A. Introduction: 1. We respect your privacy rights and recognize the importance of secure transactions and information privacy. This Privacy Policy describes how Film Pod Limited and its affiliates (collectively “Film Pod, we, our, us”) collect, use, share or otherwise process your personal information through Film Pod website www.filmpod.com, its mobile application, and m-site (hereinafter referred to as the “Platform”). 2. This Privacy Policy is an electronic agreement formed under the Information Technology Act, 2000 and the rules and regulations made there under (as amended till date) including the Information Technology (Reasonable security practices and procedures and sensitive personal data or information) Rules, 2011 & the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021. It does not require any physical or digital signatures to make the terms of this policy binding. This privacy policy is a legally binding document. The terms of this privacy policy will be effective upon your use of our Platform /service. Please read this policy carefully, together with our Terms of Services (https://www.filmpod.com/Terms-of-Use). 3. By visiting our Platform, providing your information or availing our product/service, you expressly agree to be bound by the terms of this Privacy Policy and the applicable Terms of service. While accessing or using our platform/services, you have given explicit consent to collect, use, share or otherwise process your information in accordance with this Privacy Policy. If you do not agree, please do not access or use our Platform or service. 4. You acknowledge that you are disclosing Personal Information voluntarily. Prior to the completion of any registration process on our platform or prior to availing of any services offered on our platform if you wish not to disclose any Personal Information you may refrain from doing so; however if you don't provide information that is requested, it is possible that the registration process would be incomplete and/or you would not be able to avail of the our services. If you are our corporate customer, it is possible that we have entered into a contract with you for non-disclosure of confidential information. This Policy shall not affect such a contract in any manner.

B. Application of Policy: 1. This policy governs each website, mobile site, application, and/or other service, regardless of how distributed, transmitted, published, or broadcast (“Service”) provided by Film Pod Limited and/or its affiliates (“we,” “us,” or “our” or “Film Pod”) that links to this policy, which is binding on all those who access, visit and/or use Film Pod’s Services, i.e., Listing Service, Search Plus Services, FP Mart, FP Pay, FP Omni, FP Xpert, FP Shopping etc.,. This policy shall apply equally to all of our vendors, service providers, subcontractors, partners, agents, representatives, employees, and any other third parties. Film Pod undertakes to only collect and use personal data voluntarily provided by you. You are able to browse our platform without disclosing any personal information about them. However you have to provide limited personal data to us, as may be required, in order to register or to avail certain services from us. 2. This policy applies to all contractors, suppliers, customers, users, vendors, sellers, partners, and other third party working on behalf of Film Pod or accessing or using our platforms/service. It also applies to the head office, branches office and other offices of Film Pod and all employees/officials of Film Pod. It applies to all data that Film Pod holds relating to identifiable individuals, even if that information technically falls outside of the Privacy & Data Protection law. The said information includes, Names, address, mobile/telephone numbers, email Id of users and any other information collected or received by users while accessing or using our platforms/service. 3. This Privacy Policy is part of Film Pod’s Terms of Service and covers the treatment of user information, including personally identifying information, obtained by Film Pod, including information obtained when you access the Film Pod platform, use the Film Pod Service or any other software provided by Film Pod. Unless otherwise stated explicitly, this Policy applies to Personal Information as disclosed on any of our Platform. This policy does not apply to the practices of organizations that we do not own or to people that we do not employ or manage.

C. Objectives of policy: 1. Film Pod is required to collect & use certain information about individuals, i.e., customers, suppliers/vendors, business contacts, employees, and the third parties with whom Film Pod has a business relationship or may need to contact. This policy describes, how Film Pod collects, receives, possesses, stores, deals or handle personal information including sensitive personal information about you and ensure that the same are available for review by you. The personal information must be collected, handled and stored to meet the data protection standards as well as legislative requirements. This policy ensures to comply with data protection law and follows the good practice and protects the rights of employees, customers, suppliers/vendors, business contacts, employees, and the third parties and how to stores and processes data and protects from the risks of data breach.

D. Collection of Information: 1. In the course of carrying out its various functions and activities, Film Pod collects information from individuals & third parties and generates a wide range of information which is stored at our platform. These information can take many different forms, such as, corporate records, financial records, legal records, contracts, letters received from third parties, personnel/employees records, invoices, completed application forms, contact lists, email communications and attachments, photos etc.,. Film Pod collects information in order to provide and continually improve its products & services. The information may be collected online or offline. Regardless of the collection method, the same privacy protection shall apply to all data/information including personal information. 2. We collect Personal Information from you in a variety of ways when you interact with us through our services, such as, installing, accessing, or using our Services; Create an account on our services; Request customer service or contact us; Conduct a transaction where we collect personal information, including when required by law and regulations; Submit a testimonial, rating or review, or other user-generated content that may be posted; Otherwise submit personal information to us along with any related content of the communication. 3. In the course of registering for and availing various services we provide from time to time through our website www.filmpod.com ("Website", telephone search, SMS and Apps) or any other medium in which Film Pod may provide services (collectively referred to as "the Platform") you may be required to give your name, residence address, workplace address, email address, date of birth, educational qualifications , Marital status , and similar Personal Information ("Personal Information") & credit card/debit card , and other payment instrument details. We, either through third party service provider or by our own, collect the Know-Your-Customer (KYC) related document from you. KYC related documents include but not limited to, driving licence, proof of possession of Aadhaar number, the Voter's Identity Card, Pan Card, GST, Passport, job card issued by NREGA (duly signed by an officer of the State Government and letter issued by the National Population Register containing details of name and address). If OVD (officially valid documents) furnished by you don’t have an updated address, then in addition to OVD, we may also collect the utility bill (electricity, telephone, post-paid mobile phone, piped gas, water bill) not more than two months old, property or Municipal tax receipt; pension or family pension payment orders (PPOs) issued to retired employees by Government Departments or Public Sector Undertakings, containing the address; letter issued by the Foreign Embassy or Mission in India (in case of foreigner), as prescribed by RBI (Reserve Bank of India) from time to time. If you are Sole Proprietary firms, we may collect the documents which include, (a) Registration certificate; (b) Certificate/licence issued by the municipal authorities under Shop and Establishment Act. (c) Sales and income tax returns. (d) GST certificate (provisional/final). (e) IEC (Importer Exporter Code) issued to the proprietary concern by the office of DGFT or Licence/certificate of practice issued in your firm’s name (in case of Importer /Exporter). (f) Income Tax Return (just the acknowledgement) in your firm’s name, duly authenticated/acknowledged by the Income Tax authorities. (g) Utility bills such as electricity, water, landline telephone bills, etc., or, the documents relating to proof of business/activity. We may also conduct verification and collect such other information and clarification as would be required to establish the existence of your firm, as per our satisfaction. If you are Legal Entities, we may collect the documents which includes, (a) Certificate of incorporation; (b) Memorandum and Articles of Association; (c) Permanent Account Number of the company; (d) Board resolution & power of attorney granted to its managers, officers or employees to transact on its behalf or Documents relating to beneficial owner. If you are partnership firm, we may collect the documents which include, (a) the certified copies Registration certificate; Partnership deed; Permanent Account Number of the partnership firm and Documents relating to beneficial owner, managers, officers or employees. If you are Trust, we may collect the documents which include, (a) the certified copies Registration certificate; Trust deed; Permanent Account Number or Form No.60 of the trust and Documents relating to beneficial owner, managers, officers or employees. If you are unincorporated association or a body of individuals, we may collect the documents which include, (a) the certified copies Resolution of the managing body; Permanent Account Number or Form No.60 of the unincorporated association or a body of individuals and Documents relating to beneficial owner, managers, officers or employees. We, either through third party service provider or by our own, may also undertake Video based Customer Identification Process (V-CIP) in Compliance of KYC policy of RBI. The Personal Information is used for three general purposes: to customize the content you see, to fulfil your requests for certain services, and to contact you about our services via including but not limited to email's, sms’s and other means of communication. Where possible, we indicate which fields are required and which fields are optional. You always have the option to not provide information by choosing not to use a particular service, product or feature on our Platform. Film Pod collects the personal information voluntarily provided by you while accessing or using our platforms/service. Film Pod also collects data (on regular basis) from various sources such as newspaper, visiting cards, pamphlets, magazines and journals (including both free and pay), by appointment of data collectors, join free option made available on Film Pod platforms. The example of the data/information collected by us is given below: Types of information Collected by Film Pod : Sr. No. Source of Information Nature of Information Collected 1) Users/Customers a. Personal Identifying information such as name, address and phone numbers; email Id, Age, personal description, profile photograph etc., & delivery address, b. payment information. c. location information. d. Device information (if you provided). e. IP address. f. Name, addresses & phone numbers, e-mail IDs of friends and other people listed in Addresses; g. Content of reviews and e-mails to us. h. voice recordings when you call to us. i. credit usage, login detail, device log files etc., while using our platform. j. Contacts – address book for app users 2) Vendors/Sellers a. Personal Identifying information such as name, address and phone numbers; email Id, Age, personal description, profile photograph ,Marital status etc.,. b. payment information. c. location information. d. Device information (if you provided) e. IP address. f. Name, addresses & phone numbers, e-mail IDs of friends and other people listed in Addresses. g. content of reviews and e-mails to us. h. voice recordings when you call to us. i. images, videos and other content collected or stored in connection with our Services. j. information and officially valid documents (KYC) regarding identity and address information, including mobile & landline number, place of business, valid Email id, vendor’s photo, id & address proof (such as Aadhar card, Pan Card, GST Voter Id Card, Passport, Shop and Establishment Certificate, etc... k. credit usage l. corporate and financial information, and m. device log files and configurations etc.,. 3) Automatic Information a. IP address of your device connected to our platform. b. Login details, e-mail address, and password, device log files etc... c. location of device/computer. d. content interaction information, downloads, streaming of video, network details etc... e. device metrics, application usage, connectivity data, and any errors or event failures. f. our Services metrics, any technical errors, interactions with our service features and content, settings preferences and backup information, location of device, file name, dates, times etc while using our service. g. content use history. h. URLs including date & time; products & contents viewed or searched for; page response times, download errors, length of visits to certain pages, and page interaction information etc.,. i. phone numbers used to call to us. j. Images/videos while visiting our platforms. k. device identifiers, cookies, browsing history, usage history, and/or other technical information. 5) Information from Other Sources a. updated delivery and address information from our carriers or other third parties. b. account information, purchase or redemption information and page-view information from some merchants/partners for which we provide technical, advertising or other services. c. information about interactions with vendors while interacting via FP channel. d. search results and links, including paid/free listings. e. internet-connected devices details. 6) Officials/Employees/Resellers etc... a. Personal Identifying information such as name, address and phone numbers; email Id, Age, personal description, profile photograph etc.,. b. Educational Information. c. information and officially valid documents (KYC) regarding identity and address information. d. payment information. e. location information. f. Device information (if you provided) g. IP address. h. content of reviews and e-mails to us. i. voice recordings when you call to us. j. login detail, device log files etc., while using our platforms. k. Third Party Information a. Corporate & financial information about our co-branded partners, delivery partners, and other third party associated with us. b. CIN Number, PAN Number, GSTN Number etc.,. c. Location information. d. Device information (if you provided) e. IP address. f. Internet-connected devices details. g. Identity and address information etc.,.

E. Film Pod Doesn’t Collect the Information: 1. Film Pod does not collect sensitive personal data or information. It only collects the sensitive personal data or information which is considered necessary to provide the service or to fulfil the purpose and for a lawful purpose connected with a function or activity of Film Pod. User can continue to browse / search on Filmpod’s platform without giving any information; however, PI is required for availing the certain services on Filmpod’s platform. 2. Film Pod does not collect emails, addresses or other contact information from your mobile address book or contact lists other than name and mobile phone numbers. Film Pod does not store historical location information in any form or manner at its end, except for last known location from which Film Pod software was accessed in case of non-availability of current location data. Film Pod App integrates with face-book SDK and may send aggregate usage statistics to face-book from time to time. Usage of information sent to face-book is governed by Facebook's data usage policies which can be found at www.facebook.com/about/privacy. 3. While collecting information, Film Pod ensures that you must be informed about (a) the fact that the information is being collected; (b) the purpose for which the information is being collected; (c) the intended recipients of the information; and (d) the name and address of (i) the agency that is collecting the information; and (ii) the agency that will retain the information. 4. The data/information shall not be collected unless-(a) you have provided a valid, informed & free consent; (b) processing is necessary for the performance of a contract to which you are party; (c) processing is necessary for compliance with the company legal obligation; (d) processing is necessary in order to protect your interests; or (e) processing is necessary for the performance of a task carried out in the public interest.

F. Usage of Information: 1. The data/information collected shall be used for the purpose for which it has been collected. In addition, the Film Pod uses the data for the following purposes: a. To provide services. b. To fulfill your requests for products and services and communicate with you about those requests. If you search the products or service from our platform without logged in or sought the information by calling our hotline, we collect mobile number and generate lead with our vendors/service providers, as per your choice/request. If you search the products or service from our platform with logged in, we share your information (i.e., name, mobile, email etc.,) as available with us with our vendors/service providers to fulfil your choice/request. c. To administer contests, sweepstakes, promotions, and surveys. d. To respond to reviews, comments, or other feedback you provide us. e. To help us personalize our service offerings, websites, mobile services, and advertising. f. To provide functionality, analyze performance, fix errors, and improve the usability and effectiveness of the Services. g. To recommend features, products, and services that might be of interest to you, identify your preferences, and personalize your experience with Film Pod Services. h. To operate, provide, develop, and improve the products and services that we offer our customers. i. To provide our services and to support our core business functions. These include order or service fulfilment, internal business processes, marketing, authentication, loss and fraud prevention, public safety and legal functions. j. To display interest-based ads for features, products, and services that might be of interest to you. k. To prevent and detect fraud and abuse in order to protect the security of our customers, Film Pod, and others.

l. Communicate with you. m. Contacting with you for promoting services. n. The User's Personal Data may be used for legal purposes by Film Pod in legal proceeding at the stages leading to possible legal action arising from improper use of Film Pod services. o. For operation and maintenance purposes p. We use your voice input, images, videos, and other personal information to respond to your requests, provide the requested service to you, and improve our services. q. It helps us in operating, providing, improving, understanding, customizing, supporting, and marketing our Services. r. Comply with legal obligations. In certain cases, we collect and use your personal information to comply with laws. For instance, we collect from seller’s information regarding place of establishment and bank account information for identity verification and other purposes. 2. Personal Information will be kept confidential and will be used for our research, marketing, and strategic client analysis objectives and other internal business purposes only. We do not sell Personal Information. If you are a customer of our services, your Information shall be shared with our subscribers/advertisers and you shall be given consent to the same. Further, the subscribers / advertisers who are listed with us, may call you, based on the query or enquiry that you make with us, enquiring about any Product / Service or Product / Service of any subscriber / advertiser. If you are a vendor/seller/business entity availing our services, your information shall be shared with our users, customers, callers, subscribers/advertisers who are seeking our services. You are hereby giving us the consent to share the details. 3. We use your personal information to assist vendors, service providers, and business partners in handling and fulfilling orders; enhancing customer experience; resolve disputes; troubleshoot problems; help promote a safe service; collect money; measure consumer interest in our products/services; inform you about offers, products, services, and updates; customize and enhance your experience; detect and protect us against error, fraud and other criminal activity; enforce our terms and conditions; and as otherwise described to you at the time of collection of information. 4. With your consent, we will have access to your SMS, contacts in your directory, location and device information. We may also request you to provide your PAN, GST Number, Government issued ID cards/number and Know-Your-Customer (KYC) details to: (i) check your eligibility for certain products and services including but not limited to credit and payment products; (ii) issue GST invoice for the products and services purchased for your business requirements; (iii) enhance your experience on the Platform and provide you access to the products and services being offered by us, vendors, sellers, service providers, affiliates or lending partners. You understand that your access to these products/services may be affected in the event consent is not provided to us. 5. In our efforts to continually improve our product and service offerings, we and our affiliates collect and analyse demographic and profile data about our users' activity on our Platform. We identify and use your IP address to help diagnose problems with our server, and to administer our Platform. Your IP address is also used to help identify you and to gather broad demographic information. 6. We will occasionally ask you to participate in optional surveys conducted either by us or through a third party market research agency. These surveys may ask you for personal information, contact information, date of birth, demographic information (like zip code, age, or income level), attributes such as your interests, household or lifestyle information, your purchasing behaviour or history, preferences, and other such information that you may choose to provide. The surveys may involve collection of voice data or video recordings, the participation of which would purely be voluntary in nature. We use this data to tailor your experience at our Platform, providing you with content that we think you might be interested in and to display content according to your preferences. 7. We have arrangement with other companies and individuals to perform functions for examples include analysing data, providing marketing assistance, providing search results and links (including paid listings and links), processing credit card payments and providing customer service etc. They have access to personal information needed to perform their functions, but may not use it for other purposes. Further, they must process the personal information in accordance with this Privacy Policy and as permitted by applicable law. In certain cases, we collect and use your personal information to comply with laws. For instance, we collect from vendors/seller’s information regarding place of establishment and bank account information for identity verification and other purposes. 8. If you submit Personally Identifiable Information to us through the Filmpod platform, or Filmpod Service, then we use your personal information to operate, maintain, and provide to you the features and functionality of the Filmpod platform and Filmpod Service. In particular, your mobile phone number is essential to your use of the Filmpod Service and will be retained. Your name (as it is saved in other user's mobile phone address book or contact list) may be displayed to other users if they tag your mobile number and access your ratings in the App. 9. Film Pod "tags" the contacts in your address book as your friends, but at any-time, you can review the list of your tagged friends and choose to untag any of them at any time. Untagging your contacts will hide your ratings from them and will also result in their ratings not being shown to you. Ratings would not indicate your relationship with the reviewer however ratings will be always shown on the platform. 10. Only users of Film Pod will be displayed in your tagged friends list. If a contact in your address book has rated an establishment/s on Film Pod platforms, the ratings associated with the contact will be displayed as part of your friends' ratings. If a contact in your address book has used Film Pod's service across any platform and has not rated an establishment, although their name is displayed in your friends list, no ratings will be shown associated with the said contact. If any of your tagged friends registers with our Service across Film Pod's platforms, ratings of such a friend will be visible to you only if Your mobile number is present in his contacts list and You have not been untagged by your friend. It will be indicated as friend however rating will be always visible to everyone as a common user of Filmpod 11. We do not use your mobile phone number or other Personally Identifiable Information to send commercial or marketing messages without your consent or except as part of a specific program or feature for which you will have the ability to opt-in or opt-out. We may use cookies and log file information to (a) remember information so that you will not have to re-enter it during your re-visit on our platform; (b) provide custom, personalized content and information; (c) monitoring or pages viewed, etc.; and (d) track your entries, submissions, views etc.,.

G. Processing of Personal Information: 1. Personal /Sensitive personal data may be processed if such processing is necessary, for any function of Parliament or any State Legislature and/or for the exercise of any function of the State authorised by law for the provision of any service or benefit to the data principal from the State; or the issuance of any certification, license or permit for any action or activity of the data principal by the State. 2. Personal data/Sensitive personal data may be processed if such processing is (a) explicitly mandated under any law made by Parliament or any State Legislature; or (b) for compliance with any order or judgment of any Court or Tribunal in India. 3. Personal data/Sensitive personal data may be processed if such processing is necessary— (a) to respond to any medical emergency involving a threat to the life or a severe threat to the health of the data principal or any other individual; (b) to undertake any measure to provide medical treatment or health services to any individual during an epidemic, outbreak of disease or any other threat to public health; or (c) to undertake any measure to ensure safety of, or provide assistance or services to, any individual during any disaster or any breakdown of public order. 4. Personal data may be processed if such processing is necessary for— (a) recruitment or termination of employment of a data principal; (b) provision of any service to, or benefit sought by, the data principal; (c) verifying the attendance of the data principal; or (d) any other activity relating to the assessment of the performance of the data principal. 5. In addition to the grounds for processing contained aforesaid, personal data may be processed if such processing is necessary for such reasonable purposes as may be specified after taking into consideration— (a) the interest of FP in processing for that purpose; (b) whether FP can reasonably be expected to obtain the consent of the data principal; (c) any public interest in processing for that purpose; (d) the effect of the processing activity on the rights of the data principal; and (e) the reasonable expectations of the data principal having regard to the context of the processing. 6. The reasonable purposes means and includes, prevention and detection of any unlawful activity including fraud; whistle blowing; mergers and acquisitions; network and information security; credit scoring; recovery of debt; processing of publicly available personal data. However Film Pod ensures the protection of the rights of data principals. 7. Sensitive personal data may be processed on the basis of explicit consent. [Consent shall be considered explicit only if it is valid if: (a) informed, having regard to whether the attention of the data principal has been drawn to purposes of or operations in processing that may have significant consequences for the data principal; (b) clear, having regard to whether it is meaningful without recourse to inference from conduct in a context; and (c) specific, having regard to whether the data principal is given the choice of separately consenting to the purposes of, operations in, and the use of different categories of sensitive personal data relevant to processing]. 8. Processing of personal data of children: Film Pod doesn’t allow children below the age of 13 years to visit our platform without parental guidance or control. Based on your date of birth disclosed by you, we verify your age. When the children visit our platform or use our service, we believe that they access our platform or service under the parental guidance, control and consent and we can process the information accordingly. Film Pod shall process personal data of children in a manner that protects the rights and best interests of the child.

H. Disclosure of Information: 1. Other users of Film Pod Service may see your ratings submissions in a way that is consistent with the use of the Film Pod Service. For example, a rating of "ABC Restaurant" on Film Pod will be available to every user of the Film Pod Service who has that mobile phone number in their mobile phone's address book or contact list and has tagged the mobile phone number as a friend in the Film Pod App friends ratings feature. For more information on this feature, please refer paragraphs above. 2. We do not sell or share your Personally Identifiable Information (such as mobile phone number) with other third-party companies for their commercial or marketing use without your consent or except as part of a specific program or feature for which you will have the ability to opt-in or opt-out. We may share your Personally Identifiable Information with third party service providers to the extent that it is reasonably necessary to perform, improve or maintain the Film Pod Service. 3. We may disclose your personal information to third parties, such as vendors, sellers, service providers, business partners and other stakeholders. This disclosure may be required for us to provide you access to our products and services; for fulfilment of your orders; for enhancing your experience; for providing feedback on products; to collect payments from you; to comply with our legal obligations; to conduct market research or surveys; to enforce our Terms of Use; to facilitate our marketing and advertising activities; to analyse data; for customer service assistance; to prevent, detect, mitigate, and investigate fraudulent or illegal activities related to our product and services, sending postal mail and e-mail, removing repetitive information from customer lists, analyzing data and links (including paid listings and links), processing payments, transmitting content, scoring, assessing and managing credit risk, and providing customer service. We do not disclose your personal information to third parties without your explicit consent. These third-party service providers may have access to personal information needed to perform their functions, but may not use it for other purposes. Further, they must process the personal information in accordance with applicable law. 4. We share information with our affiliated companies, business partners, associates etc with whom we are having an arrangement to provide/receive services. We may use the information we receive from them, and they may use the information we share with them, to help operate, provide, improve, understand, customize, support, and market our Services and their offerings. This includes helping improve infrastructure and delivery systems, understanding how our Services or theirs are used, securing systems, and fighting spam, abuse, or infringement activities and promoting, marketing of business. 5. As we continue to develop our business, we might sell or buy other businesses or services. In such cases, all of our rights and obligations under our Privacy Policy are freely assignable by us to any of our affiliates, in connection with a merger, acquisition, restructuring, or sale of assets, or by operation of law or otherwise, and we may transfer your information to any of our affiliates, successor entities, or third party while providing the services subject to the pre-existing Privacy policy. 6. We may disclose personal information if required to do so by law or in the good faith belief that such disclosure is reasonably necessary to: (a) respond to subpoenas, court orders, or other legal process or to government/ law enforcement agencies requests; (b) enforce our Terms and any other applicable terms and policies, including for investigations of potential violations; (c) detect, investigate, prevent, and address fraud and other illegal activity, security, or technical issues; or (d) protect the rights, property, and safety of our users, companies, or others. (e) for purpose of verification of identity, or for prevention, detection, investigation including cyber incidents, prosecution, and punishment of offences. 7. We disclose the account and other personal information when we believe such disclosure is appropriate to comply with the law; enforce or apply our Terms of Use and other agreements; or protect the rights, property, or safety of Film Pod, our users, or others. This includes exchanging information with other companies and organizations for fraud protection. 8. Film Pod shall share/disclose the data/information, without obtaining prior consent from You, with Government agencies mandated under the law to obtain information including sensitive personal data or information for the purpose of verification of identity, or for prevention, detection, investigation including cyber incidents, prosecution, and punishment of offences.

I. Transfer of information: 1. Film Pod shall not transfer sensitive personal data or information including any information, to third parties in India, or outside India, except under the following circumstances: a. To fulfill your requests for products and services b. To fix errors, and improve the usability and effectiveness of the Services c. To fraud prevention, public safety and legal functions d. To prevent and detect fraud and abuse in order to protect the security of our customers, Film Pod, and others e. It is necessary for the performance of the lawful contract between Film Pod and data principal; or f. where data principal has consented to data transfer; 2. However Film Pod ensures the same level of data protection that is adhered to by them as that of Film Pod as provided for. 3. When using vendors to collect personal information on the behalf of Film Pod, it shall ensure that the vendors comply with the data protection requirements of Film Pod as defined in this Policy.

J. Retention of Your Information: 1. The Personal information may only be used for the purposes identified in the TOS and only if you have given consent. Personal information shall be retained for as long as necessary for business purposes identified in the TOS at the time of collection or subsequently authorized by you. We retain your personal information in accordance with applicable laws, for a period no longer than is required for the purpose for which it was collected or as required under any applicable law. However, we may retain data related to you if we believe it may be necessary to prevent fraud or future abuse or if required by law or for other legitimate purposes. We may continue to retain your data in anonymised form for analytical and research purposes. 2. When the use of personal information is no longer necessary for business purposes, a method shall be in place to ensure that the information is destroyed in a manner sufficient to prevent unauthorized access to that information or is de-identified in a manner sufficient to make the data non-personally identifiable. Film Pod shall have a documented process to communicate changes in retention periods of personal information required by the business to you who are authorized to request those changes. 3. Film Pod holding sensitive personal data or information shall not retain that information for longer than is required for the purposes for which the information may lawfully be used or is otherwise required under any other law for the time being in force. Film Pod has framed the data retention policy and it retains all sorts of data/information including sensitive personal data or information in accordance with data retention policy. The data/information shall be de-identified/destroyed, when the purposes of data collection can be achieved, in accordance with our data retention policy. 4. Personal information shall be erased if their storage violates any of the data protection law or if knowledge of the data is no longer required by Film Pod or for the benefit of the data providers. Additionally, Film Pod has the right to retain the personnel information for legal and regulatory purpose as per applicable laws. Film Pod shall perform an internal audit on an annual basis to ensure that personal information collected is used, retained and disposed-off in compliance with the applicable law.

K. Review of Information by You: 1. Film Pod shall establish & facilitates a mechanism to enable you to review the data/information you had provided, as per your choice, and shall access, edit, rectify, modify, delete any personal information or sensitive personal information found to be inaccurate or deficient. However Film Pod shall not be responsible for the authenticity of the personal information or sensitive personal information supplied by you. 2. You shall be entitled to obtain the details about your personal information upon a request made and set forth in writing. Film Pod shall provide its response within 72 (seventy two) hours of receipt of written request. You shall have the right to require Film Pod to correct or supplement erroneous, misleading, outdated, or incomplete personal information. We shall record & document each access request as it is received and the corresponding action taken. Film Pod shall provide personal information to you in a plain simple format which is understandable.

L. Your Consent (Opt-in & Opt-out): 1. By visiting our Platform or by providing your information, you consent to the collection, use, storage, disclosure and otherwise processing of your information (including sensitive personal information) on our Platform in accordance with this Privacy Policy. If you disclose to us any personal information relating to other people, you represent that you have the authority to do so and to permit us to use the information in accordance with this Privacy Policy. You, while providing your personal information over our Platform or any of our partner Platform or establishments, consent to us (including our affiliates, lending partners, technology partners, marketing channels, business partners, vendors, service providers and other third parties) to contact you through SMS, instant messaging apps, call and/or e-mail for the purposes specified in this Privacy Policy. 2. If you want to manage, change, or edit your information, we allow you to do so through the Settings tools: You can change your settings to manage certain information available to other users. You can manage your contacts, groups, and broadcast lists, or use our block feature to manage the users with whom you communicate. 3. If you are vendors, you can add or update certain information in vendor’s module, update your account information by accessing your vendors Account Information, and adjust your e-mail or other communications you receive from us by updating your Notification Preferences. 4. You can add or update your Personal Information on regular basis. Film Pod would retain your previous Personal Information in its records. 5. You may, of course, decline to submit Personally Identifiable Information through the Film Pod Service, in which case Film Pod may not be able to provide certain services to you. If you do not agree with our Privacy Policy or Terms of Service, please delete your account and uninstall the Film Pod mobile application; your continued usage of the Film Pod Service will signify your assent to and acceptance of our Privacy Policy and Terms of Service. To protect your privacy and security, we take reasonable steps (such as SMS authentication in certain cases) to verify your identity before registering your mobile phone number and granting you access to the Film Pod Service. Please contact Film Pod via email to privacy at filmpod.com or available web forms with any questions or comments about this Privacy Policy, your personal information, your consent, or your opt-in or opt-out choices. 6. Film Pod shall, prior to the collection of information including sensitive personal data or information, provide an option to you to not to provide the data or information sought to be collected. Film Pod shall establish systems for the collection and documentation of Your consent to the collection, processing, and/or transfer of personal data. You shall be informed about the choices available to them with respect to the collection, use, and disclosure of personal information. 7. Further, Film Pod shall establish & facilitates a mechanism to enable You to, at any time while availing the services or otherwise, to withdraw its consent given earlier to Film Pod. If You not providing the consent or later on withdrawing your consent, Film Pod reserves its right not to provide goods/services for which the said information was sought. Consent shall be obtained (in writing/electronically) from You before or at the time of collecting personal information or as soon as practical thereafter. 8. The changes to your preferences shall be managed and documented. Consent or withdrawal of consent shall be documented appropriately. The choices shall be implemented in a timely fashion and respected. If personal information is to be used for purposes not identified in the TOS at the time of collection, the new purpose shall be documented, You shall be notified, and consent shall be obtained prior to such new use or purpose. You shall be notified if the data collected is used for marketing purposes, advertisements, etc.,. Film Pod shall review the policies of the Third Parties and types of consent of Third Parties before accepting personal information from Third-Party data sources.

M. Consent to Push Notification: 1. You agree and confirm that any review, rating and comments, including any other content or data therein, that you submit/post on Film Pod platforms viz. WEB, WAP, APP & Phone etc. such details as per Film Pod's discretion will be shared with your Tagged Friends who are the users of Film Pod's services. N. Third-party Advertisers, Links to Other Sites: 1. Filmpod is currently ad-free and we hope to keep it that way forever. We have no intention to introduce advertisement into the product, but if we ever do, we will update this section. 2. If you use Film Pod services of our Partners, you will be redirected to Partners’ websites/applications and your entry to Partners websites/applications will be based on your Film Pod login credentials after seeking your permissions to share the data further. Film Pod shall not be responsible for its Partner’s privacy practices or the content of their privacy policies, and we request you to read their privacy policies prior to disclosing any information. If you pay using our Services, we may receive information and confirmations, such as payment receipts, from app stores or other third parties processing your payment. O. Children Information 1. We do not knowingly solicit or collect personal information from children under the age of 13 and use of our Platform is available only to persons who can form a legally binding contract under the Indian Contract Act, 1872. If you are under the age of 18 years then you must use our Platform or services under the supervision of your parent, legal guardian or any responsible adult.

P. Our Commitment to Information Security: 1. The security of your Personal Information is important to us. You are responsible for keeping your device and your account safe and secure, and you must notify us promptly of any unauthorized use or security breach of your account or our Services. Your account information is protected by the password you use to access your online account. Please keep this password confidential. Film Pod uses commercially reasonable physical, managerial, and technical, electronic and procedural safeguards to preserve the integrity and security of your personal information. Film Pod shall adopt reasonable security practices and procedures as mandated under applicable laws for the protection of your Information. For this purpose, Film Pod adopts internal reviews of the data collection, storage and processing practices and security measures, including appropriate encryption and physical security measures to guard against unauthorized access to systems where Film Pod stores your Personal Information. We cannot, however, ensure or warrant the security of any information you transmit to Film Pod and you do so at your own risk and you hereby waive and release Film Pod from any claim of damages under contract. 2. Film Pod may share your Information with third parties under a confidentiality agreement which inter-alia provides for that such third parties not disclosing the Information further unless such disclosure is for the purpose. However, Film Pod is not responsible for any breach of security or for any actions of any third parties that receive your Personal Information. Film Pod is not liable for any loss or injury caused to you as a result of you providing your Personal Information to third party (including any third party websites, even if links to such third party websites are provided on the Website). Notwithstanding anything contained in this Policy or elsewhere, Film Pod shall not be held responsible for any loss, damage or misuse of your Personal Information, if such loss, damage or misuse is attributable to a Force Majeure Event. A "Force Majeure Event" shall mean any event that is beyond the reasonable control of Film Pod and shall include, without limitation, sabotage, fire, flood, explosion, acts of God, civil commotion, strikes or industrial action of any kind, riots, insurrection, war, acts of government, computer hacking, unauthorized access to computer, computer system or computer network, computer crashes, breach of security and encryption (provided beyond reasonable control of Film Pod), power or electricity failure or unavailability of adequate power or electricity. 2.While we will endeavour to take all reasonable and appropriate steps to keep secure any Personal Information which we hold about you and prevent unauthorized access. You acknowledge that the internet or computer networks are not fully secure and that we cannot provide any absolute assurance regarding the security of your Personal Information. We maintain physical, electronic, and procedural safeguards in connection with the collection, storage, processing, and disclosure of personal information. Our security procedures mean that we may occasionally request proof of identity before we disclose personal information to you. 3. We maintain reasonable physical, electronic and procedural safeguards to protect your information. Whenever you access your account information, we offer the use of a secure server. Once your information is in our possession we adhere to our security guidelines to protect it against unauthorized access. However, by using our platform, you accept the inherent security implications of data transmission over the internet which cannot always be guaranteed as completely secure, and therefore, there would always remain certain inherent risks regarding use of the Platform. You are responsible for ensuring the protection of login & password records for their account. You hereby waive and release Film Pod from any claim of damages under contract. 4. We work to protect the security of your data/information including sensitive personal data during transmission by using encryption protocols and software. We follow the Payment Card Industry Data Security Standard (PCI DSS) when handling payment card data. If you choose a payment gateway to complete any transaction on Film Pod Platform then your credit/debit card data/financial details may be stored in compliance with industry standards/ recommended data security standard for security of financial information, i.e., the Payment Card Industry Data Security Standard (PCI-DSS) and as per applicable law. 5. Film Pod shall review the policies and collection methods of Third-Parties before accepting personal information from Third-Party data sources. The audit of reasonable security practices and procedures shall be carried cut by an auditor annually undertake significant upgradation of its process and computer resource.

Q. Transparency & Accountability Measures: a) Privacy by Design: 1. Film Pod shall implement policies and measures to ensure that managerial, organisational, business practices and technical systems are designed in a manner to anticipate, identify and avoid harm to you; 2. Film Pod shall implement policies and measures to ensure that the technology used in the processing of personal data is in accordance with commercially accepted or certified standards; 3. Film Pod shall implement policies and measures to ensure that the legitimate interest of businesses including any innovation is achieved without compromising privacy interests; 4. Film Pod shall implement policies and measures to ensure that privacy is protected throughout processing from the point of collection to deletion of personal data and processing of personal data is carried out in a transparent manner and the interest of the data provider is accounted for at every stage of processing of personal Data. b) Transparency: Film Pod shall take reasonable steps to maintain transparency regarding its general practices related to processing personal data and shall make the following information available in an easily accessible form as may be specified— • the categories of personal data generally collected and the manner of such collection; • the purposes for which personal data is generally processed; • any categories of personal data processed in exceptional situations or any exceptional purposes of processing that create a risk of significant harm; • the existence of and procedure for the exercise of data principal rights; • the existence of a right to file complaints to the Authority; • Information regarding cross-border transfers of personal data, if any. c) Security Safeguards: Having regard to the nature, scope and purpose of processing personal data undertaken, the risks associated with such processing, and the likelihood and severity of the harm that may result from such processing, Film Pod shall implement appropriate security safeguards including (a) use of methods such as de-identification and encryption; (b) steps necessary to protect the integrity of personal data; and (c) steps necessary to prevent misuse, unauthorised access to, modification, disclosure or destruction of personal data. Film Pod shall undertake a review of its security safeguards periodically as may be specified and may take appropriate measures accordingly. d) Personal Data Breach: Film Pod shall notify the Authority of any personal data breach relating to any personal data processed by Film Pod where such breach is likely to cause harm to any data principal. The said notification includes, (a) nature of personal data which is the subject matter of the breach; (b) number of data principals affected by the breach; (c) possible consequences of the breach; and (d) measures being taken by the data fiduciary to remedy the breach. e) Record-Keeping: Film Pod shall maintain accurate and up-to-date records of the following: (a) important operations in the data life-cycle including collection, transfers, and erasure of personal data to demonstrate compliance; (b) periodic review of security safeguards; (c) data protection impact assessments; . f) Data Audits: Film Pod shall have its policies and the conduct of its processing of personal data audited annually by an independent data auditor. The data auditor will evaluate the compliance of Film Pod with the provisions of law including (a) clarity and effectiveness of notices, transparency, security safeguards, instances of personal data breach and response thereto.

R. Monitoring and Enforcement: 1. Dispute Resolution & Recourse: Film Pod shall define and document a cyber-incident management program which addresses the data protection & privacy related incidents. The incident management program includes a clear escalation path up to the executive management, legal counsel, and the board based on type and/or severity of the data breach. It shall define a process to register all the incidents/complaints and queries related to data breach. Film Pod shall perform a periodic review of all the complaints related to data breach to ensure that all the complaints are resolved in a timely manner and resolutions are documented and communicated to the data principals. An escalation process for unresolved complaints and disputes which shall be designed and documented and the Communication of privacy incident / breach reporting channels and the escalation matrix shall be provided to all data providers. 2. Dispute Resolution & Escalation Process for Employees: Employees with enquiries or complaints about the processing of their personal information shall first discuss the matter with their immediate reporting manager. If the employee does not wish to raise an inquiry or complaint with their immediate reporting manager, or if the manager and employee are unable to reach a satisfactory resolution of the issues raised, the employee shall bring the issue to the attention of the Grievance Officer. 3. Dispute Resolution & Escalation Process for Customer / Third Party: Customers / Third Party with inquiries or complaints about the processing of their personal information shall bring the matter to the attention of the Grievance Officer in writing. Any disputes concerning the processing of the personal information of non-employees shall be resolved through arbitration. S. Terms of Use, Policy & Revisions:: 1. If you choose to use Film Pod Services, your use and any dispute over privacy is to this policy and our Terms of Use, including limitations on damages, resolution of disputes, and application of the prevailing law in India. If you have any concern about privacy at Film Pod, please contact us with a thorough description, and we will try to resolve it. Our business changes constantly and our Privacy policy will change also. You should check our websites frequently to see recent changes. 2. Unless stated otherwise, our current Privacy Policy applies to all information that we have about you and your account. We assure that will never materially change our policies and practices to make them less protective of your information collected in the past without your consent. DEFINITONS: "Act" "Act" means the Information Technology Act, 2000 (21 of 2000); "Automated means" “Automated means” means any equipment capable of operating automatically in response to instructions given for the purpose of processing data. "Biometrics" "Biometrics" means the technologies that measure and analyse human body characteristics, such as 'fingerprints', 'eye retinas and irises', 'voice patterns', "facial patterns', 'hand measurements' and 'DNA' for authentication purposes. "Body corporate" "Body corporate" means any company and includes a firm, sole proprietorship or other association of individuals engaged in commercial or professional activities. "Child" “Child” means a data provider below the age of eighteen years. "Cyber incidents" "Cyber incidents" means any real or suspected adverse event in relation to cyber security that violates an explicitly or implicitly applicable security policy resulting in unauthorised access, denial of service or disruption, unauthorised use of a computer resource for processing or storage of information or changes to data, information without authorisation. "Cyber security" "Cyber incidents" means any real or suspected adverse event in relation to cyber security that violates an explicitly or implicitly applicable security policy resulting in unauthorised access, denial of service or disruption, unauthorised use of a computer resource for processing or storage of information or changes to data, information without authorisation. "Cyber security" "cyber security" means protecting information, equipment, devices, computer, computer resource, communication device and information stored therein from unauthorised access, use, disclosure, disruption, modification or destruction. "Data" "Data" means a representation of information, knowledge, facts, concepts or instructions which are being prepared or have been prepared in a formalised manner, and is intended to be processed, is being processed or has been processed in a computer system or computer network, and may be in any form (including computer printouts magnetic or optical storage media, punched cards, punched tapes) or stored internally in the memory of the computer. "Data provider" “Data provider” means the natural person to whom the personal data relates to. "Data protection & Security" Anyone collecting personal & customer information must fairly & lawfully process it only for limited, specifically stated purposes and use the information accurately and in a way that is adequate, relevant and not excessive, and retain the information/records no longer than absolutely necessary, process the information in accordance with law and keep the information secure and never transfer the information outside the country without adequate protection. "Password" "Password" means a secret word or phrase or code or passphrase or secret key, or encryption or decryption keys that one uses to gain admittance or access to information. "Personal information" "Personal information" means any information that relates to a natural person (individual), which, either directly or indirectly, in combination with other information available or likely to be available with a body corporate, is capable of identifying such person, i.e., Name, Address, mobile Number, email id, Date of birth etc.,. "Data processor" “Data processor” means any person, including the State, a company, any juristic entity or any individual who processes personal data on behalf of a data fiduciary, but does not include an employee of the data fiduciary. “Processing" “Processing” in relation to personal data, means an operation or set of operations performed on personal data, and may include operations such as collection, recording, organisation, structuring, storage, adaptation, alteration, retrieval, use, alignment or combination, indexing, disclosure by transmission, dissemination or otherwise making available, restriction, erasure or destruction. "reasonable security practices and procedures" "reasonable security practices and procedures" means security practices and procedures designed to protect such information from unauthorised access, damage, use, modification, disclosure or impairment, as may be specified in an agreement between the parties or as may be specified in any law for the time being in force and in the absence of such agreement or any law, such reasonable security practices and procedures, as may be prescribed by the Central Government in consultation with such professional bodies or associations as it may deem fit. "Sensitive personal data or information" Sensitive personal data or information of a person means such personal information which consists of information relating to;— a. password; b. financial information such as Bank account or credit card or debit card or other payment instrument details ; c. physical, physiological and mental health condition; d. sexual orientation; e. medical records and history; f. Biometric information; g. any detail relating to the above clauses as provided to body corporate for h. providing service; and i. any of the information received under above clauses by body corporate for processing, stored or processed under lawful contract or otherwise; Provided that, any information that is freely available or accessible in public domain or furnished under the Right to Information Act, 2005 or any other law for the time being in force shall not be regarded as sensitive personal data or information. "Third Party" All external parties, i.e. contractors, interns, trainees, vendors, users etc., who have accessed to Film Pod information assets or information systems. Terms & Conditions for Contest and Refer & Earn Program 1. Sponsor : This contest (the "Contest") is sponsored by Film Pod Limited, ("Sponsor"), which owns, run's and operates the Website: www.filmpod.com and that has its principal place of business at Palm Court Bldg M, 501/B, 5th Floor, New Link Road, Besides Goregaon Sports Complex, Malad (w), Mumbai - 400064. 2. Contest Period : The Contest will be live from 23rd May 2019 till Filmpod's Discretion. 3. Criteria of Eligibility for the Contest : a. Please note this Contest is open only to individuals who are (i) legal residents of India, (ii) Eighteen (18) years of age or older on the date of entry, as shown on the PAN CARD, Voters Identity Card, a valid driver's license or other means of identification issued by the Central or State government agency or by a school or other educational institution, and containing the entrant's address and picture (iii) In the event that a User is below the age of eighteen (18) years and participates and wins this Contest, he/she shall be disqualified and shall not be entitled to the Prize. b. The following individuals are not eligible to participate in the Contest: (i) present employees of the Sponsor or Sponsor's affiliates or subsidiaries (collectively, "Sponsor Entities"), (ii) past and present employees and previously published authors of any of Sponsor Entities' parent, subsidiary or affiliate companies.

4. Rules for Participation to the Contest : a. No Purchase or Payment of any kind is necessary to enter or win this Contest. b. The moment any user who downloads the Film Pod Moblile Application on their phone, and provide their Mobile Number and Name, they automatically participate in the contest. Once your Mobile Phone Number and Name is registered with us, you will be eligible for the lucky draw, subject to the terms and conditions. Film Pod may, at its sole discretion, withdraw the Contest at any time without any prior notice. The user ought to have a Smartphone to download the Film Pod Mobile Application . The Film Pod Mobile Application will be availabile / download from App Store. c. The User has to ensure to provide his/her own valid mobile number, in order to qualify as a valid entrant in the contest. Please note only one entry by each User's own, one valid mobile number will only be allowed. Multiple entries by the same User would not be allowed. In the event of multiple entries by the same User, on such discovery, the User may be disqualified from the contest. d. The user hereby gives to Film Pod right to establish communication as and when deemed fit by Film Pod, once the user downloads the Film Pod Mobile Application. 5. Description of the Prizes and other important riders : a. The Contest winner shall receive Prizes. The Winner will be selected by a random automated computer process. b. The Winning Prize is not transferable and cannot be redeemed for cash. No request shall be entertained in this behalf. c. All expenses to visit the venue and collect the Prize are to be borne by the Winner. The Winner himself / herself has to come personally to collect the Prize along with required identification documents. d. Though the Sponsor would give away Smartphone (any model) as a Prize to each Winner, however the sponsor at its discretion, reserves the right to substitute the Prize mentioned herein with another prize and the prize winner will be notified accordingly. The Sponsor accepts no responsibility for any tax implications that may arise from the prize winnings. Independent financial advice should be sought. Further, if there are any tax implications on the Prize then the same will have to be borne by the Prize Winner. The Sponsor shall not be responsible for the quality, warranty or deficiency of the Winning Prize that is finally given to the Prize Winner. The Sponsor shall not be liable for any loss, damage, theft, or any other mishap caused to the Prize(s) after handing over the same to the winner/ his/ her assign(s). e. Apart from the other terms and conditions mentioned herein, the prize may be given to the winner at any offices of the Sponsor, in any of its branches or at any other Venue that would be communicated to the winner, at the sole discretion of the Sponsor. The Sponsor will communicate the Winner the date, venue and time to collect the Prize. f. The Prize Winner has to compulsorily submit their proof of identity and/or proof of age and all other identification proof and documents as asked for by the Sponsor in order to claim the Prize. In case of any further identification considered suitable for verification, the same may be requested at the discretion of the Sponsor. g. The Sponsor reserves the right to withdraw the Prize to be given, in the event of a contestant being unable to satisfy these contest terms & conditions or forfeiting or not claiming the prize. Further, any prize that remains unclaimed within 90 days of declaration of the Prize Winner, then the Sponsor will declare the prize of the winner to be forfeited and the winner will have no right to claim the prize thereafter.Winners will be notified by an SMS on the Mobile number given for participation. h. The Sponsor will not be responsible for any error, failure, problem or technical malfunction in the process of uploading the details that is to be done by the contestant / User. It is the responsibility of the User that all the details required to be submitted by the contestant are correctly submitted. The Sponsor is not responsible for any connectivity issues while the User is feeding and uploading in details and participating for the Contest. i. The decision of the Sponsor shall be final and binding and is non-contestable. No correspondence will be entertained on the same. j. By participating in the contest, the User expressly agrees that the Sponsor will have the right to reproduce all the entries in any and all formats, media and/or mediums in any reasonable manner including but not limited to television, internet, mobile, print etc. The User / Contestants and / or Winners may be required by Sponsor to participate in a photo, video and/or any advertisement or film session and they hereby acknowledge that the Sponsor may make use of their name, voices, image and photograph/s for publicity & promotional purposes without compensation (to the contestants and / or winners), and they also agree that the Sponsor own copyright in any such images and photograph/s, content and videos and in all material incorporating the photograph/s, content and videos. The Sponsor or any person or entity permitted by the Sponsor in this regards shall be entitled to use the entries received or any information now existing or hereinafter created in connection with the entry in any media for future promotional, marketing, publicity and any other purpose, without any permission and/or payment to the User /Contestant/ Winner. Further, all entries, including without limitation, all Proposals submitted as part of entries, become the property of Sponsor and will not be acknowledged or returned. k. Affidavit of Eligibility and Liability Release: The potential winner will be required to execute and return to Sponsor an affidavit of eligibility and liability release, including, where legal, a publicity release, which must be received by the Sponsor within ten (10) days of the date of the Notificationor the prize will be forfeited and an alternate entrant will be identified as a potential winner and so notified in the same manner as described above.

l. Apple is not involved in any way with the contest. 6. IPR of the Sponsor : It is further clarified that, all rights, title and interest, including but not limited to the Intellectual Property Rights, in the promotional material(s) and in any and all entries received shall vest solely and exclusively with the Sponsor at all times. 7. Exclusion of Liability : The Sponsor (including its officers, employees and agents) excludes all liability (including negligence), for any personal injury; or any loss or damage (including loss of opportunity); whether direct, indirect, special or consequential, arising in any way out of the contest, including, but not limited to, where arising out of the following: (a) any technical difficulties or equipment malfunction (whether or not under the Sponsor's control); (b) unauthorised access or third party interference; (c) any entry or prize claim that is late, lost, altered, damaged or misdirected (whether or not after their receipt by the Sponsor) due to any reason beyond the reasonable control of the Sponsor ; (d) any variation in prize to that stated in these Terms and Conditions; (e) any tax liability incurred by a winner or entrant; or (f) use of a prize. It is further clarified that, Sponsor shall not be responsible for any administrative errors or any other errors involved in the execution of the Contest. Further, the Sponsor is not liable for any loss or damage whatsoever which is suffered (including but not limited to indirect or a consequential loss), or for personal injury suffered or sustained as a result of taking any prize. 8. Other Exclusions : The Sponsor is not responsible for any incorrect or inaccurate information or for any of the equipment or programming associated with or utilised in this contest , or for any technical error, or any combination thereof that may occur in the course of the administration of this contest including any omission, interruption, deletion, defect, delay in operation or transmission, communications line (including but not limited to e-mail communication) or telephone, mobile or satellite network failure, theft or destruction or unauthorised access to or alteration of entries. 9. Governing Laws and Jurisdiction : The Contest shall be governed by and construed in accordance with the laws of India. Any disputes, differences and any other matters in relation to and arising out of the Contest and, or, pertaining to the Terms and Conditions shall be referred to arbitration under the Arbitration and Conciliation Act, 1996. The arbitration shall consist of a sole arbitrator to be appointed by the Sponsor and the venue of the arbitration shall be Mumbai. All disputes shall be subject to the exclusive jurisdiction of the courts at Mumbai only. 10. Modification to these Terms and Conditions : The Sponsor reserves the right to change/modify terms and conditions and/or criteria of the Contest at any time at its own discretion and without any prior notice and without assigning any reason. The Sponsor will not be liable for any losses (if any) to any contestant arising from any variation or cancellation. 11. The Decision of the Sponsor would be Final and Binding : In case of any dispute or difference in respect of this Contest, the decision of the Sponsor shall be final and binding on all concerned. 12. Cricket O'Mania is a Daily Fantasy Sports Contest 13. The contest is valid for Indian Residents excluding the states of Telangana, Orissa, Assam, Sikkim and Nagaland.

