appointed by the Processor for the provision of all or parts of the Services and Processes the Personal Data as provided by the Controller.
• 1.8. Product means the software product operated by the Processor and made available under the Agreement — the Theneo API documentation platform ("Theneo") — and "Services" includes the Product used by the Controller, together with associated support. Processing details are identified in the Annexes.

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2. Purpose of this Agreement

This DPA sets out various obligations of the Processor in relation to the Processing of Personal Data and shall be limited to the Processor's obligations under the Agreement. If there is a conflict between the provisions of the Agreement and this DPA, the provisions of this DPA shall prevail solely with respect to the Processing of Personal Data; in all other respects, the provisions of the Agreement (including its limitations of liability and payment terms) shall prevail.

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3. Categories of Personal Data and Data Subjects

The Controller authorizes the Processor to process the Personal Data to the extent determined and regulated by the Controller. The current nature of the Personal Data is specified in Annex I to this DPA.

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4. Purpose of Processing

The objective of Processing of Personal Data by the Processor shall be limited to the Processor's provision of the Services to the Controller and/or its Client, pursuant to the Agreement.

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5. Duration of Processing

The Processor will Process Personal Data for the duration of the Agreement, unless otherwise agreed upon in writing by the Controller.

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6. Data Controller's Obligations

1. ‍6.1. The Data Controller shall warrant that it has all necessary rights to provide the Personal Data to the Data Processor for the Processing to be performed in relation to the agreed services. To the extent required by Data Privacy Laws, Data Controller is responsible for ensuring that it provides such Personal Data to Data Processor based on an appropriate legal basis allowing lawful processing activities, including any necessary Data Subject consents, and for maintaining a record of such consents. Should such consent be revoked by the Data Subject, the Data Controller is responsible for communicating the fact of such revocation to the Data Processor.‍
2. 6.2. The Data Controller shall provide all natural persons from whom it collects Personal Data with the relevant privacy notice.‍
3. 6.3. The Data Controller shall request the Data Processor to purge Personal Data when required by the Data Controller or any Data Subject from whom it collects Personal Data, unless the Data Processor is otherwise required to retain the Personal Data by applicable law.‍
4. 6.4. The Data Controller shall immediately advise the Data Processor in writing if it receives or learns of any: (a) complaint or allegation indicating a violation of Data Privacy Laws regarding Personal Data; (b) request from one or more individuals seeking to access, correct, or delete Personal Data; (c) inquiry or complaint from one or more individuals relating to the collection, processing, use, or transfer of Personal Data; or (d) regulatory request, search warrant, or other legal, regulatory, administrative, or governmental process seeking Personal Data.

7. Data Processor's Obligations

• ‍7.1. The Processor will follow written and documented instructions received from the Controller's authorized representatives, provided through the Services or through such other channels as the Parties may agree, with respect to the Processing of Personal Data (each, an "Instruction"). The Controller is responsible for ensuring that Instructions are issued only by persons authorized to act on its behalf. Instructions that fall outside the scope of the Processing described in the Agreement require the Parties' prior written agreement, including as to any reasonable additional fees for carrying them out.‍
• 7.2. The Processing described in the Agreement and the relating documentation shall be considered as Instruction from the Controller.‍
• 7.3. At the Data Controller's request, the Data Processor will provide reasonable assistance to the Data Controller in responding to and complying with requests by Data Subjects exercising their rights, or directions of the applicable regulatory authorities, regarding Data Processor's Processing of Personal Data.‍
• 7.4. Taking into account the nature of the Processing and the information available to it, the Processor shall provide reasonable assistance to the Controller in ensuring compliance with the Controller's obligations under Articles 32 to 36 of the EU GDPR, including data protection impact assessments and prior consultations with supervisory authorities.‍
• 7.5. The Processor shall immediately inform the Controller if, in its opinion, an Instruction infringes the EU GDPR or other applicable data protection provisions. In such a case, the Processor may suspend performance of the relevant Instruction until it is confirmed or modified by the Controller, without liability for such suspension. The Processor is not obliged to perform a comprehensive legal review of Instructions received.‍
• 7.6. Unless prohibited by applicable law or by a legally binding order (including any confidentiality obligation attached to the request), the Processor will notify the Controller of any legally binding request for the disclosure of Personal Data received from a public authority or law enforcement body and will, where practicable, redirect the requesting authority to seek the data directly from the Controller. Where the Processor is legally compelled to disclose Personal Data, it may do so without breaching this DPA, and will disclose only the minimum amount of Personal Data required to comply with the request.

