This Product Lease Agreement (the "Agreement") is dated < > (the "Effective Date") by and between SWNAC E-Kiraya Services Private Limited, a company incorporated under the Companies Act, 2013 having its brand name as SharePal and its corporate office at 1st Floor, Soul Space Paradigm, C/o Awfis, Marathahalli Village, Marathahalli, Next to Ironhill, Bengaluru, Karnataka 560037 ("Company") and <Name of the Lessor>, residing at <Address of the Lessor>, ("Lessor").

The Lessor and the Company may hereinafter be referred to as "Party" individually and "Parties" collectively as the context may require.

The Company is engaged in the business for renting of lifestyle products, including without limitation cameras, gaming consoles, projectors, speakers, trekking gear, motorcycle riding gear, etc ("Products") through the website and/or mobile application, to its users ("Users").

The Company has agreed to enter into this Agreement with the Lessor, wherein the Lessor shall offer the Products on lease as per the terms and conditions of this Agreement.

The Lessor shall lease the product(s) listed in Annexure II (Product Details) to the Company who must adhere to the terms & conditions within this Agreement.

2.1 The Lessor shall submit the purchase invoice of the product along with other details like payment confirmation, warranty card as may be required by the Company.

2.2 The Lessor shall not provide fake, spurious, counterfeit, damaged, defective, refurbished Products or Products procured through illegitimate channels or any such Product which may cause prejudice and harm to the User or to the reputation and goodwill of the Company.

The Lessor allows the Company to henceforth rent these Products to the Users in the Company's usual course of business, without any prior notification to the Lessor.

The price at which the product(s) shall be made available by the Company to the User shall be determined by the Company in its sole discretion.

The ownership title to these product(s) shall remain with the Lessor at all times.

This product lease agreement shall begin on the above Effective Date and shall terminate after <duration> months in <end month>.

6.1 The rental fee is based on a rate of Rupees <in words> ₹ <in absolute numbers> per month inclusive of GST as per Annexure I (Monthly Rental Payments). All payments shall commence after 30 days from the Effective Date of this Agreement.

6.2 The Company shall, at all times, have the right and option to deduct/adjust any payments due to, or from the Lessor in one transaction, against any payments due to, or from the Contributor in other transactions.

In the event that any material and irreparable damage is caused to the Product during the term under the fixed rental model, either by the act of the Company or by the User, then the liability of the Company shall be limited to providing a similar product of approximately similar age to the Lessor ("Company Liability Amount").

The intellectual property rights of the Company, including without limitation, the brands, any logos, trademarks, etc, of the Company cannot in any circumstances be used, or copied, or altered in any manner which is identical/similar to the brands/logos/trademarks of the Company, by the Lessor.

The Parties to this Agreement agree that any information provided by the Company to the Lessor which was not available in the public domain including the terms and conditions of this Agreement, shall be treated as confidential information and shall not be disclosed by the Lessor without prior written consent of the Company.

The Lessor agrees and undertakes to indemnify and to hold harmless the Company, its affiliates, successors, agents, assigns, and each of their directors, officers, employees, agents, and representatives from and against any losses, damages, claims, costs and expenses (including, without limitation, reasonable attorneys' fees) incurred directly or indirectly by reason of any breach or alleged breach by the Lessor of the Lessor's obligations or any of the terms of this Agreement or of the Company's policies, or the applicable law.

The Lessor hereby agrees that during the term of this Agreement, the Lessor should not enter into any similar arrangement/agreement with any third party engaged (directly or indirectly) in the business similar/identical or competing with the business of the Company.

12.1 Unless otherwise mutually agreed between the Parties in writing, this Agreement shall be valid and binding for a period of twelve (12) months from the date of execution with a lock-in period of 3 months. Upon the completion of 12 months from the date of execution this Agreement shall cease to exist.

12.2 Either Party may terminate this Agreement, without assigning any reason, by serving a prior written notice on the other Party. Either Party shall be required to serve a 30 (thirty) days prior written notice before the date of termination.

12.3 Notwithstanding anything to the contrary contained in this Agreement, the Company may at any time terminate this Agreement without serving any notice to this effect, if the Lessor is in breach of terms of this Agreement or the applicable law.

13.1 Notwithstanding the termination of this Agreement, the Lessor agrees that any request or order for renting of the leased product initiated by a User prior to the termination of this Agreement shall be fulfilled and completed by the Company, if the Company determines so in its sole discretion and any such transaction by way of completion of such request shall not be construed to be an extension of this Agreement.

13.2 On the termination of the Agreement, the Lessor will be entitled to only the Lease Rentals as specified in clause 6, which have become due to the Lessor. The Company shall be entitled to adjust any monies, due from the Lessor to the Company till the date of termination, from the Lease Rentals payable to the Lessor on termination.

No amendment, waiver or modification of any terms of this Agreement shall be binding upon a Party unless expressly made in writing through the mutual consent of the Parties.

This Agreement is being entered into on a non-exclusive, principal-to-principal basis and the Lessor is an independent contractor and not an agent and/or employee of the Company.