Refer and Earn : 1. Offer Details: i. User can earn 2500 FP Cash points for every app download through referral link or FP's ad campaign. User can earn 500 FP cash points for every successful referral made by User. (1 FP Cash points is equivalent to INR 1). ii. FP Cash points can be redeemed against various services offered by FP. Users can redeem part of FP Cash points against flight tickets, bus tickets, bills and recharge etc. as per terms specified at Offer section. iii. The Benefit of this offer can be availed by User for Filmpod and FPMart separately. No clubbing will be allowed. 2. Eligibility Criteria a. Downloading of FP Mart or Film Pod App through referral link or FP's ad campaign. b. Mobile number should be OTP verified at the time of registration. c. Individuals who are (i) legal residents of India, (ii) Eighteen (18) years of age or older. 3. Other T&C: a. FP Cash points can be redeemed against only purchases from Film Pod portal. b. FP Cash points cannot be converted into cash or transferred in any account. c. FP Cash points are valid only for one year. d. FP Cash points will not be refunded if the transaction is cancelled/terminated due to the fault of user or for the reasons not attributable to Film Pod. e. Film Pod reserves the right at any time, without prior notice, to add / alter / modify /change or vary all of these terms & conditions or to replace wholly, or in part, the Offer by other offers, whether similar to this Offer or not, or to withdraw it altogether. f. Film Pod holds no warranty and is not representative of the delivery, services, suitability, merchantability, availability or quality of the products/services made available to User using Film Pod portal. g. Film Pod gives no warranty (whether expressed or implied) whatsoever with respect to FP Cash points or any product or services acquired under the program of FP Cash points-Refer and Earn. h. Any disputes regarding delivery, service, suitability, merchantability, availability or quality of the products/services made available under the FP Cash points-Refer and Earn must be directly addressed by the respective Vendor/Service Provider and that Film Pod shall not entertain any communication in this regard. i. Two offers provided by Film Pod cannot be clubbed together. E.g. if user has earned FP cash through "Sign up" then the User will not be eligible to earn FP cash on re-installation. j. By making the Booking/Purchasing through FP Cash points during the offer Period, user (i) confirms that its participation in the Offer is voluntary; (i) unconditionally and irrevocable agrees to these terms and conditions; (ii) consents that all information provided by the user may be shared by Film Pod with its agents, representatives, service providers and employees, and may be used to send promotional information to the user, in future. k. The Terms & Conditions shall be governed by the Laws of India. l. The Offer is valid for Indian citizens having Indian Mobile Number. m. Any dispute arising out of this Offer shall be subject to the exclusive jurisdiction of competent courts in Mumbai. n. Any communication to Film Pod related to this offer shall be sent to wecare@filmpod.com Terms Of Use For Search Plus Services YOUR ACCEPTANCE OF THIS AGREEMENT: This is an agreement between you ("you", " your" "caller" or "user") and Film Pod ("Film Pod" "we," or "our") that governs your use of the search, booking services or any other services offered by Film Pod through its website www.filmpod.com ("Website"), telephone search, SMS, WAP or any other medium (collectively "Platforms" ). When you access, use or book any orders using any of the Platforms you agree to be bound by these Terms and Conditions ("Terms").

1. Interpretation "Agreement" is for the purposes of for placing an order of goods through its advertiser registered/listed with Film Pod as described in this agreement. All the orders/enquiries placed by you through its website www.filmpod.com ("Website"), telephone search, SMS, WAP or any other medium, will forwarded by Film Pod to the advertisers listed with us, for further processing of your orders. "Goods" means Goods described in an Order form. "Intellectual Property Rights" Includes all rights in respect of copyright, trademarks, patents, designs, protection of confidential information and circuit layouts, whether arising under statute or otherwise. "Order" means an enquiries/ booking request placed by you through Film Pod which will in turn will be forwarded to respective Advertiser listed with Film Pod. "Product List" means the list of Goods displayed on the Film Pod.com web site as amended from time to time. 2. Applicability The terms of use will be applicable between You and Film Pod once you have placed the order for goods as described in this agreement. 3. Placement of Order You have the option of placing the order by calling to Film Pod Caller Centre Number and/or by using the booking facility provided on the web, wap or by any other means as introduced by Film Pod from time to time. Film Pod does not sell or claim to sell any liquor or any other product online by itself. Film Pod collects customer orders and forwards them to the advertiser which may or may not choose to complete the order. Film Pod is also not responsible for the Quality of any food products/alcohol ordered from the website. To order goods from Film Pod Platforms you must be of legal age as specified by the appropriate authority and/or as defined in this agreement. Kindly note that persons under 25 years of age residing in Delhi and Mumbai (or any other age limit/or any other restrictions specified by the appropriate authorities) are not permitted to place orders for alcohol, its related goods and any other specified goods by the appropriate authority. Film Pod hereby confirms that it does not own any liquor store and is not responsible for selling and delivering liquor or any other goods. Delivery of any liquor and its related items will be in accordance with the licensing laws and any other applicable laws to which advertiser is subjected to as per the law of the land 4. Completed Orders You must complete or give requisite details for completing an order form for the purposes of booking your order. You warrant that all information and data provided by you in the order form is accurate, complete and up to date. If you are placing an order through phone then in that event your order is deemed to be completed once the details are filled by the Film Pod executive and in case you are placing an online order through Film Pod website then it is deemed to be completed once the details are filled online in the order form. 5. Delivery You hereby confirm all products are subject to availability and You acknowledge the fact that Booking of Orders are taken/booked by Film Pod but the goods/products are delivered by advertiser listed with Film Pod. No Medicine would be delivered by the vendor/ chemist without the valid medical prescription issued by the medical practitioner. 6. Miscalculation of Charges/Fees If the calculation of the fee/charges is insufficient to cover the actual cost of goods which is paid by the advertiser to its wholesaler/supplier, then Advertiser is not obligated to fulfill your order. Where Advertiser chooses not to absorb the additional fee, Advertiser will notify you that the calculations are different from real costs and offer you the option of paying the difference and going ahead with the order. You may choose to proceed and pay the higher delivery fee or cancel the order. 7. Returns or Refunds If at any time You are not satisfied with the quality of the Goods You have purchased, You may call Customer Care no. of Film Pod wherein your complaint will be noted and will forwarded to the respective advertiser/supplier for its resolution or you can directly complaint to Advertiser and may claim for a credit, replacement or refund of the purchased damaged or incorrect product. Further, You hereby confirm and agree that the You will not claim or allege anything against Film Pod in respect of the goods which are provided it to you by the Advertiser. 8. Pricing Film Pod reserves the right to alter prices of goods at any time as requested by the respected advertiser of goods. All prices quoted are in Indian National Rupee (INR). All orders are subject to availability and confirmation by the advertiser of the goods and services. If any product ordered is unavailable or incorrectly priced then advertiser will advise you the correct price of the product before delivery or recommend a suitable substitute. 9. Cancellation and Modification Cancellation or modification of any bookings made through Film Pod shall be strictly in accordance with the Advertisers modification and cancellation policy, including with respect to refund. You may directly contact the respective advertiser and/or Film Pod IVR for processing any requests pertaining to cancellation or modification. The cancellation and modification request made by you to Film Pod IVR will be forwarded to respective advertiser for its resolution. 10. Content disclaimer: We have no control over and are not responsible for the content of any third-party websites linked to or framed within the Website, or any third-party advertisements and We expressly disclaim (and do not endorse or verify) the accuracy or reliability of the content on any such third-party websites. Those links are provided for your convenience only and may not remain current or be maintained. Website links on this Website should not be construed as an endorsement, approval or recommendation by us of the linked website or its content. We are not responsible for the content or privacy practices associated with linked websites. When viewing a third party website, you should read the terms, conditions and privacy statements detailed on that website. Your use of or reliance upon such third-party websites is at your own risk. We derive our information from sources which we believe to be accurate and up to date at the time of publication. All information provided on the Website is provided in good faith. We do not make any representation or warranty that the information provided is timely, reliable, accurate or complete; and will not be liable for any claim or loss resulting from any action taken, or reliance made by you on any information, material or advice provided on the Website, or for any incorrect information provided on the Website.

We reserve the right to change, update or terminate the Website and Content or any part of them at any time in our absolute discretion, without notice or liability to you. All of the data on products and promotions including but not limited to, the prices and the availability of any product or service or any feature thereof, is subject to change without notice by the party providing the product or promotion. You should use discretion while using the Platforms. Film Pod reserves the right, in its sole discretion and without any obligation, to make improvements to, or correct any error or omissions in, any portion of the Platforms. Where appropriate, we will endeavor to update information listed on the Website on a timely basis, but shall not be liable for any inaccuracies. We reserve the right to disable links to or from third-party sites to any of our Platforms, although we are under no obligation to do so. This right to disable links includes links to or from advertisers, sponsors, and content partners that may use our Marks as part of a co-branding relationship. All those sections in the Platforms that invite reader participation will contain views, opinion, suggestion, comments and other information provided by the general public, and Film Pod will at no point of time be responsible for the accuracy or correctness of such information. Film Pod reserves the absolute right to accept/reject information from readers and/or advertisements from advertisers and impose/relax Platforms access rules and regulations for any user(s). Film Pod also reserves the right to impose/change the access regulations of the Platforms , whether in terms of access fee, timings, equipment, access restrictions or otherwise, which shall be posted from time to time under these terms and conditions. It is the responsibility of users to refer to these terms and conditions each time they use the Platforms. While every attempt has been made to ascertain the authenticity of the content in the Platforms, Film Pod is not liable for any kind of damages, losses or action arising directly or indirectly, due to access and/or use of the content in the Platforms including but not limited to any decisions based on content in the Platforms resulting in loss of data, revenue, profits, property, infection by viruses etc. 11. Warranty Disclaimer: Please remember that any provider of goods or services is entitled to register with Film Pod. Film Pod does not examine whether the advertisers are good, reputable or quality sellers of goods / service providers. You must satisfy yourself about all relevant aspects prior to booking / availing services. Film Pod has also not negotiated or discussed any terms of engagement with any of the advertisers. The same should be done by you. Booking, Purchasing and availing goods and services from advertisers shall be at your own risk.

We do not investigate, represent or endorse the accuracy, legality, legitimacy, validity or reliability of any products, services, deals, coupons or other promotions or materials, including advice, ratings, and recommendations contained on, distributed through, or linked, downloaded or accessed from the Platforms. References that we make to any names, marks, products or services of third parties or hypertext links to third party sites or information do not constitute or imply our endorsement, sponsorship or recommendation of the third party, of the quality of any product or service, advice, information or other materials displayed, purchased, or obtained by you as a result of an advertisement or any other information or offer in or in connection with the Platforms. THE MATERIAL AND THE PLATFORMS USED TO PROVIDE THE MATERIAL (INCLUDING THE WEBSITE ) ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. FILM POD DISCLAIMS, TO THE FULLEST EXTENT PERMITTED UNDER LAW, ANY WARRANTIES REGARDING THE SECURITY, RELIABILITY, TIMELINESS, ACCURACY AND PERFORMANCE OF THE PLATFORMS AND MATERIALS. FILM POD DOES NOT WARRANT THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE CONTENT IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. FILM POD DISCLAIMS ANY AND ALL WARRANTIES TO THE FULLEST EXTENT OF THE LAW, INCLUDING ANY WARRANTIES FOR ANY INFORMATION, GOODS, OR SERVICES, OBTAINED THROUGH, ADVERTISED OR RECEIVED THROUGH ANY LINKS PROVIDED BY OR THROUGH THE PLATFORMS SOME COUNTRIES OR OTHER JURISDICTIONS DO NO 12. DISCLAIMER for "Film Pod/FP Verified stamp,FP Trusted Stamp", "Film Pod GUARANTEE" and "Film Pod's Right"

"Film Pod/FP verified" means, the information related to name, address, contact details of the business establishments have been verified as existing at the time of registering any advertiser with Film Pod. This verification is solely based on the documents as supplied by an advertiser/s or as per the details contained in Customer E-Registration Form. "FP Trusted Stamp" indicates that the identity & information of the vendors/services, viz., name, address, contact details, business name has been verified on best effort basis, as existing, based on the documents/information furnished by the vendors/service providers. "FP Trusted Stamp" are also allocated to the vendor’s/service providers considering user’s reviews/ratings or any other criteria solely. Film Pod strongly recommends to its users/callers to verify all relevant details of vendors/services prior to availing any products/services from them. Film Pod does not implicitly or explicitly endorse any product/s or services provided by the vendors/service providers. The "Film Pod Guarantee" and "Film Pod's Right" is a limited assurance offered by Film Pod that the name and contact information of the advertiser and the category in which the advertiser is listed by Film Pod, have been verified as existing and correct at the time of the advertiser's application to register with Film Pod. Film Pod makes no representations or warranties, whether express or implied, including but not limited to warranties of the continued existence and/or operations of the advertiser, or the quality, quantity, merchantability or fitness for use of the goods or services offered by the advertiser. 13. ADDITIONAL DISCLAIMER: Users using any of Film Pod service across the following mediums i.e. through internet i.e www.filmpod.com Website, Wap, SMS, phone or any other medium are bound by this additional disclaimer wherein they are cautioned to make proper enquiry before they (Users) rely, act upon, make any kind of booking or enter into any transaction (any kind or any sort of transaction including but not limited to monetary transaction) with the Advertiser listed with Film Pod. All the Users are cautioned that all and any information/products/goods or services of whatsoever nature provided or received from the Advertiser/s is taken in good faith, without least suspecting the bonafides of the Advertiser/s and Film Pod does not confirm, does not acknowledge, or subscribe to the claims and representation made by the Advertiser/s listed with Film Pod. Further, Film Pod is not at all responsible for any act of Advertiser/s listed at Film Pod. 14. Unlawful Activity We reserve the right (at our discretion) to investigate complaints or reported violations of the Terms and to take any action we deem appropriate including, but not limited to, reporting any suspected unlawful activity to law enforcement officials, regulators, or other third-parties and disclosing any information necessary or appropriate to such persons or entities relating to your Registration Data, usage history, posted materials, IP addresses and traffic information etc.. 15. Risk and Title Risk in the goods passes to you upon delivery of the goods to the delivery address by the Film Pod advertiser. 16. Indemnity You agree to indemnify Film Pod and its affiliates, employees, agents and representatives, and to hold them harmless from any and all claims and liabilities (including any and all attorneys' fees) that may arise from your submissions, and from your unauthorized use of goods obtained through Film Pod (via its advertiser), from your breach of this Policy, or from any such acts arising through your use of Film Pod.com. These obligations will survive any termination of the Terms.

17. Limitation of liability: You acknowledge that Film Pod is provided "as is site" and that Film Pod is not making and has not made any warranty or representation as to suitability, merchantability, quality of the goods which will be supplied or delivered by its listed advertiser for any particular purpose. You agree that in using Film Pod, You are not relying on any statement or representation made by Film Pod which is not expressly contained in this Agreement. IN NO EVENT SHALL FILM POD BE LIABLE TO YOU ON ACCOUNT OF YOUR BOOKING, USE, MISUSE OR RELIANCE ON THE PLATFORMS FOR ANY DAMAGES WHATSOEVER, INCLUDING DIRECT, SPECIAL, PUNITIVE, INDIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES OR DAMAGES FOR LOSS OF PROFITS, REVENUE, USE, OR DATA WHETHER BROUGHT IN WARRANTY, CONTRACT, INTELLECTUAL PROPERTY INFRINGEMENT, TORT (INCLUDING NEGLIGENCE) OR OTHER THEORY, EVEN IF FILM POD ARE AWARE OF OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE, ARISING OUT OF OR CONNECTED WITH THE USE (OR INABILITY TO USE) OR PERFORMANCE OF THE PLATFORMS, THE MATERIALS OR THE INTERNET GENERALLY, OR THE USE (OR INABILITY TO USE), RELIANCE UPON OR PERFORMANCE OF ANY MATERIAL CONTAINED IN OR ACCESSED FROM ANY PLATFORMS. FILM POD DOES NOT ASSUME ANY LEGAL LIABILITY OR RESPONSIBILITY FOR THE ACCURACY, COMPLETENESS, OR USEFULNESS OF ANY INFORMATION, APPARATUS, PRODUCT OR PROCESS DISCLOSED ON THE PLATFORMS OR OTHER MATERIAL ACCESSIBLE FROM THE PLATFORMS. YOU ASSUME ALL RESPONSIBILITY AND RISK FOR THE USE OF THIS PLATFORMS AND THE INTERNET GENERALLY. THE FOREGOING LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF THE ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW. SOME COUNTRIES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY OF CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO ALL USERS; IN SUCH COUNTRIES LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW. 18. Changes: We may periodically change the Terms and the Site without notice, and you are responsible for checking these Terms periodically for revisions. All amended Terms become effective upon our posting to the Site, and any use of the site after such revisions have been posted signifies your consent to the changes. If any such change or modification is unacceptable to you, do not use the Website. If following any such change or modification you continue to use the Website or Content, you will be deemed to have accepted those changes or modifications. 19. Privacy Policy: Film Pod is committed to protecting the privacy and confidentiality of any personal information that it may request and receive from its clients, business partners and other users of the Website. To read our privacy policy statement regarding such personal information please refer PRIVACY POLICY You hereby confirm and acknowledge that the contact details and other details provided by you to Film Pod will be used and forwarded by Film Pod to the respective advertiser for which call or enquiry has been made by you.

20. General Instructions Film Pod's listed advertiser/ actual business owners who has processed and delivered your order as per your request is solely responsible for quality, delivery and billing of the products. Film Pod only acts as channel between you and the actual business owners/listed advertiser. We make no representation and give no warranty or undertaking (express or implied) as to the timeliness, accuracy, completeness, effectiveness or reliability of the Website or its Content for any particular purpose. We make no representation and give no warranty or undertaking (express or implied) as to the timeliness, accuracy, completeness, effectiveness or reliability of the goods supplied/delivered by the Advertiser. We will not be responsible or liable for any loss, damage, injury or other claim or outcome arising from your reliance upon the Website, or the Website's inability to meet your needs. We will not be responsible for any delay, failure, interruption, or corruption of any data or other information transmitted in connection with your use of the Website, which is beyond our control. For the avoidance of doubt, we do not accept responsibility for any interference or damage to your computer system which may arise in connection with your use of the Website or any linked website. 21. Force Majeure Film Pod and its advertiser will be not be liable for breach of this terms of use to the extent caused by or arising from prohibition or restriction by law or regulation or any government, fire, flood, storms, weather, strike, lock-out or other labour problems, accident, riots, acts of God or any other events which is beyond its control. 22. Arbitration: In the event a dispute arises between the you and Film Pod as per the terms of use, the parties shall attempt to amicably resolve the dispute through mutual discussions. Where the dispute is not resolved for a period of 90 days from the date of the dispute, either party can, upon giving a written notice to the other party, declare its intention to initiate arbitration proceedings. The arbitration will be conducted in English in accordance with the rules prescribed under the Arbitration and Conciliation Act, 1996. The venue for the arbitration shall be Mumbai. The arbitration shall be conducted by a sole arbitrator appointed by Film Pod. The award of the arbitrator shall be final and binding on the parties. Each party shall bear its own cost of arbitration. 23. Governing Law and Jurisdiction: This terms of use shall be governed and construed in accordance with the laws in India. Any dispute arising hereunder shall be subject to the exclusive jurisdiction of the courts in Mumbai, India. 24. Provisions are severable. Each provision of this Agreement (including these Conditions) are severable. Severance does not affect any other provisions. Please exit, if you don't agree to the terms contained in this Policy, If you have any questions or concerns about this Agreement please contact us - 8888888888 for more information. Infringement Policy Film Pod portal contains the trademark, logos, trade name, service marks and other marks (collectively "Marks") which are the intellectual property of Film Pod or their vendors or respective third parties. You understand that Film Pod uses the Marks of vendors and respective third parties procured from the owner and/or distribution channel. In doing so, Film Pod has no intention, whatsoever, to acquire rights of use or license to these Marks. This Infringement policy helps in creating a safer marketplace by prohibiting the use of Film Pod portal for infringing the intellectual property rights of third parties or of the rightful owner. Film Pod policy requires sellers and buyers or users to comply with all governmental laws and regulations including but not limited to the Infringement policy as amended from time to time. If you see something on the Film Pod portal, which you believe is violating the intellectual property rights, please send an infringement initimation to Film Pod at infringement@filmpod.com Film Pod will be unable to process requests which do not specify exact product IDs or URLs and the details which are specified below. Please do not provide links to browse pages or links of search queries as these pages are dynamic and their contents change with time. How to report a listing • If you have a good faith belief that your IP right has been infringed by any of our sellers or anyone else on Film Pod's portal , you may follow the below process and /or seek Legal advice. • We require that the Intellectual Property right owner or authorized representative provide the following details and email to the aforementioned email id. The email should contain the below information. 1. Identification or description of the Intellectual Property Rights that has been infringed. 2. Unambiguous identification or description of where the material that you claim is infringing is located on Film Pod portal with adequate particulars. Product ID / website links of infringing products. 3. Your address, telephone number, and email address. 4. A statement by you, that the information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf. 5. Brand/Trade Name (in case of Trademark infringement) 6. Details of the intellectual property being infringed (Provide copyrighted images or trademark certificates as attachments) 7. Details/documents of legal proceedings initiated against the entities (infringing the Intellectual Property rights of the owner) Grievance Redressal policy.: Film Pod shall take all necessary steps and/or remove the infringed product/details from its portal within 15 (Fifteen) working days subject to verification of the details as given above and the nature of complaint. COUNTERFEIT & PRIVACY PREVENTION POLICY

A. Introduction: 1. We have adopted an Anti-Counterfeit & Piracy Policy to eliminate the impact of counterfeit and pirated products on our platform and our customers. We prohibit the sale or promotion for sale of counterfeit and pirated goods/service on our platform and have strengthened our framework to effectively combat the proliferation and sale of counterfeit and pirated products on our digital platform. This policy describes the ways Film Pod Limited and its affiliates (collectively “Film Pod, we, our, us”) protect the rights of the owner, manufacturer, inventor, musician, author from the sale of counterfeit and pirated products on its website www.filmpod.com mobile application, and m-site (hereinafter referred to as the “Platform”). This is a zero tolerance Policy against knowingly and intentionally trafficking, listings, displaying, uploading and selling counterfeit and pirated products on our platform. 2. This Policy is an electronic agreement formed under the Information Technology Act, 2000 and the rules and regulations made there under (as amended till date) including Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021. It does not require any physical or digital signatures to make the terms of this policy binding. This policy is a legally binding document. By visiting our Platform or registered with us, you expressly agree to be bound by the terms of this Policy and the other applicable Terms and/or policy. If you do not agree, please do not access or use our Platform/ Service. B. Purpose: 1. To help mitigate the risk of counterfeit & pirated products; 2. To protect the legitimate interest of owners/right holders; 3. To assign responsibilities necessary to prevent the introduction of counterfeit & pirated products, at Film Pod’s platform by sellers/vendors and also its supply chain; 4. To encourage and create awareness of customers to purchase genuine products through authorized sources/ authorized distributor through Film Pod’s platform; 5. To facilitate the mechanism to report us about the counterfeit & pirated products on Film Pod’s platform; 6. To prevent the sale of counterfeit & pirated products at Film Pod’s platform which are illegal. C. Applicability: 1. This policy governs each website, mobile site, application, and/or other service, regardless of how distributed, transmitted, published, or broadcast (“Service”) provided by Film Pod Limited and/or its affiliates (“we,” “us,” or “our” or “Film Pod”) that links to this policy, which is binding on all those who access, visit and/or use Film Pod’s Service, whether acting as an individual or on behalf of an entity, including without limitation advertisers, creative & media agencies, analytics companies, survey/research vendors/sellers, employees, users, customers, partners, and other service providers (collectively, “you” or “your”). This policy shall apply equally to all vendors, service providers, contractors, subcontractors, partners, agents, representatives, suppliers, sellers, partners, customers, users, and any other third parties working on behalf of Film Pod or accessing or using our platforms/service. It also applies to the head office, branches office and other offices of Film Pod and all employees/officials of Film Pod Limited. This Policy is part of Film Pod’s Terms of Service. D. Counterfeit & Pirated Goods/Products: 1. “Counterfeit Goods” means any goods, including packaging, bearing without authorization a trademark which is identical to the trademark validly registered in respect of such goods, or which cannot be distinguished in its essential aspects from such a trademark, and which thereby infringes the rights of the owner of the trademark in question under the law of the country. Counterfeit goods contain a trademark or logo that is identical to or substantially indistinguishable from the trademark of another. They mimic the brand features of the product in an attempt to pass themselves off as a genuine product of the brand owner. 2. “Pirated Goods” means any goods which are copies made without the consent of the right holder or person duly authorized by the right holder in the country of production and which are made directly or indirectly from an article where the making of that copy would have constituted an infringement of a copyright or a related right under the law of the country. 3. Nature of Counterfeit & Pirated Goods/Products: 1. a) Fakes, copies, or replicas of brand name Goods/Products; 2. b) Electronics goods or accessories that use or bear the brand name, logo or trademark of a company that does not manufacture the goods/products; 3. c) Bootleg recordings from concerts or other live shows; 4. d) Unauthorized copies of movies, videos, software etc.,; 5. e) Products described as replica, imitation, clone, fake, mirror image, or similar terms when referring to a brand name in an attempt to pass off as genuine products of the brand owner; 6. f) Non-genuine products that imitate the characteristics of the brand in an effort to be promoted as the genuine product; 7. g) Non-genuine products bearing a brand name, label or logo; E. Responsibility of Sellers: 1. Products offered for sale on Film Pod’s platform must be authentic & genuine products. The sale of counterfeit & pirated products is strictly prohibited. The sellers/vendors or any person on their behalf shall not host, display, upload, modify, publish, transmit, update or sell Counterfeit & Pirated Goods/Products while using our services and also inter-alia do the following: 1. a) Do not knowingly procure, list or sale the Counterfeit & Pirated Goods/Products; 2. b) Promote the actual, genuine and authentic products on our platform in the ads/promotion/listing service; 3. c) To source & sell only genuine and authentic products; 4. d) Do not bootleg, fake or pirated copy of products or content; 5. e) Do not sell the products that have been illegally replicated, reproduced or manufactured; and 6. f) Do not sell the products that infringe another party’s intellectual property rights; 7. g) Do not sell or publish the Bootleg recordings from concerts or other live shows on our platform; 8. h) Do not sell or publish the unauthorized copies of movies, videos, software etc., on our platform; 9. i) Do not sell or publish the Fakes, copies, or replicas of brand name Goods/Products on our platform; 10. j) Do not sell or publish the Electronics goods or accessories that use or bear the brand name, logo or trademark of a company that does not manufacture the goods/products; 11. k) Do not sell or publish the Non-genuine products that imitate the characteristics of the brand in an effort to be promoted as the genuine product, on our platform. F. Failure to Comply with this Policy: 1. We are permanently enforcing our strategy to seek customer and supplier co-operations for our anti-counterfeiting and piracy policy. Film Pod is not knowingly doing business with manufacturers/sellers who involve in manufacturing/selling of counterfeit & pirated products. 2. If the sellers sell or supply inauthentic or fake products and the same are brought to the knowledge of Film Pod, Film Pod may, at its sole discretion, initiate, inter-alia, the following actions against the vendors/sellers: 1. a) Immediately suspend or terminate the service and de-list/remove the Counterfeit & Pirated Goods/Products from our platform; 2. b) Destroy any inauthentic or counterfeit & Pirated Goods/Products in our possession at your expense; 3. c) Withhold your Security Deposit, Service Fee, Sale Proceeds etc., if we determine that our service has been used to sell Counterfeit & Pirated Goods/Products; 4. d) We will also initiate the legal action against the Sellers, if required; G. Film Pod’s Right: 1. We work with manufacturers, rights holders, content owners, vendors and sellers to improve the ways we detect and prevent inauthentic, Counterfeit & Pirated Goods/Products from reaching to the Film Pod’s users. 2. We also work with rights holders and law enforcement agency to take and support legal action against sellers who knowingly violate this policy and selling the Counterfeit & Pirated Goods/Products to the users/customers through our platform. 3. We review, audit and validate the products listings periodically and if we find any Counterfeit & Pirated Goods/Products listings, we remove the said suspect listings based on our review and audit of products. 4. If we receive the complaint from users or rights owners regarding the Counterfeit & Pirated Goods/Products, we will promptly investigate and take all appropriate actions to protect customers, sellers and rights holders.

H. Report Us: 1. Film Pod does not use, nor condone the use of counterfeit products. We also expect our sellers to adhere to our ethical business standards and our practices and procedures. We strictly prohibit selling of counterfeiting, pirated or illegal products by any person at our platform. If any person is selling of counterfeiting, pirated or illegal products, then, as and when the same is bought to our notice, we leave no stone unturned to initiate a necessary action in that context. 2. If you find anything on our platform, or if you believe that any particular products of seller or any particular seller are selling the Counterfeiting, Pirated or illegal Products, you can report to us, in accordance with our Infringement Policy, along with supporting documents/evidence to support your claim enabling us to validate your allegations. SOFTWARE LICENSE AGREEMENT THIS SOFTWARE LICENSE AGREEMENT (the “Agreement”) is entered into between Film Pod Limited, having its registered Office at 501 / B, Palm Court Complex, New Link Road, Malad (W), Mumbai 400 064 (hereinafter referred to as “Film Pod”, “Licensor”, “We”, “Our”), and Clients (hereinafter referred to as “Client”, “Licensee”, & “You”). Film Pod hereby grants the license to right to use its FP OMNI Software Program (hereinafter referred to as “Software” & “License Program”) to the “Client”, and the client acknowledges and agrees to comply with all of these Terms and consent to the transmission of certain information during Activation and for internet-based features of the software. If you do not Accept and comply with these terms, you may not use the software or Features. 1) USAGE POLICY: You will use the FP OMNI Software in a manner consistent with all local, states and Union regulations and laws. We reserve the right to suspend or cancel your access to any or all services provided by us when you are not in compliance to the terms of this agreement and/or we decide that your account has been inappropriately used. 2) DESCRIPTION OF SOFTWARE: This agreement applies to the most recent release of FP OMNI software program. FP OMNI Software (hereinafter referred as Software) is a one stop solution for retailers to manage their in-store and online business. It is a cloud based platform/solution to manage products inventory, purchases, suppliers, sales and customers. You will be able to use this software for the purposes of setting up your store virtually and starting your online business. This Software has the features through which you yourself can set up your store virtually, add & delete the products, access to Dashboard, manage inventory & purchases of your store, print your own barcode. This software is available on website as well as on mobile app. In this software you have the option of choosing the features which you want to use and pay only for those features as agreed between parties. This software will be accessible on website as well as on compatible mobile devices. The software accessible on compatible mobile devices will be available with limited features for its proper, easy and smooth functioning. 3) TERMS OF USE: This agreement only gives you rights to use the software as per the features obtained and fee paid by you. You may use the software only as expressly permitted in this agreement. In doing so, you must comply with any technical limitations in the software that only allow you to use it in certain ways. Clients are hereby granted, non-exclusive, right and license to use the software program or the rights as granted under this agreement. You may only use the software on a single computer at one time and may do so only via a user interface connected directly to said single computer and not in any manner over a network, regardless of whether said network is a wide area network (WAN) or a local area network (LAN). You may NOT distribute copies of or documentation of the software to others. THE ACTUAL SOFTWARE PROGRAM COMPONENTS REMAIN THE PROPERTY OF FILM POD. You may not sell, lease, rent, or otherwise distribute and/or sub-license the Software, including the manuals and documentation of same, to another person at any price. It is illegal to make copies of the Software Program, or Components. The Software Program and Components are protected by the copyright laws pertaining to computer software. It is illegal to give copies of the Software Program, Components and Modules, or manuals and documentation of same to another person, or to duplicate the Software Program or Components and Modules by any other means, including electronic transmission. Software contains trade secrets and in order to protect such trade secrets you may not decompile, reverse engineer, disassemble, or otherwise reduce software program to human perceivable form. You may not modify, adapt, translate, rent, lease, or create derivative works based upon software program or any part thereof. 4) RIGHT TO USE: Upon execution of this Agreement, You are granted right to use the software in accordance with the terms of this Agreement. 5) CLIENT’S RESPONSIBILITIES: Effective use of software provided by us presumes a certain degree of knowledge and skill on the part of the Client. We will not be held responsible for your inability to use our software due to your lack of the requisite knowledge and skills. 6) USE OF SOFTWARE: i) The software is licensed, not sold. Under this agreement, we grant you the right to install and run one copy of software only on one computer with which you acquired the software, for use by one person at a time, but only if you comply with all the terms of this agreement. You may not make the software available for simultaneous use by multiple users. Film Pod grants you the license to right to use the software only upon the receipt of license fees as determined by Film Pod from time to time. The necessary instructions for operating the software are mentioned in the user manual available in the software after successful login. ii) The components of the software are licensed as a single unit. You may not separate or virtualize the components and install them on different computers. Film Pod does not give permission for installation of the software on a server or for use by or through other computers or devices connected to the server over an internal or external network. You may not, however, transfer or sublicense the Licensed Programs to any third party, in whole or in part, in any form, whether modified or unmodified. iii) J u s t D i a l m a y u s e commercially reasonable efforts to provide corrections to Software error. Any other upgrades or enhancements to the Software are not made available by Film Pod as part of this agreement and may be subject to additional charges. 7) LICENSE OF SOFTWARE PROGRAM: i) Film Pod grants you the license of FP Omni software program only upon receipt of license fee as determined by Film Pod, from time to time , in according to the terms of this Agreement. Film Pod grants the two types of licenses of its software program to the Clients, as described below: a) License of Software Program with all updates. b) License of Software Program without any updates. ii) Your are hereby granted the non-exclusive, right and license to use the software program, the rights as granted under this agreement subject to the payment of the license fees. 8) SERVICE FEES: You agrees to pay a non-refundable Service Fee for the Services that will be determined by Film Pod at the time of accepting the Service. The ("Service Fee") shall be paid by You in advance and Film Pod will send the customer receipt/Invoice to Your registered Mobile Number and email ID, simultaneously after receipt of payment from You. Film Pod shall, at its sole discretion, reserve its right to decide the Service Fee for the Services, from time to time. 9) LICENSE FEES: i) In consideration of Film Pod providing the Product and Service as specified in this agreement, you shall make the payment of fee as per the invoice issued to you from time to time. The terms of invoice shall prevail over the terms of this agreement. ii) Your right to use the Product and Service is limited to the license period. You may have the option to extend your Service upon paying of the requisite fees. If you extend your service, you may continue using the Product and Service until the end of your extended service period. After the expiration of the period, Product and Service will stop running on your computer. iii) Film Pod shall make best efforts to install & activate the product and services from the date of receipt of fee into its bank account (subject to delay due to technical malfunctions). However Film Pod will not be liable in any manner for any delay in activating your contract. iv) You agree to pay the fee as specified in invoice copy. You can pay the fee, either by way of upfront payment (payment of entire fee), or by way of the easy instalments payment options as available. If You opts to pay the fee/consideration by paying instalments, under such payment schemes, the You shall be liable to pay to Film Pod the SERVICE FEES (including applicable Tax), at the time of registration and the balance payment can be paid through the various payment modes such as ECS (Electronic Clearing Service); CCSI (Credit Card Standing Instruction) & NACH (National Automated Clearing House). It is hereby clarified that the services shall only be activated once the first ECS/ CCSI/ NACH payment is credited on Film Pod's account as per the payment plan or the payment as received for the services/products as availed. Under no circumstances shall Film Pod be liable to make any refund of any amount as paid by You on account of deactivation/non-activation of services due to non-receipt of any payment through ECS/ CCSI/ NACH/Cheques etc.. Film Pod reserves the right, at its sole discretion, to change, modify and amend the Terms pertaining to the activation of your services at any time by publishing the amended Terms on our portals at https://www.filmpod.com/Terms-of-Use/Service-for-Listing- Services with or without notice to you. You are advised to check the Terms at regular interval to received uninterrupted services. Film Pod does not encourage/prefer that payments be made in cash. Any cash payments made by you, shall be at your sole risk, without any recourse to Film Pod. v) In the event, if you fail to make any installments in time and as per the payment plan chosen by You, Film Pod may, in its sole discretion, suspend the services until necessary payments are made by you. The right of Film Pod to suspend the Service shall be without prejudice to Film Pod’s right to terminate the agreement, without any further notification vi) Film Pod shall be allowed to terminate the right to use the service to a particular licensor for non-payment of fees, for noncompliance, with any applicable rules, regulations or agreements regarding the use of the service or with applicable laws or regulations, or to exercise other remedies allowed at law or in equity. Film Pod will notify you of any such instance including the name of licensor and reason for termination. vii) If any cheques are dishonored due to insufficient of funds, Film Pod may present the cheques before the banks until the cheques are honored or till the validity of cheques. You shall not raise any objection in this regards and also shall be responsible for any/all liability, if any incurred. Further you acknowledge that any dishonor of payments will attract provisions of Section 138 of the Negotiable Instruments Act 1881. You shall also be liable to pay interest @18 % per annum during that period.

10) Documents: You shall furnish the KYC documents or any other documents, as may be required by Film Pod, on or before the first ECS/ CCSI/ NACH clearance. For the purpose of clarity, KYC documents include, (1) the passport; (2) the driving licence; (3) Voter's Identity Card issued by the Election Commission of India; (4) Copy of Aadhar Cards; (5) Job card issued by NREGA duly signed by an officer of the State Government; (6) letter issued by the National Population Register containing details of name and address; along with PAN Card etc. In addition to aforesaid, the You also needs to furnish the documents relating to the business listing such as, Certificate of incorporation, PAN Cards of the company, Registration certificate, GST certificate, Shop & Establishment certificate, or any other Government certificate issued to running their business. 11) ISSUANCE OF INVOICE: Film Pod will issue an invoice to you containing, inter-alia, the following details: (a)Clients details (b)License Fees (c)Description of the features of Software. (If required) (d)Type of access chosen by you (either website or App or both) ( If required ) 12) TAXES: Film Pod is entitled to levy you for all the taxes and charges (now in force or enacted in future) that are or may be imposed on the said Services. You shall pay the said taxes and charges promptly without raising any objections. You also agree that in the event the said taxes and charges are not charged by Film Pod the taxes shall be paid by you directly to the authorities concerned without raising any objection. You further agree that the taxes and charges payable under this Clause is in addition to the license fee paid by You for the Services rendered by Film Pod. The Taxes would include Service Tax & VAT ( Value Added Tax) or other taxes as applicable. 13) REFUNDS POLICY: ALL license Fee paid by you to FILM POD are final and non-refundable. Until you terminate this Agreement, as specified in this agreement, you are responsible for paying the fee, regardless of whether you use Software or not. 14) NON-PERFORMANCE AND DELAYS: Film Pod shall not be liable for any loss or damage resulting from non-performance by Film Pod or its suppliers under this Agreement or from any delay in delivery of the software due to fire, labour unrest or strikes, delays in transportation or shipping, acts of God, war, acts of a public enemy, accident, or any other cause or causes beyond the control of Film Pod. 15) COMPATIBILITY: This software is available on website as well as on mobile app and in this software you have the option to host your data anywhere in the world. However your devices or computer resources should be compatible with the FP Omni software. If your devices or computer resources does not sync with the FP Omni software, and causes any error or any loss or damage resulting from non-performance software, Film Pod shall not be liable for any reason whatsoever. 16) SERVICE/SUPPORT: a) Film Pod will use commercially reasonable efforts to make available Film Pod Support Center on Monday through Friday, during Film Pod's normal business hours, excluding Film Pod's scheduled holidays. Film Pod will provide you all the customer and technical support via telephone hotline support or through support@FPomni.com. However our support services shall be limited to providing matter pertaining our software under this agreement not otherwise. b) We shall not provide technical support for any third party products/software of any kind, incorporated by you into the website. We will use all commercially reasonable means to resolve your issues in this Agreement. c) Film Pod will have no obligation to provide Maintenance Services for any Software that are damaged, modified (by anyone other than Film Pod), incorporated into other software, or installed in any computing environment not supported by Film Pod software program; or for any version of a software program other than the latest and immediately preceding version; or for any problems caused by your negligence, abuse, misuse, or by any causes beyond Film Pod's reasonable control. 17) TRANSFER OF SOFTWARE PROGRAM: This agreement is non-transferable or non-assignable by the Client without the prior written consent of Film Pod. 18) THIRD PARTY CONSULTANT: Film Pod will not be liable for any costs incurred as a result of Client, for any reason, employing the services of a third party consultant or other technical personnel. 19) LICENSE FEES CHANGE: Film Pod reserves the right to increase/raise the license fees of Software, at its discretion. The license fees will only become effective upon renewal of the order. For clarity, additional purchases of the software/ other features will be subject to the new pricing.

20) CLIENT’S OBLIGATION: i. You represent and warrant that i) You would be solely responsible and liable for the information uploaded, edited, modified in the Software provided by Film Pod. ii) You shall be solely responsible and liable for any dispute arising out of your usage of our services. iii) You acknowledge and confirm that you will be subject to the rules, guidelines, policies, terms, and conditions applicable to the FP Omni. Film Pod reserve the right, at its discretion, to change, modify, add or remove portions of these Terms, at any time without any prior written notice to you. iv) You undertake to provide a copy of the licenses/ registrations (in case of corporate body) including but not limited to valid Identity proofs such as ration card, adhar card, voter id card and residential proofs such as electricity bill, telephone bill etc., (in case of individual) required to use our services. v) You acknowledge that any breach of the covenants set forth here may be a cause for termination of your service by Film Pod, at its sole discretion. vi) You agree that at all times, you will maintain appropriate records relating to the usage of our services and shall allow Film Pod/ Government, /statutory authorities and any other appropriate entities to examine, inspect, audit and review all such records and any source document pertaining to the services. vii) You hereby undertake to upload the terms and conditions on your website which will be applicable to the user of your websites who visit you website for any purposes including but not limited to buys the product/s or avails the services whether online or otherwise. viii) You shall ensure and take all appropriate security measures to prevent unauthorized disclosure and/or access of any details such as user ids, passwords, sensitive personal information or any other information of any end-customers/ Customers, third party which are obtained by you in any manner whatsoever. ix) You shall make available any and all customer assistance channels to assist and guide the endcustomers/ Customers using your services and respond to any queries and address any issues that may arise in using Film Pod services. x) You shall cooperate with Film Pod and render assistance to it for connecting the respective FP Omni systems of the Parties. xi) You shall take all such precautions and measures to ensure that there is no breach of security. You shall work upon developing and implementing various security mechanisms at your own cost and ensure that there are proper encryption and robust security measures to prevent any hacking into the information and other data store on your computer system. xii) You acknowledge that responsibility for all content provided by you to Film Pod for the performance of the Services or otherwise included in the Website is the sole and exclusive responsibility of yours and that Film Pod will not be held responsible in any way for any copyright infringement or violation, or the violation of any other person’s rights or the violation of any laws, including but not limited to infringement or misappropriation of copyright, trademark or other property right of any person or entity, arising or relating to the Content. xiii) You before providing the services to the end user through (FP Omni), shall be liable to check VAT/any other tax rates applicable on each and every product sold or services provided by you. Film Pod shall not be liable for any error in any VAT/any other tax rates in the services provide through FP Omni. xiv) Film Pod shall not be liable to update any changes in the VAT/any other tax rates in FP Omni. You shall be liable to update the VAT/ any other tax rates from time to time as per applicable laws on the products sold or services provided by you. xv) You acknowledge and agree that we may elect at its sole discretion to monitor the Content. We shall have the right, but not the obligation, to remove the content which is deemed, in our sole discretion, harmful, offensive, in violation of any provision of this Agreement or breaches any law. xvi) You agree to use the Services for legal purposes only. In the event that we become aware or reasonably believe, in its sole discretion, that the Services is being used for illegal purposes, we shall immediately terminate the Agreement and the Services as per our discretion, without notice, in addition to any remedies to which it (Film Pod) may be entitled under law. xvii) Any attempt to undermine or cause harm to a server of ours is strictly prohibited. This includes, but is not limited to, attempting to gain access to password files other than your own, attempting to gain unauthorized access to other accounts on your server, or anything that causes server malfunction. Failure to comply is subject to immediate account deactivation without refund. xviii) On the receipt of payment Film Pod grants you the right/access to install and run one copy of the FP Omni only on one computer/PC. For a single license You will use/install FP Omni only in one outlet and if you intent to utilize FP OMNI for your another/additional outlet then you will have to make additional payment for availing FP Omni on the price/charges determined by Film Pod from time to time. You acknowledge that you are not acquiring title to or any interest in any software other than right to use the Software. Your right to use the software is conditioned upon your timely payment of the full amount of Fees due for the software program and your compliance with the terms of this agreement, including the following restrictions. When the Term expires, your rights to use the software also expire and you may no longer use the software program. Client will not make any unauthorized, false, misleading, or illegal statements in onnection with this Agreement or regarding the Software program. Client will not make any representations or warranties concerning the Software on behalf of Film Pod.

