MUTUAL NON DISCLOSURE AGREEMENT

THIS AGREEMENT governs the disclosure of information, as of

(the “Effective Date”), by and between
AGCO International GmbH with its principal place of business at Victor von Bruns-Strasse 17,
8212 Neuhausen am Rheinfall, Switzerland, and SAS CHATEAU PUYBARBE with its
registered office/principal place of business at
6 lieu-dit Puybarbe 33710 Mombrier France
.

The purpose of this Agreement is to create a strong partnership about wine exportation (the
“Business Purpose”). Each party has agreed to disclose to the other Party certain
Confidential Information subject to the terms and conditions of this Agreement.

1. Definitions.

The following definitions shall apply to this Agreement:

“Confidential Information” shall mean any and all technical and non-technical
information provided by either party or its Group Companies, to the other party and/or
its Representatives, including but not limited to (a) patent applications, (b) trade
secrets, (c) proprietary information – mask works, ideas, samples, media, techniques,
sketches, drawings, works of authorship, models, inventions, know-how, processes,
apparatuses, equipment and hardware, algorithms, software programs, software
source documents, and formulae related to the current, future, and proposed products
and services of each of the parties, and including, without limitation, their respective
information concerning research, experimental work, development, design details and
specifications, engineering, assets, intentions or market opportunities, operations,
financial information, procurement requirements, purchasing, manufacturing, customer
lists, investors, employees, business and contractual relationships, business forecasts,
sales and merchandising, marketing plans and information the disclosing party
provides regarding third parties, (d) the existence and terms of this Agreement, (e) any
information, findings, data or analysis derived from Confidential Information and (f) any
other information that is identified as being of a confidential or proprietary nature.
Confidential Information may take the form of both tangible materials and oral and
visual disclosures.

“Group Companies” means, in respect of a party, any persons that Control, are
Controlled by or are under common Control with that party from time to time and for this
purpose “Control” means, in relation to a party, the power (whether direct or indirect)
to direct or cause the direction of its affairs, whether by means of holding shares,
possessing voting power, exercising contractual powers or otherwise and “Controlled”
will be construed accordingly.

“Representatives” means a party’s Group Companies and their officers, directors,

employees, consultants and professional advisers; and “Representative” means any
of them.

2. Obligations. The parties understand and agree that this Agreement does not
obligate either party or its Group Companies to disclose Confidential Information to the
other party or any of its Representatives, nor does it prevent either party or its Group
Companies from disclosing its own Confidential Information to third parties. In addition,
each party agrees that at all times and notwithstanding any termination or expiration of
this Agreement, it will hold in strict confidence and not disclose to any third party
Confidential Information received by it and/or its Representatives and will only use such
Confidential Information as required to accomplish the Business Purpose, except as
approved in writing by the other party. Each party shall only permit access to
Confidential Information received by it and/or its Representatives to those of its officers,
directors, employees, consultants and professional advisers and its Representatives, in
each case, who need to have access to such Confidential Information for the fulfilment
of the Business Purpose and who are bound by confidentiality obligations at least as
restrictive as those contained herein. Neither party shall make, have made, use or sell
for any purpose any product or other item using, incorporating or derived from any
Confidential Information received by it and/or its Representatives. Each party will
protect the Confidential Information received by it and/or its Representatives from
unauthorized use or disclosure by using the same degree of care, but no less than a
reasonable degree of care, used to protect its own Confidential Information. Each party
shall immediately notify the other upon discovery of any loss or unauthorized disclosure
of the Confidential Information received by it and/or its Representatives.

3. Information Excluded. The following information shall not be subject to the

obligations set forth in this Agreement:

a) information that is or becomes available to the public through no breach of this

Agreement;
b) information that was available to the receiving party on a non-confidential
basis prior to disclosure by the disclosing party;
c) information that is subsequently received by a party from a third party that is
not under a non-disclosure obligation in respect of that information;
d) information that is independently developed by either party without reference
to or use of Confidential Information received by it and/or its Representatives;
e) information required to be disclosed by court order, law or regulation, provided
that, to the extent it is legally permitted to do so, the party so disclosing timely
notifies the other party to enable that party to seek a protective order; and
f) information developed by employees or agents of a party independently of and
without reference to any Confidential Information received by it and/or its
Representatives.

4. Ownership and Return of Confidential Information. All Confidential

Information, and copies thereof, shall remain the property of the party supplying it
hereunder or its Group Companies. The parties recognize and agree that nothing
contained in this Agreement shall be construed as granting any property rights, by
license or otherwise, to any Confidential Information received by it and/or its
Representatives, or to any invention or any patent, copyright, trademark, or other
intellectual property right that has issued or that may issue, based on or embodied by
such Confidential Information. Upon termination or expiration of this Agreement or the
need to use Confidential Information for the Business Purpose, or upon written request
of the other party, each party shall:

a) promptly return to the other or destroy all documents and other tangible
materials representing Confidential Information received by it and/or its
Representatives and all copies thereof;
b) erase, by complete and irreversible deletion, all the other party’s Confidential
Information from its computer and communications systems and devices used
by it, or which is stored in electronic form;
c) erase, by complete and irreversible deletion, all the other party’s Confidential
Information which is stored in electronic form on systems and data storage
services provided by third parties; and
d) certify in writing to the other party that it has complied with the requirements of
this Clause 4.