8. Data Secrecy

• ‍8.1. To Process the Personal Data, the Processor will use personnel who are informed of the confidential nature of the Personal Data and perform the Services in accordance with the Agreement.‍
• 8.2. The Processor will regularly train individuals having access to Personal Data in data security and data privacy in accordance with accepted industry practice and shall ensure that all Personal Data is kept strictly confidential.‍
• 8.3. The Processor will maintain appropriate technical and organizational measures for the protection of the security, confidentiality, and integrity of the Personal Data, as described in Annex II.

9. Audit Rights

• ‍9.1. Upon the Controller's reasonable request, the Processor will make available to the Controller information as is reasonably necessary to demonstrate the Processor's compliance with its obligations under the EU GDPR or other applicable laws in respect of its Processing of the Personal Data.9.2.
• 9.2. When the Controller wishes to conduct an audit (by itself or through a representative that is not a competitor of the Processor and that is bound by appropriate confidentiality obligations) at the Processor's site, it shall provide at least thirty (30) days' prior written notice; the Processor will provide reasonable cooperation and assistance in relation to such audits. Audits shall be conducted during the Processor's normal business hours and in a manner that does not unreasonably disrupt the Processor's business operations, and shall not extend to information, systems, or premises where access would compromise the security of the Services, the confidentiality of other customers' data, or the Processor's legal or contractual obligations to third parties.9.3.
• 9.3. The Controller shall bear the expense of such an audit.9.4.
• 9.4. Audits under this Section may be conducted no more than once in any twelve (12) month period, except where an audit is required by a competent supervisory authority or follows a Personal Data Breach affecting the Controller's Personal Data. The Parties agree that the Processor may first satisfy an audit request by providing its most recent SOC 2 Type II report, ISO/IEC 27001 audit or certification documentation, or equivalent third-party audit documentation, and an audit or inspection under Section 9.2 shall proceed only to the extent such documentation is reasonably insufficient to demonstrate the Processor's compliance.

10. Mechanism of Data Transfers

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Any Data Transfer for the purpose of Processing by the Processor in a country outside the European Economic Area (the "EEA") that has not received an adequacy decision shall take place in accordance with the Standard Contractual Clauses incorporated under Section 1.4 of this DPA, or such other valid transfer mechanism recognized under the EU GDPR or UK GDPR as may apply.

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11. Sub-processors

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‍11.1. The Controller acknowledges and agrees that the Processor may engage third-party Sub-processor(s) in connection with the performance of the Services, provided such Sub-processor(s) take technical and organizational measures to ensure the confidentiality of Personal Data shared with them. The current Sub-processors engaged by the Processor and approved by the Controller are listed in Annex III. In accordance with Article 28(4) of the GDPR, the Processor remains liable to the Controller for any failure of a Sub-processor to fulfil its data protection obligations under this DPA in connection with the performance of the Services.‍

11.2. The Processor will update the Sub-processor list in Annex III as published on its website at least fifteen (15) days before any new Sub-processor begins Processing Personal Data. If the Controller does not object within that period, the new Sub-processor shall be deemed approved. If the Controller has a concern that a Sub-processor's Processing of Personal Data is reasonably likely to cause the Controller to breach its data protection obligations under the GDPR, the Controller may object, and the Parties shall confer in good faith to address such concern.‍

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11.3. AI Service Providers. To provide AI-powered functionality, the Processor may engage one or more AI service providers as authorized Sub-processors. These providers process Personal Data contained in Customer Content solely on the Processor's instructions and only for the purpose of providing the requested Services, subject to contractual confidentiality, security, and data protection obligations. The Processor may add, remove, or replace AI service providers in accordance with Section 11.2; current AI Sub-processors are identified in Annex III. The Processor's agreements with such providers do not permit the use of Customer Content to train publicly available or general-purpose AI models. For clarity, Theneo Inc.'s use of publicly accessible documentation on Theneo to improve its own models is governed by the Agreement and the Privacy Policy.