21)DISCLAIMER OF WARRANTY: i) This software is available to you “as-is whereas basis." You bear the risk of using it. Film Pod gives no express warranties, guarantees or conditions. Film Pod will make all reasonable efforts to provide uninterrupted access subject to down time and regular maintenance. However, notwithstanding anything in this Agreement, you acknowledge that Film Pod and its business partners disclaim all warranties including but not limited to express or implied, written or oral. Film Pod shall not be responsible or liable if any unauthorized person hacks into or gains access to your website. In addition Film Pod shall not be liable to you for any loss or damage whatsoever or howsoever caused or arising, directly or indirectly, including without limitation, as a result of loss of data or business; interruption or stoppage to the access to and/or use of our service; interruption or stoppage of services etc. Film Pod does not warrant that services will be provided uninterrupted or free from errors or it is free from any virus or other malicious, destructive or corrupting code, program or macro. No advice or information, whether oral or written, obtained by you from Film Pod or through or from Film Pod shall create any warranty. Film Pod shall have no liability in this respect. ii) Film Pod’s sole obligation and the your sole and exclusive remedy in the event of interruption services, or loss of use and/or access to service, shall be to use all reasonable endeavors to restore the Services as soon as reasonably possible. 22) LIMITED WARRANTY: i) EXCEPT FOR THE ABOVE WARRANTY, THIS SOFTWARE PROGRAM, AND COMPONENTS AND MODULES ARE PROVIDED "AS IS WHEREAS BASIS". THE ENTIRE RISK AS TO RESULTS AND PERFORMANCE OF THE SOFTWARE PROGRAM, AND COMPONENTS AND MODULES IS ASSUMED BY CLIENT. NEITHER FILM POD, NOR AGENTS OF FILM POD, NOR THE CREATORS OF THE SOFTWARE PROGRAM, AND COMPONENTS AND MODULES, WARRANT OR GUARANTEE THE RESULT TO BE OBTAINED WITH THE SOFTWARE PROGRAM, AND COMPONENTS AND MODULES IN TERMS OF CORRECTNESS, RELIABILITY OR LEGALITY. THE ABOVE IS THE ONLY WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTY OF THE MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. ii) THE LIABILITY OF FILM POD OR ANY AGENT OF FILM POD OR ANY CREATOR OF THIS SOFTWARE PROGRAM, AND COMPONENTS AND MODULES UNDER THE LIMITED WARRANTY SET FORTH ABOVE SHALL BE LIMITED TO AND NOT EXCEED THE AMOUNT PAID BY CLIENT FOR THE PROGRAM SOFTWARE MEDIA AND RELATED SOFTWARE AND MATERIALS. IN NO EVENT SHALL FILM POD, OR ANY AGENT OF FILM POD, OR ANY CREATOR OF THIS SOFTWARE PROGRAM, AND COMPONENTS AND MODULES, BE LIABLE FOR ANY LOSS OF PROFITS OR ANY OTHER DAMAGES INCLUDING BUT NOT LIMITED TO SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR OTHER DAMAGES. SOME STATES DO NOT ALLOW LIMITATIONS OR EXCLUSIONS OF LIABILITY OF THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO CLIENT. 23) INDEMNITY: You shall defend, indemnify, and hold harmless Film Pod, its officers, employees, agents, Representatives from and against any claims, liability(ies), demands, losses, damage, deficiencies, actions, judgments or cause of action, assessments, interests, penalties and other costs or expenses incurred or suffered by Film Pod (including, without limitation, reasonable attorneys’ fees and expenses) arising out of or in relation to or in connection with: i) breach of any provision of this Agreement or non-performance of any of its obligations under this Agreement by you; or ii) anything done or omitted to be done by you due to gross negligence, willful default or willful misconduct you or any of your officers, directors, employees or agents. iii) or resulting from Your business operations or use of Software provided by Film Pod. 24) TERMINATION: i) The license granted hereunder shall continue subject to payment of license fees as prescribed by Film Pod, time to time or unless and until terminated pursuant to Clause (ii) hereof and subject to Licensee's proper performance of its obligations hereunder. ii) Film Pod has the right to terminate this Agreement upon any material breach of terms and conditions by you. In the event of termination by client for any reason, Film Pod will not refund the amount paid by you. On termination you shall forthwith return or destroy all data, information and software program and its updated versions, and provide written intimation of the same to Film Pod. iii) You agree that any breach of one or more provisions of this Agreement that threatens to, or causes Film Pod substantial harm is a material breach. Furthermore, any breach of the confidentiality, or non-competition provisions by you, or failure to make payments, shall be considered material breaches. Furthermore, any conduct or negligence that adversely affects the business or good will and brand name of Film Pod will be considered a material breach, Film Pod under such circumstances shall terminate the agreement without any further notice. iv) Upon termination of this agreement, Film Pod shall retain all proprietary technology and services provided to you, and shall render inoperable all Subscriber websites and software after allowing for a commercially reasonable and orderly transition by you. Each Party shall return or destroy all originals and copies of any Confidential Information of the other Party regarding this agreement. 25) PROHIBITED ACTIVITIES: i) The following content and activities may not be displayed or promoted by you and any person on your behalf nor Associated in any way with the Client's account or Film Pod's services. Film Pod shall be the sole arbiter as to what constitutes violation of this provision. ii) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that belongs to another person and to which the user does not have any right to; iii) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that is grossly harmful, harassing, blasphemous defamatory, obscene, pornographic, pedophilic, libelous, invasive of another's privacy, hateful, or racially, ethnically objectionable, disparaging, relating or encouraging money laundering or gambling, or otherwise unlawful in any manner whatever; iv) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that infringes any patent, trademark, copyright or other proprietary rights; or that violates any law for the time being in force; v) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer resource; vi) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that threatens the unity, integrity, defense, security or sovereignty of India, friendly relations with foreign states, or public order or causes incitement to the commission of any cognizable offence or prevents investigation of any offence or is insulting any other nation. vii) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information/contents on the website that promotes any illegal or prohibited activity. viii) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that may be damaging to Film Pod's servers or to any other server on the Internet. ix) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that promotes or sale of unsolicited or bulk email (SPAM) software or services or unsolicited or bulk e-mail or group posts (SPAM) which references and/or is traceable to Film Pod and/or any Client in any way. x) Your sending any promotional emails/sms to your consumers and Film Pod assumes no responsibility, liability including but not limited to the issues arising in connection with your customers being registered in DO NOT CALL/ DND registry with the Telecom Regulatory Authority of India. xi) You and any person on your behalf must vigilantly comply with all applicable law, including, without limitation to, Information Technology Act, 2000 as amended by the Information Technology (Amendment) Act, 2008, and the Information Technology (Reasonable security practices and procedures and sensitive personal data or information) Rules, 2011 and rules and regulations made thereunder. xii) You and any person on your behalf shall not, knowingly or intentionally conceal, destroy or alter or intentionally or knowingly causes another to conceal, destroy or alter any computer source code used for a computer, computer program, computer system or computer network of Film Pod, without the permission of Film Pod. xiii) You and any person on your behalf shall not, fraudulently or dishonestly, make use of the electronic signature, password or any other unique identification feature of any other person and you shall not misuse the computer resource of Film Pod, without it permissions, and further shall not use the said devices for cheating by personating. xiv) You and any person on your behalf shall not access or use of an Internet account or computer resources without the owner's authorization and further shall not download, copy or extract any data, computer data base or information from such computer network in any manner whatsoever; xv) You and any person on your behalf shall not introduce or causes to be introduced any computer contaminant or computer virus into any computer system or computer network and damages or causes to be damaged any computer system or computer network, data, computer data base or any other programs residing in such computer system or computer network. xvi) You and any person on your behalf shall not, disrupt or causes disruption of any computer, computer system or computer network or denies or causes the denial of access to any person authorized to access any computer system or computer network by any means. xvii) You and any person on your behalf shall not, destroy, delete or alter any information residing in a computer resource or diminishes its value or utility or affects it injuriously by any means and steel, conceal, destroy or alter or cause any person to steal, conceal, destroy or alter any computer source code used for a computer resource with an intention to cause damage. xviii) You agree that you and any person on your behalf shall not indulge or conspired, in any manner whatsoever in the aforesaid illegal activities. Film Pod shall have the right, but not the obligation, to remove the Content which is deemed, in Film Pod’s sole discretion, harmful, offensive, in violation of any provision of this Agreement or breaches any law.

You may not copy or use any Software program in any manner that is not expressly allowed under this agreement; You may not use our Software program or its output to develop or enhance any product that competes with a Film Pod software; You may not disclose the results of any benchmarking of a Software program (whether or not the results were obtained with assistance from Film Pod) to any third party; or You may not use a Software program in the development of any product if the failure or malfunction of that product could reasonably be expected to result in personal injury, death, or catastrophic loss. You are prohibited to use, publish, email, reproduce, disclose, furnish, reveal, communicate, transfer or make accessible to any other person for any purpose any information that you encounter, acquire or learn about in connection with this agreement and Film Pod has not given you written authorization to disclose or made available to the public, except as needed in the course of and for the benefit of the client. You are not indulging in any kind of piracy of software and also unauthorized, copying, downloading, sharing, selling, distribution or installing multiple copies onto personal or work computers of copyrighted software. You hereby expressly agree that you shall not directly or indirectly host, display, upload, publish, transmit, or deal in the "BANNED PRODUCTS & SERVICES" at any time during the tenure of this Agreement. Without prejudice to the Film Pod’s other rights & privileges, you bind yourself unequivocally to be solely liable for, including but not limited to, any legal actions and suits, and to make good to Film Pod immediately upon demand damages suffered by Film Pod directly or owing to claims by any third party, levy of assessment fees or fines, penal actions taken by Card Associations, the Banks, the RBI and any other statutory or competent authorities for any breach of any terms of this Agreement, including the dealing in the "BANNED PRODUCTS & SERVICES" 26) THIRD PARTY SOFTWARE PROHIBITED: You are strictly prohibited from installing any third party software on our program without the express written authorization of Film Pod. In the event that you install third party software on Film Pod’s servers without the express written authorization of Film Pod, Film Pod at its discretion shall have the right to terminate the Services without any notice. 27) CONTENT OWNERSHIP: i) All contents stored by you shall at all times remain the property of yours. You grant to Film Pod nonexclusive, world-wide license to the content for the purposes of analytics and reporting or any other related purposes. ii) Film Pod uses the information it collects through the FP OMNI to upgrade or secure its Services. Additionally, you agree that Film Pod may use and disclose the information and you would be deemed to have given your consent to contact you for any business promotion of Film Pod and its affiliates. 28) NON-COMPETE: During the term of this Agreement, and for a period of 2 (two) years after the termination of this Agreement, You agree not to develop or create any program of its own that is comparable in functionality or would compete with Film Pod’s service in any way. You shall not directly, or through third person(s) or entity(s), attempt to develop, engineer, reverse engineer, create or re-create, any service that is comparable in functionality or concept with our service as outlined in this agreement. You shall not decompile, disassemble, or reverse engineer Film Pod Materials or attempt to discover source code or other information concerning Film Pod Materials including, without limitation, its design. You will not create any derivative work, program or product based on, or derived from FP OMNI, or use any information learned from FP OMNI to create any other program or product. You will not allow, encourage, facilitate, or assist any third party to do anything. You would be precluded from doing under this provision. 29) CONFIDENTIALITY: You shall not disclose to any third party or use, except in connection with the performance of Services hereunder, any confidential information of Film Pod’s business (“Confidential Information”) in the course hereof. Confidential Information shall include; i) Film Pod software program and plans for the Website ii) Specifications of Film Pod’s software program and any future development plans iii) Concepts relating to Film Pod software program not disclosed from the operation of the Website iv) Trade secrets of Film Pod v) Information derived from providing the Services when Website is in operation, including but not limited to: 1. identities, contact information and credit card information of users (if applicable) 2. confidential information of the Website’s use, such as number of users, unique visitors and unique visits (if applicable) ii) Notwithstanding the forgoing, this confidentiality obligation shall not apply to any information which is already known to the public or produced in compliance with applicable law or a court order, provided you shall promptly notify Film Pod so as to enable Film Pod to seek a protective order or other appropriate remedy. You will return all the confidential information to Film Pod within 30 (thirty) days from the expiry or the early termination of this agreement. The obligations contained in this Clause shall survive the termination of this Agreement Notwithstanding the forgoing, in the event Film Pod receives a validly issued administrative or judicial order, notice, warrant or other process that requires Film Pod to share/disclose the confidential information then it shall be free to disclose all or part of the Confidential Information or is otherwise required to disclose any Confidential Information in order to comply with any law. 30) SECURITY: Client has taken adequate encryption and security measures to maintain its computer resources secured under this agreement. You must ensure that you use the software through a secure network that requires a protective security safeguards. You shall comply with the security standards, as prescribed by the governments and implements the security management and procedures, network architecture, software design, and other critical protective measures to protect data and information.

31) CENSORSHIP: Film Pod will exercise no control whatsoever over the content of the information passing through the network, email or website. 32) AUDIT AND COMPLIANCE: Film Pod may audit (using its own employees and those of an independent auditing firm that is subject to appropriate confidentiality obligations) your use of the Software and Documentation to verify your compliance with this agreement. You agree to give Film Pod (or the auditing firm) reasonable access to your facilities and records for purposes of conducting these audits. Film Pod will give you reasonable advance notice before conducting an audit. Audits will be conducted during normal business hours and no more than once per year, unless Film Pod has a good-faith basis for believing that more frequent audits are warranted. Film Pod will bear all the costs it incurs (including the fees and expenses of the auditing firm, if any) in conducting an audit, unless the audit reveals that you have failed to comply with this agreement in a material way, in which case you agree to reimburse Film Pod for these costs, in addition to other damages. 33) INTELLECTUAL PROPERTY RIGHTS: This Software is owned by Film Pod and is subject to protection under the copyright, patent and trademark laws of the India and other countries. You shall not have any right to use or reproduce in any manner any intellectual property owned by Film Pod, including any trademarks, trade names, logos etc. ii) Film Pod owns and retains all ownership and proprietary rights relating to services and its programming architecture, including, but not limited to, HTML code, program code, graphical code, design, technique, and all proprietary rights in the Services and all software code and content relating to the Services etc.. This Agreement does not transfer, sell, assign, or entitle you to any of our source codes, programming documentation, or trade secrets except as provided in the this Agreement. During the term of this Agreement, Film Pod grants you, a right to use our services in connection with the use and maintenance of our service, consistent with the terms of this Agreement. While availing the Products and Services of Film Pod, Clients hereby grants Film Pod the royalty-free, irrevocable, non-exclusive, right and license to use, reproduce, modify, adapt, publish, translate, distribute, transmit, publicly display, sublicense, create derivative works from, transfer, your contents and/or any other proprietary right to the site (in whole or part) worldwide and/or to incorporate your contents and/or any other proprietary right in other works in any form, media, or technology whether now known or later developed. 34) MISCELLANEOUS: i) No Guarantee of Business: Film Pod does not guarantee that by installing and using of this software, your business/profit will increase. ii) No Marketing: Film Pod is not obliged and does not promote you business. Film Pod’s obligation under the Contract is limited to the obligations of providing access to software upon the receipt of requisite payment from your end. iii) Entire Agreement: This Agreement constitutes the entire Agreement and understanding between the Parties, and supersedes any previous agreement or understanding or promise between the Parties, regarding the Software. iv) Supersession- This Agreement supersedes all prior agreements and understandings (whether written or oral) between Film Pod and the Clients, or any of them, with respect to the subject matter hereof. v) Amendment – Film Pod is entitled to modify the Terms of Service as it deems fit and will not be required to provide a specific notice of such change to You. It shall be Your sole responsibility to visit Film Pod Website and update himself / herself of the changes to the Terms of Service. vi) Severability: If any provision of this Agreement is or becomes, in whole or in part, invalid or unenforceable but would be valid or enforceable if some part of that provision was deleted, that provision shall apply with such deletions as may be necessary to make it valid. If any Court/Tribunal of competent jurisdiction holds any of the provisions of this Agreement unlawful or otherwise ineffective, the remainder of this Agreement shall remain in full force and the unlawful or otherwise ineffective provision shall be substituted by a new provision reflecting the intent of the provision so substituted. vii) Waiver: Unless otherwise expressly stated in this Agreement, the failure to exercise or delay in exercising a right or remedy under this Agreement shall not constitute a waiver of the right or remedy or a waiver of any other rights or remedies, and no single or partial exercise of any right or remedy under this Agreement shall prevent any further exercise of the right or remedy or the exercise of any other right or remedy. viii) Survival of Provisions: The terms and provisions of this Agreement that by their nature and content are intended to survive the performance hereof by any or all Parties hereto shall so survive the completion and termination of this Agreement. ix) Force Majeure: Film Pod shall not be responsible for any delay in the performance of any terms and conditions hereunder to the extent that such delay is caused by war, revolution, riot, act of public enemy, terrorism, sabotage, epidemic, quarantine restrictions, accident, fire flood, tempest, earthquake, civil commotion, governmental action, Acts of God (force majeure ) including, but not restricted to, strike, lock-out, fire, break-down, war, destruction of network, hacking, virus prone, technical glitch, defacement, sabotage, stoppage of display or transmission of the website, Act, or Regulation, or restriction of Government, inability to secure Government authorization, or approval, or any other cause beyond their reasonable control, including the breakdown of systems and any other causes beyond its reasonable control. x) Arbitration: In the event a dispute arises between the parties under this AGREEMENT, the parties shall attempt to amicably resolve the dispute through mutual discussions. Where the dispute is not resolved for a period of 30 (thirty) days from the date of the dispute, either party can, upon giving a written notice to the other party, declare its intention to initiate arbitration proceedings. The arbitration will be conducted in English in accordance with the rules prescribed under the Arbitration and Conciliation Act, 1996. The venue for the arbitration shall be Mumbai. The arbitration shall be conducted by a sole arbitrator to be appointed by Film Pod at its sole discretion. The award of the arbitrator shall be final and binding on the parties. Each party shall bear its own cost of arbitration. xi) Assignments: You shall not assign, in whole or in part, the benefits or obligations of this Agreement unless otherwise mutually agreed in writing xii) Notices: All notices, requests, demands and other communications hereunder shall be in writing and the same shall be deemed to be served, if personally delivered or sent by registered mail at the addresses as mentioned in the title to this document. Notices may also be sent through emails. xiii) Non-Exclusive Right: It is expressly agreed and understood between the parties hereto that this Agreement is on a non-exclusive basis and Film Pod is free to provide similar services to third party. xiv) Governing Law and Jurisdiction: This AGREEMENT shall be governed and construed in accordance with the laws in India. Any dispute arising hereunder shall be subject to the exclusive jurisdiction of the courts in Mumbai, India. In relation to any complaints or concerns, you can visit our online customer care page - email to us at "myfilmpod@gmail.com".

Hosting Services Agreement This Hosting Services Agreement (hereinafter referred to “Agreement”) is by and between Film Pod Limited having its registered office at 501 / B, Palm Court Complex, New Link Road, Malad (W), Mumbai 400 064 (hereinafter referred to “Film Pod”, “We” & “Us”) and clients (hereinafter referred to “Our”, “You” & “your”) that describes your rights and obligation to use the our hosting services (hereinafter referred to “Service”). This Agreement sets forth the terms and conditions of your use of Hosting services (the “Services”), and represents the entire agreement between you and Film Pod concerning the subject matter hereof. Your electronic acceptance of this Agreement signifies that you have read, understand, acknowledge and agree to be bound by this Agreement, and any other agreements or policies that are expressly incorporated herein. We may, in our sole and absolute discretion, change or modify this Agreement, any policies or agreements which are incorporated herein, and any limits or restrictions on the Services, at any time, and such changes or modifications shall be effective immediately upon posting to this Site. Your use of the Services after such changes or modifications shall constitute your acceptance of this Agreement and any limitations to the Services as last revised. If you do not agree to be bound by this Agreement and any Service limitations as last revised, do not continue to use the Services. We assume no liability or responsibility for your failure to receive a notification. 1) AUTHORIZATIONS: Client will use Film Pod services in compliance with all regulations, laws and terms applicable to Client, including those of Film Pod and of Servers locations. 2) RIGHT TO USE: Upon execution of this Agreement, You are granted right to use the service in accordance with the terms of this Agreement. 3) CLIENT’S RESPONSIBILITIES: i) Effective use of services provided by us presumes a certain degree of knowledge and skill on the part of the Client. We will not be held responsible for your inability to use our services due to your lack of the requisite knowledge and skills. ii)Client is solely responsible of managing and backing up his site and keeping his software scripts secure and up-to-date. iii) Film Pod is responsible to implement Hosting Servers corresponding to the description of the Hosting services provided to the Client. Film Pod is free to choose its implementation technology, methods and Server and services locations, including abroad or using foreign services and contractors in third countries. iv) Also further adaptations and extensions are at Film Pod's sole discretion. Film Pod is not responsible for the security or proper function of software installed by Client, even if they are installed with Film Pod tools. 4) HOSTING: Film Pod agrees to host and maintain your website on its server(s), as outlined in this Agreement. Film Pod on best effort basis will take all reasonable precautions to implement data backup services on the data stored in your websites. Film Pod agrees to monitor hosting services and make sites available to Internet users. However, Film Pod is not responsible for unintentional damages or loss, either incidental or direct, caused by a loss of your information. 5) DOMAIN NAMES: You shall acquire and maintain the Internet Protocol address and corresponding domain names for your website. Film Pod may help you in obtaining the domain names and Internet Protocol address and maintaining the same at additional cost decided by Film Pod from time to time. Film Pod shall execute the actions necessary to establish the address of your website, or to delete the address in the event your relationship is terminated or website cancelled in accordance with the rules, and regulations related to the Product. 6) FEES: In consideration of Film Pod providing the Hosting Service as specified in this agreement, you shall make the payment of Hosting Service fee, as per the invoice issued to you from time to time. The terms of invoice shall prevail over the terms & conditions mentioned under this agreement. Your right to use the hosting service is limited for the period of 5 (Five) years. You may have the option to extend your hosting service on paying of the fees. If you extend your hosting service, you may continue using the hosting service until the end of your extended period. After the expiration of your period, hosting service will stop. Film Pod reserves its right to charge the additional fees for the hosting service, at any time, at its sole discretion, and the same shall be notified to client, in advance. You agree to pay the fee as specified in invoice copy. You may opt to pay the fees through (i) Cheque; (ii) Demand Draft; (iii) RTGS (Real Time Gross Settlement); (iv) ECS (Electronic Clearing Service); and (v) CCSI (Credit Card Standing Instruction). Film Pod does not encourage/prefer that payments be made in cash. Any cash payments made by you, shall be at your sole risk, without any recourse to Film Pod. In the event, if you fail to make any payment in time and as per the payment plan chosen by You, Film Pod may, in its sole discretion, suspend your services until necessary payments are made by you. The right of Film Pod to suspend the Service shall be without prejudice to Film Pod’s right to terminate the agreement, without any further notification. Film Pod shall be allowed to terminate the right to use the service for non-payment of fees, for non-compliance, with any applicable rules, regulations or agreements regarding the use of our services or with applicable laws or regulations, or to exercise other remedies allowed at law or in equity. Film Pod will notify you of any such instance including the name and reason for termination. If any cheques are dishonored due to insufficient of funds, Film Pod may present the cheques before the banks until the cheques are honored or till the validity of cheques. You shall not raise any objection in this regards and also shall be responsible for any/all liability, if any incurred. Further you acknowledge that any dishonor of payments will attract provisions of Section 138 of the Negotiable Instruments Act 1881. You shall also be liable to pay interest @18 % per annum during that period. 7) TAXES: You shall be entitled to pay all the taxes and charges (now in force or enacted in future), if any applicable or may be imposed on the said Services. You shall pay the said taxes and charges promptly without raising any objections. 8) SUPPORT: Film Pod will provide support related to problems with the Hosting functions of its Servers (at the discretion of Film Pod) during regular business hours via telephone hotline support 8888888888 or through support@FPomni.com. Support not related to core Hosting functions problems might be charged to Client at applicable rates. 9) CENSORSHIP: Film Pod will exercise no control whatsoever over the content of the information passing through the network, email or Website. 10) STORAGE AND SECURITY: i) You shall be solely responsible for undertaking measures to: (1) prevent any loss or damage to your website or server content; (2) maintain independent archival and backup copies of your website or server content; and (3) ensure the security, confidentiality and integrity of all your website or server content transmitted through or stored on our servers. ii) Our servers are not an archive and we shall have no liability to you or any other person for loss, damage or destruction of any of your content. You shall not use the Service in any way, in our sole discretion, that shall impair the functioning or operation of our services or equipment. Specifically by way of example and not as a limitation, you shall not use the Services as: (1) a repository or instrument for placing or storing archived files; and/or (2) placing or storing material that can be downloaded through other websites. You acknowledge and agree that we have the right to carry out a forensic examination in the event of a compromise to your server or account.

11) WEBSITE/SERVER CONTENT: You shall be solely responsible for providing, updating, uploading and maintaining your website or server and any and all files, pages, data, works, information and/or materials on, within, displayed, linked or transmitted to, from or through your website or server including, but not limited to, trade or service marks, images, photographs, illustrations, graphics, audio clips, video clips, email or other messages, meta tags, domain names, software and text. You acknowledge and agree that in the course of providing you with technical assistance, it may be necessary for our support staff to modify, alter or remove the content of your hosted product. Your website or server content shall also include any registered domain names provided by you or registered on behalf of you in connection with the Services. 12) STORAGE AND LIMITS: All Web Hosting and Hosting plans, including the unlimited plans, are subject to a limitation prescribed by Filmpod time to time. In the event these limitations are exceeded, your site may slow down or not be served until more resources are added. More resources may be added for additional fees. 13) NOTIFICATIONS: Film Pod relies on e-mail as the primary means of notifying Clients of important system news, problems with Clients' accounts or usage of those accounts, billing problems, etc. Any notifications will be e-mailed to Client domain's primary e-mail address and/or to the contact e-mail address provided by Client upon application for services. Client agrees to monitor these e-mail addresses on a regular basis and to respond promptly, if required, to any notifications. Client notifications to Film Pod should be made using Film Pod's portal. 14) CANCELLATION POLICY: Client bears all responsibility for ensuring effective cancellation of Client account. This responsibility includes providing effective and verifiable notification to Film Pod of Client's desire to cancel an account. This responsibility shall not be waived or modified by Client in any way at any time subsequent to the submission by Client of an application for Film Pod account. Film Pod will implement without further notification. 15) REFUSAL OF SERVICE:Film Pod reserves the right to refuse or cancel service at Film Pod's sole discretion, with or without reason, with or without warning, and without indemnification. 16) SERVER ABUSE: Any attempts to undermine or cause harm to any server is strictly prohibited. This includes, but is not limited to attempting to gain access to password files other than your own, attempting to gain unauthorized access to other accounts on your Server, or anything that causes Server malfunction. Failure to comply is subject to immediate account deactivation. 17) RESOURCE USAGE: Client can use the resources of Film Pod in a reasonable way, which doesn't disadvantage other clients of Film Pod. Film Pod will be the sole arbiter as to what constitutes a violation of this provision. Failure to comply is subject to immediate account Deactivation. 18) THIRD PARTY SOFTWARE: We reserve the right to modify, change, or discontinue any Third-Party Software at any time, and you agree to cooperate in performing such steps as may be necessary to install any updates to the Third-Party Software. The Third-Party Software is neither sold nor distributed to you, and you may use the Third-Party Software solely as part of the Services. You may not use the Third-Party Software outside of the Services. We may provide your personal information to third-party providers as required to provide the Third-Party Software. You acknowledge and agree that your use of the Third-Party Software is subject to our agreement(s) with the third-party providers. In addition, if the Third-Party Software is accompanied by or requires consent to a service or license agreement from the third-party provider, your use of the Third-Party Software is subject to such service or license agreement. You may not download, install, or use any Third-Party Software that is accompanied by or requires consent to a service or license agreement from a third-party provider unless you first agree to the terms and conditions of such service or license agreement. You may not remove, modify, or obscure any copyright, trademark, or other proprietary rights notices that are contained in or on the Third-Party Software. You may not reverse engineer, decompile, or disassemble the Third-Party Software, except and only to the extent that such activity is expressly permitted by applicable law. You acknowledge and agree that the third-party providers (and their affiliates and suppliers) make no representations or warranties about any Third-Party Software offered in connection with the Services, and expressly disclaim any liability or damages (whether direct, indirect, or consequential) arising from the use of the Third-Party Software. You acknowledge and agree that any Third-Party Software will be supported by us and not by the third-party providers (or their affiliates or suppliers). 19) CLIENT’S OBLIGATION: You represent and warrant that i) You would be solely responsible and liable for the information uploaded, edited, modified in the software provided by Film Pod. ii) You shall be solely responsible and liable for any dispute arising out of your usage of our products and services. iii) You acknowledge and confirm that you will be subject to the rules, guidelines, policies, terms, and conditions applicable to the services/product. Film Pod reserve the right, at its discretion, to change, modify, add or remove portions of these Terms, at any time without any prior written notice to you. iv) You undertake to provide a copy of the licenses/ registrations (in case of corporate body) including but not limited to valid Identity proofs such as ration card, adhar card, voter id card and residential proofs such as electricity bill, telephone bill etc., (in case of individual) required to use our products and services. v) You acknowledge that any breach of the covenants set forth here may be a cause for termination of your service by Film Pod, at its sole discretion. vi) You agree that at all times, you will maintain appropriate records relating to the usage of our services and shall allow Film Pod/ Government, /statutory authorities and any other appropriate entities to examine, inspect, audit and review all such records and any source document pertaining to the services. vii) You hereby undertake to upload the terms and conditions on your website which will be applicable to the user of your websites who visit you website for any purposes including but not limited to buys the product/s or avails the services whether online or otherwise. viii) You shall ensure and take all appropriate security measures to prevent unauthorized disclosure and/or access of any details such as user ids, passwords, sensitive personal information or any other information of any end-customers/ Customers, third party which are obtained by you in any manner whatsoever. ix) You shall make available any and all customer assistance channels to assist and guide the end-customers/ Customers using your services and respond to any queries and address any issues that may arise in using Film Pod products and services. x) You shall cooperate with Film Pod and render assistance to it for connecting the respective software systems of the Parties. xi) You shall take all such precautions and measures to ensure that there is no breach of security. You shall work upon developing and implementing various security mechanisms at your own cost and ensure that there are proper encryption and robust security measures to prevent any hacking into the information and other data store on your computer system. xii) You acknowledges that responsibility for all content provided by you to Film Pod for the performance of the Services or otherwise included in the Website is the sole and exclusive responsibility of yours and that we will not be held responsible in any way for any copyright infringement or violation, or the violation of any other person’s rights or the violation of any laws, including but not limited to infringement or misappropriation of copyright, trademark or other property right of any person or entity, arising or relating to the Content. xiii) You acknowledge and agree that we may elect at its sole discretion to monitor the Content and your activities on the Website. We shall have the right, but not the obligation, to remove the content which is deemed, in our sole discretion, harmful, offensive, in violation of any provision of this Agreement or breaches any law. xiv) You agree to use the Services and the Website for legal purposes only. In the event that we become aware or reasonably believe, in its sole discretion, that the Website is being used for illegal purposes, we shall be entitled to immediately terminate the Agreement and the Services without notice in addition to any remedies to which it may be entitled under law.

20) PROHIBITED SERVICE: i) The following content and activities may not be displayed or promoted by you and any person on your behalf nor Associated in any way with the Client's account or Film Pod's services. Film Pod shall be the sole arbiter as to what constitutes violation of this provision. ii) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that belongs to another person and to which the user does not have any right to; iii) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that is grossly harmful, harassing, blasphemous defamatory, obscene, pornographic, paedophilic, libellous, invasive of another's privacy, hateful, or racially, ethnically objectionable, disparaging, relating or encouraging money laundering or gambling, or otherwise unlawful in any manner whatever; iv) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that infringes any patent, trademark, copyright or other proprietary rights; or that violates any law for the time being in force; v) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer resource; vi) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that threatens the unity, integrity, defence, security or sovereignty of India, friendly relations with foreign states, or public order or causes incitement to the commission of any cognizable offence or prevents investigation of any offence or is insulting any other nation. vii) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information/contents on the website that promotes any illegal or prohibited activity. viii) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that may be damaging to Film Pod's servers or to any other server on the Internet. ix) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that promotes or sale of unsolicited or bulk email (SPAM) software or services or unsolicited or bulk e-mail or group posts (SPAM) which references and/or is traceable to Film Pod and/or any Client in any way. x) Film Pod assumes no responsibility, liability including but not limited to the issues arising in connection with your customers being registered in DO NOT CALL/ DND registry with the Telecom Regulatory Authority of India. xi) You and any person on your behalf must vigilantly comply with all applicable law, including, without limitation to, Information Technology Act, 2000 as amended by the Information Technology (Amendment) Act, 2008, and the Information Technology (Reasonable security practices and procedures and sensitive personal data or information) Rules, 2011 and rules and regulations made thereunder. xii) You and any person on your behalf shall not, knowingly or intentionally conceal, destroy or alter or intentionally or knowingly causes another to conceal, destroy or alter any computer source code used for a computer, computer programme, computer system or computer network of Film Pod, without the permission of Film Pod. xiii) You and any person on your behalf shall not, fraudulently or dishonestly, make use of the electronic signature, password or any other unique identification feature of any other person and you shall not misuse the computer resource of Film Pod, without it permissions, and further shall not use the said devices for cheating by personation. xiv) You and any person on your behalf shall not access or use of an Internet account or computer resources without the owner's authorization and further shall not download, copy or extract any data, computer data base or information from such computer network in any manner whatsoever; xv) You and any person on your behalf shall not introduce or causes to be introduced any computer contaminant or computer virus into any computer system or computer network and damages or causes to be damaged any computer system or computer network, data, computer data base or any other programmes residing in such computer system or computer network. xvi) You and any person on your behalf shall not, disrupt or causes disruption of any computer, computer system or computer network or denies or causes the denial of access to any person authorised to access any computer system or computer network by any means. xvii) You and any person on your behalf shall not, destroy, delete or alter any information residing in a computer resource or diminishes its value or utility or affects it injuriously by any means and steel, conceal, destroy or alter or cause any person to steal, conceal, destroy or alter any computer source code used for a computer resource with an intention to cause damage. xviii) You agree that you and any person on your behalf shall not indulge or conspired, in any manner whatsoever in the aforesaid illegal activities. Film Pod shall have the right, but not the obligation, to remove the Content which is deemed, in Film Pod’s sole discretion, harmful, offensive, in violation of any provision of this Agreement or breaches any law. xix) You are strictly prohibited from installing any third party software on our products and services without the express written authorization of Film Pod. In the event that you install third party software on Film Pod’s servers without the express written authorization of Film Pod, Film Pod at its discretion shall have the right to terminate the Services without any Notice. You hereby expressly agree that you shall not directly or indirectly host, display, upload, publish, transmit, or deal in the "BANNED PRODUCTS & SERVICES" at any time during the tenure of this Agreement. Without prejudice to the Film Pod’s other rights & privileges, you bind yourself unequivocally to be solely liable for, including but not limited to, any legal actions and suits, and to make good to Film Pod immediately upon demand damages suffered by Film Pod directly or owing to claims by any third party, levy of assessment fees or fines, penal actions taken by Card Associations, the Banks, the RBI and any other statutory or competent authorities for any breach of any terms of this Agreement, including the dealing in the "BANNED PRODUCTS & SERVICES" 21) TENURE/TERMINATION:i) The terms of this agreement is for the period of 5 (Five) years. This agreement may continue subject to the payment of hosting service fee as applicable, or until the termination of this agreement, as specified under this agreement. ii) This Agreement may also be terminated at any time by Film Pod without assigning any reasons. Film Pod has the right to terminate this Agreement and your right to use this service upon any material breach of terms and conditions by you. ii) This Agreement may be terminated by Film Pod, upon your linking in the illegal, unlawful and prohibited activities prescribed under this agreement. iv) Upon termination of this agreement, Film Pod shall retain all proprietary technology and services provided to you, and shall render inoperable all Subscriber websites and software after allowing for a commercially reasonable and orderly transition by you. Each Party shall return or destroy all originals and copies of any Confidential Information of the other Party regarding this agreement. 22) LIMITATIONS; ACCOUNT TERMINATION: i) You acknowledge and agree that as a normal course of business, it may be necessary for us to migrate our servers. As a result, even if you have a dedicated IP, you may be assigned a different IP number. We do not warrant that you will be able to consistently maintain your given IP numbers. ii) You acknowledge and agree that upon expiration or termination of your Services, you must discontinue use of the Services and relinquish use of the IP addresses and server names assigned to you in connection with Services, including pointing the domain name system (“DNS”) for your domain name(s) away from our servers. Prior to termination of the Services, you are responsible for moving your website or server content off our servers. We will not transfer or FTP your website or server content to another provider. If you fail to move your website or server content off our servers prior to cancellation, then all such content will be deleted and we will not be able to provide a copy of such content. iii) Upon termination of the Services, all free products provided as part of the Services will be cancelled or revoked. 23) OWNERSHIP: i) Film Pod maintains control and ownership of any and all IP numbers and addresses that may be assigned to Client and reserves in its sole discretion the right to change or remove any and all IP numbers and addresses. Client shall keep the rights of ownership and use of his own domain name(s) even if Client changes Film Pod. In case of disputes regarding authority over domain names, Film Pod will follow industry standard practice of giving ultimate authority to the domain name registrant. Film Pod maintain control and ownership of any copyright, proprietary and/or licensed software, scripts, programs, images, or other electronic data or media installed and or provided by Film Pod. ii) All contents stored by you shall at all times remain the property of yours. You grant to Film Pod non-exclusive, world-wide licence to the content only to the extent necessary for Film Pod to host the website. Film Pod uses the information it collects through the software features to upgrade or fix the software and otherwise improves the products and services. Additionally, You agree that Film Pod may use and disclose the information and you would be deemed to have given your consent to contact you for any business promotion of Film Pod and its affiliates. 24) INDEMNITY: i) Client is solely responsible for the content stored in his folders on Film Pod's Servers and agrees that it shall defend,indemnify, save and hold Film Pod harmless from any and all demands, liabilities, losses, costs and claims, including reasonable attorney's fees asserted against Film Pod, its agents, its customers, officers and employees, that may arise or result from any content, service provided or performed or agreed to be performed or any product sold by Client, it's agents, employees or assigns. Client agrees to defend, indemnify and hold Film Pod harmless against liabilities arising out of; (1) any injury to person or property caused by any products sold or otherwise distributed in connection with a Film Pod Server; (2) any material supplied by Client infringing or allegedly infringing on the proprietary rights of a third party and (3) copyright infringement. ii) Client shall defend, indemnify, and hold harmless Film Pod, its officers, employees, agents, Representatives from and against any claims, liability(ies), demands, losses, damage, deficiencies, actions, judgments or cause of action, assessments, interests, penalties and other costs or expenses incurred or suffered by Film Pod (including, without limitation, reasonable attorneys’ fees and expenses) arising out of or in relation to or in connection with: breach of any provision of this Agreement or non-performance of any of its obligations under this Agreement by you; or anything done or omitted to be done by you due to gross negligence, willful default or willful misconduct you or any of your officers, directors, employees or agents, or resulting from Your business operations or use of Software provided by Film Pod. 25) DISCLAIMER OF WARRANTY: i) The service is available to you “as-is whereas basis." You bear the risk of using it. Film Pod gives no express warranties, guarantees or conditions. Film Pod will make all reasonable efforts to provide uninterrupted access and hosting services subject to down time and regular maintenance. However, notwithstanding anything in this Agreement, you acknowledge that Film Pod and its business partners disclaim all warranties including but not limited to express or implied, written or oral. Film Pod shall not be responsible or liable if any unauthorized person hacks into or gains access to your website. In addition Film Pod shall not be liable to you for any loss or damage whatsoever or howsoever caused or arising, directly or indirectly, including without limitation, as a result of loss of data or business; interruption or stoppage to the access to and/or use of our service; interruption or stoppage of services etc. Film Pod does not warrant that hosting services will be provided uninterrupted or free from errors or it is free from any virus or other malicious, destructive or corrupting code, program or macro. No advice or information, whether oral or written, obtained by you from Film Pod or through or from Film Pod shall create any warranty. Film Pod shall have no liability in this respect. Film Pod’s sole obligation and the your sole and exclusive remedy in the event of interruption services, or loss of use and/or access to service, shall be to use all reasonable endeavors to restore the Services as soon as reasonably possible. ii) Film Pod's infrastructure has been designed to prevent and minimize damage risks. However, no insurance is given expressly or implied hereby, and any damages incurred by Client due to disruption of service (including loss of connectivity, Server outages, data corruption or loss) by Film Pod or its provider or third parties is at Client's sole charge, and shall in all cases be expressly limited to the fees paid by Client to Film Pod for services in the corresponding period and shall under no circumstances include reimbursement for losses of income or other consequential damages claimed by Client.

26) LIMITATION & EXCLUSION OF REMEDIES AND DAMAGES: i) You agree that Film Pod shall not be liable for any suspension or loss of the services, except to the limited extent that a remedy is provided under this agreement; interruption of business; access delays or access interruptions to the website(s) provided through or by the services; loss or liability resulting from acts of god; data non-delivery, mis-delivery, corruption, destruction or other modification; events beyond the control of the primary service Provider or backend service Provider; or loss or liability resulting from the unauthorized use or misuse of their account identifier or password. ii) Film Pod’s aggregate liability arising from or relating to this agreement or maintenance, support or other service (regardless of the form of action or claim - e.g. Contract, warranty, tort, malpractice, and/or otherwise) will in no event exceed maximum amount paid by you to Film Pod while availing Film Pod’s service under this agreement. iii) Film Pod will not in any case be liable for any Special, incidental, consequential, indirect or punitive damages even if Film Pod has been advised of the possibility of such damages. Film Pod is not responsible for lost profits or revenue, loss of use of our service, loss of data, costs of re-creating lost data, the cost of any substitute equipment or program, or claims by you. 27) CONFIDENTIALITY: You shall not disclose to any third party or use, except in connection with the performance of Services hereunder, any confidential information of Film Pod business (“Confidential Information”) in the course hereof. Confidential Information shall include; i) Film Pod services and plans for the Website ii) Specifications of Film Pod services and any future development plans iii) Concepts relating to Film Pod service not disclosed from the operation of the Website iv) Trade secrets of Film Pod v) Information derived from providing the Services when Website is in operation, including but not limited to: 1. identities, contact information and credit card information of users (if applicable) 2. Confidential information of the Website’s use, such as number of users, unique visitors and unique visits (if applicable). All information received by you shall be kept confidential and you shall use the same degree of care as you use to protect its own confidential information. An item will not be considered to be confidential information if it is; (i) already available to the public other than by a breach of this Agreement; (ii) rightfully received from a third party not in breach of any obligation of confidentiality; (iv) proven to be already known to the recipient at the time of disclosure; or (v) produced in compliance with applicable law or a court order, provided you shall promptly notify Film Pod so as to enable Film Pod to seek a protective order or other appropriate remedy. You will return all the confidential information to Film Pod within 30 (thirty) days from the expiry or the early termination of this agreement. The obligations contained in this Clause shall survive the termination of this Agreement. Notwithstanding the forgoing, in the event Film Pod receives a validly issued administrative or judicial order, notice, warrant or other process that requires Film Pod to share/disclose the confidential information then it shall be free to disclose all or part of the Confidential Information or is otherwise required to disclose any Confidential Information in order to comply with any law. 28) PRIVACY:Film Pod and Client will mutually keep the data private and not share or reuse the other party's data, and put in place all normal reasonable security measures to protect each other's data, including corresponding NDA agreements with employees and contractors. Client recognizes that Film Pod can be required to provide data to legal authorities upon valid legal injunction, and to comply to such injunctions with or without Client's authorization or consent. Furthermore, Client understands there is no absolute security, and in order to limit consequences of any accidental exposure, Client agrees to not use the Hosting storage for data beyond the data required for the Hosting. Client authorizes Film Pod to backup and archive the Servers on-site and off-site, including Client's data and Sites for the purpose of continuous Hosting operations, and to maintain Server logs required for Film Pod's technical operations and legal compliance. This authorization does not imply that Film Pod must make or keep such backups, archives and logs. In case of suspected unauthorized use, or complaint, Film Pod can, but must not, inspect Client data and traffic for compliance check purposes, prior to his decision to take measures. 29) INTELLECTUAL PROPERTY RIGHTS: i) This service is owned by Film Pod Limited and is subject to protection under the copyright, patent and trademark laws of the India and other countries. You shall not have any right to use or reproduce in any manner any intellectual property owned by Film Pod, including any trademarks, trade names, logos etc. ii) Film Pod owns and retains all ownership and proprietary rights relating to its services and its programming architecture, including, but not limited to, HTML code, program code, graphical code, design, technique, and all proprietary rights in the Website and all software code and content relating to the Website, etc.. This Agreement does not transfer, sell, assign, or entitle you to any of our source codes, programming documentation, or trade secrets except as provided in the this Agreement. During the term of this Agreement, Film Pod grants you, right to use our services in connection with the use and maintenance of our service, consistent with the terms of this Agreement. 30) NON-COMPETE:During the term of this Agreement, and for a period of two years after the termination of this Agreement, You agree not to develop or create any program of its own that is comparable in functionality or would compete with Film Pod’s service in any way. You shall not directly, or through third person(s) or entity(s), attempt to develop, engineer, reverse engineer, create or re-create, any service that is comparable in functionality or concept with our service as outlined in this agreement. You shall not decompile, disassemble, or reverse engineer Film Pod Materials or attempt to discover source code or other information concerning Film Pod Materials including, without limitation, its design. You will not create any derivative work, program or product based on, or derived from Software, or use any information learned from Software to create any other program or product. You will not allow, encourage, facilitate, or assist any third party to do anything. You would be precluded from doing under this provision.

31) GENERAL PROVISIONS: 1) Supersede - This Agreement supersedes all prior agreements and understandings (whether written or oral) between Film Pod and the Clients, or any of them, with respect to the subject matter hereof. 2) Severability: If any provision of this Agreement is or becomes, in whole or in part, invalid or unenforceable but would be valid or enforceable if some part of that provision was deleted, that provision shall apply with such deletions as may be necessary to make it valid. If any Court/Tribunal of competent jurisdiction holds any of the provisions of this Agreement unlawful or otherwise ineffective, the remainder of this Agreement shall remain in full force and the unlawful or otherwise ineffective provision shall be substituted by a new provision reflecting the intent of the provision so substituted. 3) Waiver: Unless otherwise expressly stated in this Agreement, the failure to exercise or delay in exercising a right or remedy under this Agreement shall not constitute a waiver of the right or remedy or a waiver of any other rights or remedies, and no single or partial exercise of any right or remedy under this Agreement shall prevent any further exercise of the right or remedy or the exercise of any other right or remedy. 4) Survival of Provisions: The terms and provisions of this Agreement that by their nature and content are intended to survive the performance hereof by any or all Parties hereto shall so survive the completion and termination of this Agreement. 5) Force Majeure: Either Party shall not be liable for its failure to perform under this Agreement as a result of any event of force majeure events like acts of god, fire, wars, sabotage, civil unrest, labour unrest, action of Statutory Authorities or local or Central Governments, change in Laws, Rules and Regulations, affecting the performance of the Party. 6) Arbitration: In the event a dispute arises between the parties under this AGREEMENT, the parties shall attempt to amicably resolve the dispute through mutual discussions. Where the dispute is not resolved for a period of 30 days from the date of the dispute, either party can, upon giving a written notice to the other party, declare its intention to initiate arbitration proceedings. The arbitration will be conducted in English in accordance with the rules prescribed under the Arbitration and Conciliation Act, 1996. The venue for the arbitration shall be Mumbai. The arbitration shall be conducted by a sole arbitrator to be mutually agreed by the parties. The award of the arbitrator shall be final and binding on the parties. Each party shall bear its own cost of arbitration. 7) Assignments: You shall not assign, in whole or in part, the benefits or obligations of this Agreement unless otherwise mutually agreed in writing. 8) Governing Law and Jurisdiction: This AGREEMENT shall be governed and construed in accordance with the laws in India. Any dispute arising hereunder shall be subject to the exclusive jurisdiction of the courts in Mumbai, India. SOFTWARE LICENSE AND HOSTING AGREEMENT THIS SOFTWARE LICENSE & HOSTING SERVICE AGREEMENT (the “Agreement”) is entered into between Film Pod Limited, having its registered Office at 501 / B, Palm Court Complex, New Link Road, Malad (W), Mumbai 400 064 (hereinafter referred to as “Film Pod”, “Licensor”, “We”, “Our”), and Clients (hereinafter referred to as “Client”, “Licensee”, & “You”). Film Pod hereby grants the right to use its FP OMNI Software Program and Hosting Services (hereinafter referred to as “Product and Service”) to the “Client”, and the client acknowledges and agrees to comply with all of these Terms and consent to the transmission of certain information during Activation and for internet-based features of the software and hosting service. If you do not Accept and comply with these terms, you may not use the software and hosting service. 1) USAGE POLICY: You will use the Film Pod’s Product and Service in a manner consistent with all local, states and Union regulations and laws. We reserve the right to suspend or cancel your access to any or all services provided by us when you are not in compliance to the terms of this agreement and/or we decide that your account has been inappropriately used. 2) DESCRIPTION OF SOFTWARE: This agreement applies to the most recent release of FP OMNI software program. FP OMNI Software (hereinafter referred as Software) is a one stop solution for retailers to manage their in-store and online business. It is a cloud based platform/solution to manage products inventory, purchases, suppliers, sales and customers. You will be able to use this software for the purposes of setting up your store virtually and starting your online business. This Software has the features through which you yourself can set up your store virtually, add & delete the products, access to Dashboard, manage inventory & purchases of your store, print your own barcode. This software is available on website as well as on mobile app. In this software you have the option of choosing the features which you want to use and pay only for those features as agreed between parties. This software will be accessible on website as well as on compatible mobile devices. The software accessible on compatible mobile devices will be available with limited features for its proper, easy and smooth functioning. 3) TERMS OF USE: This agreement only gives you rights to use the Product and Service as per the features obtained and fee paid by you. You may use the Product and Service only as expressly permitted in this agreement. In doing so, you must comply with any technical limitations in the Product and Service that only allow you to use it in certain ways. Client has the exclusive right to use the Product and Service only for a license period or as per the rights granted under this agreement. You may only use the software on a single computer at one time and may do so only via a user interface connected directly to said single computer and not in any manner over a network, regardless of whether said network is a wide area network (WAN) or a local area network (LAN). You may NOT distribute copies of or documentation of the software to others. THE ACTUAL SOFTWARE PROGRAM COMPONENTS REMAIN THE PROPERTY OF FILM POD. You may not sell, lease, rent, or otherwise distribute and/or sub-license the Software, including the manuals and documentation of same, to another person at any price. It is illegal to make copies of the Software Program, or Components. The Software Program and Components are protected by the copyright laws pertaining to computer software. It is illegal to give copies of the Software Program, Components and Modules, or manuals and documentation of same to another person, or to duplicate the Software Program or Components and Modules by any other means, including electronic transmission. Software contains trade secrets and in order to protect such trade secrets you may not decompile, reverse engineer, disassemble, or otherwise reduce software program to human perceivable form. You may not modify, adapt, translate, rent, lease, or create derivative works based upon software program or any part thereof. 4) RIGHT TO USE:Upon execution of this Agreement, You are granted right to use the Product and Service in accordance with the terms of this Agreement. 5) CLIENT’S RESPONSIBILITIES: Effective use of Product and Service provided by Film Pod presumes a certain degree of knowledge and skill on the part of the Client. We will not be held responsible for your inability to use our Product and Service due to your lack of the requisite knowledge and skills. 6) USE OF FP OMNI SOFTWARE: i) The software is licensed, not sold. Under this agreement, we grant you the right to install and run one copy of software only on one computer with which you acquired the software, for use by one person at a time, but only if you comply with all the terms of this agreement. You may not make the software available for simultaneous use by multiple users. Film Pod grants you the license to right to use the software only upon the receipt of license fees as determined by Film Pod from time to time. The necessary instructions for operating the software are mentioned in the user manual available in the software after successful login. ii) The components of the software are licensed as a single unit. You may not separate or virtualize the components and install them on different computers. Film Pod does not give permission for installation of the software on a server or for use by or through other computers or devices connected to the server over an internal or external network. You may not, however, transfer or sublicense the Licensed Programs to any third party, in whole or in part, in any form, whether modified or unmodified. iii) Film Pod may use commercially reasonable efforts to provide corrections to Software error. Any other upgrades or enhancements to the Software are not made available by Film Pod as part of this agreement and may be subject to additional charges. 7) LICENSE OF FP OMNI SOFTWARE PROGRAM:i) Film Pod grants you the license of FP Omni software program only upon receipt of license fee as determined by Film Pod, from time to time , in according to the terms of this Agreement. 8) FEES: i) In consideration of Film Pod providing the Product and Service as specified in this agreement, you shall make the payment of fee as per the invoice issued to you from time to time. The terms of invoice shall prevail over the terms of this agreement. ii) Your right to use the Product and Service is limited to the license period. You may have the option to extend your Service upon paying of the requisite fees. If you extend your service, you may continue using the Product and Service until the end of your extended service period. After the expiration of the period, Product and Service will stop running on your computer. iii) Film Pod shall make best efforts to install & activate the product and services from the date of receipt of fee into its bank account (subject to delay due to technical malfunctions). However Film Pod will not be liable in any manner for any delay in activating your contract. iv) You agree to pay the fee as specified in invoice copy. You may opt to pay the fees through (i) Cheque; (ii) Demand Draft; (iii) RTGS (Real Time Gross Settlement); (iv) ECS (Electronic Clearing Service); and (v) CCSI (Credit Card Standing Instruction). Film Pod does not encourage/prefer that payments be made in cash. Any cash payments made by you, shall be at your sole risk, without any recourse to Film Pod. v) In the event, if you fail to make any installments in time and as per the payment plan chosen by You, Film Pod may, in its sole discretion, suspend the services until necessary payments are made by you. The right of Film Pod to suspend the Service shall be without prejudice to Film Pod’s right to terminate the agreement, without any further notification vi) Film Pod shall be allowed to terminate the right to use the service to a particular licensor for non-payment of fees, for noncompliance, with any applicable rules, regulations or agreements regarding the use of the service or with applicable laws or regulations, or to exercise other remedies allowed at law or in equity. Film Pod will notify you of any such instance including the name of licensor and reason for termination. vii) If any cheques are dishonored due to insufficient of funds, Film Pod may present the cheques before the banks until the cheques are honored or till the validity of cheques. You shall not raise any objection in this regards and also shall be responsible for any/all liability, if any incurred. Further you acknowledge that any dishonor of payments will attract provisions of Section 138 of the Negotiable Instruments Act 1881. You shall also be liable to pay interest @18 % per annum during that period. 9) ISSUANCE OF INVOICE: Film Pod will issue an invoice to you containing, inter-alia, the following details: a) Clients details b)License Fees c)Description of the features of Software, if required d)Type of access chosen by you (either website or App or both) if required. 10) TAXES: Film Pod is entitled to levy you for all the taxes and charges (now in force or enacted in future) that are or may be imposed on the said Services. You shall pay the said taxes and charges promptly without raising any objections. You also agree that in the event the said taxes and charges are not charged by Film Pod the taxes shall be paid by you directly to the authorities concerned without raising any objection. You further agrees that the taxes and charges payable under this Clause is in addition to the license fee paid by You for the Services rendered by Film Pod. The Taxes would include Service Tax & VAT ( Value Added Tax) or other taxes as applicable.

