SAG35007-SC-9021

SCHEDULE “I”

Upgrade Sulfur Recovery Units – Yanbu Refinery Project

CONFIDENTIALITY AGREEMENT

30th DEC 2020 is made and entered into

THIS CONFIDENTIALITY AGREEMENT, dated this _____________,
by and between Jacobs ZATE, or its affiliates (hereinafter referred to as “Contractor”) and SAMCON
whose business address is P.O. Box 1637 Jubail 31951, Kingdom of Saudi Arabia together with its
subsidiaries and affiliates, (hereinafter referred to as "Subcontractor"), and

WITNESETH

WHEREAS in connection with an inquiry for the Laser Scanning, Contractor and Saudi Aramco
and its affiliates (hereinafter referred to as “Owner”) are willing to disclose certain confidential information
to Subcontractor, solely for the purposes herein described and on the terms and conditions set forth
below, and Subcontractor is willing to hold such information confidential.

NOW THEREFORE, in consideration of the above premises, the information to be provided

hereunder, and other good and valuable consideration the adequacy of which is hereby acknowledged,
Contractor and Subcontractor hereby agree as follows:

I. Project

Contractor is under contract in connection with the Upgrade Sulfur Recovery Units – Yanbu Refinery
Project at the Owner’s Berri (hereafter referred to as the “Project”), which will employ certain
confidential information of Owner as well as other confidential and proprietary information as
described below (“Confidential Information”).

II. Confidential Information

A. Subcontractor agrees to hold in confidence and not to use or disclose to any person without the
prior written consent of Contractor : (i) any and all information disclosed to Subcontractor by
Contractor relating directly or indirectly to the Project, and (ii) any and all Confidential Information
whether or not specifically identified by Contractor as confidential which is disclosed to
Subcontractor directly or indirectly by Contractor, including, without limitation, the following:
information concerning Owner proprietary process, engineering specifications, information
relating to planning, permits, financial position or projections, and any and all analyses, reports,
studies, costs, methods, strategies, results, processes, formulas, patterns, devices and trade
secrets. All of the above shall hereinafter be collectively referred to as "Confidential Information";
provided, however, such term shall not include the following:

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(1) Confidential Information that at the time of disclosure is in the public domain;

(2) Confidential Information that after disclosure is published or otherwise becomes part
of the public domain through no fault of Subcontractor (but only after, and only to the
extent that, it is published or otherwise becomes part of the public domain);

(3) Confidential Information that Subcontractor can show already was in the possession
of Subcontractor at the time of disclosure and that without any breach of any other
third party agreement or contracts applicable to the parties with respect to the
Project is free to disclose to others; and

(4) Confidential Information that Subcontractor can show was received by it after the
time of disclosure from a third party who did not acquire it directly or indirectly from
Contractor under an obligation of confidence.

B. For the purpose of this Section II, specific disclosures made to Subcontractor shall not be
deemed to be within the exceptions merely because they are embraced by general disclosure in
the public domain or in the possession of Subcontractor.

C. Nothing contained in this Section II shall deny Subcontractor the right to use Confidential
Information received from a third party who lawfully is in possession of such information.

D. Subcontractor acknowledges that disclosure of Confidential Information could cause severe

and irreparable harm to Contractor and Owner. Subcontractor further confirms that it might
not be possible to measure such damages in money. Accordingly, Subcontractor consents
that, in the event of breach or threatened intentional breach by it of the provisions of this
Agreement, Contractor and Owner may seek in addition to any other rights or remedies to
which it is entitled (including but not limited to, money damages), an injunction or restraining
order, restraining Subcontractor from doing or continuing to do or perform any acts
constituting such breach or threatened breach.

III. Return of Confidential Information

Subcontractor agrees that all Confidential Information that is in or on any medium, together with any
other property delivered by Contractor or made available to Subcontractor or otherwise obtained for
purposes related to this Confidentiality Agreement, is and remains the sole property of Contractor.
Without the prior written consent of Contractor, Subcontractor agrees not to make or to give
permission to make copies of any Confidential Information provided by Contractor or otherwise
obtained by Subcontractor or its employees, contractors or agents; provided, however, Subcontractor
may make such copies as are required for its internal review process. Promptly upon conclusion of
its evaluation, if Subcontractor elects not to participate in the Project, and at any time upon demand
by Contractor, Subcontractor shall return to Contractor all Confidential Information and any and all
copies thereof.

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IV. Project Discussions

It is understood that the discussions relating to the Project are confidential. No public announcement
covering such discussions or concerning the existence thereof will be made by Subcontractor except
if required by law and upon two days prior written notice to Contractor. Subcontractor may continue
to make such announcements as are required by law, provided that two days prior written notice are
give to Contractor and Subcontractor will endeavor to avoid specific references to Contractor or the
Project.

V. Employee Confidentiality

Subcontractor agrees that it shall notify those Subcontractor employees, contractors, attorneys and
agents who will have access to Confidential Information that such information is subject to this
agreement and further each person shall personally agree to comply with the terms hereof. In any
event Subcontractor shall be responsible for any breach of this Confidentiality Agreement by any
employee, contractor or agent of Subcontractor.

VI. Client-Broker Relationship

Nothing herein shall be construed as creating a client-broker or similar relationship between

Subcontractor and Contractor, and no broker's sales or finder's fee shall be payable to Subcontractor
by Contractor.

VII. Warranty

Contractor makes no warranties, express or implied, concerning the validity, accuracy or

completeness of the Confidential Information.

VIII. Further Assurances

Subcontractor agrees to take such other actions and to execute such other documents from time to
time as Contractor feels are reasonably necessary or advisable to effectuate the intent hereof.

IX. General Provisions

The terms and conditions of this Confidentiality Agreement shall not be modified except as agreed in
writing by the parties. This Confidentiality Agreement constitutes the entire agreement between the
parties pertaining to the subject matter hereof and supersedes all prior and contemporaneous
agreements and understandings of the parties in connection herewith. No waiver of any breach of
this Confidentiality Agreement or of any of the terms hereof shall be effective unless such waiver is in
writing and signed by the party against whom such waiver is claimed. No waiver of any breach shall
be deemed to be a waiver of any other or subsequent breach. All unperformed obligations shall

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survive termination of this Confidentiality Agreement. This Confidentiality Agreement shall be

interpreted in accordance with the laws of the Kingdom of Saudi Arabia. In case any part of this
Confidentiality Agreement should be determined to be invalid, illegal or unenforceable in any respect,
the validity legality or enforceability of the remaining provisions contained herein shall in no way be
affected or impaired thereby.

IN WITNESS WHEREOF, SUBCONTRACTOR and Contractor have caused this Agreement to

be executed by their respective duly authorized agents, effective as of the date first written above.

SAMCON (Subcontractor) JACOBS ZATE (Contractor)

MOHAMMED KAIF KALSEKAR

Name: __________________________________ Name: Mustafa Al-Jumaian

MANAGER- PROJECTS & OPERATION

Title: _________________________________ Title: Lead Contract Engineer

DECEMEBER 30TH 2020

Date: _________________________________ Date: ___________________________

Signature: _____________________________ Signature: _______________________

© Copyright 2017 Jacobs, Zamel and Turbag Consulting Engineers Company (Jacobs ZATE)
File Name: KSASOP400_04_Confidentiality Agreement_Rev.00
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