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12. Personal Data Breach Notification

‍12.1. The Processor shall maintain defined procedures in case of a Personal Data Breach (as defined under the GDPR) and shall without undue delay notify the Controller if it becomes aware of any Personal Data Breach, unless such breach is unlikely to result in a risk to the rights and freedoms of natural persons.‍

12.2. Taking into account the nature of the Processing and the information available to the Processor, the Processor shall provide the Controller with reasonable assistance to comply with notification obligations to the Supervisory Authority and/or Data Subjects, to identify the cause of the breach, and to take commercially reasonable steps to mitigate and remedy it. Where a Personal Data Breach did not result from the Processor's breach of this DPA, the Processor may charge reasonable fees for such assistance.‍

12.3. The Processor's notification of or response to a Personal Data Breach under this DPA will not be construed as an acknowledgement of any fault or liability.

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13. Return and Deletion of Personal Data

‍13.1. Upon termination or expiry of the Agreement, or upon cessation of the Processor's Services under the Agreement, the Controller may request the return and/or deletion of the Personal Data. Following receipt of such request, the Processor shall return the Personal Data in a commonly used format (or the current stored format, at the Controller's discretion) and/or delete the Personal Data from its active systems within thirty (30) days of the request at the latest, unless and to the extent retention is required by applicable law. Personal Data remaining in encrypted backups following such deletion is isolated from any further Processing and is deleted in the ordinary course of the Processor's rolling backup cycle.‍

13.2. Absent such a request, the Processor shall delete Personal Data in accordance with its standard data retention practices following the end of the Agreement, and in any event shall not retain Personal Data longer than permitted under applicable law.

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14. Technical and Organizational Measures

Having regard to the state of technological development and the cost of implementation, the Processor will take appropriate technical and organizational measures against the unauthorized or unlawful processing of Personal Data and against accidental loss, destruction, or damage, appropriate to (a) the harm that might result and (b) the nature of the data to be protected, including the measures stated in Annex II.

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15. Liability

Each Party's liability, taken together in the aggregate, arising out of or relating to this DPA and the Standard Contractual Clauses where applicable, whether in contract, tort, or under any other theory of liability, is subject to the limitations and exclusions of liability set forth in the Agreement, and any reference in such provisions to the liability of a Party means the aggregate liability of that Party under the Agreement and this DPA together. Nothing in this Section limits either Party's liability to Data Subjects under the Standard Contractual Clauses or restricts any rights of Data Subjects under applicable data protection law.

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ANNEX I

A. List of Parties

Data exporter: Customer — name, address, contact person, and signature/date as set forth in the relevant Order Form or account registration. Activities: recipient of the Services provided by Theneo Inc. in accordance with the Agreement. Role: Controller.

Data importer: Theneo Inc., 7511 Greenwood Ave North, Seattle, WA 98103, United States. Contact: Privacy Contact, hello@theneo.io. Activities: provision of the Services to the Customer in accordance with the Agreement. Role: Processor.

• Identity and account data: name, email address, profile image, user ID.
• Online and technical identifiers: IP address, user-agent, session identifiers, audit- and error-log correlation IDs.
• Authentication data: hashed passwords, authentication/session/reset tokens, OAuth provider type and identifiers (Google, GitHub), SSO domain identifiers.
• Usage and activity data: audit-log actions, activity timestamps, access logs.
• User-submitted content that may contain personal data: API specifications and metadata, documentation content, feedback and support submissions.
• AI-feature inputs: prompts and content submitted to AI features.
• Billing identifiers: Stripe customer and subscription IDs (full payment details are processed by Stripe directly and are not stored by Theneo Inc.).
• Marketing attribution and communication preferences.
• Sensitive data transferred: No sensitive data (special categories within the meaning of Art. 9 GDPR) is intentionally collected or required by the Services.

