Version 2.0 | Effective September 2026

The Sage Roaster Agreement entered into by and between BRG Appliances Limited (including its corporate affiliates, "Sage") and Roaster shall be governed by the following Beanz Roaster Website Terms (collectively with the Sage Roaster Agreement, the "Agreement"):

I. SAGE'S RIGHTS & RESPONSIBILITIES

Marketing and Sale of Products. Sage shall be responsible for all operating functions of the Beanz website. Sage shall process customer orders and collect all amounts due from customers for Products purchased, including applicable sales tax. Sage shall transmit the details of each purchase to Roaster for shipment from Roaster directly to the customer. Sage may market the Products for purchase on a one-time basis or as part of a subscription at its sole discretion. Sage may market some or all of the Products. Sage shall solely determine market prices for all Products. Roaster grants Sage a non-exclusive license, which may be sub-licensed to customers, partners or distributors of Sage, to utilize Roaster's name, brand, likeness and any other information provided by Roaster to assist in marketing the Products or otherwise in conjunction with the marketing or sale of products or services of Sage. Sage retains the unrestricted right to enter into agreements with other third parties for the sale of similar coffee bean products through Beanz, and to sell the Products directly to end customers through any other sales channel.

1. Customer Service. As an additional service to Roaster, Sage shall provide customer service resources relating to Beanz customers. Roaster shall provide Sage with any information reasonably necessary to resolve customer service issues arising from the sale of any Product. Sage may take any action reasonably necessary to satisfy the Customer, up to and including resolving the issue at Roaster's expense. In the event that Sage reasonably believes that a proposed transaction represents potential fraudulent activity, Sage may cancel the transaction.

II. ROASTER'S RIGHTS & RESPONSIBILITIES

1. Products and Related Information. Roaster shall provide all Products purchased by customers on the Beanz platform and shall provide Sage with information requested relating to the Products, including raw data and Roaster's notes, to allow Sage to develop Product listings to be posted on Beanz. The Product related information provided by Roaster shall contain a clear and accurate description of the qualities and characteristics of and related to each Product. Sage shall develop the final Product listing to be posted on Beanz and has the right to amend any Product-related information provided by Roaster in its sole discretion.

Roaster warrants that it shall maintain inventory of the Products sufficient to meet reasonable customer demand. Roaster shall not list any Product it does not currently have or reasonably expect to have in stock to fulfill customer orders. Roaster shall not supply stale beans. Roaster shall not roast beans until after an order has been received with respect to such beans.

1. Shipping. Roaster is responsible for all aspects of shipping, including using the Sage branded packaging, labeling, or other promotional materials when made available by Sage. To assist Roaster, Sage shall make a portal available for Roaster's use to process and ship orders, whether through a third-party platform or a platform developed internally by Sage. All standard shipping related costs shall be the responsibility of Sage, unless otherwise expressly agreed by both parties.

When Roaster receives notice of a customer purchase, Roaster shall process and fulfill the order in accordance with the Agreement. In the event of an incorrect or damaged Product being shipped to a customer, Roaster shall either send a replacement Product at no cost or provide a full refund to the customer. If an item is unavailable, Roaster shall not substitute another item unless expressly agreed to by the customer. Unless otherwise previously agreed to by the parties, Roaster may not include any marketing, promotional materials, or any other solicitations with a Product that is shipped to a customer.

Sage may cancel any customer order that is not shipped by the committed ship date or by a ship date that is reasonable, and Sage shall have no duty to compensate Roaster for any canceled orders. Roaster is responsible for all delivery errors except to the extent caused by Sage's failure to supply accurate customer shipping information.

1. Customer Chargebacks. If Sage notifies Roaster of a customer chargeback received due to non-delivery or other dispute, Roaster shall provide Sage with all information reasonably requested to resolve any such chargeback within five (5) business days of receiving notice. Sage will then seek to resolve the matter and reestablish the order. If Roaster fails to provide the information requested, Roaster shall reimburse Sage for any such chargeback and any resulting costs.

2. Newsletters, Marketing & Other Materials. Roaster consents to receiving newsletters, marketing and other materials from Sage (including affiliates of Sage) in relation to the Agreement or otherwise.

III. PAYMENT

Sage shall provide a weekly pay advise every seven (7) days for Products sold by Sage. Roaster shall subsequently invoice Sage and Sage shall pay Roaster within thirty (30) days of receipt of each invoice.