11) HOSTING SERVICE: Film Pod agrees to host and maintain your website on its server(s), as outlined in this Agreement. Film Pod will take all reasonable precautions to implement data backup services on the data stored in your websites. Film Pod agrees to monitor hosting services and make sites available to Internet users. However, Film Pod is not responsible for unintentional damages or loss, either incidental or direct, caused by a loss of your information. You shall acquire and maintain the Internet Protocol address and corresponding domain names for your website. Film Pod may help you in obtaining the domain names and Internet Protocol address and maintaining the same at additional cost decided by Film Pod from time to time. Film Pod shall execute the actions necessary to establish the address of your website, or to delete the address in the event your relationship is terminated or website cancelled in accordance with the rules, and regulations related to the product. Film Pod shall provide you the ability to access data on your Website and make changes with a password set by you. Your connection will be secured by the firewall. Your right to use the hosting service is limited for the period of 5 (Five) years. You may have the option to extend your hosting service on paying of the fees. If you extend your hosting service, you may continue using the hosting service until the end of your extended period. After the expiration of your period, hosting service will stop. Film Pod reserves its right to charge the fees for the hosting service, at any time, at its sole discretion, and the same shall be notified to client, in advance. All Web Hosting and Hosting plans, including the unlimited plans, are subject to a limitation prescribed by Film Pod time to time. In the event these limitations are exceeded, your site may slow down or not be served until more resources are added. More resources may be added for additional fees. You shall be solely responsible for providing, updating, uploading and maintaining your website or server and any and all files, pages, data, works, information and/or materials on, within, displayed, linked or transmitted to, from or through your website or server including, but not limited to, trade or service marks, images, photographs, illustrations, graphics, audio clips, video clips, email or other messages, meta tags, domain names, software and text. You acknowledge and agree that in the course of providing you with technical assistance, it may be necessary for our support staff to modify, alter or remove the content of your hosted product. Your website or server content shall also include any registered domain names provided by you or registered on behalf of you in connection with the Services. 12) SERVICE/SUPPORT: a) Film Pod will use commercially reasonable efforts to make available Film Pod Support Center on Monday through Friday, during Film Pod's normal business hours, excluding Film Pod's scheduled holidays. Film Pod will provide you all the customer and technical support via telephone hotline support 8888888888 or through support@FPomni.com. However our support services shall be limited to providing matter pertaining our software under this agreement not otherwise. b) We shall not provide technical support for any third party products/software of any kind, incorporated by you into the website. On best effort basis, we will use all commercially reasonable means to resolve your issues in this Agreement. c) Film Pod will have no obligation to provide Maintenance Services for any Software that are damaged, modified (by anyone other than Film Pod), incorporated into other software, or installed in any computing environment not supported by Film Pod software program; or for any version of a software program other than the latest and immediately preceding version; or for any problems caused by your negligence, abuse, misuse, or by any causes beyond Film Pod's reasonable control. 13) REFUNDS POLICY: All fees paid by you to Film Pod are final and non-refundable. Until you terminate this Agreement, as specified in this agreement, you are responsible for paying the fee, regardless of whether you use our Product and Service or not. 14) NON-PERFORMANCE AND DELAYS: Film Pod shall not be liable for any loss or damage resulting from non-performance by Film Pod or its suppliers under this Agreement or from any delay in delivery of the Product and Service due to fire, labour unrest or strikes, delays in transportation or shipping, acts of God, war, acts of a public enemy, accident, hacking, technical glitch or any other cause or causes beyond the control of Film Pod. 15) THIRD PARTY CONSULTANT: Film Pod will not be liable for any costs incurred as a result of Client, for any reason, employing the services of a third party consultant or other technical personnel. 16) TRANSFER: This agreement is non-transferable or assignable by the Client without the prior written consent of Film Pod. 17) FEES CHANGE: Film Pod reserves the right to increase/raise the fees, at its discretion. The fees will only become effective upon renewal of the order. For clarity, additional purchases of the service/ other features will be subject to the new pricing. 18) CLIENT’S OBLIGATION: i) You represent and warrant that i) You would be solely responsible and liable for the information uploaded, edited, modified in the Software provided by Film Pod. ii) You shall be solely responsible and liable for any dispute arising out of your usage of our services. iii) You acknowledge and confirm that you will be subject to the rules, guidelines, policies, terms, and conditions applicable to the FP Omni. Film Pod reserve the right, at its discretion, to change, modify, add or remove portions of these Terms, at any time without any prior written notice to you. iv) You undertake to provide a copy of the licenses/ registrations (in case of corporate body) including but not limited to valid Identity proofs such as ration card, adhar card, voter id card and residential proofs such as electricity bill, telephone bill etc., (in case of individual) required to use our services. v) You acknowledge that any breach of the covenants set forth here may be a cause for termination of your service by Film Pod, at its sole discretion. vi) You agree that at all times, you will maintain appropriate records relating to the usage of our services and shall allow Film Pod/ Government, /statutory authorities and any other appropriate entities to examine, inspect, audit and review all such records and any source document pertaining to the services. vii) You hereby undertake to upload the terms and conditions on your website which will be applicable to the user of your websites who visit you website for any purposes including but not limited to buys the product/s or avails the services whether online or otherwise. viii) You shall ensure and take all appropriate security measures to prevent unauthorized disclosure and/or access of any details such as user ids, passwords, sensitive personal information or any other information of any end-customers/ Customers, third party which are obtained by you in any manner whatsoever. ix) You shall make available any and all customer assistance channels to assist and guide the end-customers/ Customers using your services and respond to any queries and address any issues that may arise in using Film Pod services. x) You shall cooperate with Film Pod and render assistance to it for connecting the respective FP Omni systems of the Parties. xi) You shall take all such precautions and measures to ensure that there is no breach of security. You shall work upon developing and implementing various security mechanisms at your own cost and ensure that there are proper encryption and robust security measures to prevent any hacking into the information and other data store on your computer system. xii) You acknowledge that responsibility for all content provided by you to Film Pod for the performance of the Services or otherwise included in the Website is the sole and exclusive responsibility of yours and that Film Pod will not be held responsible in any way for any copyright infringement or violation, or the violation of any other person’s rights or the violation of any laws, including but not limited to infringement or misappropriation of copyright, trademark or other property right of any person or entity, arising or relating to the Content. xiii) You before providing the services to the end user through (FP Omni), shall be liable to check VAT/any other tax rates applicable on each and every product sold or services provided by you. Film Pod shall not be liable for any error in any VAT/any other tax rates in the services provide through FP Omni. xiv) Film Pod shall not be liable to update any changes in the VAT/any other tax rates in FP Omni. You shall be liable to update the VAT/ any other tax rates from time to time as per applicable laws on the products sold or services provided by you. xv) You acknowledge and agree that we may elect at its sole discretion to monitor the Content. We shall have the right, but not the obligation, to remove the content which is deemed, in our sole discretion, harmful, offensive, in violation of any provision of this Agreement or breaches any law. xvi) You agree to use the Services for legal purposes only. In the event that we become aware or reasonably believe, in its sole discretion, that the Services is being used for illegal purposes, we shall immediately terminate the Agreement and the Services as per our discretion, without notice, in addition to any remedies to which it (Film Pod) may be entitled under law. xvii) Any attempt to undermine or cause harm to a server of ours is strictly prohibited. This includes, but is not limited to, attempting to gain access to password files other than your own, attempting to gain unauthorized access to other accounts on your server, or anything that causes server malfunction. Failure to comply is subject to immediate account deactivation without refund. xviii) On the receipt of payment Film Pod grants you the right/access to install and run one copy of the FP Omni only on one computer/PC. For a single license You will use/install FP Omni only in one outlet and if you intent to utilize FP OMNI for your another/additional outlet then you will have to make additional payment for availing FP Omni on the price/charges determined by Film Pod from time to time. You acknowledge that you are not acquiring title to or any interest in any Film Pod Product and Service other than right to use the same. Your right to use of our Product and Service is conditioned upon your timely payment of the full amount of Fees due for Product and Service and your compliance with the terms of this agreement, including the following restrictions. When the Term expires, your rights to use the Product and Service also expire and you may no longer use the Product and Service. Client will not make any unauthorized, false, misleading, or illegal statements in connection with this Agreement or regarding the Product and Service. Client will not make any representations or warranties concerning the Product and Service on behalf of Film Pod. 19) DISCLAIMER OF WARRANTY: i) This Product and Service is available to you “as-is whereas basis." You bear the risk of using it. Film Pod gives no express warranties, guarantees or conditions. Film Pod will make all reasonable efforts to provide uninterrupted access and hosting services subject to down time and regular maintenance. However, notwithstanding anything in this Agreement, you acknowledge that Film Pod and its business partners disclaim all warranties including but not limited to express or implied, written or oral. Film Pod shall not be responsible or liable if any unauthorized person hacks into or gains access to your website. In addition Film Pod shall not be liable to you for any loss or damage whatsoever or howsoever caused or arising, directly or indirectly, including without limitation, as a result of loss of data or business; interruption or stoppage to the access to and/or use of our service; interruption or stoppage of services etc. Film Pod does not warrant that hosting services will be provided uninterrupted or free from errors or it is free from any virus or other malicious, destructive or corrupting code, program or macro. No advice or information, whether oral or written, obtained by you from Film Pod or through or from Film Pod shall create any warranty. Film Pod shall have no liability in this respect. ii) Film Pod’s sole obligation and the your sole and exclusive remedy in the event of interruption services, or loss of use and/or access to service, shall be to use all reasonable endeavors to restore the Services as soon as reasonably possible. 20) LIMITED WARRANTY: i) EXCEPT FOR THE ABOVE WARRANTY, THIS SOFTWARE PROGRAM, AND COMPONENTS AND MODULES ARE PROVIDED "AS IS WHEREAS BASIS". THE ENTIRE RISK AS TO RESULTS AND PERFORMANCE OF THE SOFTWARE PROGRAM, AND COMPONENTS AND MODULES IS ASSUMED BY CLIENT. NEITHER FILM POD, NOR AGENTS OF FILM POD, NOR THE CREATORS OF THE SOFTWARE PROGRAM, AND COMPONENTS AND MODULES, WARRANT OR GUARANTEE THE RESULT TO BE OBTAINED WITH THE SOFTWARE PROGRAM, AND COMPONENTS AND MODULES IN TERMS OF CORRECTNESS, RELIABILITY OR LEGALITY. THE ABOVE IS THE ONLY WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTY OF THE MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. ii) THE LIABILITY OF FILM POD OR ANY AGENT OF FILM POD OR ANY CREATOR OF THIS SOFTWARE PROGRAM, AND COMPONENTS AND MODULES UNDER THE LIMITED WARRANTY SET FORTH ABOVE SHALL BE LIMITED TO AND NOT EXCEED THE AMOUNT PAID BY CLIENT FOR THE PROGRAM SOFTWARE MEDIA AND RELATED SOFTWARE AND MATERIALS. IN NO EVENT SHALL FILM POD, OR ANY AGENT OF FILM POD, OR ANY CREATOR OF THIS SOFTWARE PROGRAM, AND COMPONENTS AND MODULES, BE LIABLE FOR ANY LOSS OF PROFITS OR ANY OTHER DAMAGES INCLUDING BUT NOT LIMITED TO SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR OTHER DAMAGES. SOME STATES DO NOT ALLOW LIMITATIONS OR EXCLUSIONS OF LIABILITY OF THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO CLIENT.

21) INDEMNITY: You shall defend, indemnify, and hold harmless Film Pod, its officers, employees, agents, Representatives from and against any claims, liability(ies), demands, losses, damage, deficiencies, actions, judgments or cause of action, assessments, interests, penalties and other costs or expenses incurred or suffered by Film Pod (including, without limitation, reasonable attorneys’ fees and expenses) arising out of or in relation to or in connection with: i) breach of any provision of this Agreement or non-performance of any of its obligations under this Agreement by you; or ii) anything done or omitted to be done by you due to gross negligence, willful default or willful misconduct you or any of your officers, directors, employees or agents. iii) or resulting from Your business operations or use of Software provided by Film Pod. 22) TERMINATION: i) The right to use our Product and Service hereunder shall continue subject to payment of fees as prescribed by Film Pod, time to time or unless and until terminated pursuant to Clause (ii) hereof and subject to your proper performance of its obligations hereunder. ii) Film Pod has the right to terminate this Agreement upon any material breach of terms and conditions by you. In the event of termination by client for any reason, Film Pod will not refund the amount paid by you. On termination you shall forthwith return or destroy all data, information and software program and its updated versions, and provide written intimation of the same to Film Pod. iii) You agree that any breach of one or more provisions of this Agreement that threatens to, or causes Film Pod substantial harm is a material breach. Furthermore, any breach of the confidentiality, or non-competition provisions by you, or failure to make payments, shall be considered material breaches. Furthermore, any conduct or negligence that adversely affects the business or good will and brand name of Film Pod will be considered a material breach Film Pod Under such circumstances shall terminate the agreement without any further notice . iv) Upon termination of this agreement, Film Pod shall retain all proprietary technology and services provided to you, and shall render inoperable all Subscriber websites and software after allowing for a commercially reasonable and orderly transition by you. Each Party shall return or destroy all originals and copies of any Confidential Information of the other Party regarding this agreement. 23) PROHIBITED ACTIVITIES: i) The following content and activities may not be displayed or promoted by you and any person on your behalf nor Associated in any way with the Client's account or Film Pod's services. Film Pod shall be the sole arbiter as to what constitutes violation of this provision. ii) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that belongs to another person and to which the user does not have any right to; iii) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that is grossly harmful, harassing, blasphemous defamatory, obscene, pornographic, pedophilic, libelous, invasive of another's privacy, hateful, or racially, ethnically objectionable, disparaging, relating or encouraging money laundering or gambling, or otherwise unlawful in any manner whatever; iv) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that infringes any patent, trademark, copyright or other proprietary rights; or that violates any law for the time being in force; v) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer resource; vi) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that threatens the unity, integrity, defense, security or sovereignty of India, friendly relations with foreign states, or public order or causes incitement to the commission of any cognizable offence or prevents investigation of any offence or is insulting any other nation. vii) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information/contents on the website that promotes any illegal or prohibited activity. viii) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that may be damaging to Film Pod's servers or to any other server on the Internet. ix) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that promotes or sale of unsolicited or bulk e-mail (SPAM) software or services or unsolicited or bulk e-mail or group posts (SPAM) which references and/or is traceable to Film Pod and/or any Client in any way. x) Your sending any promotional emails/sms to your consumers and Film Pod assumes no responsibility, liability including but not limited to the issues arising in connection with your customers being registered in DO NOT CALL/ DND registry with the Telecom Regulatory Authority of India. xi) You and any person on your behalf must vigilantly comply with all applicable law, including, without limitation to, Information Technology Act, 2000 as amended by the Information Technology (Amendment) Act, 2008, and the Information Technology (Reasonable security practices and procedures and sensitive personal data or information) Rules, 2011 and rules and regulations made thereunder. xii) You and any person on your behalf shall not, knowingly or intentionally conceal, destroy or alter or intentionally or knowingly causes another to conceal, destroy or alter any computer source code used for a computer, computer program, computer system or computer network of Film Pod, without the permission of Film Pod. xiii) You and any person on your behalf shall not, fraudulently or dishonestly, make use of the electronic signature, password or any other unique identification feature of any other person and you shall not misuse the computer resource of Film Pod, without it permissions, and further shall not use the said devices for cheating by personating. xiv) You and any person on your behalf shall not access or use of an Internet account or computer resources without the owner's authorization and further shall not download, copy or extract any data, computer data base or information from such computer network in any manner whatsoever; xv) You and any person on your behalf shall not introduce or causes to be introduced any computer contaminant or computer virus into any computer system or computer network and damages or causes to be damaged any computer system or computer network, data, computer data base or any other programs residing in such computer system or computer network. xvi) You and any person on your behalf shall not, disrupt or causes disruption of any computer, computer system or computer network or denies or causes the denial of access to any person authorized to access any computer system or computer network by any means. xvii) You and any person on your behalf shall not, destroy, delete or alter any information residing in a computer resource or diminishes its value or utility or affects it injuriously by any means and steel, conceal, destroy or alter or cause any person to steal, conceal, destroy or alter any computer source code used for a computer resource with an intention to cause damage. xviii) You agree that you and any person on your behalf shall not indulge or conspired, in any manner whatsoever in the aforesaid illegal activities. Film Pod shall have the right, but not the obligation, to remove the Content which is deemed, in Film Pod’s sole discretion, harmful, offensive, in violation of any provision of this Agreement or breaches any law. xix) You are strictly prohibited from installing any third party software on our services without the express written authorization of Film Pod. In the event that you install third party software on Film Pod’s servers without the express written authorization of Film Pod, Film Pod at its discretion shall have the right to terminate the Services without any notice. You may not copy or use any Software program in any manner that is not expressly allowed under this agreement; You may not use our Software program or its output to develop or enhance any product that competes with a Film Pod software; You may not disclose the results of any benchmarking of a Software program (whether or not the results were obtained with assistance from Film Pod) to any third party; or You may not use a Software program in the development of any product if the failure or malfunction of that product could reasonably be expected to result in personal injury, death, or catastrophic loss. You are prohibited to use, publish, email, reproduce, disclose, furnish, reveal, communicate, transfer or make accessible to any other person for any purpose any information that you encounter, acquire or learn about in connection with this agreement and Film Pod has not given you written authorization to disclose or made available to the public, except as needed in the course of and for the benefit of the client. You are not indulging in any kind of piracy of software and also unauthorized, copying, downloading, sharing, selling, distribution or installing multiple copies onto personal or work computers of copyrighted software. You are strictly prohibited from installing any third party software on our program without the express written authorization of Film Pod. In the event that you install third party software on Film Pod’s servers without the express written authorization of Film Pod, Film Pod at its discretion shall have the right to terminate the Services without any notice. You hereby expressly agree that you shall not directly or indirectly host, display, upload, publish, transmit, or deal in the "BANNED PRODUCTS & SERVICES" at any time during the tenure of this Agreement. Without prejudice to the Film Pod’s other rights & privileges, you bind yourself unequivocally to be solely liable for, including but not limited to, any legal actions and suits, and to make good to Film Pod immediately upon demand damages suffered by Film Pod directly or owing to claims by any third party, levy of assessment fees or fines, penal actions taken by Card Associations, the Banks, the RBI and any other statutory or competent authorities for any breach of any terms of this Agreement, including the dealing in the "BANNED PRODUCTS & SERVICES" 24) CONTENT OWNERSHIP: i) Film Pod maintains control and ownership of any and all IP numbers and addresses that may be assigned to Client and reserves in its sole discretion the right to change or remove any and all IP numbers and addresses. Client shall keep the rights of ownership and use of his own domain name(s) even if Client changes Film Pod. In case of disputes regarding authority over domain names, Film Pod will follow industry standard practice of giving ultimate authority to the domain name registrant. Film Pod maintain control and ownership of any copyright, proprietary and/or licensed software, scripts, programs, images, or other electronic data or media installed and or provided by Film Pod. ii) All contents stored by you shall at all times remain the property of yours. You grant to Film Pod non-exclusive, world-wide licence to the content only to the extent necessary for Film Pod to host the website. Film Pod uses the information it collects through the software features to upgrade or fix the software and otherwise improves the products and services. Additionally, you agree that Film Pod may use and disclose the information and you would be deemed to have given your consent to contact you for any business promotion of Film Pod and its affiliates. 25) NON-COMPETE: During the term of this Agreement, and for a period of 2 (two) years after the termination of this Agreement, You agree not to develop or create any program of its own that is comparable in functionality or would compete with Film Pod’s service in any way. You shall not directly, or through third person(s) or entity(s), attempt to develop, engineer, reverse engineer, create or re-create, any service that is comparable in functionality or concept with our service as outlined in this agreement. You shall not decompile, disassemble, or reverse engineer Film Pod Materials or attempt to discover source code or other information concerning Film Pod Materials including, without limitation, its design. You will not create any derivative work, program or product based on, or derived from FP OMNI, or use any information learned from FP OMNI to create any other program or product. You will not allow, encourage, facilitate, or assist any third party to do anything. You would be precluded from doing under this provision. 26) CONFIDENTIALITY: You shall not disclose to any third party or use, except in connection with the performance of Services hereunder, any confidential information of Film Pod’s business (“Confidential Information”) in the course hereof. Confidential Information shall include; i) Film Pod software program and plans for the Website ii) Specifications of Film Pod’s software program and any future development plans iii) Concepts relating to Film Pod software program not disclosed from the operation of the Website iv) Trade secrets of Film Pod v) Information derived from providing the Services when Website is in operation, including but not limited to: 1) identities, contact information and credit card information of users (if applicable) 2) confidential information of the Website’s use, such as number of users, unique visitors and unique visits (if applicable) ii) Notwithstanding the forgoing, this confidentiality obligation shall not apply to any information which is already known to the public or produced in compliance with applicable law or a court order, provided you shall promptly notify Film Pod so as to enable Film Pod to seek a protective order or other appropriate remedy. You will return all the confidential information to Film Pod within 30 (thirty) days from the expiry or the early termination of this agreement. The obligations contained in this Clause shall survive the termination of this Agreement Notwithstanding the forgoing, in the event Film Pod receives a validly issued administrative or judicial order, notice, warrant or other process that requires Film Pod to share/disclose the confidential information then it shall be free to disclose all or part of the Confidential Information or is otherwise required to disclose any Confidential Information in order to comply with any law. 27) PRIVACY: Film Pod and Client will mutually keep the data private and not share or reuse the other party's data, and put in place all normal reasonable security measures to protect each other's data, including corresponding NDA agreements with employees and contractors. Client recognizes that Film Pod can be required to provide data to legal authorities upon valid legal injunction, and to comply to such injunctions with or without Client's authorization or consent. Furthermore, Client understands there is no absolute security, and in order to limit consequences of any accidental exposure, Client agrees to not use the Hosting storage for data beyond the data required for the Hosting. Client authorizes Film Pod to backup and archive the Servers on-site and off-site, including Client's data and Sites for the purpose of continuous Hosting operations, and to maintain Server logs required for Film Pod's technical operations and legal compliance. This authorization does not imply that Film Pod must make or keep such backups, archives and logs. In case of suspected unauthorized use, or complaint, Film Pod can, but must not, inspect Client data and traffic for compliance check purposes, prior to his decision to take measures. 28) SECURITY: Client has taken adequate encryption and security measures to maintain its computer resources secured under this agreement. You must ensure that you use the software through a secure network that requires a protective security safeguards. You shall comply with the security standards, as prescribed by the governments and implements the security management and procedures, network architecture, software design, and other critical protective measures to protect data and information. You shall be solely responsible for undertaking measures to: i) prevent any loss or damage to your website or server content; ii) maintain independent archival and backup copies of your website or server content; and iii) ensure the security, confidentiality and integrity of all your website or server content transmitted through or stored on our servers. iv) we shall have no liability to you or any other person for loss, damage or destruction of any of your content. You shall not use the Service in any way, in our sole discretion, that shall impair the functioning or operation of our services or equipment. Specifically by way of example and not as a limitation, you shall not use the Services as: i) a repository or instrument for placing or storing archived files; and/or ii) placing or storing material that can be downloaded through other websites. You acknowledge and agree that we have the right to carry out a forensic examination in the event of a compromise to your server or account. Any attempts to undermine or cause harm to any server is strictly prohibited. This includes, but is not limited to attempting to gain access to password files other than your own, attempting to gain unauthorized access to other accounts on your Server, or anything that causes Server malfunction. Failure to comply is subject to immediate account deactivation. 29) CENSORSHIP:Film Pod will exercise no control whatsoever over the content of the information passing through the network, email or website. 30) AUDIT AND COMPLIANCE: Film Pod may audit (using its own employees and those of an independent auditing firm that is subject to appropriate confidentiality obligations) your use of the Software and Documentation to verify your compliance with this agreement. You agree to give Film Pod (or the auditing firm) reasonable access to your facilities and records for purposes of conducting these audits. Film Pod will give you reasonable advance notice before conducting an audit. Audits will be conducted during normal business hours and no more than once per year, unless Film Pod has a good-faith basis for believing that more frequent audits are warranted. Film Pod will bear all the costs it incurs (including the fees and expenses of the auditing firm, if any) in conducting an audit, unless the audit reveals that you have failed to comply with this agreement in a material way, in which case you agree to reimburse Film Pod for these costs, in addition to other Damages.

31) INTELLECTUAL PROPERTY RIGHTS: This Software is owned by Film Pod and is subject to protection under the copyright, patent and trademark laws of the India and other countries. You shall not have any right to use or reproduce in any manner any intellectual property owned by Film Pod, including any trademarks, trade names, logos etc. ii) Film Pod owns and retains all ownership and proprietary rights relating to services and its programming architecture, including, but not limited to, HTML code, program code, graphical code, design, technique, and all proprietary rights in the Services and all software code and content relating to the Services etc.. This Agreement does not transfer, sell, assign, or entitle you to any of our source codes, programming documentation, or trade secrets except as provided in the this Agreement. During the term of this Agreement, Film Pod grants you, a right to use our services in connection with the use and maintenance of our service, consistent with the terms of this Agreement. 32) MISCELLANEOUS: i) No Guarantee of Business: Film Pod does not guarantee that by installing and using of this software, your business/profit will increase. ii) No Marketing: Film Pod is not obliged and does not promote you business. Film Pod’s obligation under the Contract is limited to the obligations of providing access to software upon the receipt of requisite payment from your end. iii) Entire Agreement: This Agreement constitutes the entire Agreement and understanding between the Parties, and supersedes any previous agreement or understanding or promise between the Parties, regarding the Software. iv) Supersession- This Agreement supersedes all prior agreements and understandings (whether written or oral) between Film Pod and the Clients, or any of them, with respect to the subject matter hereof. v) Amendment – Film Pod is entitled to modify the Terms of Service as it deems fit and will not be required to provide a specific notice of such change to You. It shall be Your sole responsibility to visit Film Pod Website and update himself / herself of the changes to the Terms of Service. vi) Severability: If any provision of this Agreement is or becomes, in whole or in part, invalid or unenforceable but would be valid or enforceable if some part of that provision was deleted, that provision shall apply with such deletions as may be necessary to make it valid. If any Court/Tribunal of competent jurisdiction holds any of the provisions of this Agreement unlawful or otherwise ineffective, the remainder of this Agreement shall remain in full force and the unlawful or otherwise ineffective provision shall be substituted by a new provision reflecting the intent of the provision so substituted. vii) Waiver: Unless otherwise expressly stated in this Agreement, the failure to exercise or delay in exercising a right or remedy under this Agreement shall not constitute a waiver of the right or remedy or a waiver of any other rights or remedies, and no single or partial exercise of any right or remedy under this Agreement shall prevent any further exercise of the right or remedy or the exercise of any other right or remedy. viii) Survival of Provisions: The terms and provisions of this Agreement that by their nature and content are intended to survive the performance hereof by any or all Parties hereto shall so survive the completion and termination of this Agreement. ix) Force Majeure: Film Pod shall not be responsible for any delay in the performance of any terms and conditions hereunder to the extent that such delay is caused by war, revolution, riot, act of public enemy, terrorism, sabotage, epidemic, quarantine restrictions, accident, fire flood, tempest, earthquake, civil commotion, governmental action, Acts of God (force majeure ) including, but not restricted to, strike, lock-out, fire, break-down, war, destruction of network, hacking, virus prone, technical glitch, defacement, sabotage, stoppage of display or transmission of the website, Act, or Regulation, or restriction of Government, inability to secure Government authorization, or approval, or any other cause beyond their reasonable control, including the breakdown of systems and any other causes beyond its reasonable control. x) Arbitration: In the event a dispute arises between the parties under this AGREEMENT, the parties shall attempt to amicably resolve the dispute through mutual discussions. Where the dispute is not resolved for a period of 30 (thirty) days from the date of the dispute, either party can, upon giving a written notice to the other party, declare its intention to initiate arbitration proceedings. The arbitration will be conducted in English in accordance with the rules prescribed under the Arbitration and Conciliation Act, 1996. The venue for the arbitration shall be Mumbai. The arbitration shall be conducted by a sole arbitrator to be appointed by Film Pod at its sole discretion. The award of the arbitrator shall be final and binding on the parties. Each party shall bear its own cost of arbitration. xi) Assignments: You shall not assign, in whole or in part, the benefits or obligations of this Agreement unless otherwise mutually agreed in writing. xii) Notices: All notices, requests, demands and other communications hereunder shall be in writing and the same shall be deemed to be served, if personally delivered or sent by registered mail at the addresses as mentioned in the title to this document. Notices may also be sent through emails. xiii) Non-Exclusive Right: It is expressly agreed and understood between the parties hereto that this Agreement is on a non-exclusive basis and Film Pod is free to provide similar services to third party. xiv) Governing Law and Jurisdiction: This AGREEMENT shall be governed and construed in accordance with the laws in India. Any dispute arising hereunder shall be subject to the exclusive jurisdiction of the courts in Mumbai, India. UPI TERMS Film Pod is acting as an intermediary between Users and HDFC Bank for providing HDFC UPI facility on its portal. These terms and conditions shall be in addition to HDFC Bank's Privacy Policy and Film Pod’s Privacy Policy and other applicable policy available at Film Pod portal. To read HDFC Bank Privacy policy, click here. The user of this HDFC Bank UPI facility (the 'User') should have his mobile number registered with the Bank and should have existing relationship with his/her Bank for availing this Facility/Service, using HDFC Bank UPI facility. The Facility/Service shall be made available only to the User satisfying the eligibility criteria and shall be provided at the sole discretion of HDFC Bank Ltd and may be discontinued by HDFC Bank Ltd at any time without notice. The User shall be solely responsible and liable: For the accuracy of any personal or other information provided for availing this Facility/Service. For Pay or Collect requests initiated through HDFC Bank UPI facility. To comply with the applicable laws, rules and regulations governing such funds transfers as stipulated by the Reserve Bank of India, from time to time. For all loss, cost and damage, if he/she has breached the terms and conditions contained herein and in the HDFC Bank Mobile Banking Policy. HDFC and Film Pod shall not be held responsible and liable for any loss, cost and damage suffered by the User due to disclosure of his personal or other information to a third party including but not limited to statutory/regulatory authority by HDFC Bank Ltd for whatsoever reason e.g. participation in any telecommunication or electronic clearing network in compliance with a legal or regulatory directive for statistical analysis or for credit rating or for any legal or regulatory compliance. This services are provided on an "as is, "as available" basis without any representations or warranties. Film Pod do not represent or warrant that the services will be available, accessible, uninterrupted, timely, secure, accurate, complete, or entirely error -free. For any concerns for any queries in relation to UPI services please email us at pgsupport@filmpod.com or call us at +91 – 8888888888 Dispute Redressal Mechanism - Unified Payments Interface

A. Every end-user customer can raise a complaint with respect to a UPI transaction, on the PSP app / TPAP app B. End-user customer can select the relevant UPI transaction and raise a complaint in relation thereto C. A complaint shall be first raised with the relevant TPAP in respect to all UPI related grievances / complaints of the end-user customers on-boarded by the PSP Bank / TPAP (if the UPI transaction is made through TPAP app). In case the complaint / grievance remains unresolved, the next level for escalation will be the PSP Bank, followed by the bank (where the end-user customer maintains its account) and NPCI, in the same order. After exercising these options, the end-user customer can approach the Banking Ombudsman and / or the Ombudsman for Digital Complaints, as the case may be. D. The complaint can be raised for both the types of transactions i.e. fund transfer and merchant transactions E. The end-user customer shall be kept communicated by the PSP / TPAP by means of updating the status of such end-user customer’s complaint on the relevant app itself What is NPCI? NPCI is an authorized payment system operator by RBI. NPCI owns and operates UPI payment system. What is PSP bank? PSP is the banking company authorized to act as a Payment Service Provider (PSP) under the UPI framework. PSP engages the TPAP to provide UPI services to the end-user customers. What is TPAPs? Third Party Application Provider (TPAP) is an entity that provides the UPI compliant app(s) to the end-user customers to facilitate UPI based payment transactions. What is Customer’s Bank? The Bank where the end-user customer maintains his/her account that has been linked for the purpose of debiting/crediting the payment transactions made through UPI. Who is End User Customer? The end-user customer is the individual who uses UPI payment facility to send and receive payments. We hereby confirm that: A. We Filmpod Limited are a TPAP authorized by NPCI to facilitate payments through PSP Bank(s) namely HDFC BANK Limited We are a service provider and we participate in UPI through the PSP Bank. B. We are bound by the tripartite agreement entered with the sponsor PSP Bank HDFC BANK Limited and NPCI. We are responsible for facilitating grievances / complaints resolution of the customers on-boarded on our UPI application. C. We shall be the first point of contact for all UPI related grievances/complaints for customers on-boarded by us. In case the complaint/grievance remains unresolved, the next level for escalation will be the PSP Bank, followed by the bank (where you maintain the account) and NPCI in the same order. After exercising these options you can approach the Banking Ombudsman and / or the Ombudsman for Digital Complaints, as the case may. Roles and Responsibilities of NPCI and TPAPs in UPI Roles & Responsibilities of NPCI A. NPCI owns and operates the Unified Payments Interface (UPI) platform B. NPCI prescribes rules, regulations, guidelines, and the respective roles, responsibilities and liabilities of the participants, with respect to UPI. This also includes transaction processing and settlement, dispute management and clearing cut-offs for settlement C. NPCI approves the participation of Issuer Banks, PSP Banks, Third Party Application Providers (TPAP) and Prepaid Payment Instrument issuers (PPIs) in UPI D. NPCI provides a safe, secure and efficient UPI system and network E. NPCI provides online transaction routing, processing and settlement services to members participating in UPI F. NPCI can, either directly or through a third party, conduct audit on UPI participants and call for data, information and records, in relation to their participation in UPI G. NPCI provides the banks participating in UPI access to system where they can download reports, raise chargebacks, update the status of UPI transactions etc. NPCI Redressal Mechanism Roles & responsibilities of PSP Bank A. PSP Bank is a member of UPI and connects to the UPI platform for availing UPI payment facility and providing the same to the TPAP which in turn enables the end-user customers / merchants to make and accept UPI payments B. PSP Bank, either through its own app or TPAP's app, on-boards and registers the end-user customers on UPI and links their bank accounts to their respective UPI ID. C. PSP Bank is responsible for authentication of the end-user customer at the time of registration of such customer, either through its own app or TPAP’s app D. PSP Bank engages and on-boards the TPAPs to make the TPAP’s UPI app available to the end-user customers E. PSP Bank has to ensure that TPAP and its systems are adequately secure to function on UPI platform F. PSP Bank is responsible to ensure that UPI app and systems of TPAP are audited to safeguard security and integrity of the data and information of the end-user customer including UPI transaction data as well as UPI app security G. PSP Bank has to store all the payments data including UPI Transaction Data collected for the purpose of facilitating UPI transactions, only in India H. PSP Bank is responsible to give all UPI customers an option to choose any bank account from the list of Banks available on UPI platform for linking with the customer’s UPI ID. I. PSP Bank is responsible to put in place a grievance redressal mechanism for resolving complaints and disputes raised by the end-user customer HDFC Redressal Mechanism Roles & responsibilities of TPAP

A. TPAP is a service provider and participates in UPI through PSP Bank B. TPAP is responsible to comply with all the requirements prescribed by PSP Bank and NPCI in relation to TPAP’s participation in UPI C. TPAP is responsible to ensure that its systems are adequately secure to function on the UPI platform D. TPAP is responsible to comply with all applicable laws, rules, regulations and guidelines etc. prescribed by any statutory or regulatory authority in relation to UPI and TPAP’s participation on the UPI platform including all circulars and guidelines issued by NPCI in this regard E. TPAP has to store all the payments data including UPI Transaction Data collected by TPAP for the purpose of facilitating UPI transactions, only in India F. TPAP is responsible to facilitate RBI, NPCI and other agencies nominated by RBI/ NPCI, to access the data, information, systems of TPAP related to UPI and carry out audits of TPAP, as and when required by RBI and NPCI G. TPAP shall facilitate the end-user customer with an option to raise grievance through the TPAP’s grievance redressal facility made available through TPAP’s UPI app or website and such other channels as may be deemed appropriate by the TPAP like email, messaging platform, IVR etc. Dispute Redressal Mechanism A. Every end-user customer can raise a complaint with respect to a UPI transaction, on the PSP app / TPAP app. B. End-user customer can select the relevant UPI transaction and raise a complaint in relation thereto C. A complaint shall be first raised with the relevant TPAP in respect to all UPI related grievances / complaints of the end-user customers on-boarded by the PSP Bank / TPAP (if the UPI transaction is made through TPAP app). In case the complaint / grievance remains unresolved, the next level for escalation will be the PSP Bank, followed by the bank (where the end-user customer maintains its account) and NPCI, in the same order. After exercising these options, the end-user customer can approach the Banking Ombudsman and / or the Ombudsman for Digital Complaints, as the case may be. D. The complaint can be raised for both the types of transactions i.e. fund transfer and merchant transactions E. The end-user customer shall be kept communicated by the PSP / TPAP by means of updating the status of such end-user customer’s complaint on the relevant app itself TERMS OF SERVICE (FP PAY Receiver) FILMPOD TERMS OF SERVICE are a legally binding agreement between Merchant (hereinafter referred to as “You”), and Film Pod Limited (hereinafter referred to as "Film Pod"), and apply to your use of FP PAY Services. Film Pod offers a payment service solution that allows users to make a payment for goods or services. It is important that you read and understand these Terms as they govern your use of the FP PAY Services. These Terms contain a binding arbitration provision, which affects your legal rights and may be enforced by the parties. By accessing or using the FP PAY Services, you accept and agree to be bound by these Terms. If you do not agree to these Terms, you must immediately stop using the FP PAY Services. We may amend these Terms at any time by posting a revised version on www.filmpod.com or any other website we maintain for purposes of providing the FP PAY Services. Amended Terms are effective at the time we post them and your continued use of the FP PAY Services constitutes your acceptance of any amended Terms. We may notify you regarding upcoming Terms changes by us. By clicking on the “I AGREE” button or a similar affirmation, or by acknowledging acceptance of the Agreement by any other method allowed by Film Pod, or by using or accessing the FP PAY Services through any means permissible including, without limitation via a computer or a mobile application, you acknowledge and agree that: (i) you have reviewed and understands the Agreement; (ii) you agree to be legally bound by the terms and conditions of the Agreement; and (iii) your use of the FP PAY Services will be governed by this Agreement. If you do not agree or are not willing to be bound by the terms and conditions of this Agreement, you should not click on the “I AGREE” button and should not seek to obtain or use the FP PAY Services. 1. DEFINITIONS: i. FP Pay Services: Film Pod provides FP Pay Services to Merchants to facilitate receipt of payment for goods or services, which may include, but are not limited to, receipt of online payment by debit/credit card, QR Code payment, and/or via email or text message, as well as by other means developed by Film Pod from time to time. ii. Authorization: shall mean the process by which Payment Gateway Service Provider, Issuing Institution and/or the relevant Card Association electronically or otherwise convey the approval of a charge on a Transaction being undertaken by a Customer. It is agreed that the payment transaction made by Consumer would be considered received and confirmed only after the successful confirmation/acknowledgement from the Payment Gateway Service Provider. iii. Customer: shall mean person who is intending to purchase goods and services and willing to make the online payment to Merchant. iv. Proof of Delivery: shall mean the customer acknowledges to Merchant an electronically generated/physical acknowledgement, return receipt, message, etc. for the receipt of the goods or services. v. Services: means FP Pay services provided by Services Provider to Merchant under the terms of this Agreement. vi. Transaction: means dealing between the Merchant and the customer regarding purchase of any goods, item or service offered by the Merchant and its payment vide FP Pay Services. vii. Customer Data: Data (identifying number, location and all other data as may be collected by, or available with Merchant in connection with or related to such Persons) relating to the Customers who used and/or attempted purchase products/services form Merchant. viii. Financial Institution Partners: shall mean various banks, financial institutions, Card Associations, payment system providers who are defined and licensed under the Payment and Settlement Systems Act, 2007. ix. Financial Institution Partners Services: shall mean the payment gateway system and services provided by the Acquiring Banks such as to (i) route internet based Valid Card transactions; (ii) offer various facilities through the internet, including Net Banking facilities; (iii) provide Authentication and Authorization from Card Associations or other third party clearing houses; and (iv) provide settlement facilities in respect of payment instructions initiated by the customers. x. Card Association(s): shall mean any of Visa, MasterCard, Visa Electron, Maestro, Diners, American Express or any other card association as may be specified by us from time to time. xi. Card Association Rules: shall mean the written rules, regulations, releases, guidelines, processes, interpretations and other requirements (whether contractual or otherwise) imposed or adopted by any Card Association xii. Merchant Bank Account: shall mean the bank account maintained and nominated by you for settlement of your Settlement Amount. xiii. Settlement Amount: shall mean Customer Charge minus the TDR and any other charges/fees payable by you to Film Pod under this Agreement. xiv. Chargeback: shall mean reversal of the value of the Customer Charge with respect to any Transaction, inter alia, on account of (i) alleged forgery of the card number /bank account or other details (ii) any charge/debit made on a card that has been listed as a hot listed card or otherwise listed on the Card association warning bulletins (iii) duplicate processing of the transaction; or (iv) for other reasons as per applicable rules and guidelines issued by RBI, Card Associations, Acquiring Banks and Issuing Institutions. In addition, it shall include any debit to Film Pod bank account to recover the value of the Customer Charge in the event that you have insufficient funds and/or you fail to pay for the same. xv. Proof of Delivery: shall mean sufficient legitimate records evidencing Delivery of the Product to the Customer.

