VISITOR CONFIDENTIALITY AND ACKNOWLEDGMENT OF RISK

YOU MUST CAREFULLY REVIEW THIS AGREEMENT. THIS AGREEMENT REQUIRES YOU TO MAINTAIN THE CONFIDENTIALITY OF ALL NONPUBLIC INFORMATION. ADDITIONALLY, THIS AGREEMENT CONTAINS AN ACKNOWLEDGMENT OF RISK. IF YOU DO NOT AGREE TO THE TERMS BELOW, YOU MAY NOT ACCESS THE FACILITIES.

This Visitor Confidentiality and Acknowledgment of Risk Agreement (the “Agreement”) is entered into by and between City Storage Systems LLC (“CSS”) and the individual that indicates their acceptance to this Agreement in the previous screen (and the company Visitor works for) (the “Visitor”). This Agreement is in connection with (a) Visitor’s visit to or tour of CSS’s, or its affiliates’ (collectively, the “Company”) offices or facilities (including Company’s dark kitchen facilities) (collectively, Facilities”) and/or (b) discussions for potential business relationship between Visitor and Company

(hereinafter, the “Stated Purpose”).

Visitor may obtain Confidential Information (defined below) in connection with Visitor’s visit to Company’s Facilities

(including before, during and after the visit) or during discussions for potential business relationship. In consideration of the disclosure of information to Visitor or access to Facilities, Visitor agrees to the following: 1. CONFIDENTIAL INFORMATION.

a. “Confidential Information” shall mean information of Company that is confidential, non-public, proprietary and/or generally not known to the public, to include but not limited to: any and all information relating to Company’s Facilities, Facility kitchen layout and proprietary kitchen technology, products, technology, business affairs, methods, strategies, formulas, know-how, product formulations, concepts, techniques, processes, designs, secrets, methods, history, future planning, point-of-sale data, cost data, computer programs, software, scientific or technical know-how, financial, marketing and other business information, third party technology and information in Company’s possession; and any and all vendor and customer information, whether such information be tangible, intangible, intellectual or otherwise. Confidential Information shall encompass all of the foregoing information whether provided by Company or any other source to Visitor and whether provided in writing, orally or by other means, regardless of whether the source of such information is an employee or other representative of Company or otherwise. Confidential Information shall also include all of the foregoing that may be obtained or become known to Visitor by Visitor’s deduction or powers of observation. Company and Visitor agree that it is their specific intent that the definition of Confidential Information be defined as broadly as possible within the permissible context of applicable law. Company and Visitor further agree that all Confidential Information is the sole and exclusive property of CSS. b. Visitor shall hold Confidential Information in strict confidence and shall not disclose or divulge such Confidential Information, directly or indirectly, to any third party, or use or implement such Confidential Information, without Company’s prior written consent, except that this prohibition shall not apply to Confidential Information which: (i) was in the public domain at the time of its disclosure, or becomes part of the public domain subsequent to the time of disclosure through no fault of Visitor; (ii) was in Visitor’s possession prior to disclosure by Company as evidence by written records; or (iii) is independently developed by Visitor without any reference to Confidential Information. c. FOR CLARITY, THE IDENTITY OF ANY KITCHEN LICENSEE/OPERATOR AT A COMPANY FACILITY SHALL CONSTITUTE COMPANY’S CONFIDENTIAL INFORMATION AND AS SUCH, VISITOR AGREES TO NOT DISCLOSE THE IDENTITY OF ANY KITCHEN LICENSEE/OPERATOR TO ANY THIRD PARTY. UNLESS EXPRESSLY AUTHORIZED BY COMPANY, VISITOR AGREES TO NOT TAKE ANY PHOTOGRAPHS OR VIDEO OF ANY PART OF THE FACILITY, INSIDE OR OUTSIDE.

d. Visitor shall protect the confidential nature of the Confidential Information with no less a standard of care (which shall be reasonable under the circumstances) than Visitor uses to protect its own confidential and proprietary information. Visitor may disclose Confidential Information as required by an order of a court of competent jurisdiction, or by any applicable law or regulation, provided that Visitor, to the extent legally permissible, gives Company the written notice of such required disclosure and reasonably assists Company in protecting, preventing or limiting such disclosure at Company’s expense. Visitor shall only disclose that portion of Confidential Information as legally required for disclosure, and shall exercise all reasonable efforts to receive confidential treatment for such Confidential Information.

e. ALL CONFIDENTIAL INFORMATION IS PROVIDED “AS IS”. All Confidential Information is Company’s sole and exclusive property. Visitor acknowledges and agrees that nothing in this Agreement will be construed as granting any rights (including, without limitation, any patent, copyright or other intellectual property or proprietary right) to Visitor, by license or otherwise, in or to any of Confidential Information, except as expressly set forth in this Agreement.

f. Visitor agrees to immediately notify Company in the event that Visitor becomes aware that there is a disclosure of Confidential Information other than as authorized by this agreement, either intentionally or inadvertently, and to assist Company in recovering any such Confidential Information and/or mitigating harm to Company. Visitor acknowledges that the unauthorized use or disclosure of Confidential Information would cause Company irreparable harm and significant damages. Accordingly, Visitor agrees that Company may seek equitable relief in connection with any v.7.22.22

unauthorized use or disclosure of its Confidential Information, in addition to any other rights and remedies at law or otherwise.