IV. TERM OF THE AGREEMENT

The Effective Date of the Agreement shall be the date of execution by Roaster and the Agreement shall continue until terminated by either party. Both Sage and Roaster have a right to terminate the Agreement with or without cause upon five (5) business days' prior written notice to the other party. In the event of any such termination, Roaster shall fulfill all outstanding customer orders placed prior to such termination. Notwithstanding the foregoing, Sage may cease or suspend the availability of the Products on Beanz in its sole discretion at any time.

V. PRODUCT WARRANTY AND RECALLS

Roaster warrants that the Products are of good quality and are merchantable and fit for human consumption, consistent with all applicable food safety and labeling regulations. Roaster shall immediately notify Sage of any potential product defects or recalls relating to the Products. Roaster shall manage any recall process competently and be solely responsible for all related liabilities and costs. Further, Roaster warrants that the Products shall not infringe any intellectual property right held by any third party and that all Products will conform to the product description as listed on Beanz.

VI. MUTUAL WARRANTIES

Each party represents and warrants that it: (i) is validly existing and in good standing in the state or territory where its principal place of business resides, (ii) has full corporate power and authority to enter into and perform under the Agreement, (iii) has not entered into, nor will enter into, any third-party agreements which violate the Agreement, (iv) as of the Effective Date, is aware of no legal, contractual or other restriction, limitation or condition that might adversely affect its ability to perform hereunder, and (v) shall perform its obligations in accordance with all applicable local, state, federal, and governmental regulations, and court orders of any competent jurisdiction.

VII. CUSTOMER DATA

This section governs the processing of personal data under the Agreement and prevails over any other provision of the Agreement to the extent of a conflict concerning personal data. In this section, "Data Protection Laws" means Regulation (EU) 2016/679 (the "EU GDPR") and the EU GDPR as it forms part of the law of the United Kingdom (the "UK GDPR"), in each case together with any national legislation implementing or supplementing them that applies to a party, and any other data protection or privacy law applicable to a party's processing under the Agreement; references to Articles are to the corresponding Articles of the EU GDPR and the UK GDPR; "Integration" means the application or interface operated by Sage that connects Sage's platform with Roaster's e-commerce store for the purpose of transmitting and fulfilling orders (currently the Beanz Connect application); "Beanz Customer Data" means the personal data Sage transmits to Roaster to enable fulfilment of an order placed through Sage's platform (including the customer's name, delivery address, order line items, delivery contact details, and order and shipment status); and "Roaster Store Data" means any other personal data held in Roaster's own e-commerce store, including personal data of Roaster's own customers who have not placed an order through Sage's platform.

1. Roles. For Beanz Customer Data, Sage is the Controller and Roaster is Sage's Processor. Roaster is the Controller of Roaster Store Data, and Sage has no authority to process Roaster Store Data except as set out in paragraph (f).

2. Roaster's processing of Beanz Customer Data. Roaster shall: (i) process Beanz Customer Data only on Sage's documented instructions and only to fulfil, ship and handle returns for orders placed through Sage's platform; (ii) not use Beanz Customer Data for its own purposes or sell or share it as those terms are defined under applicable law; (iii) ensure that persons authorised to process the data are bound by confidentiality; (iv) implement appropriate technical and organisational security measures; (v) engage a sub-processor only with Sage's prior consent and on written terms no less protective than these; (vi) assist Sage in responding to data-subject requests and in meeting Sage's obligations under Articles 32 to 36 GDPR of the EU GDPR and/or UK GDPR, as applicable; (vii) on completion of the relevant order or on termination, delete or return Beanz Customer Data at Sage's option and confirm deletion in writing on request; and (viii) make available to Sage the information necessary to demonstrate compliance with this section and allow for audits on reasonable notice.

3. Retention. Roaster shall retain Beanz Customer Data only for as long as necessary to fulfil the order and to meet any statutory retention obligation applicable to Roaster, and shall not retain it beyond that period.

4. Security and personal data breach. Each party shall maintain appropriate technical and organisational measures to protect personal data processed under the Agreement. Each party shall notify the other without undue delay after becoming aware of any personal data breach affecting Beanz Customer Data or Roaster Store Data that is connected with the Agreement or the Integration, and shall provide the information the other party reasonably needs to meet its own notification obligations.

5. International transfers. Where a party transfers personal data processed under the Agreement outside the EEA or the United Kingdom, it shall ensure that a valid transfer mechanism under Data Protection Laws (an adequacy decision or adequacy regulations, or the applicable standard contractual clauses or international data transfer agreement or addendum, together with any required transfer risk assessment) is in place before the transfer.