2. INTRODUCTION i. Film Pod offers a FP Pay Services that, amongst other things, allows users (i) to make a payment via payment gateway links which shall be sent on their email/sms; (ii) scan QR Codes placed on invoices, web pages, emails, posters or other media produced by the Merchant to enable the Users to quickly and easily (i) register with and/or log in to the Merchant's website; and/or (ii) make payments to the Merchant. ii. The Merchant for the purposes of FP pay services is required to register with Film Pod to be able to receive the Services. The Merchant may not receive the Services (including processing any Transactions) until it has been so authorised by Film Pod. By clicking on the check box Merchant agrees that it has read and understood this Terms of Service. 3. SCOPE OF SERVICES: i. The Merchant is desirous of availing FP Pay Services in order to accept the payments online from Customers for Services / Products purchased by them (Customers) from the Merchant or its agents. ii. Film Pod hereby grants Merchant a right to access and use the FP Pay Services and to utilize systems, and/or communication links furnished by Film Pod in accordance with this Terms of Service and any other implementation and use requirements provided to Merchant by Film Pod from time-to-time. iii. Merchant shall not misuse, rent, lease, assign, or otherwise transfer the FP Pay services to any other Person. Merchant may not alter, reproduce, adapt, distribute, display, publish, reverse engineer, translate, disassemble, decompile or otherwise attempt to create any source code that is derived from or included in the FP Pay services/System. All rights, title and interest to the FP Pay services are owned exclusively by Film Pod. iv. Film Pod shall perform the Services with reasonable skill and care. 4. ELIGIBILITY : While using FP Pay Service, you represent and confirm that: i. You are 18 (eighteen) years of age or older; ii. You are Indian citizen, a legal resident of India or a business entity, authorized to conduct business in India; iii. You are not 'incompetent to contract' within the meaning of the Indian Contract Act, 1972; and iv. You are entering into and performing this Agreement, as per applicable law and are not a person debarred from using the FP Pay Service under the laws of India or other applicable laws. v. FP Pay Service can only be used in India. You acknowledge that Film Pod Services may be subject to export restrictions imposed by the laws, rules, regulations, and guidelines in force in India. 5. OUR RELATIONSHIP WITH MERCHANT : i. Film Pod facilitates individuals and legal entities in accepting payments initiated by their customers on their website or mobile application directed to the Film Pod Site or through Film Pod’s IVR System, using Valid Cards, Net Banking and various other acceptable modes of Payment Mechanism provided by Film Pod. ii. FP Pay is a software application. Film Pod will act as an intermediary, by creating a link between the Merchant and the respective Financial Institution by means of the Software Application and Film Pod site, for enabling the Customers to make payment for the Transactions carried, using FP Pay Service. In order to serve in this role, we have entered into agreements with Financial Institution and other software providers who are in the business of providing information technology services, including but not limited to, internet based electronic commerce, internet payment gateway and electronic software distribution services, to enable use of internet payment gateways developed by them, to (i) route internet based Valid Card Transactions; (ii) offer various facilities through the internet, including net banking facilities; (iii) provide Authorization from Card Associations or other third party clearing houses; and (iv) provide settlement facilities in respect of payment instructions initiated by the Buyers. iii. These Transactions are between you and your Customers and we are only acting as an intermediary. We are not (i) a payment System Provider as defined under the Payment and Settlement Systems Act, 2007,(ii) a banking company as defined under the Banking Regulation Act, 1949 or (iii) a non-banking financial company as defined by the Reserve Bank of India Act, 1938. iv. The relationship between Film Pod and you is on principal-to-principal basis. Nothing contained herein shall be deemed to create any association, partnership, joint venture or relationship of principal and agent or master and servant, or employer and employee between us hereto or any affiliates or subsidiaries thereof or to provide either Party with the right, power or authority, whether express or implied to create any such duty or obligation on behalf of the other Party. v. Film Pod has no connection or interest of whatsoever nature in your business or the Products offered/ marketed on the Merchant Site. Film Pod shall provide FP Pay Services to you, as an independent entity and under the terms and conditions of this Agreement. Film Pod has no relationship with the Customers and all actions under this Agreement which may affect the Customers are instructed by you. You alone shall be responsible to the Customers and neither Film Pod nor the Financial Institution or anybody connected to Film Pod or Financial Institution shall have any responsibility or liability towards the Customers and you shall keep Film Pod and Financial Institution fully indemnified for all times to come in this respect. vi. Film Pod is neither concerned nor required to monitor in any manner the use of the payment modes by the Customers for procuring / availing the Products. The Customers should be required to use the payment modes at their sole option and risks. You shall be required to notify this responsibility to all its Customers under the instructions provided by Film Pod. 6. OBLIGATIONS OF FILM POD: i. In providing the Services, the Film Pod is acting as an Intermediary between the Merchant and Customers/Users. The contract for the sale of goods or services will be between the Customers/Users and the Merchant. The Merchant shall be solely responsible for all customer service issues relating to its supply of goods or services (including pricing, rebates, item information, availability, technical support, functionality, warranties, guarantees, order fulfilment, shipping, handling, order cancellation, returns, refund, adjustments, feedback and product or service complaints). In performing customer service, the Merchant shall present itself to its customers Film Pod Provider. It is the responsibility of the Merchant and not the Film Pod to resolve any dispute or claim raised by Customers/Users relating to the purchase or sale of goods or services from the Merchant. ii. In case of an unauthorized Refund or a Refund that was incorrectly executed due to an error by Film Pod, Film Pod shall at the Merchant's request immediately credit to the Merchant Account the refunded amount including all related Service Fees deducted therefrom. The Film Pod shall not be liable, where the unauthorized Refund arises from: (a) the Merchant's failure to keep the personalized security features of the Merchant’s Account safe in accordance security policies prescribed under the law time being in force; or (b) any breach of this Agreement by the Merchant, or the Merchant 's negligence or willful misconduct; (c) if the Merchant fails to notify the Film Pod of any loss of the Merchant's Password or other event that could reasonably be expected to have compromised the security of the Merchant Account after the Merchant has gained knowledge of such event; or (d) the Merchant fails to dispute and bring the unauthorized or incorrectly executed transaction to the Film Pod’s attention within 24 (Twenty Four) Hours from the time/date of the transaction. iii. Film Pod is obligated to perform only those duties expressly described in this Agreement. Film Pod shall not be liable for any error in judgment, for any act taken or not taken, or for any mistake of fact , except for as expressly provided for herein. iv. Film Pod shall maintain daily transaction record for accounting purpose and data and information generated/maintained by Film Pod under this agreement shall prevail and be binding on the parties. v. Film Pod hereby agrees that the payment identification number generated by Film Pod shall be the proof of payment made by Film Pod to Merchant. 7. OBLIGATION OF THE MERCHANT i. Merchant shall be responsible for working with the Film Pod development team to make sure FP Pay Services are available subject to pre notified downtime of the system. ii. Merchant will designate an Account to which all amounts due pursuant to FP Pay Services will be credited as per its terms and Conditions. Merchant shall be responsible for providing its accurate bank details to Film Pod. Film Pod shall not credit amounts due pursuant to FP Pay Services to the Merchant’s Account, until or unless Merchant shall not settle all disputes relating to payment or chargeback etc.. iii. Merchant hereby expressly authorizes Film Pod to initiate credit entries to Merchant’s Account for payment of amounts due to Merchant as per record and entries available with Film Pod, and to debit Merchant’s Account (for commission, payment gateway charges or any other charges) from time to time. iv. Merchant hereby confirms to provide relevant information to Film Pod and to comply with applicable laws and industry rules or standards or as otherwise reasonably necessary to receive FP Pay services from Film Pod. m Merchant shall be required to submit the KYC documents as sought by the Film Pod from time to time or in compliance to statutory obligation for the purposes of availing services under this agreement. v. Merchant agrees to maintain Transaction records and retain proof of delivery of services from the customers for up to two (2) years from Transaction date and to make these records available to Film Pod upon request. vi. The Merchant shall not offer to its Customer any Product or Services, which are illegal or offensive or banned as per the list provided in Annexure ‘A’ and/or is not in compliance with applicable laws, and regulations whether central, state, local or international of all jurisdiction from where the Customers avail the Products or Specified Purpose Services. The Merchant agrees and understands that Film Pod reserves the right to suspend payments to the Merchant or suspend the services of the Merchant, until such time that the Merchant does not discontinue selling such banned/illegal Products or uses the Funds collected for illegal, unlawful or banned purposes or does not conform with all applicable laws and regulations in force from time to time. In addition, Film Pod reserves the right to terminate this Agreement forthwith, in the event that the Merchant continues to sell such banned/illegal Products or uses the Funds collected for illegal, unlawful or banned purposes. vii. Merchant acknowledges that with respect to Transactions, Film Pod will be acting as the payment facilitator to the Merchant. viii. Merchant for any support or disputes can email at FPpaydisputes@filmpod.com, with brief details of the support required or call on our hotline No. 8888888888. ix. Merchant shall not cause to be done any act/representation/omissions which results to loss of goodwill and damage to the reputation of Film Pod and vice versa. x. Merchant or any person on behalf of Merchant must vigilantly comply with all applicable law, including, without limitation to, Information Technology Act, 2000 as amended by the Information Technology (Amendment) Act, 2008, and the Information Technology (Reasonable security practices and procedures and sensitive personal data or information) Rules, 2011 and rules and regulations made thereunder, Money Laundering Law, Sales of Goods Act, Legal Metrology Act and any other law for the time being in force, and shall not do, or omit to do, any act that will cause Film Pod to be in breach of any such applicable law. If Merchant breaches the obligations, it shall indemnify Film Pod against any costs claims and liabilities arising as a result of the breach. xi. Merchant shall take all such precautions and security measures to ensure that there is no breach of security and the integrity of the link and they have a proper encryption and robust security measures to prevent any hacking into the information of the customers and other data pertaining to customer/Film Pod. Merchant should have to do the following: use anti vires, protect the Password and Login ID, restrain from using Unlicensed or unmanaged applications, restrain from using third party links, and protect its devices and the data from unauthorized access etc.. In the event of any loss being caused as a result of the link being breached due to fraud, negligence and misconduct of the Merchant and any person on it’s behalf, the Merchant shall indemnify and keep indemnified Film Pod, from any loss as may be caused to it. xii. Merchant shall provide such assistance for the prevention and detection of fraud in respect of any transaction as Film Pod may from time to time request. xiii. In the transaction between the Merchant and the Customers, Film Pod shall not be responsible for any defect in goods/services sold/provided by the Merchant. Film Pod shall not be deemed to be a party in respect of any such Transaction. Any and all disputes, subject to the other provisions of this Agreement, between the customers and Merchant in respect of any goods/services sold/provided by Merchant shall not require Film Pod to be a party to any such dispute except where the dispute between Film Pod and the Customer has arisen by the acts and omission of Film Pod. xiv. Merchant agrees that it shall provide to Film Pod the Customer Data relating to the Customers as defined under this agreement. xv. The Merchant shall only accept Payments from and/or make Refunds to Customers/Users in connection with goods and/or services which the Merchant has sold and supplied to those Customers/Users; xvi. The Merchant shall only accept Payments and/or make Refunds in respect of goods and services the sale and supply of which commonly falls within the Merchant's business as identified to the Film Pod xvii. The Merchant shall only accept payments and submit data to Film Pod in respect of Transactions which Customers/Users have authorized in accordance with Applicable Law, the Agreement and any other information or instructions provided by Film Pod to the Merchant from time to time. xviii. The Merchant shall cooperate with the Film Pod and provide all information as the Film Pod shall reasonably require enabling it to provide the FP PAY Services; xix. Merchant shall display the QR Code at significant location where it is easily visible to customers. xx. The Merchant shall also be responsible for informing, updating the customer’s about the cancellation and refund policy and Film Pod shall not be responsible for the same in any manner. xxi. The Film Pod shall have no liability for any failure to provide or delay in providing the Services in accordance with the terms of this Agreement to the extent such failure or delay results from the failure of the Merchant to comply with terms or the Merchant has otherwise caused or contributed to the failure (by act or omission). xxii. Unless otherwise agreed by the Film Pod in writing, the Merchant acknowledges and agrees that it shall (at its own cost) be solely responsible throughout the Term for the provision of all equipment, software, systems and telecommunications facilities which are required to enable the Merchant to receive the Services. xxiii. Merchant will comply, at its own expense, with all laws, policies, guidelines, regulations, ordinances, rules, and/or orders of any governmental authority or regulatory body having jurisdiction over the subject matter hereof, including, without limitation, terms of issuing Banks or/and terms of the Payment Gateway Provider. Film Pod reserves the right to amend, modify or change the Services documentation at any time. Merchant shall not use the Services in any manner, or in furtherance of any activity that may cause Film Pod to be subject to investigation, prosecution, or legal action. xxiv. Merchant will comply, and will cause its employees, agents and sub-contractors to comply, with Data Protection Legislation in connection with the performance of its obligations under this Agreement. You are responsible for keeping your Account login information, password, and PIN secure. xxv. Your use of third party products and services shall be governed by and subject to separate third party product, service, software and/or license agreements. Film Pod shall not be a party to such third party agreements and does not warrant or guarantee any third party product or service. xxvi. Merchant shall provide the correct personally identifiable information of its customers/end users including but not limited to name, address, contact no. etc to Film Pod in all respects. Film Pod shall not be responsible, for any loss, or damages, causes either to Merchant and/ or customers/end users, in any manner whatsoever, due to the incorrect/false personally identifiable information of customers/end users, provided by the Merchant and the Merchant shall not claim or challenge for the same. xxvii. If you link a bank account with FP Pay, the bank must be a registered with RBI. When you make a payment that is funded by your bank, you are authorizing Film Pod and our Financial Institution Partners to initiate an electronic transfer from your linked bank in the amount you specify. You are solely responsible for complying with any terms set by your bank with respect to your bank account, including any fee terms, such as non-sufficient fund or overdraft fee terms. If you are entitled to a Reversal, refund, or other adjustment associated with a payment you made using the FP Pay Services, you also authorize Film Pod to credit your linked bank account to complete that transaction. xxviii. You shall have the marketable and legal right and title to sell Products offered by it to the Customers by using FP Pay. xxix. In the event any Customer complaints or is dissatisfied with any Product, you shall take such measures as may be required to resolve the same at its sole cost and expenses. xxx. You shall ensure that the best service standards in the industry are adopted and shall ensure Delivery of all Products paid for on the Merchant Site to Customers in accordance with the highest standards. xxxi. You shall be solely responsible for the accuracy of all information and/or validity of the prices and any other charges and/or other information relating to the Products, which are offered by you. xxxii. You hereby agree that it shall bear and be responsible for the payment of all relevant taxes, surcharge, levies etc. (including withholding taxes) in relation to the Customer Charge and FP Pay Services provided under this Agreement. xxxiii. In the event that you opt for FP Pay Services, you agree and understand that you and your Customers shall be bound by the terms and conditions at www.filmpod.com/terms.You shall ensure that you and all your Customers comply with the terms and conditions. xxxiv. You will not engage in any activity, including the development or distribution of an application, that interferes with, disrupts, damages, or accesses in an unauthorized manner the servers, networks, or other properties or services of any third party including, but not limited to, Film Pod or Financial Institution Partners. xxxv. You shall ensure to keep confidential, all information submitted by the Customers to you. The Customer shall not be required or asked to disclose any confidential or personal data, which may be prejudicial to interests of the Customer. You shall use the Customer data only for the purpose of completing the Transaction for which it was furnished, and shall not sell or otherwise furnish such information to any third party. You shall be liable to comply with existing data privacy regulations from time to time. xxxvi. You shall in writing inform Film Pod of all changes in its constitution, directors/partners/trustees, or change in the current addresses of each office, within seven (7) Business Days of such change having taken place listing out the names and details of the personnel in charge of your management and affairs. Such intimation shall be provided on your letterhead signed by your authorized signatory. xxxvii. You shall not engage in activities that harm the business and/or brand of Film Pod, the Financial Institutional Partners. xxxviii. You shall be responsible to resolve all customer disputes and provide whatever assistance necessary to assist the Financial Institutional Partners and Film Pod deal with all Customer disputes at its own cost.

xxxix. You authorize Film Pod to share Transaction data and Customer information with the respective Financial Institutional Partners. xl. You agree that Film Pod reserves a right to suspend the payment and/or FP Pay Services provided herein, forthwith, in event you fail to observe the terms and conditions herein. xli. You agree that Film Pod shall not be responsible for any incorrect information provided by Merchant and the transaction thereof. xlii. Merchant shall immediately inform Film Pod incase of any theft or lost of its instruments /mobile devices etc used for the FP Pay services. Merchant agrees that Film Pod shall not be responsible in the event merchants fails to inform about such lost/theft of instruments /mobile devices etc. xliii. You acknowledge and confirm that while accepting the payment using FP Pay, you shall not demand any Customer (Cardholder) to pay any surcharge, to pay any part of the discount, whether through any increase in price or otherwise, or to pay any contemporaneous finance charge in connection with the transaction in which a FP Pay is used. If at any stage it is brought to the notice of Filmpod / Bank that such a charge is being levied by you, then services will be immediately terminated by Film Pod or the Bank. 8. DORMANT ACCOUNTS i. If there is no activity in your Film Pod Account (including access or payment transactions) for a period of one (1) year, we may close your Film Pod Account. 9. PRIVACY i. Your privacy is very important to us. Your accounts details in as much as the services under this terms of services are safe and secure with us. ii. By using our Service, you may receive information about Customers. You must keep such information confidential and only use it in connection with the Services. You may not disclose or distribute any such information to a third party or use the information for marketing purposes unless you receive the express consent of the Customer. 10. OBLIGATIONS TOWARDS FINANCIAL INSTITUTION PARTNERS i. As you will be using the FP Pay Service, you undertake comply with all applicable rules, guidelines, instructions, requests and actions, etc., made by the Financial Institution Partners from time to time. The Financial Institution Partners may also put limitations and restrictions on you, at its sole discretion. In addition, the Financial Institution Partner has the right to reverse/reject settlement, suspend and/or terminate services, make inspections or inquiries in relation to the Transaction, etc. You understand and acknowledge that the Financial Institution Partners Rules form a part of this Agreement. In the event that your non-compliance of Financial Institution Partners Rules, results in any fines, penalties or other amounts being levied on or demanded of Film Pod by an Financial Institution Partners, then without prejudice to Film Pod’s other rights hereunder, you shall forthwith indemnify Film Pod in an amount equal to the fines, penalties or other amount so levied or demanded. If you fail to comply with your obligations towards the Financial Institution Partners, Film Pod may suspend settlement or suspend/terminate the FP Pay Services forthwith. 11. CONNECTIVITY AND INTEGRITY OF HOTLINK: i. You shall be responsible at your own costs for providing and maintaining all necessary equipment, software and facilities at your end so as to connect the FP Pay Service. ii. You shall be responsible at your own costs for providing and maintaining all necessary equipment, software and facilities at your end so as to connect the FP Pay Service. iii. You shall take all such precautions and measures as may be directed by Film Pod from time to time to ensure that there is no breach of security and the integrity of the link. You shall also ensure that there are proper encryption and robust security measures to prevent any hacking into the information of the Customers and other data. In addition to the above, you shall also comply with security practices and procedures as prescribed in the Information Technology Act, 2000 and the rules made thereunder and/or the RBI rules and Regulations. Any loss incurred to you, Film Pod or Financial Institution Partner as a result of the Hotlink being breached due to improper security on part of you, your employees, contractors, agents, etc, shall be borne solely by you and you agree to indemnify, defend and hold harmless Film Pod and the Financial Institution Partner from any claims, actions, damages or losses arising out or in relation thereto. iv. Without prejudice to the generality of the aforesaid, you shall routinely and at such time intervals as may be specified by Film Pod check the integrity of the Hotlink and provide such reports from time to time.

12. PUBLICITY: i. Merchant hereby agrees and confirms to include the name and logo of Film Pod/FP Pay Services in all of their advertisement / promotional material upon taking written consent from Film Pod in writing. 13. REPRESENTATION, COVENANTS AND WARRANTIES OF MERCHANT: i. Merchant has all the necessary licenses, permissions, approvals, rights and is fully authorized to sell the products/services to customers; ii. Merchant has full corporate power and authority to execute, deliver and perform this Agreement; iii. Merchant has obtained all licenses, clearances, permissions, approvals or consents from any third party or any regulatory or government body which are required by applicable law or regulations, to execute the business/services of this Agreement. iv. Merchant confirms that, the execution of this Agreement and the performance of its obligations under this Agreement and the implementations of the terms and conditions contemplated hereby do not constitute a breach of any contract, agreement, arrangement or understanding, entered into by it with any third party, or any IPR of any third party; v. Merchant confirms that the execution of this Agreement and the performance of its obligations under this Agreement and the implementations of the terms and conditions contemplated hereby does not violate any statute, regulation, rule, order, decree, injunction or other restriction of any governmental agency or Court or any regulatory authority to which it is subject or any of the provisions of its’ constitutional documents; vi. Merchant shall post its refund/cancellation policy on its Website and shall ensure that its Customers are bound by the refund/cancellation policy. Merchant agrees to put up such notices, disclaimers or warranties as may be required under the law and/or by FP. vii. Merchant hereby agrees that Film Pod does not verify the identity of Users of the Service and that the information provided to Merchant is the information received from the User/customer which has not been independently verified by Film Pod. viii. Merchant shall solve/reply all issues and queries pertaining to customers complaints to their satisfaction including the issues relating to the refund amount of cancelled transactions within 24 (Twenty Four) hours failing which Film Pod shall be entitled to debit the amount of such cancelled transaction from Merchant’s account without any further communication to Merchant. ix. In consideration of Film Pod providing the services as provided under this agreement, Merchant shall at all times use the logo of Film Pod / FP Pay services in all their promotional material and in their advertisement after taking the written consent from Film Pod. 14.FEES/CHARGES: i. In consideration for FP Pay Service, you shall pay Transaction Discount Rate (“TDR”). The TDR shall be deducted by Film Pod from the Customer Charge payable to you in respect of each completed Transaction. Film Pod reserves the right to revise the TDR periodically, and Film Pod will intimate you of any such change within reasonable time. ii. In consideration for FP Pay Service, you shall pay Transaction Discount Rate (“TDR”). The TDR shall be deducted by Film Pod from the Customer Charge payable to you in respect of each completed Transaction. Film Pod reserves the right to revise the TDR periodically, and Film Pod will intimate you of any such change within reasonable time. 15. PAYMENT & SETTLEMENT TERMS: i. The FP Pay Services may enable the Merchant to receive immediate Payments from Users who authorize and initiate those Payments via payment gateway links or QR Code. When a User initiates a Payment, the Film Pod will process the Payment. Provided that the issuing bank authorizes the payment, Film Pod will credit the Merchant Account for the amount of the Payment less any applicable Fees. If the Merchant does not receive the payment, the Merchant shall immediately contact the Film Pod. ii. Merchant is solely responsible for payment reconciliation of Transaction history with its actual Transactions. However, if Merchant find’s any discrepancy during reconciliation, Merchant agrees to notify Film Pod and Film Pod will promptly investigate and attempt to resolve any reported discrepancies. In the event of any dispute in the reconciliation/Invoice, Film Pod shall have a right to review and verify, the information provided by Merchant under this Clause based on the data and information available with Film Pod. It is hereby expressly agreed between Parties that in case of any discrepancy, the data and information generated by Film Pod shall prevail and be binding upon the Parties and the merchant shall not challenge the same in any manner whatsoever. iii. Film Pod may suspend the processing of any Transaction / stop the payment to Merchant where Film Pod reasonably believes that the Transaction may be fraudulent or involves any criminal activity, until the satisfactory completion of the Film Pod’s 's investigation or that of any third party under Applicable Law. Film Pod may also initiate a Refund if a Payment is reversed by a court, regulatory authority or other third party acting in accordance with Applicable Law, (b) Film Pod , in its sole and absolute discretion, accepts or has reason to believe that a Payment was not authorized by the relevant User, or (c) a Payment is allegedly fraudulent, unlawful, suspicious, or in breach of this Agreement. In circumstances where the Merchant agrees to refund all or part of a Payment in connection with a purchase made by a User, the Merchant must initiate a Refund to that User. iv. Film Pod may refuse to execute a Refund if it does not meet the conditions in this Agreement or is prohibited by law. If Film Pod does refuse to execute a Refund, within the time for processing the Refund, it will notify the Merchant (unless prohibited by law) of the refusal and, if possible, the reasons for it and the procedure for correcting any factual mistakes that led to the refusal. Any Refund that is refused will not be deemed to have been received for purposes of execution times and liability for non-execution or defective execution. In order to reclaim an unauthorized or incorrectly executed Refund on the Merchant Account, the Merchant must notify Film Pod without undue delay after becoming aware of the unauthorized or incorrect Refund and in any event no later than 7( Seven) days after the debit date of the Refund v. It is acknowledged and confirmed by Merchant that Film Pod may in future charge the commission percentage by notifying to Merchant. vi. In the event of termination of this agreement, Merchant undertakes and confirms to pay all amounts of money that are due and payable to Film Pod within Two (2) days of termination of this Agreement. Merchant shall at all times be responsible for any expenses, cost, charges that may be incurred by Film Pod for providing FP Pay Services including but not limited to payment gateway charges, any fees or penalty imposed by payment gateway service provider or issuing institutions etc. vii. Film Pod shall do the settlement of transaction amount with Merchant on every business day except Saturday, Sunday or any declared holiday. The amount of the Settlement Payment for any Settlement Period shall be the aggregate amount of the Payments made by the Customers/Users in such Settlement Period less the following amounts: (A) the aggregate amount of Refunds made during such Settlement Period plus the aggregate Refund Fees applicable to such Refunds; (B) the aggregate amount of Chargebacks (plus the applicable Chargeback Handling Fees) made in such Settlement Period; (C) the Settlement Fee (if any)/ payment gateway charges owed by the Merchant for such Settlement Payment; and (D) any other relevant Fees relating to such Settlement Period. viii. Film Pod may defer any Settlement Payment: (A) if the amount of such Settlement Payment is less than the minimum Settlement Payment threshold that the Film Pod reasonably determines in the Film Pod’s 's sole and absolute discretion (of which the Film Pod will notify the Merchant from time to time), until the total Settlement Payment payable reaches that threshold; (B) where the Film Pod reasonably believes that a Transaction may be fraudulent or involves other criminal activity, until the satisfactory completion of the Film Pod 's investigation or that of any third party; or (C) without limit in amount or time, if Film Pod becomes aware or reasonably believes that the Merchant is in breach of or likely to be in breach of the Merchant's obligations under this Agreement. ix. Film Pod may at its sole and absolute discretion deduct or withhold such sums from, or set-off such sums against, any Settlement Payment; and/or send the Merchant an invoice for any or all such sums, which invoice shall be payable in accordance with its terms. x. Film Pod will make the settlement of the amount in the Merchant’s bank account provided by the Merchant to Film Pod. xi. Film Pod generates a successful transaction report daily at 00.00 hours through its system automatically and without any human intervention. The said transaction report is made available to the Merchant on regular basis. It is understood between the Parties that since the transaction report is generated automatically and independently, hence it shall prevail and be binding upon the Merchant and the merchant shall not challenge it any manner whatsoever. xii. Merchant shall be liable to deposit all indirect taxes that may arise on orders/bookings placed by the Customer. Merchant agrees to indemnify Film Pod in case any demand of indirect taxes is raised by the revenue authorities including interest and penalty in relation to indirect taxes implications on the orders/bookings placed by the Customer under this agreement. xiii. Film Pod is only acting as a facilitator for receipt of payment of goods/services for Merchants. Film Pod does not maintain/deliver any goods at any point of time and property in goods does not pass to Film Pod under any circumstances. Film Pod is not responsible for issuing any invoice on the customer either directly or on behalf of the Merchant and not liable for any tax liability pertaining to this transaction except on commission income (if any) earned by it. xiv. Film Pod shall have no liability for any penalty, interest, fine or other charges due to the delayed or non-payment of any (applicable) taxes to the tax authorities under this agreement.

16. RESERVE: i. You understand and acknowledge that at any time and from time to time, we may temporarily suspend or delay payments to you or require you to provide Film Pod with Reserve of such amounts as may be requested by Film Pod to secure the performance of your payment obligations under this Agreement for reason, including without limitation, high Chargeback risk, credit risk, refund overdraft risk, non-delivery issues, selling of banned items, non-payment of maintenance fees or other amount payable to Film Pod or any other indications of performance problems related to your use of the FP Pay Service. If you fail to provide Film Pod with Reserve within seven (7) days of receipt of notice for the same, Film Pod reserves the right to suspend and/or terminate the Settlement Amount payable you or the FP Pay Service without further notice. Film Pod may use this Reserve to set-off including but not limited to any Outstanding Amounts payable by you to Film Pod, Financial Institution and/or Customers. ii. In case the Settlement Amount payable to you and/or the Reserve (if any) is not sufficient to cover your Outstanding Amount, then you shall pay Film Pod and/or the Financial Institution the remaining amount due immediately upon request. Film Pod shall be entitled to charge daily interest on such Outstanding Amount from the date of request until the date of payment in full, at the rate of 1.5% per month. Provided that the above right of Film Pod to appropriate the Reserve and set-off the Outstanding Amount in the above manner shall be in addition to and reserving fully the right of Film Pod to recover all such losses, costs and damages etc from you by any other means, which may be available to Film Pod under the law. In addition, you agree to pay all costs and expenses, including without limitation attorneys' fees and other legal expenses, incurred by or on behalf of us in connection with the outstanding amount and the collection of same from you. 17. CHARGEBACK: i. The Merchant shall bear the risk of Chargebacks initiated in respect of Customers/Users. If a Chargeback is initiated, Film Pod will deduct from the Merchant Account the amount of the Chargeback plus the applicable Chargeback Handling Fee. The Merchant will provide such information and assistance as is reasonably requested by Film Pod to process, administer, challenge or dispute Chargebacks. If the Chargeback is successfully challenged by submitted relevant documents and reversed, Film Pod shall credit the Merchant the amount of such reversal and if Merchant is unable to defend the Chargeback then Film Pod shall deduct the amount from Merchant’s account and shall credit in the User’s account. ii. Merchant hereby acknowledges that Issuing Bank/ payment Gateway service provider reserves the right to either accept or reject the chargeback of the Customer. iii. In case of cancellation of transactions by the, refund process shall be as follows: 1. The Merchant shall give intimation to Film Pod regarding details of transactions cancelled by the customers either by electronic mail or by letter. 2. Film Pod shall not be liable for the calculation of cancellation charges which may be based on factors like terms & conditions of the Merchant selling the goods/services, the time of cancellation and the status of the transactions and shall accept the refund sent by the Film Pod as final in this regard. The Merchant shall provide the details and Film Pod will credit the amount of refund due to the customers. 3. Film Pod shall reverse the debit entries in case of refund transaction from Payment Gateway Service Provider and shall in turn debit the Merchant with the amount of cancellation money as given by Film Pod and crediting the same to Customer. 4. In case of fraudulent online purchase transaction done by Customer then it shall be resolved by Customer and the Merchant at the exclusion of Film Pod. The Merchant shall immediately inform the Film Pod. 18. OWNERSHIP AND INTELLECTUAL PROPERTY RIGHTS: i. Both the Parties hereby acknowledge and agree that each Party is the absolute owner of all right, title and interest in respect of their own trade name, logo, trademark, copyright, device, label, colour combination, artwork and visual representation and they shall not, by virtue of this Agreement, assume activities under this Agreement or affiliation with the other Party, acquire or claim any interest in any such trade names or copyright belonging to and/or owned by the other Party. ii. Each Party shall at all times, render assistance in its power to restrain the infringement, passing-off, duplication, unauthorized use or colorable imitation of any such trade descriptions, logo, device, label, art work, trade names, trademarks or Copyrights. iii. Each Party hereby agrees and undertakes that it shall not register, use or file and/ or assist in and/ or allow registering, using or filing, either directly or indirectly, for itself or through, on behalf of or in conjunction with any person or legal entity and whether as principal, agent, shareholder, consultant, employee or in any capacity whatsoever, any trademarks/ service marks in any class, either alone or in combination with any other mark or material, which is similar and or identical and/ or resembling in any manner with the other party’s marks and/ or intellectual property rights of the other party and not to associate the other party marks and/ or intellectual property rights of the other party with its own business and/ or the business of any third party associated with it, except as contemplated under this Agreement. iv. Upon the termination of this Agreement for any reason, the Parties shall immediately cease to use other party’s marks and/ or intellectual property rights vested in the other party in any manner whatsoever. v. Either Party shall not claim any right, title, or interest in the other party marks and/ or intellectual property rights vested in the other party and the same shall at all times continue to be the exclusive property of the other party. vi. f. Either party shall not directly or indirectly do anything which shall have an adverse impact on the other party’s marks and/ or intellectual property rights and/ or confidential information of the other party. In the event of termination of this Agreement the provisions of this Clause 10 shall survive the termination of this Agreement. 19. CONFIDENTIALITY: i. Except as specifically set out in this Agreement, no announcement or communication concerning the terms of this Agreement shall be made or caused to be made before or after the execution of this Agreement, by both Parties without mutual consent. ii. Both Parties have agreed that, save and except with the prior written consent of the other Party: i. On and from the date of this Agreement, the contents of this Agreement and any documents, data, or information, which a Party may obtain from the other Party pursuant to this Agreement, or sensitive personal data and information defined under the Information Technology (reasonable security practices and procedure and sensitive personal data or information) Rule, 2011 (hereinafter referred to as "Confidential Information") shall be kept confidential and shall not be disclosed by either Party to any third party. ii. Upon the expiry of the term of this Agreement or the termination of this Agreement, neither Party shall issue any adverse official written communication relating to such termination or the factum of this Agreement. iii. However, the Parties may disclose such Confidential Information under following circumstances: (i) if it is essential for the assessment of the transaction to disclose Confidential Information, (ii) may disclose such Confidential Information to its employees, agents and advisors (including without limitation, attorneys, accountants, consultants, bankers, financial advisors, or their representatives) whose knowledge of the Confidential Information is essential for fulfilling its obligations under the Agreement; (iii) disclose the said confidential Information to lawful authority after getting the lawful order; & (iv) where the disclosure is necessary for compliance of a legal obligation. Subject to the aforesaid conditions, the Parties shall not under any circumstances disclose to any third party or to any other Film Pod the terms and conditions of this Agreement & all confidential Information, documents, manuals and other materials provided by the other Party, during the subsistence & survival of this Agreement. iii. Upon the expiration, cancellation or termination of this Agreement, each Party shall forthwith stop using and, return or destroy all Confidential Information, documents, manuals and other materials provided by the other Party. Upon request, the receiving Party shall send disclosing Party a certificate specifying that all the Confidential Information, documents, manuals and other materials have either been destroyed or returned. iv. In the event either Party violates or causes to be violated any of the provisions of this Clause during the term of this Agreement and after its expiry or sooner termination, the other Party shall, without prejudice to its other rights to claim injunctive relief, be entitled to claim from the Party in breach, and the Party in breach shall be liable to pay to the other Party as liquidated damages, compensation to the tune of actual amount of damages as determined and supported by proof of evidence, by the other Party. The above clause shall survive for the period of three years after the termination of the Agreement.

20. WARRANTIES AND INDEMNITIES: i. The Merchant warrants and represents that all information provided to Film Pod in the course of applying to use the FP PAY Service is true and accurate in every respect and the Merchant will keep all such information up to date during the Term. ii. The Merchant warrants that it will conduct its business in the Territory and that it will only use the Services and/or receives Payments within the Territory. The Merchant warrants and represents that the sale and purchase of goods and services by Users/Customers and the integration of FP PAY meet all Applicable Law in the Territory and the provision of the Services by Film Pod will not contravene any such Applicable Law. If it is determined that such acts do contravene any Applicable Law, Film Pod may terminate this Agreement immediately. iii. The Merchant shall indemnify and hold Film Pod/ Payment Gateway Service Provider harmless from and against any and all claims brought against Film Pod/ Payment Gateway Service Provider by Users/Customers or a financial institution or other third party, or which Film Pod may suffer or incur, to the extent such claims arise out of or in consequence of or in connection with: (A) a Transaction; (B) any security breach in relation to compromise or theft of Payment data held by the Merchant or on the Merchant's behalf; (C) a breach of the warranties clauses and; (D) a failure by the Merchant to comply with the requirements of a regulatory authority or Applicable Law;. 21. LIMITATION OF LIABILITY: i. This clause sets out the entire liability of the parties (including any liability for the acts or omissions of their respective employees, agents and sub-contractors) to each other in respect of: any breach of this Agreement; any use made by the Merchant or its Affiliates of the Services or any part of them; and any representation, statement or tortious act or omission (including negligence) arising under or in connection with this Agreement. All warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from this Agreement. In particular, and except as expressly stated in this Agreement: Film Pod makes no representations or warranties, express or implied, with respect to Merchant ability, fitness for a particular purpose or non-infringement; Film Pod does not warrant or guarantee that Merchant will achieve any level of sales, revenue or profit; Film Pod does not warrant or guarantee that the FP PAY Services will always be available or operate error-free, or that any errors, omissions or misplacements in the software will be corrected. ii. Nothing in this Agreement shall limit or exclude the liability of either party for death or personal injury resulting from negligence; fraud or fraudulent misrepresentation; the indemnification obligations; or any other liability that cannot be excluded by Applicable Law. iii. Without prejudice to above clause: Film Pod’s 's total liability arising under or in connection with this Agreement, whether arising in contract, tort (including negligence) or restitution, or for breach of statutory duty or misrepresentation, or otherwise, shall be limited to an amount not more than the payment made by the customers/users in the one month immediately prior to the date on which the cause of action for such liability arose; 22. DISCLAIMER : i. THIS SERVICES ARE PROVIDED ON AN “AS IS, “AS AVAILABLE” BASIS WITHOUT ANY REPRESENTATIONS OR WARRANTIES. FILM POD DOES NOT REPRESENT OR WARRANT THAT THE SERVICES WILL BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, ACCURATE, COMPLETE, OR ENTIRELY ERROR -FREE. MERCHANT MAY NOT RELY UPON ANY REPRESENTATION OR WARRANTY REGARDING THE SERVICES BY ANY THIRD PARTY IN CONTRAVENTION OF THE FOREGOING STATEMENTS, INCLUDING REPRESENTATIONS OR WARRANTIES OF ANY FILM POD EXCEPT AS EXPRESSLY SET FORTH HEREIN. ii. FILM POD SPECIFICALLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, AND CONDITIONS WHETHER EXPRESS OR IMPLIED, ARISING BY STATUTE, OPERATION OF LAW, USAGE OF TRADE, COURSE OF DEALING, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO, WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON -INFRINGEMENT, OR TITLE WITH RESPECT TO THE SERVICES, OR OTHER SERVICES PROVIDED UNDER THIS AGREEMENT. MERCHANT UNDERSTANDS AND AGREES THAT FILM POD SHALL BEAR NO RISK WITH RESPECT TO MERCHANT’S SALE OF PRODUCTS OR SERVICES, INCLUDING, WITHOUT LIMITATION, ANY RISK ASSOCIATED WITH CHARGEBACKS OR FRAUD IN ANY MANNER WHATSOEVER. iii. EXCEPT AS OTHERWISE PROVIDED IN THIS AGREEMENT, MERCHANT EXPRESSLY AGREES THAT FILM POD SHALL NOT BE LIABLE FOR ANY LOSS (HOWEVER OCCURRING , INCLUDING NEGLIGENCE), ARISING FROM OR RELATED TO: (A) CUSTOMERS/MERCHANT’S FAILURE TO PROPERLY ACTIVATE, INTEGRATE OR SECURE ACCOUNT OR INCORRECT DETAILS ; (B) FRAUDULENT TRANSACTIONS PROCESSED THROUGH PAYMENT GATEWAY ACCOUNT(S); (C) DISRUPTION OF TRANSACTION SERVICES, SYSTEMS, SERVER OR WEBSITE BY ANY MEANS, INCLUDING WITHOUT LIMITATION, DDOS ATTACKS, SOFTWARE VIRUSES, TROJAN HORSES, WORMS, TIME BOMBS, OR ANY OTHER TECHNOLOGY; (D) ACTIONS OR INACTIONS BY ANY THIRD PARTY, INCLUDING WITHOUT LIMITATION, FILM POD, PAYMENT GATEWAY SERVCE PROVIDER , PAYMENT PROCESSOR OR ISSUING BANK; OR (E) THE LIMITATION OF THE FUNCTIONING OF ANY TRANSACTION SERVICES OR SOFTWARE, HARDWARE, OR EQUIPMENT ASSOCIATED THEREWITH. 23. TERM : i. This Agreement shall remain in force continuously from the date of execution of this Agreement, until and unless otherwise terminated by either party by giving 30 (Thirty) days prior written notice to the other party. The duration may be reduced as mutually decided by both the parties. 24. TERMINATION : i. Each party shall have the option to terminate this Agreement at any time by giving 30 (thirty) days advance notice in writing to that effect to the other party. ii. The Parties have right to terminate this Agreement forthwith by a notice in writing to the other Party, if other Party has committed any material breach of its obligations specified under this Agreement or has violated any law under which its right to business may cease and has failed to remedy the highlighting such breach or non-performance within one week. iii. Each Party shall have the option to terminate this Agreement, by giving notice in writing, in the event that any other Party becomes insolvent, goes into liquidation or a liquidator is appointed to wind up the Company. iv. This Agreement shall stand terminated automatically if the business of the merchant becomes illegal/unlawful/banned by the law of the land or if the Merchant indulges in any illegal act or practice that makes its business illegal/unlawful/banned or if any transaction has taken place which results directly or indirectly in Money Laundering activities or financing of terrorists activities. Film Pod shall not be liable for such activities/transactions and Merchant shall be solely responsible / liable for any action taken by any Government or regulatory authority. v. In the event of the termination of this Agreement either Party will, forthwith return all the signage, literature, banners, glow-signs and any such other promotional material to other party. The termination shall not affect any liabilities incurred by the either Parties prior to the termination of the Agreement or for acts performed during the pendency of the Agreement which may result in a dispute post termination of the Agreement nor any provision expressed to survive or to be effective on termination and the obligations set out in this clause shall remain in full force and effect notwithstanding termination. 25. GENERAL PROVISIONS : i. Assignment: Neither Party shall assign the obligations nor any of the benefits under this Agreement to any persons, firm or company, save and except with prior written permission from the other party. ii. Waivers: No waiver by either party of any of their terms hereof or of any breach thereof shall constitute or be deemed to be a waiver of any such terms or of any breach in any other case whether prior or subsequent thereto. iii. Force Majeure: Neither party to this Agreement shall be responsible for any delay in the performance of any terms and conditions hereunder to the extent that such delay is caused by war, revolution, riot, act of public enemy, terrorism, sabotage, epidemic, quarantine restrictions, accident, fire flood, tempest, earthquake, civil commotion, governmental action, Acts of God (force majeure ) including, but not restricted to, strike, lock-out, fire, break-down, war, destruction of network, web space or website by way of hacking, virus prone, defacement, stoppage of display or transmission of the website/app of Film Pod, Act, or Regulation, or restriction of Government, inability to secure Government authorization, or approval, or any other cause beyond their reasonable control, including the breakdown of systems and any other causes beyond its reasonable control. If at any time during the term of this agreement the performance in whole or in part by any one of the parties, of any obligation under this agreement is prevented or delayed by reason of war, revolution, riot, act of public enemy, terrorism, sabotage, epidemic, quarantine restrictions, accident, fire flood, tempest, earthquake, civil commotion, governmental action or Act of God, the other party shall not be entitled to terminate this agreement neither shall any party have any claim for damages against the other in respect of such non-performance or delay in performance, provided notice of the happening of any such event/s is given by the affected party to the other within twenty one (21) days from the date of occurrence thereof. iv. Arbitration: Any dispute or difference which may arise at any time between the parties, as to the construction, meaning or effect of, or, as to any clause, matter or things contained herein, or as to the rights or liabilities of the parties under this Agreement, shall be referred to arbitration under the Arbitration and Conciliation Act, 1996 (Indian) to be adjudicated by a sole arbitrator to be appointed with mutual consent of the parties. Arbitration shall be held at Mumbai, 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 Mumbai, India, shall have exclusive jurisdiction in connection with this Agreement. v. Notice: Delivery of Notice: All notices or other communications required to be given hereunder shall be in writing and delivered either personally or by registered A.D. and /or mail, certified, return receipt requested postage prepaid, and addressed as provided in this Agreement or as otherwise requested by the receiving party. Notices delivered personally shall be effective upon delivery and notices delivered by mail shall be effective upon their receipt by the party to whom it is addressed. The Parties shall notify any change in address to the other party promptly. In case of failure to intimate the other Party about the change of address, the notice shall be served to the address mentioned in this agreement and shall be treated as properly served. vi. Entire Agreement: This Agreement constitute the entire Agreement between Merchant and the Film Pod pertaining to the subject matter hereof and supersedes in their entirety all written or oral agreements between the parties. vii. Severability: If any provision of this Agreement is determined to be unenforceable for any reason, then the remaining provisions hereof shall remain unaffected and in full force and effect. viii. Variations of Agreement: No variation or amendment to this Agreement shall bind either party unless made in writing and signed by the duly authorized persons/officers of both the parties. ix. Jurisdiction: It is mutually agreed between the parties hereto that any dispute or claim arising under this Agreement shall be subject to the jurisdiction of the Courts at Mumbai. ANNEXURE ‘A’ Banned/Prohibited list of Products and Services referred to in this Agreement is as mentioned herein below:-

