Non- Disclosure Agreement

To, Webhelp L.L.C Jordan

Dear Sir / Madam,

I .................................................................................................................................................................
(hereinafter referred to as the “Recipient”), in consideration of my employment with the Company, and
Company agreeing to make available to me certain financial and other Confidential Information relating
to the Project(s), I will be required to work on during the course of my employment with the Company,
hereby undertake to the Company on the terms set out below:

1. Interpretation.

In this Non-Disclosure Agreement (hereinafter referred to as the “NDA”), the following definitions
and rules of interpretation shall apply:

Shall mean Webhelp L.L.C Jordan, a limited liability company incorporated and
existing under the laws of the Hashemite Kingdom of Jordan and registered under
Company:
the commercial registration number (52320), which shall mean and include its
affiliates, agents, and successors – in – interest and permitted assigns.
Shall means:
(a) The fact that the Company is considering to release information on the
project and the existence and contents of this NDA;
(b) The existence and contents of the information already disclosed and
(c) All information in whatever form, (including, without limitation, in
written, oral, visual or electronic form or on tape or disk) relating to the
project, the Company, or any company in the Company’s Group, that is
directly or indirectly disclosed to the Recipient or any of its
representatives by any agent or employee of the Company’s Group, such
information includes all business, financial, technical, Intellectual or
Confidential Industrial Property and other information marked or designated by the
Information: Company as “confidential.” Confidential Information also includes
information which, by the nature of the information and circumstances
surrounding the disclosure, ought in good faith to be treated as
confidential
But excluding information which:
(i) Is, or subsequent becomes, public knowledge other than as a direct or indirect
result of the information being disclosed in breach of this NDA; or
(ii) Recipient received from a source which is to the best of its knowledge not
connected with the Company or its Group and which is not to the best of its

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 knowledge under any obligation of confidence in respect of the information;
or
(iii) was known to the Recipient before the date of this NDA and in respect of
which the Recipient was not under any obligation of confidentially; or
(iv) Information under this NDA each Party agrees in writing is not confidential.
(v) Is separately developed by the Recipient without reference to any provision
of this agreement.

Shall means the Copies of Confidential Information including any document,

electronic file, note, extract, analysis, study, plan, compilation or any other way
Copies:
of representing or recording and recalling information which contains, reflects or
is derived or generated from confidential information.
Permitted
Working on different Project(s) during the course of employment.
Purpose:
Party/ Parties Referred to the Company and the Recipient.

2. Recipient's obligations.

2.1 The Recipient shall:

(a) Keep the Confidential Information secret;
(b) Use the Confidential Information only for the Permitted Purpose;
(c) Not directly or indirectly disclose the Confidential Information (or allow it to be disclosed), in
whole or in part, to any person or make Copies unless permitted by this NDA;
(d) Use its best endeavors to ensure that no person gets access to the Confidential Information
from the Recipient, its officers, employees or agents unless authorized; and
(e) Inform the Company immediately upon becoming aware, or suspecting, that an unauthorized
person has become aware of Confidential Information.

2.2 The Recipient shall not disclose the Confidential Information to any person without prior written
consent of the Company. The Recipient shall treat all information, documents and papers and other
matters coming to him/ her from the Company or due to the Recipient being employee/ associate
of the Company, including the contents of this NDA, his/her remuneration and service conditions
strictly confidential and not divulge the same, without express permission of the designated officers
of the Company, to any person, including employees/ associates of this Company as defined herein
above. The word associate shall mean any person other than an employee connected or working
for the Company &/or companies under the same management in any capacity such as consultant,

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 advisor, advocate and contractor etc.

2.3 Save where required by applicable law or regulation, if the Company request in writing, the
Recipient shall immediately return to the Company all the Confidential Information received by
the Recipient and destroy or permanently erase all Copies made by the Recipient in whatsoever
form.