6. Integration access controls. Sage accesses Roaster's e-commerce store through the Integration using access credentials issued through Roaster's e-commerce platform. Sage shall: (i) request only the access permissions reasonably necessary for the order and fulfilment flow; (ii) access and process only records created by, or associated with, the Integration, and shall not access, use, retain or disclose Roaster Store Data; and (iii) store access credentials securely. To the extent Sage inadvertently accesses Roaster Store Data, Sage shall promptly delete it and shall not use or retain it.

7. Compliance and cooperation. Each party shall comply with Data Protection Laws in performing the Agreement. Nothing in the Agreement limits any data subject's rights or any supervisory authority's powers, including those of the competent supervisory authority in the country where Roaster is established.

VIII. INDEMNIFICATION

Roaster shall indemnify, defend, and hold Sage harmless from and against any losses, expenses, liabilities, damages and other claims, including reasonable attorney fees and expenses, arising out of: (i) its negligent or intentional acts or omissions, or (ii) its breach of the Agreement, or (iii) any and all claims relating to the Products, including but not limited to personal injury claims and third party intellectual property infringement claims.

IX. LIMITATION OF LIABILITY

TO THE EXTENT ALLOWED BY LAW, THE PARTIES AGREE THAT IN NO EVENT SHALL SAGE BE LIABLE TO ROASTER OR TO ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, INCLUDING ANY LOSS OF PROFITS, LOSS OF EARNINGS, LOSS OF ANTICIPATED SAVINGS, GOODWILL OR REVENUE, FOR ANY MATTER ARISING OUT OF OR RELATING TO THE AGREEMENT OR ITS SUBJECT MATTER, REGARDLESS OF WHETHER SUCH LIABILITY IS ASSERTED ON THE BASIS OF CONTRACT, WARRANTY, TORT OR OTHERWISE EVEN IF SAGE MAY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL THE AGGREGATE LIABILITY OF SAGE FOR DAMAGES WITH RESPECT TO ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF THE AGREEMENT, EXCEED THE DOLLAR AMOUNT EQUAL TO THE SALES OF THE PRODUCTS DURING THE TWELVE (12) MONTH PERIOD PRECEEDING WHEN SUCH CLAIM OR CAUSE OF ACTION ARISES, REGARDLESS OF WHETHER SUCH LIABILITY IS ASSERTED ON THE BASIS OF CONTRACT, WARRANTY, TORT OR OTHERWISE AND EVEN IF SAGE MAY FORESEE OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

X. General

Assignment. Roaster may not assign or otherwise transfer its agreement with SAGE without the prior written consent of SAGE, which consent shall not be unreasonably withheld. The Agreement shall be binding upon, inure to the benefit of, and be enforceable by the parties and their respective heirs, successors and assigns.

Modification and Waiver. The Agreement contains the entire agreement of the parties and may not be amended or modified unless agreed to in writing by each party. No inaction by either of the parties with regard to any breach of any condition or provision of the Agreement shall be deemed a waiver of that term or of any other provision or condition in the Agreement.

Confidentiality. The parties acknowledge and agree that the Agreement and the matters discussed in negotiating its terms are confidential. It is therefore expressly understood and agreed by each party that it will not reveal, discuss, publish or in any way communicate any of the terms included in the Agreement to any person, organisation or other entity, except to professional representatives or as required by law, or as necessary for a party to fulfill its obligations under the Agreement.

Relationship. The parties are independent contractors and neither party is the legal representative or agent of the other in any respect and is not authorized to assume or create any obligation or liability of any kind on behalf of the other.

Severability. The provisions of the Agreement will be deemed severable, and if any provision of the Agreement is held to be illegal, void, or invalid under applicable law, such provision may be changed to the limited extent reasonably necessary to make the provision legal, valid, and binding. If any provision of the Agreement is held illegal, void, or invalid in its entirety, the remaining provisions of the Agreement will not be voided but will remain binding in accordance with their terms.

Force Majeure. If performance of any part of the Agreement by either party is prevented or delayed by reason of any cause or causes beyond the reasonable control of the party affected (including, without limitation, acts of God, acts of civil or military authority including governmental priorities, fires, floods, epidemics, pandemics, terrorist attacks, wars and riots), the party affected shall be temporarily excused from such performance to the extent that it is reasonably prevented or delayed thereby.

Jurisdiction. The Agreement shall be governed by and construed in accordance with the laws of England. The parties agree that any legal proceeding relating to the Agreement or the enforcement of any provision of the Agreement shall be brought or otherwise commenced only before the courts of England.