2. ACKNOWLEDGMENT OF RISK AND WAIVER.

a. Visitor understands and agrees that it is aware that the Facility may be currently under construction and that there may be ongoing construction activities at the Facility. Visitor further understands and agrees that construction sites, including the Facility, are a dangerous environment, despite the precautions for safety taken by CSS, contractor, its subcontractors, or others performing work at the Facility. In consideration of being granted the right to access and tour the Facility, Visitor, for itself and its successors and assigns, hereby freely, voluntarily, and without duress executes this Agreement and agrees to the following: b. Visitor fully understands and recognizes that construction and other activities at the Facility are dangerous and involve inherent risks of serious injury, death, and/or property damage. Visitor has carefully evaluated and fully considered these risks and nonetheless wishes to proceed with touring the Facility. Visitor agrees to observe all posted warnings and to act with due care for Vistor’s surroundings. Visitor represents that he or she is in the proper physical condition to participate in the Facility tour and related activities.. c. Visitor hereby releases, waives and forever discharges, covenants not to sue, and agrees to defend, indemnify and hold harmless CSS from and against any and all loss, damage, expense, liability, claim, injury, settlement, judgment, award, fine, penalty, charge or demand of any nature (hereinafter collectively referred to as “Claim”), either in law or in equity, arising out of or resulting from Visitor’s presence at the Facility. d. Visitor does hereby release and forever discharge CSS from any Claim whatsoever which arises or may hereafter arise on account of any first aid, treatment, or service rendered in connection with Visitor’s activities on or around the Facility, including any Claim that arises from Visitor’s ingress or egress in and to the Facility, whether by roadway or otherwise, whether the same be caused by or result from any manner, thing or condition, negligence or fault of CSS. e. Visitor hereby expressly, specifically, and voluntarily assumes any and all risk of any and all activities undertaken in, on or around the Facility, including any means by which Visitor accesses or exits the Facility, and releases CSS from all Claims relating to or arising out of any bodily injury, personal injury, mental injury, illness, death or property damage or other loss resulting from Visitor’s presence at the Facility. f. The novel coronavirus, COVID-19, was declared a worldwide pandemic by the World Health Organization. Visitor understands that COVID-19 is extremely contagious and is believed to spread by person-to-person contact; and, as a result, federal, state, and local health agencies recommend social distancing and other measures to prevent the spread of COVID-19. Visitor recognizes that CSS, pursuant to current guidelines, has put in place reasonable, preventative measures aimed to reduce the spread of COVID-19. However, given the nature of COVID-19, Visitor understands that there is an inherent risk of becoming infected with COVID-19 by virtue of proceeding with this tour of the Facility and that CSS cannot guarantee that Visitor will not become infected with COVID-19. Visitor hereby acknowledges and voluntarily assumes the risk of being exposed to or becoming infected with COVID-19 by touring the Facility. Visitor understands that possible exposure to COVID-19 before/during/after its tour of the Facility may result in the following: (i) a positive COVID-19 diagnosis, (ii) extended quarantine/self-isolation, (iii) additional tests, (iv) hospitalization that may require medical therapy, (v) Intensive Care treatment, (vi) possible need for intubation/ventilator support, (vii) short-term or long-term intubation, and/or other potential complications, and/or

(viii) death. Visitor understands all of the potential risks, including, but not limited to, the potential short-term and long-term complications related to COVID-19 and hereby consents to proceed with its tour of the Facility. 3. MISCELLANEOUS.

a. This Agreement shall remain in effect until the date on which all of the Confidential Information disclosed pursuant to this Agreement is no longer confidential pursuant to Section 2 hereof, after which Section 2 and 3 shall survive in perpetuity.

b. This Agreement constitutes the entire agreement between the parties as it relates to the disclosing of Confidential Information in connection with the Stated Purpose and supersedes all previous proposals, both oral and written, negotiations, representations, writing and all other communications between the parties. No modification or waiver of any of the provisions of this Agreement shall be valid unless in writing and signed by the parties hereto. This Agreement shall be binding upon and inure to the benefit of the successors and assigns of the parties hereto, and neither of the parties hereto shall assign this Agreement without the prior written consent of the other party. The Agreement shall not be construed against either party, irrespective of which party may be deemed to have drafted the Agreement or authorized the ambiguous provision.

c. This Agreement shall be construed and the legal relations between the parties hereto determined in accordance with the laws of the State of California, without reference to its conflicts of law provisions. Exclusive venue for any dispute or disagreement arising under or relating to this agreement shall be in a court sitting in Los Angeles, California. In a legal action to enforce this Agreement’s terms, the prevailing party shall be awarded its reasonable attorney’s fees and costs incurred therewith.

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