i. Adult goods and services which includes pornography and other sexually suggestive materials (including literature, imagery an d other media); escort or prostitution services; website access and/or website memberships of pornography or illegal sites. ii. Alcohol which includes Alcohol or alcoholic beverages such as beer, liquor, wine, or champagne. iii. Body parts which includes organs or other body parts. iv. Bulk marketing tools which includes email lists, software, or other products enabling unsolicited email messages (spam). v. Cable descramblers and black boxes which includes devices intended to obtain cable and satellite signals for free. vi. Child pornography which includes pornographic materials involving minors. vii. Copyright unlocking devices which includes Mod chips or other devices designed to circumvent copyright protection viii. Copyrighted media which includes unauthorized copies of books, music, movies, and other licensed or protected materials ix. Copyrighted software which includes unauthorized copies of software, video games and other licensed or protected materials, including OEM or bundled software. x. Counterfeit and unauthorized goods which includes replicas or imitations of designer goods; items without a celebrity endorsement that would normally require such an association; fake autographs, counterfeit stamps, and other potentially unauthorized goods xi. Drugs and drug paraphernalia which includes illegal drugs and drug accessories, including herbal drugs like salvia and magic mushrooms xii. Drug test circumvention aids which includes drug cleansing shakes, urine test additives, and related items xiii. Endangered species which includes plants, animals or other organisms (including product derivatives) in danger of extinction xiv. Gaming/gambling which includes lottery tickets, sports bets, memberships/ enrollment in online gambling sites, and related content xv. Government IDs or documents which includes fake IDs, passports, diplomas, and noble title. xvi. Hacking and cracking materials which includes manuals, how-to guides, information, or equipment enabling illegal access to software, servers, website, or other protected property. xvii. Illegal goods which includes materials, products, or information promoting illegal goods or enabling illegal acts. xviii. Miracle cures which includes unsubstantiated cures, remedies or other items marketed as quick health fixes. xix. Offensive goods which includes literature, products or other materials that: a. Defame or slander any person or groups of people based on race, ethnicity, national origin, religion, sex, or other factors b. Encourage or incite violent acts c. Promote intolerance or hatred. xx. Offensive goods, crime which includes crime scene photos or items, such as personal belongings, associated with criminals. xxi. Prescription drugs or herbal drugs or any kind of online pharmacies which includes drugs or other products requiring a prescription by a licensed medical practitioner. xxii. Pyrotechnic devices, combustibles, corrosives and hazardous materials which includes explosives, fireworks and related goods; toxic, flammable, and radioactive materials and substances xxiii. Regulated goods which includes air bags; batteries containing mercury; Freon or similar substances/refrigerants; chemical/industrial solvents; government uniforms; car titles; license plates; police badges and law enforcement equipment; lock-picking devices; pesticides; postage meters; recalled items; slot machines; surveillance equipment; goods regulated by government or other agency specifications xxiv. Securities which includes stocks, bonds, or related financial products xxv. Tobacco and cigarettes which includes cigarettes, cigars, chewing tobacco, and related products xxvi. Traffic devices which includes radar detectors/jammers, license plate covers, traffic signal changers, and related products. xxvii. Weapons which includes firearms, ammunition, knives, brass knuckles, gun parts, and other armaments xxviii. Wholesale currency which includes discounted currencies or currency exchanges xxix. Live animals or hides/skins/teeth, nails and other parts etc of animals. xxx. Multi Level Marketing collection fees xxxi. Matrix sites or sites using a matrix scheme approachc xxxii. Work-at-home approach and/or Work-at-home information xxxiii. Any product or service which is not in compliance with all applicable laws and regulations whether federal, state, local or international including the laws of India. xxxiv. Merchant providing services that have the potential of casting Film Pod and/or Payment System Providers in a poor light and/or that may be prone to ―Buy & Deny‖ attitude of the cardholders when billed (e.g. Adult material/ mature content/Escort services/ friend finders) and thus leading to chargeback and fraud losses. xxxv. Businesses or website that operate within the scope of laws which are not absolutely clear or are ambiguous in nature (e.g. Web-based telephony, website supplying medicines or controlled substances, website that promise online match-making). xxxvi. Businesses out rightly banned by law (e.g. Betting & Gambling/ publications or content that is likely to be interpreted by the authorities as leading to moral turpitude or decadence or incite caste/communal tensions, lotteries/sweepstakes & games of chance. xxxvii. Merchant who deal in intangible goods/ services (eg. software download/ Health/ Beauty Products), and businesses involved in pyramid marketing schemes or get-rich-quick schemes. Any other product or Service, which in the sole opinion of either Film Pod or Payment System Providers , is detrimental to the image and interests of either of them / both of them, as communicated by either of them/ both of them to Merchant from time to time. This shall be without prejudice to any other terms & conditions mentioned in this Agreement. xxxviii. Bulk marketing tools which includes email, lists, software, or other products enabling unsolicited email messages (spam). xxxix. Web-based telephony/ SMS/Text/Facsimile services or Calling Cards. Bandwidth or Data transfer/ allied services. Voice process /knowledge process services. xl. Mailing lists. Terms and conditions for(FP Pay Sender) 1. INTRODUCTION i. This TERMS OF USE FOR FP PAY SERVICES governs the terms of your use of FP PAY Services offered by Film Pod Limited. (herein after referred to as Film Pod) ii. BY REGISTERING FOR OR USING FP PAY SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT ACCEPT THESE TERMS, PLEASE DO NOT USE THE FP PAY SERVICES. As the FP PAY Services owned by Film Pod, hence all the rights, benefits, liabilities & obligations under the following terms & conditions shall accrue to the benefit of Film Pod. iii. When you use FP PAY Services provided by Film Pod, You will be subject to the rules, guidelines, policies, terms, and conditions applicable to usage of FP PAY Services. You are solely responsible for understanding and complying with any and all laws, rules and regulations of your specific jurisdiction that may be applicable to you in connection with your use of the FP PAY Services. We may amend these Terms at any time by posting a revised version on www.filmpod.com or mobile site i.e., http://wap.filmpod.com/?m=1 any other website we maintain for purposes of providing the FP PAY Services. Amended Terms are effective at the time we post them and your continued use of the FP PAY Services constitutes your acceptance of any amended Terms. We may notify you regarding upcoming Terms changes by us. 2. DEFINITIONS i. "Account" refers to the account created for a User as soon as he successfully completes the process of registering at www.filmpod.com, which contains information regarding his FP Pay Services, which permit payment and domestic money remittance as per RBI direction, as amended by RBI from time to time. ii. "Customer" "or" "you" mean a person who has registered with Film Pod for availing the FP PAY Services and who has accepted these Terms and Conditions and, owns/operates/has access to an internet compatible device that supports the FP PAY Services. iii. "Charge(s)" or "Service Charge" shall mean the charges which Film Pod may levy upon you in consideration for subscribing to the FP PAY Services. iv. "Eligible" means satisfying the conditions of eligibility prescribed under these T&Cs. v. "KYC" stands for Know your Customer and refers to the various norms, rules, laws and statutes issued by RBI from time to time under which Film Pod is required to procure personal identification details from you before any services can be delivered. Know your Customer (KYC) documents may be required by Film Pod from the Customer at the time of Registration and/ or on a later date, for availing and / or continuation of the FP PAY Services. vi. "FP PAY Services" allows its registered users to: a) to make a payment via payment gateway internet enabled links which shall be sent on their email/sms/links; or b) scan QR Codes placed on posters or other media displayed at Merchant’s establishment to enable you to quickly and easily make payment via method internet enabled links which shall be sent on their email/sms/links (i) register with and/or log in to the Merchant's website; and/or (ii) make payments to the Merchant, or (c) transfer funds to a savings or current bank account, or to make any valid transaction, upon completing the necessary formalities mentioned herein, or otherwise mention time to time. vii. "Merchant" means any of the establishments listed on the webpage available at www.filmpod.com or at its portals which/who accepts payment through FP Pay Services for sale of their goods and services and with whom we have executed physical contracts. The list of Merchants available at www.filmpod.com viii. may be revised by us from time to time without intimation to you. ix. "Merchant Establishment" shall mean and include physical Merchant's shops, and any other outlet that has been authorized by Film Pod to accept payment using FP PAY Services. x. "FP Registered Users" mean any User who completes the necessary formalities as required for registration xi. "Password" means the secret password used to secure FP PAY Services applications, without knowledge of which FP PAY Services will not be operable. xii. "RBI" means the Reserve Bank of India. xiii. "Registration Form" shall mean the FP PAY Services Registration Form, as is required by Film Pod from the Customer at the time of Registration for availing and / or continuation of the FP PAY Services. xiv. "Transaction" means make a payment for purchase of goods or services at Merchant establishments or fund transfer to the savings or current bank account, or any other legitimate transactions. xv. "Terms and Conditions of Service" or "T&Cs" refers to these terms and conditions of use of Film Pod's Services, and any future revisions of the same, which you are informed of via automated e-mail sent to Your Registered E-mail Address. 3. ELIGIBILITY TO USE THE FP PAY SERVICES A. While using FP Pay Services, you represent and confirm that: i. You must be 18 (eighteen) years old; ii. You are Indian citizen, a legal resident of India or a business entity, authorized to conduct business in India; iii. You must be an authorized representative with the authority to bind that company or entity to these Terms; iv. You are not 'incompetent to contract' within the meaning of the Indian Contract Act, 1972; v. You are entering into and performing this Agreement, as per applicable law and are not a person debarred from using the FP Pay Services under the laws of India or other applicable laws. vi. FP Pay Services can only be used in India. You acknowledge that Film Pod Services may be subject to export restrictions imposed by the laws, rules, regulations, and guidelines in force in India. vii. We reserve the right to immediately terminate your Account if we have reason to believe that your Account is being used by any person who is not eligible, or for any other reason. We rely completely on your representation that you are eligible and will bear no liability if you or anyone who uses your Account or FP Pay Services is found to be not eligible. 4. REGISTRATION OF FP PAY- USER ACCOUNT i. To open an Account or to Use the Services, you must provide us with the following "Registration Data": a valid and functional e-mail address ("Registered E-mail ID"); a valid and functional phone number registered in your name ("Registered Phone Number"); a password; Valid Bank / Card details (for example, Bank Account No, IFSC Code, Bank Account No, Card No, Card Expiry details etc.) and any additional information that RBI Regulations may prescribe to be necessary to satisfy Know Your Customer norms ("KYC Norms"), or as we deem fit. ii. The Registration Data and any other information provided by you to us must be accurate, current and complete information about yourself or your company as prompted by our registration form (including your email address) and maintain and update your information (including your email address) to keep it accurate, current and complete. Any liability for false, fictitious, inaccurate, not current or incomplete Registration Data provided by you will be borne solely by you and not us. iii. You must keep password confidential and not share it with any other person. You are responsible for all activity on your account, whether or not you authorized it. Please do not share your Registration Data with any third parties as you will be solely responsible for maintaining the confidentiality of your Registration Data and will be liable for all activities and transactions that occur through your Account and FP Pay, whether initiated by you or any third party. iv. In order to protect the security of your Account and FP Pay, we require you to (a) immediately inform us at our Hotline No. 8888888888 & email us at FPpaydisputes@filmpod.com , of any unauthorized use of your Account and (b) to ensure that you log out of Your Account at the end of every session. v. In accordance with RBI Regulations to prevent money laundering and the funding of terrorism in India, We may suspend or terminate your Account with immediate effect if we have reason to believe that the Registration Data or any other data provided by you is incorrect, or that the security of your Account has been compromised in any way. Please note that in order to comply with RBI Regulations, we do not allow you to open more than one Account in association with the phone number registered in your name. vi. In the event that you have forgotten the password to your Account, you may click on Forgot Password to request a new password. Based on our sole discretion and if we are satisfied that the identity of the applicant for a new password matches your identity, we will send an e-mail to your Registered E-mail ID, with instructions to reset your password ("Password Instructions"). You will be solely responsible for any transactions which occur through your Account once we send the Password Instructions to your Registered E-mail ID. vii. In the event that you are unable to access to your Account for any reason other than forgetting your password, please inform us at our Hotline No. 8888888888 & email us at FPpaydisputes@filmpod.com and make a request for blocking your Account. We will not be liable for any unauthorized transactions made through your Account prior to you making a request for blocking. viii. You may be required to provide additional information to allow us to verify your identity and/or your account information. We may also verify your information against third party databases or other sources and you authorize Film Pod to make such inquiries. ix. You are responsible for keeping your Account information and password secure. If you share your Account credentials with another person, you are responsible for all activity they conduct using FP Pay Services, regardless of whether or not you authorized their activity. We will never ask you for your Account credentials. 5. DOCUMENTATIONS i. The collection, verification, audit and maintenance of correct and updated Customer information is a continuous process and Film Pod reserves the right, at any time, to take steps necessary to ensure compliance with all relevant and applicable KYC requirements. Film Pod reserves the right to discontinue services/ reject applications for FP PAY Services at any time if there are discrepancies in information and/or documentation provided by you. ii. Any information provided to Film Pod with the intention of securing FP PAY Services shall vest with Film Pod, and may be used by Film Pod, for any purpose consistent with any applicable law or regulation, at its discretion. iii. Once you have successfully created an Account after completing the registration process in accordance with these T&Cs, you can start availing of our FP PAY Services. iv. Once you have successfully created an Account after completing the registration process in accordance with these T&Cs, you can start availing of our FP PAY Services. 6. GENERAL CONDITIONS: 6.1. Use of FP Pay Services i. In order to access FP Pay Services, YOU/ Merchant is required to download Film Pod application , you may be required to provide information about yourself (such as identification, contact or payment details) as part of the registration process for the Service, or as part of your continued use of the Services. You agree that any registration information you give to us will always be true, accurate, correct, complete and up to date. Any phone number used to register with our service needs to be registered in your name and you might be asked to provide supporting documents to prove the same. ii. FP Pay Services allows you to make a payment to Merchant via payment gateway internet enabled links and/or QR Codes for the products and services purchased by you or transfer funds to the savings or current bank account of the person, after completing the necessary formalities mentioned herein or otherwise mention by Film Pod time to time. iii. FP Pay Services also allows you to store your bank or credit account information with Film Pod for making the instant payment without re-entering that information or sharing it with third parties. FP Pay Services is encrypted and secure and your information is safe with us. FP Pay Services cannot be used to hold or store money and Film Pod does not hold or store any of your funds. Film Pod does not have control of, or liability for, any goods or services that you pay for using the FP Pay Services. Film Pod does not guarantee the identity of any Vendors, sellers, and does not guarantee that a transaction will be completed. iv. You may also choose to make the payment to Merchant through FP Pay Services, for the products and services purchased by you or Fund Transfer by using your valid credit / debit and/ or any other cards including e-wallets, online banking facility to make payment. You shall be bound to use your own credit / debit and/ or any other payment cards, online banking accounts to make payment via FP Pay Services. Film Pod shall not be liable and responsible for any credit/debit or any other card frauds, misuse of your card or any unauthorized payment transactions which has been processed by Bank / third party payment processor. v. When you choose to make the payment or transfer funds to the savings or current bank account of the other person through FP Pay Services, you have to submit the complete bank details of the recipient of money such as Bank Account No, IFSC Code, and/or any additional information that is necessary to complete the transaction or RBI may prescribe time to time. If you would not submit the bank details of the recipient of money, we will not process your transactions or funds will not transfer to the bank account of the recipient. vi. When we receive payment instructions from you to pay a Merchant or to any Users or person, you authorize and order us to commit your payment to that Merchant or to another Users or Person. This authorization will remain in effect as long as you maintain an Account with us. vii. In the event that you are having any issues in goods or services which is including but not limited to cancellation, refund, pricing, warranty, guarantee or you are not satisfied with the goods or services provided to you by a Merchant for any reason, we recommend that you report the matter to the Merchant in question. Please note that Film Pod is an are intermediary and are not responsible for the goods or services provided by Merchants and cannot be involved in any disputes between a Merchant and User regarding the same. viii. You accept and acknowledge that payment processing is hosted by a third party payment processor and usage of such payment processing shall be subject to such additional terms and conditions which such third party payment processor may prescribe from time to time. ix. You agree and confirm to comply with the terms and conditions of the Merchant from whom you are taking the services/products and thereafter making the payment to them via FP Pay Services. x. Film Pod facilitates payment solutions to the Users to make a payment to Merchant or Transfer Fund. In the case of commercial transactions Film Pod is acting as an intermediary, which enabling users to make a payment to Merchant through FP Pay Services. All commercial terms are offered by and agreed to between you and Sellers alone. Film Pod does not have any control or does not determine or advise or in any way involve itself in the offering or acceptance of any commercial terms between the User and Merchant. xi. In order to use the FP Pay Services, you must link you bank account/card details, to FP Pay Services. When you make a payment to Merchant or Transfer Fund using the FP Pay Services, you are authorizing us to initiate an electronic transfer from your linked bank account in the amount you specify. You are solely responsible for complying with any terms set by your bank with respect to your bank account, including any fee terms, such as non-sufficient fund or overdraft fee terms. If you receive a payment from Merchant or Fund Transfer via FP Pay Services or are entitled to a reversal, refund, or other adjustment associated with a payment or Fund Transfer made by you using the FP Pay Services, you also authorize a credit to your linked bank account to complete that transaction.

xii. If you make payment for a purchase using the FP Pay Services or using for Fund Transfer, fund will be transferred to Merchant/ Users instantly. xiii. Film Pod does not provide any endorsements or guarantees for any individual or entity using the FP Pay, nor any third party offers, goods or services featured on our websites. Information regarding third party offers, goods, and services is provided on our websites for informational purposes only, and may not be true, accurate, or reliable. xiv. Information provided by Film Pod or otherwise obtained from the Website will not be used for any unauthorized and unlawful purpose; xv. You agree not to access (or attempt to access) any of the Services by any means other than through the interface that is provided by Film Pod, unless you have been specifically allowed to do so in a separate agreement with us; xvi. You agree that you will not engage in any activity that interferes with or disrupts the Services (or the servers and networks which are connected to the Services); xvii. You agree that you are solely responsible for (and that Film Pod has no responsibility to you or to any third party for) any breach of your obligations under the Terms and for the consequences (including any loss or damage which Film Pod may suffer) of any such breach. FP PAY Services is not transferable. 6.2. 'One Tap' Feature: By availing the complete 'One Tap' feature, you will be able to process your payment requests made using your debit or credit card stored with us by simply selecting the faster checkout saved card and clicking the "Make Payment" button. The One Tap feature may be divided in two parts: i. Faster Checkout option: When you enter your debit card/debit card details for the first time while making a payment, we will provide you an option to save such card details for faster checkout. If you select the ‘One Tap Checkout’ option (currently name as One Tap Checkout), you understand and agree that we will save your card details in a manner compliant with our PCI DSS certification. For the next time when you make a payment using the Services, you will not be required to enter your card details. You can simply click on the saved card, while making a payment request and your payment instructions will be sent to the Payment System Providers for authentication, authorization and processing. The second part ‘auto-read OTP’ option is currently only available on our android mobile application. ii. Auto-Read of One Time Password ("OTP"): OTP is a one-time password, which is provided by your issuing bank in order to carry out the second factor authentication of your debit/credit card. If you register for our 'One Tap' feature, you understand that we will be able to retrieve your OTP from the message received on your mobile and populate and submit the OTP on the issuer’s page for second factor authentication of your debit/credit card. In order to avail the entire ‘One Tap’ feature, you may go to the payment page and save the card for One Tap Checkout. You understand that you have agreed to select the 'One Tap' feature in whole or in part at your own risk and for your convenience. You agree that we are only acting as your technology intermediary and eliminating the need for you to manually enter your card details or OTP. All information and instructions received from your Card will be deemed to have been authorized by you and we shall not be liable for any unauthorized use of your Cards or any unauthorized transactions made using the whole or any part of the 'One Tap feature'. It is to be clarified that the 'One Tap' feature doesn't avoid the two-factor authentication system, it only provides a technology platform which eliminates the need of manual typing of card details and OTP by you. We emphasize that we are not involved in the authentication, authorization and processing of you payment request and only facilitate you in sending such payment instruction to the Payment System Provider. In the event that your device (mobile, tablet, laptop, etc.) is stolen/lost or your suspect any unauthorized use of your debit/credit Card, please ensure you go to the payment page of Filmpod App and de-activate the 'One Tap' feature immediately. You should also inform us of the same after de-activation at FPpaydisputes@filmpod.com. In the event that you have de-activated the 'One Tap' feature and informed Film Pod of the same and thereafter an unauthorized transaction is made, Film Pod’s service provider will take responsibility for the same provided that you provide us with adequate information that the transaction was not made by you or any person that you know. Film Pod’s service provider shall determine that legitimacy of the claim at our sole discretion. 7. CHARGES i. Currently, we do not charge you to use the FP Pay Services. However, your mobile network operator may charge you to access the FP Pay and you are responsible for these charges. ii. Please note that in future FP Pay Services may be chargeable at the discretion of Film Pod, in the form and manner prescribed for such payment. Film Pod may at its discretion, change, amend, increase, or reduce the Service Charges without prior intimation to the Customer. iii. Film Pod reserves the right to introduce a policy as per the applicable RBI guidelines for FP PAY Service expiration and balance forfeiture in future. The terms and conditions related to any such policy that we may introduce in the future will come into effect from the date that will be clearly indicated under the “Terms of Use” for FP PAY Services. 8. YOUR INFORMATION i. When you use the FP Pay Services, we will send your information (including, where applicable, your encrypted payment card details) from the FP Pay server to the third party payment services provider. ii. By using FP Pay Services you agree to receive promotional SMS/Emails from Film Pod or its associates, agent or partners. iii. Your privacy is very important to Film Pod. When you using FP Pay Services, you confirm that you have read and accepted our Privacy Policy. The Privacy Policy, which is accessible through the FP Pay Services and forms an integral part of this Agreement, describes how we collect and use your Information. iv. The Film Pod reserves the right to use your Information in order to contact you in the future in relation to marketing any other products or services offered by the Film Pod, any of its related group companies or participating merchants. v. You shall be responsible for maintaining the confidentiality of your personal and sensitive data or information and you shall be responsible for all activities that occur under your use of FP Pay. You agree that if you provide any information that is untrue, inaccurate, not current or incomplete or we have reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, or not in accordance with the this Terms of Use, we shall have the right to indefinitely suspend or block your access to FP Pay Services. 9. YOUR OBLIGATIONS i. FP PAY Services availability is subject to the maintenance of an active mobile phone, internet connection with an associated telecom provider and Bank / Card Account. FP PAY Services availability is subject to the maintenance of a mobile phone handset and other application on which Services run and the Customer is solely responsible for all liability arising from the unavailability of Services due to a mobile handset or internet service provider not supporting any FP PAY Services channel or application. ii. You must ensure the availability of sufficient funds before executing any Transaction from your FP PAY Services. iii. You shall be solely responsible for the confidentiality, safety and security of the Password. You shall be the sole owner of the Password and shall be responsible for the consequences arising out of disclosure of the Password and/or the unauthorized use of FP PAY Services. In case the Password is lost or misplaced, you shall promptly inform Film Pod by calling at the customer care numbers where after the Password will be barred and a new Password will be issued to you after necessary validation. In case the mobile phone/ SIM card associated with your FP PAY Services is lost/stolen/misplaced/ no longer in your control; you shall promptly inform Film Pod. Film Pod will upon receipt of such information block the relevant account. iv. You shall intimate Film Pod about change in your address, if any, in writing along with such proof of address as per the KYC documents. v. You shall not use FP PAY Services for any purpose that might be construed as contrary or repugnant to any applicable law, regulation, guideline, judicial dicta, Film Pod policy or public policy or for any purpose that might negatively prejudice the goodwill of Film Pod. vi. You acknowledge and understand that FP PAY Services are linked to your mobile phone number and you shall be solely responsible for any liability arising out of the loss/ theft / misuse of the mobile phone number or deactivation of mobile connection by the concerned telecom service provider, in respect of the Services. vii. Information submitted by you for availing FP PAY Services and/or information submitted while using FP PAY Services may be shared with third parties by Film Pod, inter alia, to facilitate the provision of FP PAY Services. viii. You shall ensure that the Services are not used for Transactions in foreign currency. FP PAY Services is issued & shall be valid only in India and shall be used at Merchant Establishments only in India. ix. Without limiting the foregoing, you agree that you will not use the Film Pod Site to undertake any of the following actions or to display, upload, modify, publish, distribute, disseminate, transmit, update or share any information that is grossly harmful, harassing, blasphemous defamatory, obscene, pornographic, paedophilic, libellous, invasive of another's privacy, hateful, or racially, ethnically objectionable, disparaging, relating or encouraging money laundering or gambling, or otherwise unlawful in any manner whatever; Infringes any patent, trademark, copyright or other proprietary rights; contains viruses, corrupted files, or any other similar software or programs that is designed to interrupt, destroy or that may limit the functionality of any computer source or that may damage or adversely affect the operation of another person’s computer, its web-sites, any software or hardware, or telecommunications equipment; Advertises or offers to sell any goods or services for any commercial purpose; is in the nature of promotional services, products, surveys, contests, pyramid schemes, spam, unsolicited advertising or promotional materials, or chain letters; Falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or the source of software or other material; Violates any law for the time being in force; Belongs to another person to which you do not have any right to; Interferes with or disrupts Film Pod's websites, servers, or networks; Impersonate any other person; Harm minors in any way; Forge headers or manipulate identifiers or other data in order to disguise the origin of any content transmitted through its websites or to manipulate your presence on its websites; Engage in any illegal activities; Threatens the unity, integrity, defence, security or sovereignty of India, friendly relations with foreign states, or public order, or causes incitement to the commission of any cognizable offence, or prevents the investigation of any offence or insults any other nation. x. You shall not misuse, rent, lease, assign, or otherwise transfer the FP Pay services to any other Person. You may not alter, reproduce, adapt, distribute, display, publish, reverse engineer, translate, disassemble, decompile or otherwise attempt to create any source code that is derived from or included in the FP Pay services/System. All rights, title and interest to the FP Pay services are owned exclusively by Film Pod. xi. You will only use the FP Pay services for your own purposes and not on behalf of any other person or entity; xii. You and all payments initiated by you will comply with all laws, rules, and regulations; and you will not use the FP Pay, directly or indirectly, for any fraudulent undertaking or in any manner so as to interfere with the functionality of the FP Pay services. xiii. You will not breach these Terms or any other applicable terms or policies; xiv. You will not engage in illegal or fraudulent activities. You will not engage in transactions involving illegal goods, including but not limited to counterfeit goods, stolen goods, illegal or controlled substances, and substances that pose a risk to consumer safety, counterfeit services, illegal gambling, and money laundering, purchase, sale, or exchange of Virtual Currency, or provide a Virtual Currency marketplace or exchange; xv. You will not attempt to receive or actually receive duplicate compensation for a disputed payment from the Merchant, Film Pod, and/or your bank; or xvi. You will not engage in activity that indicates, in Film Pod's sole discretion, that there may be a high level of risk associated with you, or your Account activity. The use of any FP Pay that has connectivity to the Internet or any external network poses an increased risk, and you assumes all liability for such increased risks. xvii. You will fully cooperate with Film Pod in complying with the laws. xviii. You shall liable for data security breach and credit card information if you fail to protect the data and information. You shall protect your data. xix. You must vigilantly comply with all applicable law, including, without limitation to, Information Technology Act, 2000 as amended by the Information Technology (Amendment) Act, 2008, and the Information Technology (Reasonable security practices and procedures and sensitive personal data or information) Rules, 2011 and rules and regulations made thereunder and any other law for the time being in force, and shall not do, or omit to do, any act that will cause Film Pod to be in breach of any such applicable law. If you breach the terms of this agreement, you shall indemnify us against any costs claims and liabilities arising as a result of the breach. xx. You shall not, fraudulently or dishonestly, make use of the electronic signature, password or any other unique identification feature of any other person and shall not misuse communication device or computer resource of Film Pod, without its permissions, and further use the said devices for cheats by personation.

10. REFUNDS POLICY Film Pod shall process a refund, when a valid authorization and presentment was previously processed and the Users subsequently either cancelled the transaction or returns the goods, or wishes to refund the amount in cases of services not rendered, or to rectify any transaction processing error, or services/goods is not delivered within prescribed period of your completion of the transaction, then you may inform us by sending an email to our customer services email address mentioned on the Contact Us page, containing the complete details of the said disputed transactions such as date, time, order/transaction numbers, account number etc.. For processing a refund, the users shall present a refund request to Film Pod along with all the required detail to identify the previously authorized and settled transaction and Film Pod shall process the refund within 5 (Five) working days from the date the refund request is received. The refund request must describe the failed / returned / rejected / cancelled transactions or merchandise were returned, services cancelled or adjustment made. The funds have to be credited back to the same source from where these were received, and not by cash or any other mode. In case of any users’ complaint regarding non- refund for failed transactions and/or non-credit for successful transactions shall be dealt by the Bank. Any complaint about credit not being given to Users should be dealt with conclusively and bilaterally by the remitting and beneficiary banks as per its Policy. Note: Film Pod is not responsible for any wrong purchase or recharge for an incorrect mobile number or DTH account number or fund transfers in an incorrect bank account or any unauthorised payment by users. You are sole responsible for the accuracy, authenticity of information pertaining to the goods/services or the payment credentials while using the FP Pay Services. 11. SECURITY AND UNAUTHORISED PAYMENTS i. We give you the opportunity to choose a password to gain access to the FP Pay Services itself or to various features within the FP Pay Services. As long as the correct Password is entered (or if you elect not to use a Password), we will assume that you are the person giving instructions and making payments or fund transfer and you will be liable for them. You must therefore choose a secure Password that is not easily guessed by another person, keep the Password is secret and make sure that it is not stored in a way that enables others to access it or impersonate you. In addition, for the avoidance of doubt, if you disclose the Password to any person whom you authorise to access the FP Pay Services, you are also responsible and liable for any access, use, misuse or disclosure of your Password by such person. ii. If you become aware of a payment being made via the FP Pay Services that was not authorised by you or if you lose the device on which the FP Pay is installed, disclose your Password to a person unauthorised by you, or believe that someone else can use the FP Pay by impersonating you, you should inform us immediately and we will disable the payments feature of the FP Pay until you re-enter your payment card details in the FP Pay. Unless and until you provide such notice: i. you will be responsible for any instruction which we receive and act on, even if it was not given by you; and ii. we will not be responsible for any unauthorised access to confidential information about you in the FP Pay. iii. We can refuse to act on any instruction including where we believe an instruction: (i) was unclear; (ii) was not given by you; or (iii) might cause us to breach a legal or other duty; (iv) if we believe the FP Pay is being used for an illegal purpose; or (v) may harm our reputation. iv. You agree to fully cooperate with us, affiliates, payment gateway service providers, Banks, merchants, regulatory authorities and the police where you or we suspect there have been Unauthorised Payments in respect of the FP Pay Services. 12. OUR OBLIGATIONS i. When you use the FP Pay Services, we are acting as an intermediary to assist you in concluding the purchase of goods or services from participating merchants or to make the payment successful to the recipient . When you purchase goods or services from participating merchants, the contract for the sale of those goods or services will be between you and the merchant. ii. You understand and agree that the Film Pod shall not be responsible for the outcome of your transactions with external merchants via the FP Pay Services. We do not have control, nor shall we be liable for, the legality of, or the use of, the goods and services that are paid for using the FP Pay Services. iii. Film Pod shall not be responsible for any fraudulent transaction by any person in any manner whatsoever. iv. Film Pod shall not be responsible for any chargeback, refunds or cancellation of products or services. v. Film Pod will take adequate encryption and security measures to maintain the data secured generated and it shall maintain high standards in relation to providing secure services to you. vi. Film Pod is not responsible for any non-performance or breach of any contract entered into between you and Merchants. Film Pod cannot and does not guarantee that the concerned Merchants and/or You will perform any transaction concluded via FP Pay, Film Pod shall not and is not required to mediate or resolve any dispute or disagreement between Merchants and You. vii. Film Pod is only providing a platform for the purposes of transaction and it is agreed that the contract for sale of any of the products or services shall be a strictly bipartite contract between you and Merchants. At no time shall Film Pod hold any right, title or interest over the products nor shall Film Pod have any obligations or liabilities in respect of any transaction between you and Merchants. Film Pod is not responsible for unsatisfactory or delayed performance of services or damages or delays as a result of products which are out of stock, unavailable etc. viii. It is the responsibility of you and the relevant Merchants, not us, to resolve any dispute or claim raised by you relating to any payments or fund transfer made via the FP Pay Services. We may, however, initiate a refund if (a) a payment made via the FP Pay Services is reversed by a court, regulatory authority or other third party acting in accordance with applicable law, (b) we, in our sole and absolute discretion, accept or have reason to believe that a payment was not authorized by you, or (c) a payment is allegedly unlawful, suspicious, or in breach of this Agreement. Where you have a dispute with Merchants, we will provide information we hold, which may assist resolution and otherwise attempt to assist you as far as we consider practicable. We may charge you an administration fee to cover our reasonable costs of providing any such assistance. ix. Film Pod is as an independent entity under the terms and conditions of this Agreement. Film Pod has no relationship with Merchant. You alone shall be responsible and neither Film Pod nor the Bank or anybody connected to Film Pod shall have any responsibility or liability. Film Pod is neither concerned nor required to monitor in any manner the use of the payment or fund transfer modes by you. You should be required to use the payment modes at their sole option and risks.

13. CONSENT TO COMMUNICATIONS AND TRANSACTIONS: By registering to use of FP Pay Services, you consent to conduct transactions and receive communications, notices and information from us electronically or otherwise, whether sent by e-mail or other means. Communications shall be deemed to have been received by you when we send the communication to the email address/mobile number that as per our records, or when we post the communication on Film Pod website. You can withdraw your consent at any time by contacting us, but we reserve the right to terminate your account upon such withdrawal. Withdrawal of your consent will not affect the legal validity and enforceability of any notice, statement or disclosure previously received. You agree to notify us promptly if your email address or other contact information changes by updating your account information or contacting us. 14. YOUR USE OF OUR INFORMATION Except for Posted Information that you submit, all of the information available on or through the Services and/or the Website, including without limitation, text, photographs, graphics and video and audio content, is owned by us and our licensors and is protected by copyright, trademark, patent and trade secret laws, other proprietary rights and international treaties. You acknowledge that the Services and any underlying technology or software used in connection with the Services contain Film Pod's proprietary information. We give you permission to use the aforementioned content for personal, non-commercial purposes only and do not transfer any intellectual property rights to you by virtue of permitting your use of the Services. You may not copy, distribute, republish (except as permitted in this paragraph), sell, or exploit any of the content, or exploit the Website in whole or in part, for any commercial gain or purpose whatsoever. Except as is expressly and unambiguously provided herein, we do not grant you any express or implied rights, and all rights in the Website and the Services not expressly granted by us to you are retained by Film Pod. 15. TERMINATION/SUSPENSION OF SERVICE i. We may suspend or terminate your access to the FP Pay Services without notice where it is reasonable for us to do so and specifically if: (i) for any reason we decide to discontinue to provide the FP Pay, (ii) we believe that you have breached any of the terms of this Agreement, (iii) your use of the FP Pay has been in any way improper or breaches the spirit of this Agreement, (iv) we reasonably believe use of the FP Pay may be at risk of fraud or misuse; (v) our information technology infrastructure has failed, is experiencing outages or requires maintenance; or (vi) ordered or recommended to do so by the security services, court or a relevant regulatory authority. ii. Film Pod reserves the right to suspend/discontinue FP PAY Services to you at any time, for any cause, including, but not limited, to the following- i. For any suspected violation of the rules, regulations, orders, directions, notifications issued by RBI from time to time or for any violation of the terms and conditions mentioned in this document ii. For any suspected discrepancy in the particular(s), documentation or registration Form provided by you; iii. To combat potential fraud, sabotage, willful destruction, threat to national security or for any other force majeure reasons etc; iv. If the same is due to technical failure, modification, upgradation, variation, relocation, repair, and/or maintenance due to any emergency or for any technical reasons. v. If the same is due to any transmission deficiencies caused by topographical and geographical constraints/limitations; vi. If the mobile connection with which your FP PAY Services is related ceases to be operational or in your possession or control. vii. If Film Pod believes, in its reasonable opinion, that cessation/ suspension is necessary. 16. THIRD PARTY INFORMATION ON THE WEBSITE i. As some information appearing on the Website is provided to Film Pod by third parties, Film Pod will have no liability in respect of any loss or damage arising from third party information which appears on the Website, including the manner in which the information is displayed or information which may be: Out of date; Inaccurate; Duplication; Impersonation by a person to be another person. ii. All dealings and communication arising from Film Pod's facilitation of interaction between Merchant and users will be between the Merchant and users only and Film Pod is not responsible in any manner for any communication between the users and the Merchant, and has no liability in respect of such dealings whatsoever. Film Pod is not an agent for any of the Merchants listed on this Website and Film Pod has no responsibility for and no liability whatsoever in respect of the conduct of a Merchant or quality of service provided by a Merchant. 17. ADDITIONAL T&Cs i. When you acquire goods, software or any other services from a Merchant Establishment through any of Film Pod's Services, you understand and agree that, Film Pod is not a party to the contract between you and the Merchant Establishment. Furthermore, Film Pod is under no obligation to monitor the Merchant Establishment’s service used by you; the Merchant Establishment alone will be responsible for all obligations under the contract including (without limitation) warranties or guarantees. Any dispute with or complaint against any Merchant Establishment must be directly resolved by the Customer with the Merchant Establishment. It is clarified that Film Pod shall not be responsible or liable for any deficiency in goods and/or services purchased using FP PAY Services. This exclusion of liability shall apply even for goods and/or services made available by Film Pod under promotional schemes. You are instructed to satisfy yourself regarding the quality, quantity and fitness of any good and/or service before purchasing the same. ii. Any amount transferred erroneously by the Customer to any Merchant Establishment shall not be refunded to the Customer by Film Pod in any circumstances. iii. In the event of any dispute, Film Pod records shall be binding as the conclusive evidence of the Transactions carried out through use of FP PAY Services. iv. Film Pod shall send all customer communications by SMS and/or email/link and the SMS/link/email shall be deemed to have been received by you after they have been submitted for delivery to the mobile phone operator. v. You agree to receive all commercial message including transactional messages from Film Pod. 18. DISCLAIMER: i. WE MAKE NO WARRANTY, EXPRESS OR IMPLIED, WITH RESPECT TO THE SITE, THE PLATFORM/NETWORK AND SERVICES OFFERED. WE EXPRESSLY DISCLAIM THE IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR ANY PARTICULAR PURPOSE. ii. THE FP PAY SERVICES IS PROVIDED "AS IS" "WHERE IS", "WITH ALL FAULTS" BASIS. WE MAKE NO WARRANTY OR REPRESENTATION, WHETHER EXPRESS OR IMPLIED, IN RELATION TO THE SATISFACTORY QUALITY, FITNESS FOR PURPOSE, COMPLETENESS OR ACCURACY OF THE SERVICE OFFERED THROUGH THE FP PAY. iii. WE MAKE NO WARRANTY THAT THE OPERATION OF THE FP PAY WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SOFTWARE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR BUGS ,OR REPRESENT THE FULL FUNCTIONALITY, ACCURACY, RELIABILITY OF THE MATERIALS THEREIN.

19. LIMITATION OF LIABILITY: i. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, NEITHER FILM POD, NOR ITS AFFILIATED COMPANIES, SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES OR ANY RELATED PARTY SHALL HAVE ANY LIABILITY TO USERS OR TO ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OR ANY LOSS OF REVENUE OR PROFITS ARISING UNDER OR RELATING TO THESE TERMS, THE SITE OR THE OFFERINGS, EVEN IF ANY OF SAID PARTIES HAD BEEN ADVISED OF, KNEW OF, OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. ii. TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR MAXIMUM AGGREGATE LIABILITY TO YOU FOR ANY CAUSES WHATSOEVER, AND REGARDLESS OF THE FORM OF ACTION (WHETHER LIABILITY ARISES DUE TO NEGLIGENCE OR OTHER TORT, BREACH OF CONTRACT, VIOLATION OF STATUTE, MISREPRESENTATION OR FOR ANY OTHER REASON), WILL AT ALL TIMES BE LIMITED TO INR ONE HUNDRED (INR 100). 20. INDEMNITY: You agree to indemnify, defend and hold Film Pod and/or related parties harmless from any and all claims, losses, damages, and liabilities, penalty, costs and expenses, including and without limitation legal fees and expenses, arising out of or related to your use or misuse of the FP PAY Services, any breach of these Terms and Conditions, or any breach of the representations, warranties, and covenants made by you. 21. COMPLIANCE WITH LAW: Film Pod shall comply with the laws as applicable for the time being in force. 22. CONFIDENTIALITY: You specifically agree that in order to facilitate the provision of FP PAY Services, Film Pod may be required to disclose any information or particulars pertaining to you to any authority, statutory or otherwise. 23. INTELLECTUAL PROPERTY RIGHTS: The Film Pod hereby grants you the non-exclusive, non-transferable right to use our FP Pay services in accordance with this Agreement. We, or our licensors, own all right, title and interest, including, but not limited to all copyright, trademark, patent, trade secret or other proprietary rights ("IP Rights"), in and to the website, the Usage Data or FP Pay services. You shall not reproduce, distribute, transmit, modify, create derivative works, display, perform or otherwise use the Site, the Platform or any of the IP Rights, or attempt to reverse engineer, decompile, disassemble, or derive the source code for the FP Pay to create a competing product. You hereby acknowledge that by using the FP Pay services, you obtain no rights in the software, trademarks or content related to the FP Pay and you may only use the same in accordance with this Agreement. Unauthorized use is strictly prohibited. All rights are expressly reserved to Film Pod. 24. SYSTEM COMPLAINTS AND DISPUTE RESOLUTION: For Redressal of disputes/complaints you can email to us at FPpaydisputes@filmpod.com, with brief details of your complaint or call on our hotline No. 8888888888. Our customer service staff will acknowledge and redress your complaint on best effort basis. 25. ARBITRATION: Any dispute or difference which may arise at any time between the parties, as to the construction, meaning or effect of, or, as to any clause, matter or things contained herein, or as to the rights or liabilities of the parties under this Agreement, shall be referred to arbitration under the Arbitration and Conciliation Act, 1996 (Indian) to be adjudicated by a sole arbitrator to be appointed, at the sole discretion, by Film Pod. Arbitration shall be held at Mumbai, India. The proceeding of arbitration shall be in the English language. The arbitrator’s award shall be final and binding on the Parties. The parties irrevocably agree that the Agreement shall be governed by and construed in accordance with the laws of India and the courts of Mumbai, India, shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this agreement and waive any objection to such personal jurisdiction based on forums non-convenience or any other basis. 26. FORCE MAJEURE: Film Pod shall not be responsible for any delay in the performance of any terms and conditions hereunder to the extent that such delay is caused by technical issue, server malfunction, war, revolution, riot, act of public enemy, terrorism, sabotage, epidemic, quarantine restrictions, accident, fire flood, tempest, earthquake, civil commotion, governmental action, Acts of God (force majeure ) including, but not restricted to, strike, lock-out, fire, break-down, war, destruction of network, web space or website by way of hacking, virus prone, defacement, stoppage of display or transmission of the website/app of Film Pod, Act, or Regulation, or restriction of Government, inability to secure Government authorization, or approval, or any other cause beyond their reasonable control, including the breakdown of systems and any other causes beyond its reasonable control. 27. GENERAL: i. We reserve the right to modify or terminate the FP Pay Services at any time, without notice, and we will not be liable to you as a result of any such action. ii. Film Pod shall have the right to assign/transfer these presents to any third party including its holding company, subsidiaries, affiliates, associates group companies. iii. This Agreement constitute the entire Agreement between Merchant and the Film Pod pertaining to the subject matter hereof and supersedes in their entirety all written or oral agreements between the parties. iv. The Parties to this Agreement are independent contractors and nothing in this Agreement shall make them joint ventures, partners, employees, agents, associates, affiliates or other representatives of the other party hereto. v. To the maximum extent permitted by law, you waive, release, discharge and hold harmless Film Pod, its affiliated and subsidiary companies, and each of their directors, officers, employees, and agents, from any and all claims, losses, damages, liabilities, expenses and causes of action arising out of your use of the Platform/ FP PAY Services. vi. If any provision of this Agreement is determined to be unenforceable for any reason, then the remaining provisions hereof shall remain unaffected and in full force and effect. vii. No variation or amendment to this Agreement shall bind either party unless made in writing and signed by the duly authorized persons/officers of both the parties. viii. In this Agreement and unless otherwise stated, "we", "us" or "our" refers collectively to the Film Pod and its subsidiaries, affiliates, directors, officers, employees, agents and contractors. TERMS OF SERVICE FOR LISTING SERVICES This document is an electronic record in terms of the amended Information Technology Act, 2000 and rules and regulation made thereunder. This electronic record is generated by a computer system and does not require any physical or digital signatures. This document is published in accordance with the provisions of Rule 3 (1) of the Information Technology (Intermediaries Guidelines) Rules, 2011 that require publishing the Terms for access or usage of Film Pod’s service via Film Pod Portals. This document meets the stipulations and conditions mentioned in Section 65B (2) of the Indian Evidence Act, 1872. This Terms Of Service guides the contractual relation between Vendors (hereinafter called as "Vendor"/"Service Provider", "You" or "Your") and Film Pod Limited (hereinafter called as Film Pod,) and it governs the services offered by Film Pod through its website (www.filmpod.com), phone Search, SMS, WAP, APP or any other medium (collectively called "Portals" ). Film Pod offers you its services only on the Terms and any amendments made under this Terms of Service. Film Pod’s endeavor will be to send the Terms of Service to you on your registered email ID and/or mobile number via Emails/Sms/WhatsApp and the same is also published on Film Pod’s website at https://www.filmpod.com/Terms-of-Use/Service-for-Listing- Service. 1. INTRODUCTION: The Services (defined hereinafter) of 'Film Pod' is provided by Film Pod Limited, a company incorporated under the Companies Act, 1956 and having its registered office at Building M-501/B, Palm Court Complex, New Link Road, Malad (West), Mumbai-400 064 ("Film Pod"). Film Pod carries on the business of providing information about Vendors (defined hereinafter) of various products and services ("Information") in selected towns and cities in India ("Service") to end users. Film Pod is local search engine and it primarily provides directory services to its Callers/Users as per their requirements & searches made on Film Pod’s portals in as much as this terms of use is concerned as applicable to the vendors. Film Pod search service is available to users through multiple platform viz., Internet, mobile internet, telephone (voice, text & SMS). Film Pod is merely a medium which connects general public with vendor’s goods and services listed on Film Pod, however, at the same time it does not intend to guarantee any business to such Vendors. The Vendor details as provided by them are specified in the listing available at Film Pod's portals. Film Pod's objective is to provide a quicker guide for up-to-date Information in a user friendly manner and via a medium that the end user is comfortable with. The end users ("hereinafter referred as Callers/Users") of the Service are persons who may want to purchase goods / avail services and are seeking information about the Vendors of such goods and services. These Terms of Service (defined below) and the invoice mentioned in Clause 13 constitute the entire understanding/Contract) between Film Pod and the Vendors.

2. INTERPRETATION: a. Contract means this Terms of Service together with all Schedules and Annexures (if any); b. References to a party hereunder shall include such party’s successors, permitted assigns and any persons deriving title under it; c. The descriptive headings of Clauses are inserted solely for convenience of reference and are not intended as complete or accurate descriptions of the content of such Clauses; d. The use of words in the singular or plural, or with a particular gender, shall not limit the scope or exclude the application of any provision of this Contract to such person or persons unless the context otherwise permits; e. Any grammatical form of a defined term herein shall have the same meaning as that of such term; and The words "including" and "includes" herein shall always mean "including, without limitation" and "includes, without limitation", respectively. 3. SUBSCRIPTION : Vendors may be business houses, small medium enterprises, corporate entities, semi-corporate entities, establishments or individuals, who subscribe to the Service in order to list their company or business. Film Pod will provide only the Information about the Vendor to the Users in the manner provided for in these Terms. Vendor agrees and acknowledges that Film Pod does not guarantee any business to the vendor and is merely a medium through which information is made available to the general public. 4. GENERAL TERMS: i. (i) This Terms of Service, including any Invoice, Annexures etc. together will be referred as "Contract/ Terms of Service". This Terms of Service will override any previous understanding (whether written or oral) between the Vendor and Film Pod on the subject matter hereof. The Terms Of Service shall be valid and effective for 1 (one) year or more from the Effective Date unless otherwise agreed by the parties and in accordance with the terms of Service subject to the timely receipt of the payment. The Service would automatically stand renewed unless (a) the Vendor intimates Film Pod by prior written notice (either by email or through registered post) at least 3 (three) months before the expiry of the 1 (one) year tenure, expressing their intention not to renew the Service or (b) is terminated by either Party prior to renewal in accordance with these Terms. In the absence of any written communication by the Vendor as to non-renewal after the expiry of the 1 (one) year tenure or unless terminated earlier by either Party, the Service would stand automatically renewed on terms specified herein. By agreeing to the terms of the Contract, the Vendor shall be deemed to have consented unconditionally to all such addendums and amendments to the Contract without requirement of any specific notice or signature thereto. Film Pod is entitled to modify the Terms of Service as it deems fit and will not be required to provide a specific notice of such change to the Vendors. It shall be the sole responsibility of the Vendors to visit the Website and update themselves of the modifications/changes to the Terms of Service. Any changes to or amendment to these Terms or the Terms of Service will be deemed to take effect from the Effective Date and will be binding on the Vendor. ii. Subject to terms set out in Clause above, it is clarified that the automatic renewal of the Service will also be subject to sufficient credit balance of Vendor being available in the Vendor's account with Film Pod. It is further clarified that in ECS/ CCSI mandate should be active and the payment should be honoured on the stipulated date for the purposes of renewal of the Service. iii. The automatic renewal of the Service is subject to the absolute discretion of Film Pod. The amount mentioned in the Invoice along with any other document which forms a part of this Terms of Service, Total Fee is the decided fee for the provision of Services and shall not be reviewed at any point except at the discretion of Film Pod. The Vendor’s by making the payment as raised in the invoice confirms the acceptance of Terms of Service as set out herein, for availing the service from Film Pod. iv. The vendor hereby authorizes that upon the execution of ECS / CCSI MANDATE Film Pod is authorized to DEDUCT minimum of 9 months ECS, thereafter Vendor has the option of terminating the Service. The Vendor shall only terminate the Service upon the completion of minimum tenure of 9 months from effective date which can be terminated by giving prior 3 (Three) months written notice (either by email or through registered post) to its bill due date, expressing intentions of discontinuing the Services. v. Notwithstanding anything contained anywhere in this contract, The Vendor undertakes that if any concession is availed by Vendor while availing Film Pod services it shall be under obligation to honor the payment (through any mode as opted) under any circumstances for the total tenure of the services as availed by the Vendor subject to terms of service as mentioned in this document. The Vendor hereby authorizes that upon the execution of ECS / CCSI MANDATE Film Pod is authorized to DEDUCT the ECS/CCSI or any other payment mode for the total tenure as per the services availed especially where concession is availed by Vendor. vi. In respect of Premium listings or any other Listings, where the payment mode and manner opted by the Vendor is Electronic Clearing Service (ECS) or Credit Card Standing Instruction (CCSI), the Service would be automatically renewed as mentioned in Clause 4 of these Terms, however such automatic renewal is subject to the condition that same will be so renewed at revised values (commercials) as existing on the date of automatic renewal and on such other terms as may be determined solely by Film Pod. Notwithstanding anything contained in this Term of Service, the automatic renewal and the terms of such renewal will be at the absolute discretion of Film Pod. vii. It is clarified that, irrespective of whether the Vendor has registered or not registered their entity/ firm’s contact numbers in the "Do Not Call" registry of Telecom Regulatory Authority of India (TRAI), or any other statutory body, upon acceptance of the Terms Of Service, the Vendor would be deemed to have given their consent and authorized Film Pod to share the Vendor’s details and contact numbers for business and promotional purpose with Users of the Service and for other business purposes of Film Pod. Further the Vendor, by accepting the Terms of Service, has given his consent to Film Pod to contact him for any business promotion of Film Pod. The Vendor confirms that Vendor shall carry out all the obligations as specified in the Terms of Service. The Vendor also undertakes to take all such measures as may be necessary to ensure that the Users do not encounter any difficulty in contacting the Vendor. In the event the Users are unable to contact the Vendor it would not be deemed to any deficiency in the Services rendered by Film Pod. The Vendor undertakes to comply with all the present and future TRAI regulations or regulations of any other regulatory bodies on subject matter covered under this clause and would ensure that User or Film Pod will not face any difficulty in contacting the Vendors. 5. INFORMATION DISSEMINATION: Film Pod currently disseminates Information to the Users through different platforms, viz., telephone, internet, WAP (Wireless Access Protocol) and Wireless (SMS short code) SMS and Whatsapp. Film Pod may, at its discretion cease providing Information over any of the above platforms or provide Information over other platforms or modify the manner in which Information is provided over any of the existing platforms, as it may deem fit, from time to time. 6. VENDOR LISTINGS : 1. This refers to the various kinds of Listings Service that can be selected by the Vendor. Film Pod provides the following kinds of listings Service ("Listings"): (a) Premium Listings (b) Package Listings (iii) VFL / LFL (Verified / Lifetime Listing) Package (iv) SMS-Promo Services. (v) Cost per enquiry-based packages (vi) Other Services as may be introduced by Film Pod from time to time and or as mentioned in the invoice or the proposal forms as the case may be. a. Premium Listing The Vendor agrees that the PREMIUM LISTINGS are the position-based services, which can be fixed or rotational in nature as reasonably decided by Film Pod, as per availability in the selected categories and pin codes on the day of receipt of the payment on Film Pod’s account. Under rotational search, in respect of specific area search, the listing of the vendors will appear on those positions, which have been opted by them. In respect of all area searches, the listings will be displayed rotationally on the basis of amounts paid by them for that category. The Vendor agrees that it shall enlist itself under the Listing which is mentioned in Clause 6 of the Terms of Service. The packages value may vary based upon the city town, medium, category, and such other parameters as may be identified by Film Pod. In the event Vendors wish to change/add any categories/pin code etc, it will be done at additional cost, depending on the availability and discretion of Film Pod. However in case of removal/cancellation/deletion of any categories/pin code in the existing listing, the Vendors shall not claim to reduce the cost or refund the money on the basis of removal/cancellation/deletion of any categories/pin-codes. Film Pod reserves the right to change the aforesaid Listing Service options by adding new listings or deleting the existing listings or adding, deleting, modifying or merging any categories or keywords or pin-codes. In the event the listing applied for is no longer available, Film Pod shall endeavor to allot similar Listing to the Vendor. The final decision making power with regard to Listing shall however vest with Film Pod and such decision shall be final and binding on the Vendor. The Vendor agrees and undertakes that if Vendor has opted for the maximum number of enquiries in the contract (irrespective of tenure), under such arrangement there shall be no fixed tenure that would be defined. The tenure would be determined on the basis of maximum numbers of enquiries provided to the Vendor's listings. The Vendor acknowledges that numbers of enquires shall solely be dependent on the market trend/response or user's demand and Film Pod does not guarantee on the numbers of enquiries however it shall be its endeavour to provide the services on best effort basis. b. Package Listings Under Package listings, the consideration as paid by the vendor would be allocated by Film Pod, as available, over categories and pin-codes / locations as opted by the vendor for their listing/contract. The services under package listing would be on rotational basis for a given area specific search or all area search. Vendors would be given preference on the visibility in proportion to the consideration amount paid for that category etc. c. VFL (Verified Listing) and Life time listing (LFL) Package i. The terms as mentioned under sub clause C shall only be applicable to VFL Package: ii. Film Pod will be providing VFL & LFL packages under promotional scheme to Vendor as per the terms as mentioned under the terms of use. In VFL & LFL packages, a) Film Pod will display the “FP Verified” logo in Vendor’s business listing. The verified logo would be visible as long as the Vendor’s business listing is active on Film Pod portals subject to the terms mentioned under terms of use and periodical telephonic or other verification of the listing by Film Pod Limited/its representatives. b) Film Pod for a consideration as determined and paid by the Vendor shall provide the listing services under VFL package for period up to one (1) year. iii. The Vendor opting services under VFL & LFL shall also get the visibility preference over the free listing. Film Pod for the purposes of disseminating information to the users, it shall provide life-time services under this package. The visibility under the lifetime services in relation to disseminating the information to the users shall be made available on Film Pod portals provided Vendor's business listing is active on Film Pod portals as per applicable terms of service & as per Film Pod's business policy revised from time to time. Film Pod, at its discretion, shall not be liable in any manner to provide the services or otherwise in the event of failure on the part of Vendor's to honour the payment for VFL & LFL packages. Film Pod reserves its right to determine the listing in the event of non-payment for its services and as per its business requirement. iv. Notwithstanding anything contained hereinabove, all other clauses specified under "Terms of Service for Vendor" shall remain applicable in full force to the Vendor who has obtained services under VFL & LFL from Film Pod".

d. Cost per enquiry : the Vendor/ business listing must identify the business category in which he/she wants to be listed ("Category") and agrees to pay per enquiry & the total nos. of enquiries. An enquiry is generated when (i) in relation to Telephone & SMS when Film Pod disseminates information about the vendor/ business listings to a user/caller upon the request by the caller/user for information (ii) in relation to online information, be it directory or other facilities as made available to the users who enquires relevant details of vendors his products/services or business entities details. Currently the mediums available are Telephone/ SMS & online. The cost per enquiry shall be determined based on the total nos. of enquiries divided by total amount as paid by the vendor. To clarify, upon each enquiry being generated through Film Pod an amount equal per enquiry shall be deducted from the total amount paid by the vendor/business listing. Upon threshold being reached on a given day, no more enquiries shall be shared under the contract however; the vendor may have an option to renew the services as per the prevailing rates. e. Guaranteed Leads / Calls / Transactions: Under Guaranteed Enquiry campaign, Vendor//business entities will receive enquiries, calls, among other details, in relation to the information as sought by the user. These enquiries as shared to Vendor/business entities are chargeable, as per payment plans opted by the Vendor/ business entities under this campaign. The services under Guaranteed Enquiry campaign will remain in effect till the completion of minimum enquiry commitment. f. Pay Per Enquiry: Under this plan/services, Vendors in its profile page as made available will be able to access the details of an enquiry or enquiries and its applicable charges that will be deducted from Vendor's account, as maintained with Film Pod. Vendor availing this plan/services, are required to maintain the interest free & non-refundable deposit amount(as per invoice) from time to time. Vendor's agree and understand that Film Pod will be entitled to DEDUCT THE CHARGES /FEES PER ENQUIRY , APPLICABLE TAXES & OTHER CHARGES from the account/deposits belonging to a Vendor. Vendor agrees and acknowledges that deposit amount, fees & other charges are subject to change . The charges/cost for per enquiry to be deducted shall also be revised by Film Pod from time to time. The amount so deposited under this plan/services by Vendor is NON-REFUNDABLE & NON-TRANSFERABLE. Any enquiry as shared by Film Pod with Vendor under this plan/services or otherwise does not guarantee any business for the Vendor. g. Pay Per Performance Services: Details of Services: 1. I) Bundle Services - i) Display - shall mean listing visible on Film Pod portal with the name, contact detail, address and other details as provided/uploaded by Vendor. ii) Calls - shall mean direct calls made by User/Callers to Vendors. iii) Direct Enquiries - User's directly enquiring for Vendor's product/services by clicking on "Whatsapp" icon OR "Enquire Now" option OR "Best Deal" option available on Film Pod platforms. 2. II) Optional Services - a) Grab Leads/Enquiries - These are additional enquiries which vendor may opt to avail services at additional cost. Pay Per Performance Services: Vendor can avail Bundle Services (as defined above at point no. I) based on the payments made by Vendor to Film Pod. The visibility of the Vendor's business listing on Film Pod portal will be determined on the payment plan chosen by Vendor. Vendors as per their requirement, will be able to exercise control/access their daily expenses from dashboard made available under Bundle Services viz., i) Display, ii) Calls and iii) Direct enquiries to the Vendor. Vendors while availing bundle services will be able to add/reduce the daily amount (subject to minimum threshold) using the control mechanism available the Dashboard. Optional Services : (As defined above at point no. II) the services can be availed subject to Vendor making necessary payment in advance. Vendor agrees and confirms that Film Pod is providing the services on AS IS BASIS ONLY, WITHOUT ANY EXPRESS or IMPLIED WARRANTIES OF ANY KIND. Vendor acknowledges that there are no restrictions on the maximum numbers of calls made by users to Vendors and User as per its discretion may directly calls to Vendor. It is mandatory for the Vendors to maintain the minimum threshold value, in the event if minimum threshold value is not maintained by the Vendors, then Film Pod will have right to deduct (at any time) the maximum amount as per ECS Mandate form, CCSI, NACH form or any other payment mode executed by Vendor to avail monthly installment payment facilities. 7. "Film Pod/FP Verified" Stamp : "Film Pod/FP verified" means, the information related to name, address, contact details of the business establishments have been verified as existing at the time of registering any Vendor with Film Pod. This verification is solely based on the documents as supplied by a Vendor/s or as per the details contained in Customer E - Registration Form. 8. "FP Trusted" Stamp "FP Trusted Stamp" indicates that the identity & information of the vendors/services, viz., name, address, contact details, business name has been verified on best effort basis, as existing, based on the documents/information furnished by the vendors/service providers. "FP Trusted Stamp" are also allocated to the vendor's/service providers considering user's reviews/ratings or any other criteria. 9. LISTING/ SERVICE AND OTHER FEES: a. The Vendor agrees/undertakes to pay advance and non-refundable Listing/Service Fee and other applicable charges/fees for any additional feature/upgraded services /facility etc. as availed by the vendor from time to time. The applicable charges/commercials will be determined by Film Pod at its sole discretion. Film Pod on the receipt of such fees from the Vendor, will send the e-invoice to the registered mobile number & email ID of the respective Vendor or their authorized person on their registered contact details. Film Pod reserves its right to recover such applicable fees, cost, expenses and taxes etc from time to time. Vendors agrees/understands that Film Pod may present the payment mandates i.e. ECS / CCSI / NACH any number of times to receive its just dues / payments & to provide uninterrupted services. b. The vendor/service provider can pay the fee, either by way of upfront payment (payment of entire fee), or by way of the easy instalments payment options as available. If vendor/service provider opts to pay the fee/consideration by paying instalments, under such payment schemes, the vendor/service provider shall be liable to pay to Film Pod the initial amount (including applicable Tax), at the time of registration of listing services and the balance payment can be paid through the various payment modes such as ECS (Electronic Clearing Service); CCSI (Credit Card Standing Instruction) & NACH (National Automated Clearing House). It is hereby clarified that the services shall only be activated once the first ECS/ CCSI/ NACH payment is credited on Film Pod’s account as per the payment plan or the payment as received for the services/products as availed. Under no circumstances shall Film Pod be liable to make any refund any amount as paid by vendor/service provider on account of deactivation/non-activation of services due to non-receipt of any payment through ECS/ CCSI/ NACH/Cheques etc.. Film Pod reserves the right, at its sole discretion, to change, modify and amend the Terms pertaining to the activation of your services at any time by publishing the amended Terms on our portals at https://www.filmpod.com/Terms-of-Use/Service-for-Listing- Services with or without notice to you. Vendor/Service Provider are advised to check the Terms at regular interval to received uninterrupted services. c. The vendors shall furnish the KYC documents or any other documents, as may be required by Film Pod, on or before the first ECS/ CCSI/ NACH clearance. For the purpose of clarity, KYC documents include, (1) the passport; (2) the driving licence; (3) Voter's Identity Card issued by the Election Commission of India; (4) Copy of Aadhar Cards; (5) Job card issued by NREGA duly signed by an officer of the State Government; (6) letter issued by the National Population Register containing details of name and address; along with PAN Card. In addition to aforesaid, the vendors also needs to furnish the documents relating to the business listing such as, Certificate of incorporation, PAN Cards of the company, Registration certificate, GST certificate, Shop & Establishment certificate, or any other Government certificate issued to running their business.