B. Description of Transfer

Categories of data subjects whose personal data is transferred:

Customer's authorized users of the Services (workspace members, including Admins, Editors, Guests, and Billing Managers).

Documentation-portal readers: individuals who access documentation or developer hubs published by the Customer, where the Customer has enabled reader accounts, access controls, or similar features involving the collection of such individuals' details.

Categories of personal data transferred:

• Frequency of the transfer: Continuous basis.
• ‍Nature and purpose(s): To facilitate the performance of the Services described in the Agreement and accompanying order forms.Retention period / criteria:
• Retention period / criteria: For the duration of the Agreement and thereafter in accordance with Section 13 of this DPA. In addition, security audit logs are retained for ninety (90) days.Transfers to (sub-)processors:
• Transfers to (sub-)processors: As described in Annex III; in each case limited to the stated purpose and the duration of the Agreement.

C. Competent Supervisory Authority

The competent supervisory authority shall be determined in accordance with Clause 13 of the Standard Contractual Clauses, based on the location and supervisory authority of the data exporter (Customer).

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ANNEX II

• ‍Security management. Theneo Inc. operates an information security management system compliant with ISO/IEC 27001:2022 and undergoes independent SOC 2 Type II audits. Designated security personnel maintain the Information Security Program; security policies are reviewed at least annually; independent risk assessments, penetration testing, vulnerability management, and patch management are performed on a recurring basis; a vendor management program and incident management process (including root-cause analysis and corrective action) are maintained.Personnel.
• Personnel. Personnel undergo background checks to the extent legally permissible, execute written confidentiality agreements at hire, and complete recurring privacy and security training. Access to Customer Personal Data is permitted only with authorization and on a need-to-know basis.Access controls.
• Access controls. Formal access management with approval workflows and periodic access reviews; least-privilege and need-to-know principles; unique user IDs, strong password policies, and rate-limiting of failed logins; multi-factor authentication and single sign-on available for administrators and end users; access to systems is logged to maintain an audit trail.Infrastructure and resilience.
• Infrastructure and resilience. Production infrastructure is hosted with reputable cloud providers — Amazon Web Services with MongoDB Atlas — with multi-availability-zone replication, hardened server configurations, regular backups with restoration testing, and documented, tested disaster recovery procedures. Network protections include firewalling and security-group controls; systems logging supports monitoring and detection of attempted attacks.Encryption.
• Encryption. Data in transit is encrypted using HTTPS/TLS. Data at rest is protected by provider-level encryption, with additional field-level encryption (AES-256-GCM) applied to secrets, tokens, and customer-supplied credentials.Data isolation.
• Data isolation. Customer data is logically isolated per tenant, subject to the Processor's information security program.

Technical and Organisational Measures

Description of the technical and organisational measures implemented by Theneo Inc. as data processor/data importer to ensure an appropriate level of security, taking into account the nature, scope, context, and purposes of the processing and the risks to natural persons.

Secure development and deletion. Code review is required for production changes; vulnerability scans run across production and development environments with risk-based remediation; secure data destruction processes are applied at end of life in accordance with Section 13.

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ANNEX III

List of Sub-processors

The Controller has authorized the use of the following Sub-processors. Each processes Personal Data only for the purpose described and only to the extent necessary to provide the Services.

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Scope of Annex III. Annex III lists only third parties that Process Customer Personal Data on the Controller's behalf in the provision of the Services. Tools used by Theneo Inc. solely for its own internal business operations (including CRM, marketing, accounting, and compliance functions) are not Sub-processors; where such tools process personal data, Theneo Inc. acts as controller, as described in its Privacy Policy.

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