Any notices to be served on either of the Parties by the other shall be sent and acknowledged by email.

Email for the Company is patrons@sharepal.in and email for the Lessor is <Email>.

In the event of the Lessor's failure to fulfill its obligations under this Agreement, including but not limited to the provision of providing the product, invoice, and warranty details to SharePal, the Lessor shall be considered in breach of contract.

Notice of Breach: SharePal shall provide written notice to the Lessor specifying the nature of the breach and a reasonable period for remedy.

Remedies: If the Lessor fails to cure the breach within the specified period, SharePal reserves the right to pursue any or all of the following remedies:

• Termination of this Agreement;

• Seeking specific performance;

• Claiming damages for losses incurred due to the Lessor's non-performance.

In the event of the Company's failure to fulfill its obligations under this Agreement, including the timely payment of monthly rent, the Company shall be considered in breach of contract.

The Lessor shall provide written notice to the Company specifying the nature of the breach and a reasonable period for remedy.

Remedies: If the Company fails to cure the breach within the specified period, the Lessor reserves the right to pursue any or all of the following remedies:

• Termination of this Agreement;

• Seeking the return of the leased product(s);

• Claiming damages for losses incurred due to the Company's non-performance.

If any dispute arises between the Parties hereto during the subsistence of this Agreement or thereafter, in connection with, or arising out of, this Agreement, the dispute shall be referred to arbitration under the Arbitration and Conciliation Act, 1996 to be adjudicated by a sole arbitrator to be appointed by the Company.

The seat of the arbitration shall be Bangalore, India. The proceedings of arbitration shall be in the English language. The arbitrator's award shall be final and binding on the Parties.

The Agreement shall be governed by and construed in accordance with the laws of India. The courts of Bangalore, India, shall have exclusive jurisdiction in connection with this Agreement.

IN WITNESS WHEREOF the Parties hereto have entered into this Agreement the day and year herein above written.

Signed and Delivered by the authorized representatives of the Parties to this Agreement:

For Lessor:

Lessor Name & Signature

For and on behalf of:

SWNAC E-Kiraya Services Private Limited

Name Authorised Signatory:

Rushi Narang Designation: Director & Co-founder

This Product Lease Agreement (the "Agreement") is dated < > (the "Effective Date") by and between SWNAC E-Kiraya Services Private Limited, a company incorporated under the Companies Act, 2013 having its brand name as SharePal and its corporate office at 1st Floor, Soul Space Paradigm, C/o Awfis, Marathahalli Village, Marathahalli, Next to Ironhill, Bengaluru, Karnataka 560037 ("Company") and <Name of the Lessor>, residing at <Address of the Lessor>, ("Lessor").

The Lessor and the Company may hereinafter be referred to as "Party" individually and "Parties" collectively as the context may require.

The Company is engaged in the business for renting of lifestyle products, including without limitation cameras, gaming consoles, projectors, speakers, trekking gear, motorcycle riding gear, etc ("Products") through the website and/or mobile application, to its users ("Users").

The Company has agreed to enter into this Agreement with the Lessor, wherein the Lessor shall offer the Products on lease as per the terms and conditions of this Agreement.

The Lessor shall lease the product(s) listed in Annexure I (Product Details) to the Company who must adhere to the terms & conditions within this Agreement.

2.1 The Lessor shall submit the purchase invoice of the product along with other details like payment confirmation, warranty card as may be required by the Company.

2.2 The Lessor shall not provide fake, spurious, counterfeit, damaged, defective, refurbished Products or Products procured through illegitimate channels or any such Product which may cause prejudice and harm to the User or to the reputation and goodwill of the Company.

The Lessor allows the Company to henceforth rent these Products to the Users in the Company's usual course of business, without any prior notification to the Lessor.

The price at which the product(s) shall be made available by the Company to the User shall be determined by the Company in its sole discretion.

The ownership title to these product(s) shall remain with the Lessor at all times.

This product lease agreement shall begin on the above Effective Date and shall terminate after <duration> months in <end month>.

6.1 The Rental Fee payable to the Lessor shall be fifty percent (50%) of the net rental revenue actually earned by SharePal from renting out the Product to end customers through its platform. The net rental revenue shall mean gross rental revenue for the product as reduced by the applicable discounts and taxes.

6.2 All payments shall commence after 30 days from the Effective Date of this Agreement, subject to reconciliation of completed rental transactions during the preceding 30 days.

6.3 The Company shall, at all times, have the right and option to deduct/adjust any payments due to, or from the Lessor in one transaction, against any payments due to, or from the Contributor in other transactions.

In the event that any material and irreparable damage is caused to the Product during the term of this Agreement under the revenue-sharing rental model, whether by the act, omission, or negligence of the Company or any User, the liability of the Company shall be limited to fifty percent (50%) of the Fair Market Value of the Product leased out by the Lessor (hereinafter referred to as the "Company Liability Amount").