10. PAYMENT MODES: i. Film Pod allows the Vendor to make the payments for the Services, including the payment of the Service/Listing Fee, i.e., the Total Fee excluding Service Fee/ Subscription Fee by way any of the following modes: a. Cheque; b. Demand Draft; c. RTGS (Real Time Gross Settlement); d. ECS (Electronic Clearing Service); e. CCSI (Credit Card Standing Instruction); f. NACH (National Automated Clearing House) ii. It is hereby clarified that Film Pod does not encourage/prefer that payments be made in cash. Any cash payments made by the Vendor pursuant to Terms of Service with Film Pod, shall be at the sole risk of the Vendor, without any recourse to Film Pod. Vendors shall not share to any employee of Film Pod Limited any banking related information or any information that is considered to be sensitive personal information within the meaning of Information Technology Act, 2000 as amended or any other law for the time being in force. iii. Payments can be made by the Vendor either weekly, fortnightly, monthly, quarterly and half-yearly as directed by Film Pod. Film Pod shall make best efforts to activate the Terms Of Service within 14 (Fourteen) working days from the date of receipt of the Service Fee and relevant documents into its bank account, for the respective Listing (subject to delay due to technical malfunctions). However Film Pod will not be liable in any manner for any delay in activating the Service of Vendor. 11. CONSEQUENCES OF NON-PAYMENT OF SERVICE FEE / ECS AMOUNT: a. The Vendor hereby agrees that it shall make the payment via such mode which is mentioned on the Clause 10 of these Terms. Any dishonor of payments will attract provisions of Section 138 of the Negotiable Instruments Act 1881 including other appropriate legal proceedings to recover its just dues. The Vendor shall also be liable to pay interest @18 % per annum during that period. Film Pod reserve its right to recover to recover its just dues as per the services or the packages availed by the Vendor. b. In the event if the Vendor fails to make any payment for the services as availed, including the Service Fee or the ECS amount, in time and as per the payment plan chosen by him, Film Pod may also, in its sole discretion, suspend the Vendor’s Listing or access to the Service, as the case may be, until the Vendor makes necessary payments. Further, the Vendor agrees and acknowledges that the Vendor shall be deemed to have waived his rights to the Service and the Vendor's listing for the period during which the Service and the Listing is suspended for non-payment. The right of Film Pod to determine the listing, suspend the Service and the Listing shall be without prejudice to Film Pod’s right to terminate the services for any material breach committed by the Vendor. Vendor hereby acknowledges that the opted position/listing will be released to other Vendors in the event of non-payment of Service fee or ECS amount without any notice/intimation from Film Pod. 12. LUMP SUM PAYMENT MODE: Vendors who pays the lump sum amount while availing the services under such payment mode the tenure of the Service will be equivalent to the amount paid by the Vendor. 13. ISSUANCE OF INVOICE/ANNEXURES: a. On receipt of the consideration, the services shall be activated Once the services is activated Film Pod shares the invoice to the Vendors on their registered email ID and/or mobile number via email/sms & other electronic modes along with an invoice & other details as may be required. b. Invoice is valid subject to timely realization of the payment. 14. PRIORITY OF INFORMATION ABOUT VENDORS: For Film Pod, providing Information that is relevant to the User is a priority. The User may or may not identify the location and category in respect of which he is seeking Information and Film Pod will provide such Information (subject to availability of such information) based on such choice of the Users. Amongst the Vendors who fall within the parameters identified by the User, Information about Vendors registered with Film Pod, that is, the Vendors is first provided on best effort basis, subject to delays due to any technical malfunction. Priority among Vendors i.e., determined on the basis of the listing selected by the Vendor and on the basis of Total Fee to be paid by the Vendor. Nothing contained in the herein, shall be deemed to restrict or prevent Film Pod from providing Users with Information about other Vendors whether in priority to the Vendors or otherwise, as Film Pod may in its sole discretion determine. The Vendor acknowledges that Film Pod will merely convey the Information to the Users on demand and does not guarantee that any of such User requests will result in business prospects for the Vendor. 15.NO GUARANTEE OF BUSINESS: Film Pod does not guarantee that enquiries/leads will be generated by it for the Vendor or that any of such enquiries/leads will be converted into business for the Vendor. 16.NO MARKETING: Film Pod is not obliged and does not market the offerings of Vendor and shall not be obliged to recommend Vendor to the Users. Film Pod’s obligation under the contract is limited to the obligations explicitly set out herein and in no event does Film Pod undertake to generate or guarantee Enquiries or business to the Vendor. 17.INDEMNIFICATION: Vendor shall defend, indemnify, and hold harmless Film Pod, its officers, employees, agents, Representatives from and against any claims, liability(ies), demands, losses, damage, deficiencies, actions, judgments or cause of action, assessments, interests, penalties and other costs or expenses (without limitation to reasonable attorneys’ fees and expenses) arising out of or in relation to or in connection with: a. breach of any provision or non-performance of any of its obligations under this Terms of Service; b. by reason of any infringement of third party rights (including intellectual property rights); c. any representation and warranty given by Vendor under this Terms of Service being found to be untrue, false or incorrect; or d. anything done or omitted to be done due to gross negligence, wilful default or wilful misconduct of the Vendor or any of its officers, directors, employees or agents or e. any third party claims or liability arising out of or related to Vendors' Ads or Services. 18.CONFIDENTIALITY AND RELATED OBLIGATIONS: The Vendor shall keep any information regarding the Users of the Service ("User Information") confidential both, during the subsistence of this Terms Of Service and after its termination. The Vendor shall not, without the prior written consent of Film Pod, transfer (whether for consideration or otherwise) User Information to any third party for any reason whatsoever. The Vendor is specifically prohibited from using the User Information for purposes of seeking any commercial gain out of said User Information. In the event Film Pod is made aware of any such practice of the Vendor in violation of the terms of this Terms Of Service, Film Pod shall be entitled to terminate the Services as well as initiate such legal proceedings against the Vendor, as it may deem fit at its sole discretion and without prejudice to rights available to it under applicable law. 19.VENDORS’ OBLIGATIONS TOWARDS END USERS: a. The vendor shall be responsible for any delivery, after-sales service, payment, invoicing or collection, sales enquiries, support maintenance services and/or any other obligations or services relating to or in respect of the Products/services provided by Vendors to end users. Such services shall be the sole responsibility of the Vendor/vendors. b. If any dispute raised by the End Users regarding the products/services, the vendor shall be obliged, forthwith, either to take back or withdraw defective goods or to withdraw or discontinue deficient services, or if fails to rectify defective goods or deficient services, then to refund the consideration within the period stipulated in the bill or cash memo or receipt or in the absence of such stipulation, within a period of Two days; c. In the event vendor is unable to resolve the grievances of any End User as per the satisfaction of End User, then Film Pod as per its discretion reserves the right to suspend the services/terminate the services or take any other measures as it may deem fit and proper. d. The vendor acknowledges and accepts that vendor is solely responsible (i) for falsely describing its product or service; or (ii) to give a false guarantee to, or is likely to mislead the consumers as to the nature, substance, quantity or quality of such product or service; or (iii) to deliberately conceals important information in relation to any product or service; or (iv) for falsely representing about the standard, quality, quantity, grade, composition, style or model of goods/products; or (v) for falsely represents about the standard, quality or grade of services; or (vi) for falsely representing any re-built, second-hand, renovated, reconditioned or old goods as new goods; or (vii) for falsely representing about the sponsorship, approval, performance, characteristics, accessories, uses or benefits of goods or services; or (viii) for falsely representing about the sponsorship or approval or affiliation; or (ix) makes a false or misleading representation concerning the need for, or the usefulness of, any goods or services; or (x) gives to the public any false warranty or guarantee of the performance, efficacy or length of life of a product or of any goods: or (xi) gives false or misleading facts disparaging the goods, services or trade; or (xii) for the goods do not comply with the standards prescribed by the competent authority relating to performance, composition, contents, design, constructions, finishing or packaging as are necessary to prevent or reduce the risk of injury to the person using the goods; (vi) for manufacturing of spurious goods or offering such goods for sale or adopting deceptive practices in the provision of services; (vii) for not issuing bill or cash memo or receipt for the goods sold or services rendered in such manner as may be prescribed; (ix) for disclosing to other person any personal information given in confidence by the user/consumer unless such disclosure is made in accordance with the provisions of any law for the time being in force. e. The vendors shall be solely responsible for the accuracy of all information and/or validity of the Prices and any other charges and/or other information relating to the Products and/or services. The vendors shall be solely responsible for the price to be charged by them in accordance with law time being in force.

20.VENDORS’ OBLIGATIONS TOWARDS FILM POD LIMITED: a. The vendor acknowledges that it shall be solely responsible for all materials/information and its use of Film Pod's directory services. The Vendor/vendor agrees that nothing in its Materials/information or its use of the Directory Services will be false, misleading, defamatory, harassing, or threatening, will constitute unfair competition or unfair commercial practice, will violate any applicable Law, or will infringe or misappropriate the Intellectual Property Rights of any third party. The vendor is solely responsible for the activities of any contractor, representative, or any of its agents or other persons acting on its behalf in connection with this contract. The Vendor/vendor will ensure that it's complying with all applicable Law, including Law related to data protection and privacy. b. The vendor acknowledges that Film Pod is basically a local search proving directory service and do not seek any fulfilment of the product / services delivered or not, and it is the vendor responsibility to deliver the goods & services whose business is listed on Film Pod's platform. c. The vendor acknowledges that Film Pod is not responsible for the goods or services, or any dispute between the vendors & end users. It is the responsibility of the vendors to resolve any dispute or claim raised by end users. d. The vendor acknowledges that Film Pod warrants that any proof/ intimation of dispatch of such Proof of Fulfilment provided will be authentic, whether electronic or otherwise. Provided that, if Film Pod so requires, the physical proof of dispatch of the Proof of Fulfilment of the Product shall be made available to Film Pod. All Proof of Fulfilment of Products shall be maintained by the vendor for a period of at least 3 (Three) year from the date of such fulfilment. e. The vendor acknowledges that Film Pod shall also not be responsible for any non-delivery/non-fulfilment of any Products/Services sold by sellers/vendors to the end users. All risks associated with the delivery/fulfilment of the Products/Services shall be solely that of the Vendors. Any and all disputes regarding quality, merchantability, non-delivery/non-fulfilment and delay in delivery/fulfilment of the Products/services or otherwise will be dealt with by and between the Vendors directly and End users and Film Pod shall not be made party to such disputes. The Vendors shall hold Film Pod saved and harmless from any such actions or claims that may be initiated against it. The vendors shall also indemnify and hold indemnified Film Pod at all times against all such actions and claims. f. The vendor acknowledges that Film Pod shall not be responsible for any fault, imperfection, shortcoming or inadequacy in the quality, quantity, potency, purity or standard or nature and manner of performance of any product or of any goods/services, sold by sellers/Vendors listed with Film Pod’s directory service, which is required to be maintained by or under any law. g. The vendor acknowledges and accepts that it restrains itself from: (i) unreasonable security deposits from end users for the performance of contractual obligations; or (ii) imposing any unreasonable penalty on the end users, for the breach of contract; or (iii) refusing to accept early repayment of debts on payment of applicable penalty; or (iv) entitling a party to the contract to terminate such contract unilaterally, without reasonable cause; or (v) permitting or has the effect of permitting one party to assign the contract to the detriment of the end users, without his consent; or (vi) imposing on the end users any unreasonable charge, obligation or condition; or (vii) manipulation of price or its conditions of delivery or to affect flow of supplies with intent to impose unjustified costs or restrictions. 21.VENDORS’ GENERAL OBLIGATIONS: a. Vendor represents and warrants that (i) it is a bona fide business organization carrying on business in relation to the items disclosed to Film Pod; (ii) it has the rights to use the trademarks; (iii) the business carried on by vendor does not violate or infringe upon any law or regulation and all registrations, authorizations and /permission necessary approvals required for carrying on business have been procured by it; and (iv) all information provided about itself (Vendor) to Film Pod, is and shall at all times be accurate, valid and complete; (v) it would be solely responsible and liable for the information provided (including but not limited to the content or details pertaining to any intellectual property provided by the Vendor to Film Pod) to Film Pod.(vi) Vendor shall not have right to terminate the Service upto 9 months from the date of activation of the Service. For the purpose of clarity it is agreed between the parties that Film Pod will not be liable to refund any ECS amount which has been deducted during the validity of the contract. b. Additional Covenants 1. The vendor acknowledges and accepts that any grievance as to the Services will be entertained only as long as the Service remains in force and that Film Pod will not entertain such grievances post-expiry or termination of the Service; 2. Vendor accepts that it is his/her responsibility to update contact information, information pertaining to its products/services using the online edit option available in their listing and keep Film Pod updated in this regard. In the event the relevant information is not updated accurately, the Vendor would, by default, be bound by the explanation or description of the product/service or any other details of the vendor communicated by Film Pod to the Users or any other third party; 3. Vendor hereby agrees to keep proper receipts, invoices and details for the transactions entered into by it (Vendor) and the User; 4. The Vendor undertakes to provide a copy of the licenses/ registrations or any other documents including but not limited to valid Identity proofs such as ration card, adhar card, pan card, passport, voter id card and residential proofs such as electricity bill, telephone bill, bank passbook etc, as required by it (Vendor) to run the business. The vendor acknowledges that any breach of the covenants set forth herein may cause delay in activation, non-activation or termination of the services by Film Pod, at its sole discretion. Vendor further acknowledges that vendor shall not be entitled for any refund, compensation, damages, expenses, interest arising of out of business loss, claims, actions, inconvenience suffered by vendor from delay in activation of services, non-activation of services or termination of the services due to their (Vendor’s) fault of not providing documents, delay in providing the relevant documents or providing incomplete documents to Film Pod. It is further acknowledged by a vendor that Film Pod will be at no obligation to follow-up with vendor for the documents as mentioned herein and it will be vendor’s sole responsibility including but not limited to share/upload all the relevant documents confirming their identity, address and business registration details with Film Pod. 5. Vendor hereby agrees and undertakes that during the term of this Contract and after its termination of this Contract (for any reason), it will not directly or indirectly forward leads/enquiries to any third party, mis-utilize, cheat, solicit, or usurp or attempt to solicit, divert or take away any of Film Pod’s enquiries/leads. Any such conduct by vendor will lead to an immediate termination of the services and Film Pod at its discretion will initiate proceedings against vendor before appropriate forum. 6. Vendor hereby agrees and confirms that during the term of this Contract and after its termination (for any reason), vendor will not directly or indirectly either for itself or for any other commercial enterprise, solicit, divert, hire or attempt to solicit, divert or usurp, any of Film Pod’s employees, business or prospective users/callers. Vendor shall not advertise or perform any solicitation, including but not limited to solicitation of users to use the services of Vendor directly or promoting its services by any means whereby user are motivated to not to use the Film Pod website/services or to use the Vendor website/services directly. Any conduct by vendor that in Film Pod’s discretion restricts or inhibits any other user/customer from using or enjoying the Film Pod services will not be permitted. During the term of this Contract and for 5 (five) years after any termination of this Contract, Vendor will not directly or indirectly, in any capacity:- a. solicit any users of Film Pod by means of providing discounts, gift coupons etc in the event users uses the website of vendor directly. b. divert, entice, or otherwise take away from Film Pod the business of any user/customer, or attempt to do so, or c. solicit or induce any user/customer to divert or reduce its relationship with the Film Pod. Vendor will not, and will not authorize any third party to generate automated, fraudulent or otherwise invalid enquiries, clicks or conversions, ratings, reviews etc.; conceal enquiries, conversions for Service where they are required to be disclosed or use any automated means or form of scraping or data extraction to access, query or otherwise collect listing service related information from any Property except as expressly permitted by Film Pod. Vendor will direct communications regarding Service under the Term of Service only to Film Pod. 7. It is vendor's sole responsibility to keep his id/password/login id safely so that no one can misuse it and do the changes in the listing visible on Film Pod portals to cause any wrongful harm to Film Pod or its users. Vendor represents that in event the loss is caused due to negligence of vendor, such as where he has shared the payment credentials, OTP details etc., then vendor will bear the entire loss and Film Pod shall not be responsible for the same. 22.DISCLAIMER AND LIMITATION OF LIABILITY: : To the fullest extent permitted by law, Film Pod disclaims all warranties, express or implied, including without limitation for non-infringement, merchantability, satisfactory quality and fitness for purpose. To the fullest extent permitted by law, Film Pod disclaims all guarantees regarding accurate Listing of the Vendor. Vendor understands that there may be errors in such positioning. Neither Film Pod nor the Vendor will be liable for any consequential, special, indirect, exemplary, or punitive damages (including without limitation loss of profits, revenue, interest, goodwill) whether in contract, tort (including negligence) or any other legal theory, even if advised of the possibility of such damages and notwithstanding any failure of essential purpose or of any remedy except for vendor's indemnification obligation. Film Pod's aggregate liability to the vendor is limited to amounts paid to Film Pod by vendor during the 12 (twelve) months immediately preceding the date of the claim. Film Pod is also not liable for any claim owing to any misrepresentation of the information pertaining to the Vendor so long as the information exhibited/ communicated by Film Pod conforms to the Information made available by the vendor or its authorized representative.

23.ADDITIONAL DISCLAIMER: a. Vendor confirms that it will be solely responsible and liable for all matters between User and the Vendor, including but not limited to transactions entered into between such User and the Vendor. Further, it is hereby declared that Film Pod does not verify the identity of the User of the Service and that the information provided to Vendors is the information received from the User and will not be independently verified by Film Pod. b. In the event of receipt of any complaints from the Users regarding the Vendor or Vendor’s product/service, Film Pod reserves the right to discontinue the provision of Service to the Vendor or take any other action as deemed appropriate. Notwithstanding anything to the contrary contained in this Term, Film Pod may also forfeit the amount lying to the credit of such Vendor and terminate the services at its sole discretion. c. Vendor also agrees that at no time shall Film Pod vouch for or guarantee the performance of services or delivery of products by the vendor and Film Pod will not be liable for any non-payment of amounts due to the vendor by any User. 24.DISPUTE RESOLUTION: a. If the dispute raised by the Vendor regarding the defective or deficient services, Film Pod shall be obliged, forthwith, to repair or to remove the defects in products or deficiencies in the services in question or to replace or maintain the products with new products of similar description which shall be free from any defect. Provided that Film Pod shall not be liable to refund, if the Vendor: (i) act of omission or commission or negligence or conscious withholding any information, incomplete, and inaccurate information; (ii) does not follow the instructions or warnings issues by Film Pod; (iii) has misused, altered, or modified the product ; (iv) fails to inform Film Pod about the defective products or deficient services, within the period of 48 hrs., from the receipt of such products/services;(v) Film Pod provides the products/services as per Term of Service. b. Additionally, if Film Pod is providing defective or deficient services evidently, due to any system error, technical issue, human error or any other acts or omissions which is beyond its control, during the tenure of the contract, then it will not be considered as material breach of the terms of this contract. In such events, Vendor will bring it to the notice of Film Pod and thereafter Film Pod will conduct necessary investigation and based on the outcome of investigation may extend the services for equivalent days without any additional cost to vendor or provide other alternate solutions. The calculation of such extended period will be from the date of receipt of such intimation by Film Pod from vendor. However, Film Pod will have all the rights to give the details/information/system generated report evidencing that there were no default on the part of the Film Pod, hence Film Pod is not responsible for the extension of the services or any other alternate solutions. As mentioned under this clause, it will be the Vendor sole and exclusive remedy in the event of Film Pod’s failure to perform the services as specified under this contract. c. Any complaints or concerns with regard to content and or comment or breach of these terms, you can email to us at grievanceofficer@filmpod.com, with brief details of your complaint or call on our hotline No. 8888888888. Our customer service staff will acknowledge and redress your complaint on best effort basis and as per applicable Terms of Service. 25.TERMINATION : a. The term of this Contract begins upon Vendor’s registration or use of the Services and will end when terminated by any party (the "Term"). The Vendor may only terminate the Service, by giving 3 (three) months written notice (either by email or through registered post), prior to the automatic renewal of the same, stating his intentions of discontinuing the Services. b. Film Pod reserves the right to terminate the Service at any time, either with or without cause. If the Vendor commits a breach of a material duty owed to Film Pod, Film Pod may, at its discretion, call upon the vendor to rectify the breach within 7 (Seven) days of the receipt of notice, failing which Film Pod may terminate the relationship between Vendor and Film Pod. c. Upon termination of the Service, Film Pod will not be bound to delist the Vendor as a Vendor and cease disseminating Information of the Vendor to the Users. However upon termination, Film Pod shall have the right to delist the Vendor without prior intimation thereof to the vendor. d. In case of any technical difficulties in continuing the services, Film Pod reserves the right to terminate the services by giving written/oral intimation to the vendor. e. If the Vendor terminates the Service, either by efflux of time or by determination under this Terms of Service, the balance of the deposit placed by the vendor with Film Pod, if any, (after deducting payments for the period/tenure for which Services have already been provided by Film Pod) shall be retained by Film Pod. Under no circumstances, shall the Vendor be entitled to claim a refund of amounts already paid to Film Pod. If Film Pod terminates the service for reasons attributable solely to Film Pod, in any manner whatsoever, it shall either refund the amounts on proportionate basis or provide any alternate services. f. Film Pod may terminate the Service if vendor engages in fraud or other illegal or unethical activities, or in any activities which Film Pod in its reasonable judgment believes is in contravention, of any laws as may be applicable from time to time or of accepted industry practice and which under the circumstances could adversely affect the reputation or business of Film Pod. g. This contract will be terminated forthwith by Film Pod on the happening of any of the following events: 1. If the vendor becomes or is declared bankrupt or goes in liquidation voluntary or compulsory, except for the purpose of amalgamation or reconstruction; 2. If the vendor ceases to carry on its business or suspends all or substantially all of its operations; 3. If a liquidator, receiver or administrator or any encumbrances takes possession of or is appointed over the whole or any part of the assets of the Vendor; 4. If any attachment or distress is levied against any of the assets of the Vendor. 5. If there is any material adverse change or any change in applicable law, rules, regulations, directives or guidelines, which prevents the continuing of the arrangement under this Contract. 26.NOTICES: Film Pod shall send notices to Vendors in writing through email or Whatsapp/SMS and may be followed by registered post and dispatched through a reputed courier. Any notice refused by the Vendor would be deemed to have been legally delivered and Vendor will be deemed to have received such notice. Vendors can send notices to Film Pod in writing on customer support email id or to company's registered office address. 27.MODIFICATIONS TO TERMS OF SERVICE: Film Pod reserves the right to change the Terms of Service at any time without any prior notice to the Vendor. Changes to the terms of Service or the Terms of Service shall come into effect upon from the time it is put up on the Website or by any other mode of communication as may be determined by Film Pod. For Terms of Service with Vendor visit http://www.filmpod.com/Terms-of-Use.

28.TAXES: Film Pod is entitled to charge the vendor for all the taxes and charges (now in force or enacted in future) that are or may be imposed on the said Services and Listing fees (including bids arising out of Vendor's relationship with Film Pod) and vendor hereby agrees to pay the said taxes and charges promptly without raising any objections. Vendor also agrees that in the event the said taxes and charges are not charged by Film Pod the same shall be paid by the Vendor directly to the authorities concerned without raising any objection. The vendor further agrees that the taxes and charges payable under this Clause is in addition to the fee paid by the vendor for the Listing and Services rendered by Film Pod. i) All TDS deductions, form no. 16A should be sent at tds@Filmpod.com iii) Goods and Service Tax is levied as per existing government policy. iv) Pursuant to Income Tax circular No 1/2014 dated 13-01-2014 TDS should not be deducted on Goods and Service tax. It is the responsibility of the Vendor to provide the correct Goods and Service tax number before the payments are made. If Vendor fails to provide the GST number or provide incorrect number before making the payment then the Vendor will not get due GST credit for which vendor shall be solely responsible. 29.MISCELLANEOUS: a. Film Pod's interpretation of the Terms of Service shall be final and binding on Vendor. b. Vendor agrees that no joint venture, partnership, employment, or agency exists between vendor and Film Pod and that the Vendor is not entitled to bind Film Pod by its actions. c. Film Pod is subject to existing laws and legal process and nothing contained in the Terms of Service is in derogation of Film Pod's right and obligation to comply with the law. d. If any clause or part thereof of the Terms of Service is held to be invalid or unenforceable then the invalid or unenforceable clause/ provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and is nevertheless valid and enforceable and the remainder of the Terms of Service shall continue in effect. Such revision to the Terms of Service will be deemed to have been in effect from the Effective Date. e. Vendor may not assign any rights or obligations against Film Pod without Film Pod's prior written consent. Film Pod reserves the right to transfer any right or obligation against Vendor by issuance of notice of such assignment to the Vendor. Upon such assignment, the assignee shall be bound by the Terms of Service in the same manner as Film Pod and Film Pod shall cease to have any liability to Vendor. However, the Parties agree that Film Pod has an unfettered right to assign the Terms of Service and the Vendor is only entitled to a notice of such assignment. The Parties further agree that assignment of the Terms of Service by Film Pod will not be subject to Vendor’s consent. f. Film Pod shall not be responsible for any delay or deficiency in services due to any force majeure events such technical glitch, server issue, natural disasters, acts of terrorism, civil labor strike, labor and transportation strikes or any other acts beyond its control. During a force majeure event, the obligations of Film Pod under the Terms of Service will stand suspended. g. Nothing in the Terms of Service obliges or will be deemed to oblige Film Pod to provide any credit to the Vendor. h. Vendors agrees that Film Pod reserves its right to present the payment mandates i.e. ECS / CCSI / NACH any number of times to receive its just dues / payments for the services rendered under this terms of service. i. Film Pod has its own Reviews, Ratings and Comments on its portals which will be posted by the users of Film Pod. However, Film Pod takes no responsibility and assumes no liability for any content posted by any caller/third party on Film Pod site or on any mediums of Film Pod. 30.ARBITRATION: All disputes, differences and/or claims arising out of the Terms of Service shall be settled by Arbitration in accordance with the provisions of Arbitration and Conciliation Act, 1996 or any statutory amendment thereof. The dispute shall be referred to a single arbitrator who shall be appointed by the authorized representative/ Director of Film Pod. The Vendor shall not challenge the nomination of Arbitrator or his award on the ground that the nomination is made by authorized representative/ Director of Film Pod. The arbitration proceedings shall be held at Mumbai and the arbitration shall be conducted in English Language. The award of the Arbitration shall be final and binding on the Vendor and Film Pod. The arbitrator will pass a written and reasoned award and will be entitled to award cost of the proceedings. 31.ENTIRE CONTRACT: This Contract, including any Invoice, Annexures, along with the Terms of Service hereto forms a single Contract between the Parties hereto and constitute the entire understanding between the Parties with regard to the subject matter hereof and supersede any other TERMS between the Parties relating to the subject matter hereof. 32.AMENDMENTS AND WAIVERS: Unless otherwise expressly stated in this Terms of Service, the failure on the part of Film Pod to exercise or delay in exercising a right or remedy under this Terms shall not constitute a waiver of the right or remedy or a waiver of any other rights or remedies, and no single or partial exercise of any right or remedy under this Terms of Service shall prevent any further exercise of the right or remedy or the exercise of any other right or remedy available to Film Pod. Filmpod Messenger 1. Services: Filmpod Messenger is one of the features of FP App which enables users to Chat, Group Chat, make Voice calls, share photos, documents, Voice Tags, etc . You can also use this feature as business messenger where you communicate with businesses/SME listed with Film Pod without revealing your phone numbers and also search the service provider and transact by using it, such as through order, transaction, and appointment information, delivery and shipping notifications, product and service updates, and marketing etc. 2. Registration: You must register for our Services using accurate data or information, provide your current mobile phone number, and, if you change it, re-verify your mobile phone number using OTP. You agree to receive text messages and phone calls (from us or our third-party providers) with codes to register for our Services. All information provided about you are and shall at all times be accurate, valid and complete and you shall be solely responsible and liable for the information provided by you. 3. Address Book: You provide us the phone numbers of your other contacts in your mobile phone address book on a regular basis. You confirm you are authorized to provide us such numbers to allow us to provide our Services. 4. Age: By accepting these Terms, you must be at least 18 years old to use our Services (or such greater age required in your country for you to be authorized to use our Services without parental approval. If you are under the age of 18 years but at least 13 years of age you may use this Service only under the supervision of a parent or legal guardian who agrees to be bound by these Terms. In addition to being of the minimum required age to use our Services under applicable law, if you are not old enough to have authority to agree to our Terms in your country, your parent or guardian must agree to our Terms on your behalf. 5. Devices: You must provide certain devices, software, and data connections to use our Services, which we otherwise do not supply. For as long as you use our Services, you consent to downloading and installing updates to our Services, including automatically. 6. Fees: You are responsible for all carrier data plan and other fees and taxes associated with your use of our Services. We may charge you for our Services, including applicable taxes. We may refuse or cancel orders. We do not provide refunds for our Services, except as required by law. 7. Availability of Our Services: Our Services may be interrupted (for maintenance, repairs, upgrades, or network or equipment failures). We may discontinue some or all of our Services, including certain features and the support for certain devices and platforms, at any time. Events beyond our control may affect our Services, such as force majeure events. 8. Termination: We may modify, suspend, or terminate your access to or use of our Services anytime for any reason, such as if you violate the letter & spirit of our Terms or create harm, risk, or possible legal exposure for us, our users, or others. The following provisions will survive any termination of your relationship with us: Licenses, Disclaimers, Limitation of Liability, Indemnification, Dispute Resolution, Availability and Termination of our Services. 9. No Access to Emergency Services: There are important differences between Filmpod Messenger and your mobile and fixed-line telephone and SMS services. Our Services do not provide access to emergency services or emergency services providers, including the police, fire departments, or hospitals, or otherwise connect to public safety answering points. You should ensure you can contact your relevant emergency services providers through a mobile, fixed-line telephone, or other service. 10. Acceptable Use of Our Services: 1. You must use our Services according to our Terms and policies. If we disable your account for a violation of our Terms, you will not create another account without our permission. You must access and use our Services only for legal, authorized, and acceptable purposes. 2. You will not use (or assist others in using) our Services in ways that: (a) violate, misappropriate, or infringe the rights of Filmpod Messenger , our users, or others, including privacy, intellectual property, or other proprietary rights; (b) is grossly harmful, harassing, blasphemous defamatory, obscene, pornographic, pedophilic, libelous, invasive of another's privacy, hateful, or racially, ethnically objectionable, disparaging, relating or encouraging money laundering or gambling, or otherwise unlawful in any manner whatever, or otherwise inappropriate, including promoting violent crimes; (c) involve publishing falsehoods, misrepresentations, or misleading statements; (d) impersonate someone; (e) involve sending illegal or impermissible communications such as bulk messaging, auto-messaging, auto-dialing, and the like; or (f) involve any non-personal use of our Services unless otherwise authorized by us. (g) infringes any patent, trademark, copyright or other proprietary rights; or that violates any law for the time being in force; (H) contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer resource; (i) threatens the unity, integrity, defense, security or sovereignty of India, friendly relations with foreign states, or public order or causes incitement to the commission of any cognizable offence or prevents investigation of any offence or is insulting any other nation; (J) promotes any illegal or prohibited activity, 3. You must not (or assist others to) access, use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sublicense, transfer, display, perform, or otherwise exploit our Services in unauthorized manners, or in ways that burden, impair, or harm us, our Services, systems, our users, or others, including that you must not directly or through automated means: (a) reverse engineer, alter, modify, create derivative works from, decompile, or extract code from our Services; (b) send, store, or transmit viruses or other harmful computer code through or onto our Services; (c) gain or attempt to gain unauthorized access to our Services or systems; (d) interfere with or disrupt the integrity or performance of our Services; (e) create accounts for our Services through unauthorized or automated means; (f) collect the information of or about our users in any unauthorized manner; (g) sell, resell, rent, or charge for our Services; or (h) distribute or make our Services available over a network where they could be used by multiple devices at the same time. 11. Third-Party Services: Our Services may allow you to access, use, or interact with third-party websites, apps, content, and other products and services. For example, interact with a share button on a third party’s website that enables you to send information to your contacts. Please note that when you use third-party services, their own terms and privacy policies will govern your use of those services. 12. Security: 1. You are responsible for keeping your device and your Filmpod account safe and secure, and you must notify us promptly of any unauthorized use or security breach of your account or our Services. 2. We verify accounts and activity, and promote safety and security on and off our Services, such as by investigating suspicious activity or violations of our Terms, and to ensure our Services are being used legally. 3. We shall not be responsible for any harmful, harassing, blasphemous defamatory, obscene, pornographic, paedophilic, libellous, hateful, or racially, ethnically objectionable, disparaging, infringing, misleading, impersonating or unlawful Chat, Group Chat, Voice calls, photos, documents, Voice Tags, Videos etc., uploaded, published, transmitted, updated, forwarded or shared by you. 13. Ownership of Data: 1. We do not claim ownership of the data or information that you submit for your account or while using our Services. You must have the necessary rights to such information that you submit for your account or our Services. You agree that we may use and disclose the information and you would be deemed to have given your consent to contact you for any business promotion of us and/or its affiliates. 2. In order to operate and provide our Services, you grant us a worldwide, non-exclusive, royalty-free, sub licensable, and transferable license to use, reproduce, distribute, create derivative works of, display, and perform the information (including the content) that you upload, submit, store, send, or receive on or through our Services. The rights you grant in this license are for the limited purpose of operating and providing our Services.

14. Our Rights: 1. We own all copyrights, trademarks, domains, logos, trade dress, trade secrets, patents, and other intellectual property rights associated with our Services. You may not use our copyrights, trademarks, domains, logos, trade dress, patents, and other intellectual property rights unless you have our written consent. 2. We grant you a limited, revocable, non-exclusive, non-sub-licensable, and non-transferable license to use our Services, subject to and in accordance with our Terms. This license is for the sole purpose of enabling you to use our Services, in the manner permitted by our Terms. No licenses or rights are granted to you by implication or otherwise, except for the licenses and rights expressly granted to you. 15. Reporting IPR Infringement: To report claims of third-party copyright, trademark, or other intellectual property right infringement, please visit our Intellectual Property Policy. We may terminate your account if you repeatedly infringe the intellectual property rights of others. 16. Privacy policy: Our Privacy Policy describes our Data and information practices, including the types of information we receive and collect from you and how we use and share this information. You agree to our data and information practices, including the collection, use, processing, and sharing of your information as described in our Privacy Policy, as well as the transfer and processing of your information in India and other countries globally where we have or use facilities, service providers, or partners, regardless of where you use our Services. You acknowledge that the laws, regulations, and standards of the country in which your information is stored or processed may be different from those of your own country. 17. Disclaimers: 1. You use our services at your own risk. We are providing our services on an “as is” basis without any express or implied warranties, including, but not limited to, warranties of merchantability, fitness for a particular purpose, title, non-infringement, and freedom from computer virus or other harmful code. We do not warrant that any information provided by us is accurate, complete, or useful, that our services will be operational, error free, secure, or safe, or that our services will function without disruptions, delays, or imperfections. We do not control, and are not responsible for, controlling how or when our users use our services or the features, services, and interfaces our services provide. We are not responsible for and are not obligated to control the actions or information (including content) of our users or other third parties. You release us, our subsidiaries, affiliates, and our and their directors, officers, employees, partners, and agents from any claim, complaint, cause of action, controversy, or dispute (together, “claim”) and damages, known and unknown, relating to, arising out of, or in any way connected with any such claim you have against any third parties. You waive any rights you may have under any applicable statute or law of any other jurisdiction. 2. Please note we do not examine whether the any provider of goods or services is good, reputable or quality sellers of goods / service providers. You must satisfy yourself about all relevant aspects prior to availing of the terms of service. We have also not negotiated or discussed any terms of engagement with any of the provider of goods or services. The same should be done by you. Purchasing of goods or availing of services from provider shall be at your own risk. We do not investigate, represent or endorse the accuracy, legality, legitimacy, validity or reliability of any products, services, deals, coupons or other promotions or materials, including advice, ratings, and recommendations contained on, distributed through, or linked, downloaded or accessed from the Platforms. We disclaim any and all responsibility or liability for the accuracy, content, completeness, legality, reliability, or operability or availability of information or material, goods or services displayed in the search results in the Platforms. 18. Limitation of liability: We (Filmpod Messenger) & our subsidiaries, affiliates, and our and their directors, officers, employees, partners, and agents will not be liable to you for any lost profits or consequential, special, punitive, indirect, or incidental damages relating to, arising out of, or in any way in connection with our terms, us, or our services, even if it has been advised of the possibility of such damages. Our aggregate liability relating to, arising out of, or in any way in connection with our terms, us, or our services will not exceed the greater of One Hundred (100) Rupees. The foregoing disclaimer of certain damages and limitation of liability will apply to the maximum extent permitted by applicable law. 19. Indemnification: You agree to defend, indemnify, and hold harmless the us & our subsidiaries, affiliates, and our and their directors, officers, employees, partners, and agents from and against all liabilities, damages, losses, and expenses of any kind (including reasonable legal fees and costs) relating to, arising out of, or in any way in connection with any of the following: (a) your access to or use of our Services, including information provided in connection therewith; (b) your breach or alleged breach of our Terms; or (c) any misrepresentation made by you. You will cooperate as fully as required by us in the defense or settlement of any Claim. 20. Dispute Resolution: In the event a dispute arises between the parties under this Agreement, the parties shall attempt to amicably resolve the dispute through mutual discussions. Where the dispute is not resolved for a period of 30 (thirty) days from the date of the dispute, either party can, upon giving a written notice to the other party, declare its intention to initiate arbitration proceedings. The arbitration will be conducted in English in accordance with the rules prescribed under the Arbitration and Conciliation Act, 1996. The venue for the arbitration shall be Mumbai. The arbitration shall be conducted by a sole arbitrator to be appointed by Filmpod at its sole discretion. The award of the arbitrator shall be final and binding on the parties. Each party shall bear its own cost of arbitration. 21. Governing Law: This Agreement shall be governed and construed in accordance with the laws in India. Any dispute arising hereunder shall be subject to the exclusive jurisdiction of the courts in Mumbai, India. 22. No Class Actions Suit: We and you each agree that if you are a Filmpod user located in India or aboard, each of we and you may bring Disputes against the other only on its or your own behalf, and not on behalf of any other person or entity, oany class of people. We and you each agree not to participate in a class action suit, a class-wide arbitration Disputes brought in a private attorney or representative capacity, or consolidated Disputes involving any other person or entity in connection with any Dispute. 23. GENERAL PROVISIONS: 1. Unless a mutually executed agreement between you and us states otherwise, our Term make up the entire agreement between you and us regarding Filmpod Services, and supersede any prior agreements. We may ask you to agree to additional terms for certain of our Services in the future, which will govern to the extent there is a conflict between our Terms and such additional terms. 2. Our Services are not intended for distribution to or use in any country where such distribution or use would violate local law or would subject us to any regulations in another country. We reserve the right to limit our Services in any country. 3. You will comply with all applicable law of the respective jurisdictions. You will not, directly or indirectly, export, re-export, provide, or otherwise transfer our Services: (a) to any individual, entity, or country prohibited by Laws; (b) to anyone government or non-government restricted parties; or (c) for any purpose prohibited by Laws, including nuclear, chemical, or biological weapons, or missile technology applications without the required government authorizations. You will not use or download our Services if you are located in a restricted country, or for any purpose prohibited by Laws, and you will not mask your location through IP proxying or other methods. 4. Any amendment to or waiver of our Terms requires our express consent. 5. we are entitled to modify the Terms of Service as it deems fit and will not be required to provide a specific notice of such change to You. We will provide you notice of amendments to our Terms, as appropriate, and update the “Last Modified” date at the top of our Terms. Your continued use of our Services confirms your acceptance of our Terms, as amended. If you do not agree to our Terms, as amended, you must stop using our Services. Please review our Terms from time to time. 6. All of our rights and obligations under our Terms are freely assignable by us to any of our affiliates or in connection with a merger, acquisition, restructuring, or sale of assets, or by operation of law or otherwise, and we may transfer your information to any of our affiliates, successor entities, or new owner. 7. You will not transfer any of your rights or obligations under our Terms to anyone else without our prior written consent. Except as contemplated herein, our Terms do not give any third-party beneficiary rights. 8. Nothing in our Terms will prevent us from complying with the law. 9. If we fail to enforce any of our Terms, it will not be considered a waiver. If any provision of this Agreement is or becomes, in whole or in part, invalid or unenforceable but would be valid or enforceable if some part of that provision was deleted, that provision shall apply with such deletions as may be necessary to make it valid. If any Court/Tribunal of competent jurisdiction holds any of the provisions of this Agreement unlawful or otherwise ineffective, the remainder of this Agreement shall remain in full force and the unlawful or otherwise ineffective provision shall be substituted by a new provision reflecting the intent of the provision so substituted. 10. We always appreciate your feedback or other suggestions about our Services, but you understand that we may use your feedback or suggestions without any obligation to compensate you for them. Terms for Digital Catalogue - B2B