For the purposes of Clauses 4(b) and 4(c) above in the case of electronically stored
Confidential Information, ‘complete and irreversible deletion’ means that the
Confidential Information is deleted in such a way that any access to this Confidential
Information is impossible.

Nothing in this Clause 4 shall require the recipient of the Confidential Information to
return or destroy:
 a) any documents and materials containing or based on the disclosing party’s
Confidential Information that the receiving party is required to retain by
applicable law, or to satisfy the requirements of a regulatory authority or body
of competent jurisdiction or the rules of any listing authority or stock exchange,
to which it is subject; and
b) copies of Confidential Information which are saved as backup copies on
secondary storage media following standardised, automatic processes.

The provisions of this Agreement shall continue to apply to any documents and
materials retained by the receiving party pursuant to this Clause 4.

5. Reproductions. Confidential Information received by a party and/or its

Representatives shall not be reproduced in any form except as required to accomplish
the Business Purpose. Any reproduction by a party of any Confidential Information
received by it and/or its Representatives shall remain the property of the other party or
its Group Companies and shall contain any and all confidential or proprietary notices or
legends which appear on the original, unless otherwise authorized in writing by the
other party.

6. No Representations or Further Obligations. Neither party makes any

warranty, representation, statement or undertaking (whether express or implied) in
respect of the accuracy, non-infringement, reasonableness or completeness of
Confidential Information disclosed by it or its Group Companies. The parties
understand and agree that this Agreement does not obligate either party or its Group
Companies to enter into any further agreements or to proceed with any possible
relationship or other transaction.

7. No Reverse Engineering. Neither party will modify, reverse engineer,

decompile, create other works from, or disassemble any hardware or software
contained in the Confidential Information received by it and/or its Representatives.

8. Term and Termination. This Agreement comes into force on the Effective
Date and is valid for five (5) years. If either party decides not to become, or continue to
be, involved in the Business Purpose with the other party it shall notify the other party
in writing immediately. The confidentiality obligations of each party shall,
notwithstanding any earlier termination of negotiations or discussions between the
parties in relation to the Business Purpose, continue for a period of five (5) years from
the date of termination of this Agreement. Termination of this Agreement shall not
affect any accrued rights or remedies to which either party is entitled.

9. Injunctive Relief. Each party acknowledges that its breach of this Agreement
will cause irreparable damage and hereby agrees that the other party and its Group
Companies shall be entitled to seek injunctive relief under this Agreement, as well as
such further relief as may be granted by a court of competent jurisdiction.

10. Severability. If any provision of this Agreement is found by a proper authority

to be unenforceable or invalid such unenforceability or invalidity shall not render this
Agreement unenforceable or invalid as a whole and in such event, such provision shall
be changed and interpreted so as to best accomplish the objectives of such
unenforceable or invalid provision within the limits of applicable law or applicable court
decisions.

11. Notice. All notices or reports permitted or required under this Agreement
shall be in writing and shall be delivered by personal delivery, electronic mail or by
certified or registered mail, return receipt requested, and shall be deemed given upon
personal delivery, five (5) days after deposit in the mail, unless the addressee shows
that the document was received after that date, or upon transmission of the electronic
mail. Notices shall be sent to the addresses set forth at the beginning of this Agreement
or such other address as either party may specify in writing.
 12. Miscellaneous.

(a) Each party agrees that the obligations imposed by this Agreement in relation to
Confidential Information received by it and/or its Representatives extend to any
Confidential Information which has been, or may have been, supplied to that party
and/or its Representatives prior to the date of this Agreement, despite the absence of a
written agreement, this Agreement merely recording in writing the oral confidentiality
obligations under which such party and/or its Representatives received the Confidential
Information in question.

(b) This Agreement and any dispute or claim in connection with this Agreement or its
terms shall be governed by the substantive laws of Switzerland, excluding the UN
Convention on Contracts for the International Sale of Goods (CISG). Any dispute,
controversy or claim arising out of or in relation to this Agreement, including the validity,
invalidity, breach or termination thereof, shall be submitted to the exclusive jurisdiction
of the competent courts of the City of Zurich, Zurich 1 (Kreis 1), Switzerland. Nothing
contained in the foregoing provisions of this Clause 12(b) shall prevent either party
from applying to any appropriate court for an injunction or other like remedy to restrain
the other party from committing any breach or anticipated breach of this Agreement
and for consequential relief. This Agreement contains the final, complete and exclusive
agreement of the parties regarding the subject matter hereof, and may not be amended
except by a writing signed by both parties hereto. This Agreement shall be binding
upon the recipient’s heirs, successors and assigns. Any waiver (express or implied) by
either party of any breach of this Agreement shall not constitute a waiver of any other
or subsequent breach. Neither party will assign or transfer any rights or obligations
under this Agreement without the prior written consent of the other party, which will not
be unreasonably withheld. This Agreement may be executed in counterparts, any one
of which shall be deemed to be an original, and all of which shall constitute one and the
same instrument.

IN WITNESS WHEREOF, the parties here to have caused this Mutual Non-Disclosure
Agreement to be executed by their duly authorized representatives as of the Effective Date.

AGCO International GmbH 20/06/2025 à Mombrier, FRANCE

Victor Von Bruns-Strasse 17 ……] By RIKU VAANANEN,
8212 Neuhausen am Rheinfall OWNER
Switzerland

By: By: _____________________________

Title: VP Finance EME____________ Title: _____________________________

By:

Title: VP, Purchasing & Materials EME