For the purposes of this Agreement, the Fair Market Value ("FMV") shall mean the prevailing market value of the Product at the time of entering of this agreement, as reasonably determined based on factors including but not limited to the Product’s age, category, model, physical condition, and the average resale price of comparable units in the secondary market at that time.

The FMV of the product leased out is xxxx. This FMV determined shall be final and binding on both Parties unless mutually reviewed and agreed otherwise in writing.

The intellectual property rights of the Company, including without limitation, the brands, any logos, trademarks, etc, of the Company cannot in any circumstances be used, or copied, or altered in any manner which is identical/similar to the brands/logos/trademarks of the Company, by the Lessor.

The Parties to this Agreement agree that any information provided by the Company to the Lessor which was not available in the public domain including the terms and conditions of this Agreement, shall be treated as confidential information and shall not be disclosed by the Lessor without prior written consent of the Company.

The Lessor agrees and undertakes to indemnify and to hold harmless the Company, its affiliates, successors, agents, assigns, and each of their directors, officers, employees, agents, and representatives from and against any losses, damages, claims, costs and expenses (including, without limitation, reasonable attorneys' fees) incurred directly or indirectly by reason of any breach or alleged breach by the Lessor of the Lessor's obligations or any of the terms of this Agreement or of the Company's policies, or the applicable law.

The Lessor hereby agrees that during the term of this Agreement, the Lessor should not enter into any similar arrangement/agreement with any third party engaged (directly or indirectly) in the business similar/identical or competing with the business of the Company.

12.1 Unless otherwise mutually agreed between the Parties in writing, this Agreement shall be valid and binding for a period of twelve (12) months from the date of execution with a lock-in period of 3 months. Upon the completion of 12 months from the date of execution this Agreement shall cease to exist.

12.2 Either Party may terminate this Agreement, without assigning any reason, by serving a prior written notice on the other Party. Either Party shall be required to serve a 30 (thirty) days prior written notice before the date of termination.

12.3 Notwithstanding anything to the contrary contained in this Agreement, the Company may at any time terminate this Agreement without serving any notice to this effect, if the Lessor is in breach of terms of this Agreement or the applicable law.

13.1 Notwithstanding the termination of this Agreement, the Lessor agrees that any request or order for renting of the leased product initiated by a User prior to the termination of this Agreement shall be fulfilled and completed by the Company, if the Company determines so in its sole discretion and any such transaction by way of completion of such request shall not be construed to be an extension of this Agreement.

13.2 On the termination of the Agreement, the Lessor will be entitled to only the Lease Rentals as specified in clause 6, which have become due to the Lessor. The Company shall be entitled to adjust any monies, due from the Lessor to the Company till the date of termination, from the Lease Rentals payable to the Lessor on termination.

No amendment, waiver or modification of any terms of this Agreement shall be binding upon a Party unless expressly made in writing through the mutual consent of the Parties.

This Agreement is being entered into on a non-exclusive, principal-to-principal basis and the Lessor is an independent contractor and not an agent and/or employee of the Company.

Any notices to be served on either of the Parties by the other shall be sent and acknowledged by email.

Email for the Company is patrons@sharepal.in and email for the Lessor is <Email>.

In the event of the Lessor's failure to fulfill its obligations under this Agreement, including but not limited to the provision of providing the product, invoice, and warranty details to SharePal, the Lessor shall be considered in breach of contract.

Notice of Breach: SharePal shall provide written notice to the Lessor specifying the nature of the breach and a reasonable period for remedy.

Remedies: If the Lessor fails to cure the breach within the specified period, SharePal reserves the right to pursue any or all of the following remedies:

• Termination of this Agreement;

• Seeking specific performance;

• Claiming damages for losses incurred due to the Lessor's non-performance.

In the event of the Company's failure to fulfill its obligations under this Agreement, including the timely payment of monthly rent, the Company shall be considered in breach of contract.

The Lessor shall provide written notice to the Company specifying the nature of the breach and a reasonable period for remedy.

Remedies: If the Company fails to cure the breach within the specified period, the Lessor reserves the right to pursue any or all of the following remedies:

• Termination of this Agreement;

• Seeking the return of the leased product(s);

• Claiming damages for losses incurred due to the Company's non-performance.

If any dispute arises between the Parties hereto during the subsistence of this Agreement or thereafter, in connection with, or arising out of, this Agreement, the dispute shall be referred to arbitration under the Arbitration and Conciliation Act, 1996 to be adjudicated by a sole arbitrator to be appointed by the Company.

The seat of the arbitration shall be Bangalore, India. The proceedings of arbitration shall be in the English language. The arbitrator's award shall be final and binding on the Parties.

The Agreement shall be governed by and construed in accordance with the laws of India. The courts of Bangalore, India, shall have exclusive jurisdiction in connection with this Agreement.

IN WITNESS WHEREOF the Parties hereto have entered into this Agreement the day and year herein above written.

Signed and Delivered by the authorized representatives of the Parties to this Agreement:

For Lessor:

Lessor Name & Signature

For and on behalf of:

SWNAC E-Kiraya Services Private Limited

Name Authorised Signatory:

Rushi Narang Designation: Director & Co-founder