2.4 The Recipient acknowledge Company's proprietary rights on the Confidential Information, and
agrees that all the work done/ generated / created / produced / finished /developed by Recipient
Company shall be work done for hire, and any/ all rights of whatsoever nature in such work shall
solely and exclusively vest with the Company; and the Company shall have absolute right
thereupon to the exclusion of all others.
3. Term.
The obligations of Recipient shall be continuous and the term of the undertaking in this NDA
shall be perpetual.

4. Indemnity.

The Recipient shall (in addition to, and without affecting, any other rights or remedies the Company
may have whether under statute, common law or otherwise) indemnify, and keep indemnified, the
Company, and their respective officers, employees, advisers or agents (each an Indemnified Person)
from and against all actions, claims, demands, liabilities, damages, losses, costs, charges and
expenses (including, without limitation, consequential losses, loss of profit and all interest,
penalties and legal and other professional costs and expenses) that an Indemnified Person may
suffer or incur in connection with, or arising from, any breach or non-performance by the Recipient,
or any person to whom the Recipient has disclosed or given access to any part of the Confidential
Information or any Copies, of any of the provisions of this NDA (unless such person to whom
disclosure is made is under a direct obligation of confidentiality to the Company other than under
the terms of this NDA). This Indemnity shall not apply to any disclosure that the Recipient believes
that it is under any legal or regulatory obligation to make.

5. Whole agreement and conduct of negotiations.

5.1 This NDA is the whole agreement between the Parties and supersedes any arrangements,
understanding or previous agreement between them relating to the subject matter covered by this
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 NDA.
5.2 The Recipient acknowledges that the Confidential Information may not be accurate or complete
and the Recipient understands that the Confidential Information may not be entirely accurate or
complete.

6. Assignment.
The Recipient cannot assign any of its rights under this NDA or any document referred to in it.

7. Third party rights and intellectual property.

7.1 Except as provided in this paragraph 7, this NDA is made for the benefit of the Parties to it and their
successors and permitted assigns and is not intended to benefit, or be enforceable by, anyone else.
7.2 This NDA is made for the benefit of the Company from time to time.

7.3 None of the Confidential Information is the property of the Recipient. The disclosure to the
Recipient of any Confidential Information shall not give the Recipient any license or other rights
whatsoever in respect of any part of such Confidential Information beyond the rights contained in
this NDA.
8. Severance.
8.1 If any court or administrative body of competent jurisdiction finds any provision of this NDA to
be invalid, unenforceable or illegal, the other provisions of this NDA shall remain in force.
8.2 If any invalid, unenforceable or illegal provision would be valid, enforceable or legal if some part
of it were deleted, the provision shall apply with whatever modification is necessary to make it
valid, enforceable and legal.

9. Variation and waiver.

9.1 A variation of this NDA shall be in writing and signed by or on behalf of all Parties.
9.2 A waiver of any right under this NDA is only effective if it is in writing and it applies only to the
person to whom the waiver is addressed and the circumstances for which it is given.
9.3 A person that waives a right in relation to one person, or who takes or fails to take any action
against that person, does not affect its rights against any other person.
9.4 No failure to exercise or delay in exercising any right or remedy provided under this NDA or by
law constitutes a waiver of such right or remedy or will prevent any future exercise in whole or in
part thereof.
9.5 No single or partial exercise of any right or remedy under this NDA shall preclude or restrict the

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 further exercise of any such right or remedy.
9.6 Rights arising under this NDA are cumulative and do not exclude rights provided by law.

10. Governing law and jurisdiction.

10.1 This NDA will be governed and construed in accordance with the laws and regulations of the
Hashemite Kingdom of Jordan.
10.2 Any dispute arising between the Parties arising from interpreting this NDA or its performance or any
violation thereof shall be referred to Amman Court of First Instance and the aforementioned court is
the competent court to settle all the matters related to this NDA or arising therefrom.

Please confirm your agreement by signing and returning to us a copy of this NDA.

Yours faithfully,

I have read and agree to the terms of the above NDA.

Hanin Sami Ibrahim Al-Khazender

Employee Name: .......................................................................

Signature: ..............................................................................

01/11/2023
Date: .........................................................................................

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