1. Introduction: i. This document is an electronic record in terms of the amended Information Technology Act, 2000 and rules and regulation made thereunder. This electronic record is generated by a computer system and does not require any physical or digital signatures. This document is published in accordance with the provisions of Rule 3 (1) of the Information Technology (Intermediaries Guidelines) Rules, 2011 that require publishing the Terms for access or usageof Film Pod's service via Film Pod Portals. This document meets the stipulations and conditions mentioned in Section 65B (2) of the Indian Evidence Act, 1872. ii. This Terms of Service is entered between Film Pod Limited (hereinafter referred to "We", "Our" or "Us") and Vendors/Business entity (hereinafter referred to "You" or "Your"). You confirm that by applying, accepting, using our B2B Market Place Service ("Service") indicates your acceptance of all the terms and conditions of this agreement, which has been clearly read, understood and accepted by you. We reserves the right, at its sole discretion, to change, modify, add or remove portions of these Terms, at any time without any prior written notice to you. It’s your responsibility to review these Terms periodically for updates/ changes. Your continued use of our service following the posting of changes will mean that they have accepted and agreed to the revisions. 2. Services: Film Pod is launching new B2B market place service for your business and creating digital catalogue & website for your business so that it can help you to promote your products and services through Film Pod’s portal so that the users can directly access your products & services and check out the products & services whenever they want to. This gives user the convenience and they can decide to buy your products & services when they feel the desire or the need. Therefore, this digital catalogue may help you to increase your business in an effective way. 3. Fee: Film Pod may create digital catalogue for your business, free of cost as of now for your B2B Market Place service. However Film Pod reserves the right, at its sole discretion, to determine the cost of its service as and when it requires. 4. Your's representation ,warranties & obligation: a. (i) you are a bona fide business organization carrying on business in relation to the items disclosed in digital catalogue; (ii) you have the rights to use the trademarks of business name, product images, and other details specified in digital catalogue; (iii) the business carried on by you do not violate or infringe upon any law or regulation and all registrations, authorizations and /permission necessary approvals required for carrying on business have been procured by you; and (iv) all information provided about yourself to Film Pod is and shall at all times be accurate, valid and complete and you shall be solely responsible and liable for the information provided (including but not limited to the content or details pertaining to any intellectual property provided by you to us) to Film Pod. b. You acknowledge that you shall be solely responsible for all materials/information and its use of Film Pod for creating for digital catalogue. You confirm that you are the absolute owner of product images, specifications, descriptions & other details for creating digital product catalogues and you have granted the unfettered right to use your business details, product images, specifications, descriptions & other details for creating digital product catalogues & website for your business. Your business details are visible on our portals. You agree that nothing in its materials/information of digital catalogue will be false, misleading, defamatory, harassing, or threatening, will constitute unfair competition or unfair commercial practice, will violate any applicable Law, or will infringe or misappropriate the Intellectual Property Rights of any third party. You are solely responsible for the activities of any contractor, representative, or any of its agents or other persons acting on your behalf in connection with this term. You will ensure that you shall comply with all applicable Law, including Law related to data protection and privacy. c. You acknowledge & accept that it is your responsibility to update information pertaining to your business, products/services using the online edit option available in your listing and keep Film Pod updated in this regard. In the event the relevant information is not updated accurately, you would, by default, be bound by the explanation or description of the product/service or any other details of your business communicated by Film Pod to the Users or any other third party. d. You undertake to provide a copy of the licenses/ registrations or any other documents including but not limited to valid Identity cum address proofs, as required by you to run the business. e. You acknowledge that Film Pod is basically a local search proving directory service and do not seek any fulfilment of the product / services delivered or not, and it is your responsibility to deliver the goods & services. You acknowledge that we are not responsible for the goods or services, or any dispute between you & end users. It is your responsibility to resolve any dispute or claim raised by end users. In case of any disputes you shall hold Film Pod saved and harmless from any such actions or claims that may be initiated against it. You shall also indemnify and hold indemnified Film Pod at all times against all such actions and claims. f. You hereby undertake that during the term, you will not directly or indirectly mis-utilize, cheat, solicit, or usurp or attempt to solicit, divert, authorize any third party to generate automated, fraudulent or otherwise invalid enquiries, clicks or conversions, ratings, reviews, or solicit any users of Film Pod by means of providing discounts, gift coupons, or use any automated means or form of scraping or data extraction to access, query or otherwise collect listing service related information; or misuse Film Pod’s portals in any manner whatsoever. Any such conduct will lead to an immediate action and Film Pod at its discretion will initiate proceedings against you before appropriate forum. g. It is your sole responsibility to keep the id/password/login id safely so that no one can misuse it and do the changes in the listing visible on Film Pod portals to cause any wrongful harm to Film Pod or its users. You represent that in event the loss is caused due to your negligence, then you will bear the entire loss and Film Pod shall not be responsible for the same. h. You shall only access the Service as permitted by us and shall not attempt at any time to circumvent system security or access the source software or compiled code. The Service is 3 provided solely for you and you will not resell or attempt to resell the Service (or any part or facility of it) to any third party. i. The content is protected by copyright, trademark and other intellectual property rights, as applicable. You must not and must not permit anyone else to copy, store, adapt, modify, transmit the Content, or to distribute the Contents of digital catalogue available on our portal. j. You are solely responsible for any transactions of any kind entered into between you and third parties accessing or acting in reliance on the Service. You must ensure that you shall comply with all consumers and other legislation, instructions or guidelines issued by regulatory authorities, relevant licences and any other codes of practice which apply to you. k. You are responsible for the security and proper use of all user identities in connection with the Service and must take all necessary steps to ensure that they are kept confidential, secure, used properly and not disclosed to unauthorised people. l. You must immediately inform us if there is any reason to believe that a user ID or password has or is likely to become known to someone not authorised to use it or is being or is likely to be used in an unauthorised way. We reserves the right to suspend user ID and password access to the Service if at any time we consider that there is or is likely to be a breach of security. 5. Film Pod's Obligations: i. Film Pod reserves the right to vary the contents of digital catalogue from time to time by adding, removing or modifying content as Film Pod thinks fit, and does not guarantee or warrant that any particular item or items of content will be available at any given time. ii. The digital catalogue is protected under the intellectual property rights, as applicable. You must not permit anyone else to copy, store, adapt, modify, transmit the digital catalogue, or to distribute the digital catalogue to third parties, without written permission from Film Pod. iii. You must ensure that you shall comply with all consumers and other legislation, instructions or guidelines issued by regulatory authorities, relevant licences and any other codes of practice which apply to you. iv. We will provide you with the Service as per the terms of this agreement and with the reasonable skill and care of a competent service provider. We will use reasonable endeavours to provide uninterrupted Service, but from time to time faults may occur, which we will repair as soon as reasonably practicable, but occasionally for operational reasons change the technical specification of the Service or for any other reason beyond our reasonable control suspend the Service for operational reasons such as repair, maintenance or improvement of the Service or because of an emergency. Service will be restored as soon as possible. 6. Disclaimer & Limitation of Liability: i. To the fullest extent permitted by law, Film Pod disclaims all warranties, express or implied, including without limitation for non-infringement, merchantability, satisfactory quality and fitness for purpose. To the fullest extent permitted by law, Film Pod disclaims all guarantees 4 regarding the services and digital catalogue. You understand that there may be errors in the services. Film Pod will not be liable for any consequential, special, indirect, exemplary, or punitive damages (including without limitation loss of profits, revenue, interest, goodwill) whether in contract, tort (including negligence) or any other legal theory, even if advised of the possibility of such damages and notwithstanding any failure of essential purpose or of any remedy except for your indemnification obligation. Film Pod is also not liable for any claim owing to any misrepresentation of the information pertaining to you so long as the information exhibited/ communicated by Film Pod conforms to the Information made available by you or any person on your behalf. ii. Once the Digital Catalogue contents/materials are approved by you or any person on your behalf, Film Pod does not warrant or guarantee the accuracy or completeness of any of the Catalogue Content or any further information or results which may be derived from you. You acknowledge that it is your responsibility to evaluate the accuracy and completeness of the Catalogue Content. In particular you acknowledge that Film Pod is not entitled to rely on any contents/materials of Digital Catalogue of your business as approved by you and that the use of the Catalogue Content for any purpose is at your sole risk. 7. Indemnity: You shall defend, indemnify, and hold harmless Film Pod, its officers, employees, agents, Representatives from and against any claims, liability(ies), demands, losses, damage, deficiencies, actions, judgments or cause of action, assessments, interests, penalties and other costs or expenses incurred or suffered by Film Pod (including, without limitation, reasonable attorneys' fees and expenses) arising out of or in relation to or in connection with: a. Breach of any provision of this Terms or non-performance of any of its obligations; b. By reason of any infringement of any intellectual property rights; c. Any representation and warranty given by You to Film Pod under this Terms being found to be untrue, false or incorrect; or d. Anything done or omitted to be done by you due to its negligence, default or misconduct of you or any of your officers, directors, employees or agents. e. Any third party claims 8. Ownership: The ownership of the product images, specifications, descriptions & other details of digital catalogue shall be vested with you. However the ownership of digital catalogue shall be vested with us. Ownership of the Product(s) excluding the software will pass to you. The Product(s) will appear in in the name of your business. In the event of threatened seizure of the Product(s) or any other restrictions, you will immediately notify us and we may take appropriate action in this regard. 9. Intellectual Property Rights: All intellectual property rights in: (i) Film Pod Brands; (ii) digital catalogue belong exclusively to Film Pod. Nothing in this Terms of Use is intended to grant any rights or license to you under any work right, copyright, trade secret, trademark or service mark, or other intellectual property right of Film Pod. You shall not have any right to use or reproduce in any manner any intellectual property owned by Film Pod, including any trademarks, trade names, logos etc. 10. Term & Termination: If you breach any conditions of the Terms or Film Pod receives any complaints against you from any one or for any other reasons, Film Pod shall have right to terminate this agreement forthwith and you shall immediately stop using our service. In addition to the termination, Film Pod also reserves the right to initiate appropriate legal proceedings in the event of any material breach of the terms & conditions as stipulated herein. 11. Force Majeure: If either of the party is unable to perform any obligation under this contract because of any event beyond the party's reasonable control such as lightning, flood, exceptionally severe weather, fire, explosion, war, civil disorder, industrial disputes, epidemic or pandemic (whether or not involving employees of either party) or acts of local or central government or other competent authorities. Neither Party shall be liable for breach of this Agreement to the extent caused by or arising from any force majeure event beyond the control of such Party. If Film Pod is prevented by restrictions of a legal or regulatory nature from supplying the Service, Film Pod will have no liability to you for failure to provide the Service. 12. Disputes Resolution: If any dispute/difference arises between the parties about these Terms then the Parties shall meet to discuss the matter and shall negotiate in good faith to resolve the matter. However if such matter remains unresolved within 60 days from the date of dispute intimated to other party in writing thereafter the matter shall be referred to the sole arbitrator appointed by Film Pod at its discretion. The Arbitration and Conciliation Act, 1996 shall govern the arbitration proceedings and the place of Arbitration shall be Mumbai. Language of Arbitration shall be English. Cost of Arbitration shall be borne in equal proportion by the Parties. Attorney costs shall be borne individually by each Party. The Arbitration award shall be final and binding upon the Parties. 13. Help Desk: For approval of any data, image of your products or digital catalogue, you can email to us at approval@filmpod.com. For any complaints or grievances with regard to contents and or comment or breach of these terms, you can email to us at b2bdata@filmpod.com, with brief details of your complaint or call on our hotline No.8888888888. Our customer service executives will acknowledge and redress your complaint on best effort basis and as per applicable Terms of Service. 14. Relationship: The relationship of the Parties is on a "principal to principal" basis and the Parties are independent of each other and nothing contained herein is intended to or shall be deemed to create with limitation any partnership, joint venture, employment or relationship of principal and agent between the Parties hereto or between You and Film Pod or to provide either of the Parties with any right, power or authority, whether express or implied to create any such duty or obligation on behalf of the other Party. 15. Survival of Information: The terms and provisions of this agreement that by their nature and content are intended to survive the performance hereof by any or all Parties hereto shall so survive the completion and termination of this agreement. 16. Notices: All notices, requests, demands and other communications hereunder shall be in writing and the same shall be deemed to be served, if personally delivered or sent by registered mail at the registered office addresses. Notices may also be sent through emails, however, such emails must be followed up with a physical notice at the above mentioned address within a period of ten (10) days. 17. Waiver: Unless otherwise expressly stated, the failure to exercise or delay in exercising a right or remedy under this Terms shall not constitute a waiver of the right or remedy or a waiver of any other rights or remedies, and no single or partial exercise of any right or remedy under this Terms shall prevent any further exercise of the right or remedy or the exercise of any other right or remedy. 18. Governing Law and Jurisdiction: This Terms of Service shall be governed and construed in accordance with the laws in India. Any dispute arising hereunder shall be subject to the exclusive jurisdiction of the courts in Mumbai, India.

19. Assignments: You shall not assign, in whole or in part, the benefits or obligations of this Terms of Service unless otherwise mutually agreed in writing. RESELLER TERMS This document is an electronic record in terms of the Information Technology Act, 2000 and rules there under as applicable and the amended provisions pertaining to electronic records in various statutes as amended by the Information Technology Act, 2000. This electronic record is generated by a computer system and does not require any physical or digital signatures. This document is published in accordance with the provisions of Rule 3 (1) of the Information Technology (Intermediaries Guidelines) Rules, 2011 that require publishing the Terms for access or usage of Film Pod's service via Film Pod's Portal. This document meets the stipulations and conditions mentioned in Section 65B (2) of the Indian Evidence Act, 1872. This Reseller Terms ("Contract") is entered between Filmpod Limited, a Company incorporated under the Companies Act 1956, having its registered office at Building M, 501-B, Palm Court Complex, Beside Goregaon Sports Club, New Link Road, Malad (W), Mumbai - 400 064 ("Filmpod") and You, (hereinafter referred to as "You" or "Reseller"). You confirm that by providing the Reseller Services you indicate your acceptance of all terms and conditions of this Contract that are binding, the terms has been clearly read, understood and accepted by you. We reserves the right, at its sole discretion, to change, modify, add or remove portions of these Terms, at any time without any prior written notice to you. It's your responsibility to review these Terms periodically for updates/ changes. Your continuation of services following the posting of changes will mean that they have accepted and agreed to the revisions. 1. DEFINITIONS: i. 'Reseller' - means any business entities, adult individuals, professionals who have paid registration fees and have agreed to perform the Reseller services on the terms as specified in this Reseller Contract. ii. 'Sub-Reseller' - means any business entities, adult individuals, professionals to whom Reseller has explained the Terms of this Reseller Contract and they have shown their interest in providing services as mentioned under this Contract along with paying registration fees. For the purposes convenience, "Reseller and Sub-reseller" shall be collectively referred as "RESELLER". iii. 'Referrer' - shall mean a non-defaulter person having valid and active id in his/her name, has referred another adult individual to become a Reseller on the terms specified under this Contract. iv. 'Vendor' shall means any business entities, adult individuals, professionals or any service providers/product sellers to whom Reseller has explained the Terms of Services as available https://www.filmpod.com/Terms-of-Use and that business person after knowing the Terms of Services has shown interest in availing services from Film Pod. v. 'Paid Services' means Listing services or any other services offered by Film Pod are subscribed by the Vendors by making the requisite payment for services to Film Pod, after having the complete understanding of Terms of Service available at https://www.filmpod.com/Terms-of-Use from the Reseller. vi. 'Contract Value' means the complete payment made by the Vendor which is received by Film Pod in its bank account, before the activation of the services by Film Pod. vii. 'Vendor's Data' shall mean any Vendor's Business details such as the business name, contact person, address, telephone number, mobile number, toll free number, email id, website, facsimile number, categories of service or products, any documents such as id address proof, categories, pin codes etc. made available by the Vendor to Film Pod through Reseller are validated/verified as correct, genuine and existing by the Reseller. viii. 'Duplicate Contract' shall mean the contract of those Vendors/Business entities who is availing paid services from Film Pod or has taken paid services during last 60 (Sixty) days. ix. 'Genio Lite Module' shall mean the software module link using which Reseller shall enter Vendor's data and collect the payment/Contract Value from Vendor. This module will also maintain the records of non-paid Data/Listing created by Reseller, details of the packages/services to be sold by Reseller, details of payment collected by Reseller from Vendors for providing Paid Services and any other features as developed by Film Pod from time to time. x. 'Confidential Information' means all information including but not limited to information disclosed to the Reseller by Filmpod or Vendor, and any such information that the Reseller has access to, or comes into possession of during the term of this Contract. Confidential information would include, but not be limited to information available on the Filmpod's proprietary database software application, the database of names and addresses and other directory information compiled by Filmpod at significant cost and effort, the method of categorizing of directory data adopted by Filmpod, the personal or any information of Vendors, personal / business data and information including but not limited to the IDs and passwords made available to the Reseller by Filmpod to access the proprietary software of Filmpod, the data available to the Reseller through the proprietary software of Filmpod, the information regarding potential Vendors, business plans of Filmpod, bank account/financial details, discoveries, ideas, concepts, know-how (whether patentable or copyrightable or not), research, development, designs, drawings, blueprints, diagrams, models, samples, flow charts, data including Customer data, computer programs, disks, diskettes, tapes, algorithms, software programs, marketing plans or techniques, technical, pricing, financial, or business information" trade secrets which includes but is not restricted to any portion or scientific or technical or proprietary information, design, process, procedure, formula or improvement which is not generally available to the public and any other information, which by its nature and circumstance of its disclosure has the right to be treated as Confidential. xi. 'Membership ID' means the unique digit number allocated by Filmpod to the Reseller which the Reseller shall quote in all correspondence with the Filmpod. xii. 'Source' - shall mean the means source based on which the Vendor's data is collected, edited and uploaded by Reseller in the Genio Lite Module of Film Pod. 2. SERVICES Reseller shall be responsible for providing services including but not limited to marketing, promoting and selling various services/products offered by Film Pod from time to time using Genio Lite Module. Reseller shall be responsible for presenting, promoting and selling products/services to prospective customers and giving them the cost-benefit and needs analysis and maintain good business relationship with the Vendors all the time. 3. ELIGIBILITY CRITERIA i. At the time of entering into this Contract, you must be at least 18 years of age and should be able to provide your own id/address proof and other documents as requested by Film Pod from time to time. Your account registration requires you to submit to Film Pod certain personal information, such as, (i) your personal details (i.e. Name, Current Address, Permanent Address, mobile phone number and age etc (ii) Address cum Identification Proof (i.e. KYC documents) and (v) Bank Details or any other documents as an when requested by Film Pod. For the purpose of clarity, KYC documents include, (1) the passport; (2) the driving licence; (3) Voter's Identity Card issued by the Election Commission of India; (4) Copy of Aadhar Cards; (5) Job card issued by NREGA duly signed by an officer of the State Government; (6) letter issued by the National Population Register containing details of name and address; along with PAN Card. ii. You hereby confirm that you can form legally binding contracts under Indian Contract Act, 1872. You are not "incompetent to contract" within the meaning of the Indian Contract Act, 1872 including minors, un-discharged insolvents etc. 4. REGISTERTATION FORMALITIES i. You for purposes of registering with Film Pod, has to create login id visiting the FP signup on FP App in the section of Reseller Program. ii. You shall be responsible for adding the correct referrer details in the Genio Lite Module. If Reseller has added incorrect referrer details or missed/skip to add the referrer details then Reseller cannot add/amend or modify at later stage and the Referrer will not get the due credit/commission (if any) for referring you as Reseller to Film Pod. iii. In the signup process Reseller will provide his/her correct mobile no, email id and documents such as id, address proof and other documents as requested by Film Pod from time to time. iv. Reseller shall pay one time Registration Fees as communicated to the Reseller. On the receipt of Registration Fees, Film Pod will issue an invoice and send it to Reseller on its registered email id and mobile no. v. Reseller agrees that a registration fee is a conditional refundable fees for enrolling himself/herself as Reseller with Film Pod. This registration charges will be refundable on pro-rata basis only after completion of minimum 1 (one) year duration, subject to non-receipt of complaints or service related or other issues against Reseller. In the event of any service related issue or any complaint against reseller the refund will be on pro-rata basis which will be equally divided in 5 (five) years. Reseller agrees that he/she will be entitle to receive refund on pro-rata basis for each uncompleted year of services after the Contract is terminated by him/her as specified in Clause 12 (ii). However, Reseller will not be entitled to receive any refund for partially completed year of services. vi. On completion of registration formalities and receipt of registration fees from Reseller, Film Pod will send login details such as user id password and other details for accessing and using Genio Lite Module to your registered email id. vii. You agree to maintain accurate, complete, and up-to-date information in your Account at all times and you acknowledge that failure to do so shall result in your access to the Services being suspended without notice to you. viii. No person other than yourself has the right to access your account. You agree and acknowledge that you will not allow any other person to access your account and that you will not share your login credentials (i.e. your user name and password) with any other person. If it is reasonably suspected by Film Pod that login credentials have been compromised by reseller or allowed a person other than yourself to access and use your Account, your access to the Account will be suspended without notice to you. In cases where it is established that you have allowed a person other than yourself to access and use your Account these Terms will stand terminated and your access to the Services will be permanently revoked without notice to you. ix. You may only possess one Account. If it is found that you possess multiple Accounts on the FP's Platform, your access to all Accounts on FP's Platform will be permanently revoked without notice. x. You hereby expressly acknowledge and agree that you and not Film Pod will be liable for your losses and damages (whether direct or indirect) caused an unauthorised use of your Account. Notwithstanding the foregoing, you may be liable for the losses of Film Pod or others due to such unauthorised use of service. xi. You shall be obligated to provide necessary documents/information as requested by Film Pod from time to time. 5. RESELLER'S RESPONSIBILITIES i. The Reseller shall discharge the following responsibilities with complete skill and diligence. The Reseller shall at all time work diligently to promote the products and services offered by Film Pod and protect the interests of Filmpod. ii. Reseller shall take proper training as updated in the Genio Lite Module and Film Pod website and as provided by Film Pod from time to time. iii. Reseller confirms that he/she will meet the Vendor (owner of the business/listing) at the address given in the listing and will ensure that the details/documents provided by the Vendor are correctly captured in the Genio Lite Module. iv. Reseller confirms that the Vendor's Data and its source is validated/verified and always be correct and complete in every manner and it will be correctly uploaded in the Genio Lite Module of the Company. Reseller undertakes that he/she should not submit any incorrect information or unverified documents in the Genio Lite Module of the Company. v. The Reseller shall market Film Pod Services and enlist Vendor's, for the products/services as made available by Film Pod in Genio Lite Module or as instructed by Filmpod from time to time. vi. Reseller shall ensure that the list of documents, including relevant documents (related to id, address, business proofs etc).and clear visible geo-coded photo of the vendor and its business establishment,) and Contract Value as provided in Genio Lite Module is collected by Reseller. vii. The Reseller shall be responsible to ensure that the prescribed Vendors documentation is duly completed in all respects and uploaded in the in the Genio Lite Module of the Company. Also, applicable terms and conditions available at https://www.filmpod.com/Terms-of-Use are explained in the vernacular language to the Vendor. Reseller on receiving the payment from Vendor via Genio Lite Module (or other means as prescribed by Film Pod) confirms that he/she has collected relevant documents, verified it as existing & correct and has also explained the applicable terms and conditions, which is accepted by Vendor without any demur and protest. The Reseller shall not be eligible for any commission on any Paid Services wherein the Reseller has not fulfilled the terms as mentioned in this Contract, irrespective whether Filmpod is providing any product or services to that Vendor or not. viii. The Reseller understands and agrees that Filmpod has the sole discretion to provide Services to Vendors and has the liberty to refuse any Paid Services to Vendors entered by the Reseller which are not as per applicable terms and conditions of the Contract. ix. Reseller confirms that subject to compliance of other terms, he/she will be eligible for payment of commission on Paid Contact only when the contract value is received from the Vendor and has been realized/encashed by Filmpod.

x. The Reseller shall be solely responsible at its own cost for obtaining all necessary approvals, sanctions, permissions and licenses for providing the Service, under these Terms, from Municipal, Local or Government Authority or any other Authority/party as may be required from time to time. xi. Reseller shall always quote the Reseller's Membership Id when logging in and/or submitting the details related to Vendor's Paid Services to Filmpod and in all other correspondence with Filmpod. xii. If Reseller has any doubt with respect to Reseller's obligations under this Contract and the manner to discharge the said obligations, or related to Reseller program, training module, earning process, applicable terms and conditions to Reseller and to the Vendors, then Reseller shall have the duty to get the clarifications from Film Pod's authorized representative in respect of such doubts by sending email at geniohelpdesk@Filmpod.com and giving the Membership Id and other necessary details necessary for indentifying the queries raised by Reseller. xiii. It shall be the responsibility of Reseller to keep confidential the Membership Id and the username and password provided to Reseller by Film Pod for accessing the Genio Lite Module. Reseller shall immediately inform Film Pod of any breach of this sub clause. Film Pod may, in its sole discretion, terminate this Contract for any breach of this sub clause and also claim damages for any losses which Film Pod might have incurred due to the misuse and/or breach of the Link. xiv. Reseller shall adhere strictly to the representations and warranties and obligations of non-compete, confidentiality and intellectual property as prescribed under this Contract. xv. Reseller hereby confirms that any dispute which arises between the parties in relation to the Vendor's data, terms of this Contract and any other matters, Film Pod's decision will be final and binding on Reseller. xvi. Reseller confirms that the data and information captured by Genio Lite Module shall prevail and be binding on You at all times. xvii. Reseller undertakes not to cause or permit anything which may damage or endanger the Intellectual Property Rights or title or assist or allow others to do so. Reseller undertakes to take such reasonable action as Film Pod may direct in relation to such infringement. xviii. Reseller undertakes to compensate Film Pod for any use of the Intellectual Property Rights and/or to indemnify Film Pod for any liability incurred to third parties for any use of the Intellectual Property Rights, otherwise than in accordance with this Contract. xix. Reseller undertakes, on the expiry or termination of this Contract forthwith, not to use the Intellectual Property Rights or access/use Genio Lite Module of Film Pod. xx. Reseller acknowledges that any goodwill or reputation for the Service or Vendor Data generated by the Reseller under this Contract will belong to Film Pod and upon termination of this Contract for whatever reason the Reseller shall not be entitled to claim any compensation, in any manner whatsoever. xxi. Reseller not cause to be done any act/representation/omissions which results to loss of goodwill and damage to the reputation to Film Pod. xxii. Reseller agrees not to (directly or indirectly) (i) access, monitor or copy any content or information of Filmpod using any robot, spider, scraper or other automated means or any manual process for any purpose; (ii) violate the restrictions in any robot exclusion headers on Filmpod or bypass or circumvent other measures employed to prevent or limit access to Filmpod. xxiii. Reseller has obtained all licenses, clearances, permissions, approvals or consents from any third party or any regulatory or government body which are required by applicable law or regulations, to execute the business/services of this Contract xxiv. Reseller shall be solely responsible for the all the costs related to registrations, licenses and other costs related to compliance directions / orders, guidelines / formalities issued by DOT and Telecom Service Providers related to the responsibility of the Reseller and Reseller shall also be responsible for the payment of penalties, charges and compensations imposed by DoT, Service Provider or any competent authority or courts for non compliance of the said directions / orders, guidelines / formalities as stated in clause and shall have no recourse against the Filmpod for the same. xxv. Reseller shall be solely liable for all acts and omissions of Reseller's personnel, whether employees, consultants, agents, subcontractors or otherwise, and whether or not engaged by the Reseller in violation of these Terms. xxvi. The Reseller shall carry out all directions and instructions as Filmpod may issue from time to time. xxvii. The Reseller shall not give any warranty to the Vendor in respect of any of the Services without the written authority of Filmpod. xxviii. Reseller agrees that it will not sell, license, lease, rent, transmit, or otherwise distribute or transfer any Vendor's data/information in any manner to third parties, save as is expressly permitted otherwise in this Contract. xxix. Unless otherwise provided in this Contract, during the term of this Contract Reseller shall establish and maintain safeguards against the destruction, loss or alteration of Data/information in its possession and Reseller will ensure that it will take all reasonable security practices to avoid any cyber-attacks. Reseller will neither transmit nor send Data nor will it allow Data/information to be accessed by third party. xxx. All Data provided by the Reseller is and will remain the property of the Film Pod. Film Pod will have all right, title and interest, including ownership of the said data, and all copies made from it. Except as set forth herein, without Film Pod's approval (in its sole discretion), Data shall not be (i) used by Reseller or its agents other than in connection with providing the Services, (ii) disclosed, sold, assigned, leased or otherwise provided to third parties by Reseller or its agents or (iii) commercially exploited by or on behalf of Reseller. xxxi. Reseller shall promptly correct any errors or inaccuracies in the Vendor's Data to the extent such errors or inaccuracies were caused by Reseller. xxxii. Reseller confirms that Film Pod do not provide any business/income guarantee to Vendor or to Reseller in any manner. xxxiii. Reseller will not "cyber-squat" over and/or otherwise compete with Film Pod's Keywords including but not limited to Film Pod, Filmpod.com, Film Pod services, FP, FP.com thereof on Google Ad words or other media (online or offline) in any manner whatsoever. 6. Data Verification i. Reseller shall conduct independent verification, by contacting the Vendors or any third party, to verify the correctness and accuracy of Vendor's Data/documents before entering any information/data in the Genio Lite Module. ii. The Reseller shall be responsible to ensure that the prescribed documentation is duly completed in all respects and Contract Value is collected from Vendor for providing Paid Services,, after explaining them about the applicable terms and conditions of the services as available on https://www.filmpod.com/Terms-of-Use including but not limited to ECS process, Duration, listing features, no business guarantee etc.. iii. The Reseller shall not be eligible for commission on any Duplicate Contract and any on Paid Services wherein the Reseller has not obtained duly verified and necessary documentation outlined above, even if Filmpod opts to supply the Services to the Vendor. iv. Film Pod may conduct the audit/verification on the Vendor's data submitted by Reseller from time to time and if Reseller fails in the Audit/verification process then Film Pod reserves the right to forthwith terminate this Contract with Reseller. v. Reseller shall be obligated to collect Vendor's documents or carry out any other verification by contacting Vendors, as communicated by Film Pod from time to time. vi. Film Pod may in its sole discretion impose upon Reseller any amount of penalty for any non-compliance of any terms of this Contract.

7. Commission i. Film Pod shall pay the commission on the Contract Value /Registration Fees as communicated to Reseller/Sub-Reseller via Genio Lite Module or in email or through any other mode from time to time subject to the complete compliance by Reseller of the terms and conditions stipulated under this Contract. ii. Reseller shall be entitled to receive commission only if the entire contract value/ Registration Fee are received by Film Pod in its bank account and no chargeback or refund request is received by Film Pod at any point in time. In the event if any chargeback or refund request is received by Film Pod then Reseller/Sub-Reseller shall not be entitled to receive any commission. However, if any chargeback or refund request is received after the commission is transferred to Reseller/Sub-Reseller, then Film Pod will have full right and absolute discretion to deduct or recover the commission amount paid by Film Pod to Reseller/Sub-Reseller. iii. Reseller agrees that for the purposes of calculation of commission, the taxes and other cost will be excluded from the Contract Value/Registration Fees. iv. Reseller agrees that Film Pod has exclusive right to decide fees/commission percentage or registration fees from time to time and it may be changed at any time by sending a communication to Reseller. v. All payments to the Reseller, Sub-Reseller, shall be subject to deduction of taxes at source or other applicable taxes and charges. Payments to Reseller are inclusive of all taxes, duties and charges. Each party shall be responsible for it own applicable taxes. vi. Film Pod shall make the monthly payment of undisputed commission (as calculated and shown in Genio Lite Module) to the Reseller which may be subject to completion of the verification/Audit process by Film Pod. In the event of any dispute in relation to commission, then Reseller shall escalate to Film Pod within 2 (two) days of the receipt of monthly commission from Film Pod. In the event of Reseller has not raised any dispute within 2 (two) days then the commission related dispute will not be entertained by Film Pod in any manner. vii. Notwithstanding the above provisions, Film Pod may at any time recover the Commission or any other sums paid to Reseller if it comes to the knowledge of Film Pod that the Vendor's Data is incorrect or not verified. Film Pod may recover the Commission and other sums by either deducting the sums from any dues payable to the Reseller subsequently or such other means it deems fit. 8. REPRESENTATION AND WARRANTIES i. Reseller represents and warrants that Reseller shall perform the Services with professional skill and diligence. ii. It has all requisite power and authority to execute, deliver and perform its obligations under this Contract and has been fully authorized by all requisite corporate actions to do so. iii. It shall comply at all times, with all laws, industry codes, applicable standards or other regulations or directions issued under the law time being in force And as amended. It shall comply with such provisions of Information Technology Act 2000 as amended by the Information Technology (Amendment) Act 2008 and rules and regulations made thereunder. iv. Reseller is adequately equipped and competent to provide the Services in a professional and efficient manner. 9. CONFIDENTIALITY: i. Reseller shall ensure that any information shared by Film Pod, irrespective of whether such information pertains to Film Pod or any third party, under this Contract shall be kept confidential at all times. Without limitation, confidential information shall include the terms of this Contract, Access, contents of the Database to which Reseller may have access while entering Vendor's Data in the Genio Lite Module, the guidelines annexed thereto. Reseller as per the requirements of Film Pod will either destroy or return all the confidential information to Film Pod within 30 (Thirty) days from the expiry or the early termination of this Contract. The obligations contained in this shall survive the termination of this Contract. ii. In the event Reseller discovers a breach or potential breach in security relating to Data or unauthorized possession, use or knowledge, or attempt thereof, of Data, Reseller shall immediately (1) notify the affected Film Pod and furnish to the Film Pod the details of the security breach or unauthorized possession, use or knowledge, or attempt thereof, of Data; (2) assist Film Pod in investigating, curing, or preventing the recurrence of any security breach or unauthorized possession, use or knowledge, or attempt thereof, of Data; (3) cooperate with Film Pod in any litigation and investigation against third parties deemed necessary by Film Pod to protect its rights; and (4) provide the assurance satisfactory to that such breach or potential breach will not recur. 10. NON-COMPETE The Reseller shall not, during the term of these Terms and for Five (05) years thereafter, in India or outside India, solicit Vendors for identical or similar Services as Filmpod's Services, or shall not directly or indirectly, including through their Affiliates or employees, render services to any person who conduct a business or carry's on a business similar to the business of Filmpod, or during the term of this Contract and for 5 (five) years thereafter the Reseller shall not, by himself or in association with others, directly or indirectly, commence or conduct or carry on any business that competes with the business of Filmpod. The Reseller shall be deemed to have violated its obligations hereunder if any of its agent, associate, partner or any, director, shareholder, officer, employee of the Reseller violates this provision. The Parties agree that in the event that this provision is found to be invalid or unenforceable by any arbitrator or any court of competent jurisdiction, the obligation under this clause shall be enforceable for such a period that is found to be legally valid and acceptable. 11. No representations The Reseller shall not give any warranty/guarantee to the Vendor in respect of any of the Listing or other Services without the written approval received from Filmpod. 12. Term, Renewal and Termination i. Effective Date: These Terms shall be effective from the date on which signup process is initiated by Reseller on Genio Lite Module (the "Effective Date"). ii. Term: The term of this Contract shall commence from the effective date and shall be valid for minimum 12 (twelve) months. This Contract can as per the provisions specified in Clause 12. In the event the Contract is not terminated, it shall be automatically renewed for subsequent periods unless otherwise terminated by the parties with written notice of 1 (One) month during the term of this Contract. iii. Termination for cause: Notwithstanding anything contained herein, Filmpod shall be entitled to terminate this Contract at any time, without any notice under the following circumstances (i) if the performance of the Reseller is found unsatisfactory, (ii) if the Reseller fails to function/operate properly as per the guidelines and policies intimated from time to time by Filmpod (iii) if the Reseller breaches any of the provisions of these Terms; (iv) if the Reseller is unable to pay debts/penalty/refunds when due, (v) if the Reseller makes any assignment or composition for the benefit of creditors, (vi) if the Reseller has appointed or suffers the appointment of a receiver or trustee for its business, property or assets, (vii) if the Reseller files or has filed against it any petition under the bankruptcy or insolvency laws that is not finally decided within 60 days of such filing or (viii) if the Reseller is adjudicated bankrupt or insolvent (ix) if any third party files complaints against the Reseller for breach of applicable laws. x) if the vendor is raising any raising any unreasonable dispute/issues or demands xi) or any third party claims. 13. Consequences of the Expiry or Termination i. Return of Documents and Information: Upon expiry of these Terms or earlier termination for any reason whatsoever of this Contract, You shall forthwith deliver to Filmpod, without maintaining any copies for itself, all documents and information, data including but not limited Vendor's information, any documents, training material, literature and material containing any logos, trademarks, service marks or any other intellectual property of Filmpod and any other document which may have come to the Reseller's possession or custody in pursuance of this Contract. The Reseller shall also return all Filmpod property including any copies of any data, trademarks, promotional material, and identity cards etc.. ii. Survival of Reseller's obligations: The obligations of the Reseller relating to the Confidential Information under these Terms shall survive the termination or expiration of these Terms. iii. Settlement of accounts: Upon the expiry of the term or termination without cause by Filmpod or Reseller in accordance with these Terms, Filmpod shall pay the Reseller all undisputed commission until the expiry or effective date of termination of the Terms after deducting such amounts as Filmpod thinks fit towards any claims that Filmpod may have against the Reseller. 14. Indemnification i. Reseller shall defend, indemnify and hold harmless Filmpod and its directors, officers, employees, agents and affiliates, including from any third party actions / claims / demands, for all costs, expenses, and losses arising from or in any way attributable to: (i) acts and omissions of the Reseller under these Terms; (ii) breach by Reseller of any of the terms and conditions of these Terms; (iii) violation of any applicable laws by Reseller; (iv) any damage to property or bodily injury (including death) caused by the Reseller; (v) acts of fraud, misappropriation, and disclosure of Confidential Information by the Reseller vi) any claim from vendor or third party claims for reasons attributable to Reseller. ii. The Reseller hereby agrees to indemnify the Filmpod, its directors and officers from and against any and all claims, suits, actions, demands or proceedings and all related damages, losses, liabilities, cost and expenses (including but not limited to reasonable lawyers' fees) arising out of or relating to any (i) damage, destruction, unauthorised sharing or other misuse of Confidential Information (ii) embezzlement, misappropriation or other misapplication of subscription amount received from the Vendor by the Reseller or any of its employees, (iii) violation or breach by the Reseller of any law, rules or regulations, or any term, policy or obligation under this Terms; (iv) claims made by Reseller's personnel on Filmpod including but not limited to claims for wages, benefits or employment; (v) breach by the Reseller of its responsibilities under these Terms or a violation of the restrictions hereunder and (vi) claims made by the state or central government, or local authority in respect of non-payment of taxes or fees, for non-provision of statutory benefits by the Reseller to its personnel; and (vii) Misrepresentation to the Vendor or third parties regarding any information relating to Filmpod or the Services/products. iii. The Reseller shall not make any claim or allegation against Filmpod or hold Filmpod liable in respect of any claim, demand or action ("Claims") made or filed by any Vendor against the Reseller. All such Claims shall be resolved solely by the Reseller at Reseller's own cost and expense, failing which the Reseller shall indemnify Filmpod as provided for in these Terms. 15. INTELLECTUAL PROPERTY RIGHTS i. All right, title and interest, including all intellectual property rights, in and to, in all content, trademarks, marketing collateral, forms, Vendor-related data, and in all other material handed over to the Reseller, or collected by the Reseller or to which the Reseller may have access to ("Filmpod Property"), shall absolutely vest in, and be owned by, Filmpod. No right or other license to such Filmpod Property is given to the Vendor. ii. Filmpod names, logos and all related products and service names, design marks and slogans ("Filmpod marks") are trademarks and service marks owned by and used under license from Filmpod or its wholly-owned subsidiaries. The Reseller is not authorized to use any Filmpod Mark in any advertising, publicity or in any other commercial manner without the prior written consent of Filmpod. 16. LIMITATION OF LIABLITY FILM POD SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, (INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, REVENUE, INTEREST, GOODWILL) RELATED TO, IN CONNECTION WITH, OR OTHERWISE, EVEN IF FILM POD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FILM POD SHALL NOT BE LIABLE FOR ANY DAMAGES, LIABILITY OR LOSSES ARISING OUT OF: (i) YOUR USE OF OR RELIANCE ON THE SERVICES OR YOUR INABILITY TO ACCESS OR USE THE SERVICES; OR (ii) ANY TRANSACTION OR RELATIONSHIP BETWEEN YOU AND AN VENDOR, EVEN IF FILM POD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FILM POD SHALL NOT BE LIABLE FOR DELAY OR FAILURE IN PERFORMANCE RESULTING FROM CAUSES BEYOND FILM POD'S REASONABLE CONTROL. IN NO EVENT SHALL FILM POD'S TOTAL LIABILITY TO YOU CONNECTION WITH THE SERVICES FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION EXCEED RS.1000/- (RUPEES ONE THOUSAND ONLY)

17. Miscellaneous i. Force Majeure: Neither Party shall be liable for any failure or delay in performance under this Terms to the extent such failure or delay is caused due to reasons beyond that party's reasonable control such as technical malfunctions, governmental actions, acts of God; acts of a public enemy, wars, insurrections, riots, epidemics pandemics bacterial infection, landslides, lightning, earthquakes, fires, storms, floods, washouts; arrests and restraints of the government; necessity for compliance with any court order, law, ordinance or regulations promulgated by any governmental authority having jurisdiction, either federal or state, civil or military; civil disturbances; any other events, matters, or causes, whether of the same kind enumerated herein or otherwise, which shall not be reasonably within the control of the Party affected thereby and occurring without its fault or negligence, provided that force majeure will apply only if the failure to perform could not be avoided by the exercise of due care by the Party invoking this clause and such party does everything reasonably possible to resume its performance under these Terms. In the event of the force majeure conditions continuing beyond two weeks, the Party to whom the affected obligations are owed shall have the right to terminate these Terms by written notice of fifteen days. ii. Severability: If any provision of these Terms is found by court of competent jurisdiction to be invalid or unenforceable, the invalidity of such provision shall not affect the other provisions of these Terms, and all provisions not affected by such invalidity shall remain in full force and effect. The Parties shall nevertheless be bound to negotiate and settle an alternate clause that shall be as close to the intent of the original clause and which shall nonetheless be valid and enforceable. iii. No Waiver: The waiver by either party of a breach or default of any of the provisions of these Terms by the other Party shall not be construed as a waiver of any succeeding breach of the same or other provisions; nor shall any delay or omission on the part of either Party to exercise or avail itself of any right, power or privilege, operate as a waiver of any breach or default by the other Party. iv. Independent Contractors: It is understood and agreed that the relationship between the Parties is on a principal-to-principal basis. Nothing in these Terms shall constitute an agency, employment, partnership or any other relationship whether in the nature of a joint venture or otherwise between the Parties. v. Notices: All notices, requests, demands and other communications hereunder shall be in writing and the same shall be deemed to be served, if personally delivered or sent by registered mail at the registered office addresses. Notices may also be sent through emails, however, such emails must be followed up with a physical notice at the above mentioned address within a period of ten (10) days. vi. Entire Terms: These Terms, including Schedules, shall constitute the entire Terms between the Parties and shall supersede all other and prior arrangements, Contracts, and understandings prior to the execution of these Terms. vii. Arbitration: If any dispute/difference arises between the parties then the Parties shall meet to discuss the matter and shall negotiate in good faith to resolve the matter. However if such matter remains unresolved within 60 days from the date of dispute intimated to other party in writing thereafter the matter shall be referred to the sole arbitrator appointed by Film Pod. The Reseller has consented to Film Pod to appoint arbitrator as per its (Film Pod's) discretion under this contract.. The Arbitration and Conciliation Act, 1996 shall govern the arbitration proceedings and the place of Arbitration shall be Mumbai. Language of Arbitration shall be English. Cost of Arbitration shall be borne in equal proportion by the Parties. Attorney costs shall be borne individually by each Party. The Arbitration award shall be final and binding upon the Parties. viii. Governing Law and Jurisdiction: This Terms of Service shall be governed and construed in accordance with the laws in India. Any dispute arising hereunder shall be subject to the exclusive jurisdiction of the courts in Mumbai, India ix. Headings: The headings of clauses in these Terms are merely indicative and shall not be taken into consideration in the interpretation or construction of the Terms. Terms of use for Real Estate All data and information set forth on Film Pod's Portal regarding real estate property, for sale, purchase, rental and/or financing are from third parties sources, including but not limited to owner/agent/builder/developer etc.. No warranties are made as to the accuracy of any descriptions and/or other details and such information is subject to errors, omissions, changes of price, tenancies, commissions, prior sales, leases or financing, or withdrawal without notice. Users should seek advice and proper legal counsel with respect to all property, closing costs, timing considerations, financing options, default provisions, zoning implications, renovation considerations and appropriate transfer taxes and other due-diligences. Film Pod is an intermediary within the meaning of Section 2 (1) (w) of the amended Information Technology Act, 2000 (herein after referred as "Film Pod" ). Film Pod provides a platform by bridging the gap between owner/agent/builder/developer of real estate properties (herein after referred as "seller" or "rental" as the case may be) and the users of Film Pod's service and Film Pod does not facilitate or interfere nor does any transaction for or on behalf of users or seller/ developer in any manner whatsoever. The portal and all its contents are provided with all faults on an "as is" and "as available" basis. The details displayed on the portal are for information purposes only. No information given under this portal creates a warranty. Your use of the portal is solely at your own risk. Nothing contained herein shall be deemed to constitute any sort of legal advice, opinion, solicitation, marketing, offer of sale, invitation to offer, invitation to acquire etc. by Film Pod. It is responsibility of the users to evaluate the accuracy, completeness and usefulness of all opinions, advice, Services, real estate and other related information listed on the portal. Information on Film Pod's portal does not guarantee that the projects/properties are registered under the Real Estate Regulation Act, 2016 and rules made thereunder ("RERA"). The property / project detail, listings, floor area, location, price, Designs, dimensions, cost, facilities, plans, images, specifications, furniture, accessories, paintings, items, electronic goods, additional fittings/fixtures, decorative items, false ceiling including finishing materials, specifications, shades, sizes, amenities/services and other details shown in the listing are the third party contents (i.e., owner/agent/builder/developer etc.) and/or taken from public domain. Users are hereby advised to use their discretion and to exercise due diligence and independently validate and verify all information/details about any property / project, such as, (i) verification of ownership of property, (ii) N.O.C.'s of various authorities like Municipal Authorities, Fire Authorities, Land Revenue Deptt., Police etc., (iii) Checking of Commencement & Occupancy Certificate, (iv) clearance of title of the plan/land/ property, (v) execution of valid agreement/sale deed, (vi) stamp duty & payment etc., prior to concluding any decision for buying any unit(s)/projects/properties or renting thereof. Film Pod under no circumstance will be liable for any expense, loss or damage including, without limitation, indirect or consequential loss or damage, or any expense, loss or damage whatsoever arising from use, or loss of use, of data, arising out of or in connection with the use of this portal. The user acknowledges, agrees and undertakes to not hold Film Pod or any of its affiliates liable/responsible for any information stated representation /commitment /offer neither made by any third parties on its portal to the user nor make any claims/demands on Film Pod or any of its affiliates with respect thereto. In no event will Film Pod be liable for claim made by the users including seeking any cancellation for any of the inaccuracies in the information provided in this Portal. You are therefore required to verify all the details, including area, amenities, services, terms of sales and payments and other relevant terms independently prior to concluding any decision for buying/renting any unit(s)/projects/ properties. No claim as to the accuracy and correctness of the information on the portal is made, although every attempt is made to ensure that the content is not misleading/ offensive/ inappropriate. In case any inaccuracy is or otherwise improper/ misleading/ offensive/ inappropriate content is sighted on the portal, please write to us at grievanceofficer@filmpod.com Film Pod respects the intellectual property of others. If you believe that your intellectual property rights have been used in a way that gives rise to concerns of infringement, please write to us at infringement@filmpod.com; as per our infringement policy available at https://www.filmpod.com/Infringement-Policy. The users hereby acknowledge and undertake that they are accessing the services on the online platform and transacting at their own risk and are using their best and prudent judgment before entering into any transactions through the website/ platform. The users further acknowledge and undertake that they will use the platform to purchase or rent a property only for their personal use. Film Pod shall neither be liable/responsible for any actions or inactions of owner, nor any breach of conditions, representations or warranties by the owner/agent/builder/developer of the properties and hereby expressly disclaim and any or all responsibility and liability in that regard. Film Pod shall not mediate or resolve any dispute or disagreement between the user and the owner/agent/builder/developer of the properties. We do not implicitly or explicitly support or endorse the sale or purchase of any property on/through our platform. At no time shall any right, title or interest in the property sold through or displayed on the platform vest with Film Pod nor shall Film Pod have any obligations or liabilities in respect of any transactions on or through its platform. Terms Of Use For Information Dissemination This document is an electronic record in terms of the amended Information Technology Act, 2000 and rules and regulation made thereunder. This electronic record is generated by a computer system and does not require any physical or digital signatures. This document is published in accordance with the provisions of Rule 3 (1) of the Information Technology (Intermediaries Guidelines) Rules, 2011 that require publishing the Terms for access or usage of Film Pod’s service via Film Pod Portal. This document meets the stipulations and conditions mentioned in Section 65B (2) of the Indian Evidence Act, 1872. YOUR ACCEPTANCE OF THIS AGREEMENT: This is an agreement between you ("you" or "your") and Film Pod Limited, a company incorporated under the Companies Act 1956 with its registered office at Building M, 501-B, Palm Court Complex, Besides Goregaon Sports Club, New Link Road, Malad (W), Mumbai 400 064 ("Film Pod" "we," or "our") that governs your use of the search services offered by Film Pod through its website www.filmpod.com ("Website"), telephone search, SMS, WAP or any other medium using which Film Pod may provide the search services (collectively "Platforms" ). When you access or use any of the Platforms you agree to be bound by these Terms and Conditions ("Terms"). CHANGES: We may periodically change the Terms and the Site without notice, and you are responsible for checking these Terms periodically for revisions. All amended Terms become effective upon our posting to the Site, and any use of the site after such revisions have been posted signifies your consent to the changes. HOW YOU MAY USE OUR MATERIALS: We use a diverse range of information, text, photographs, designs, graphics, images, sound and video recordings, animation, content, advertisement and other materials and effects (collectively "Materials") for the search services on the Platforms. We provide the Material through the Platforms FOR YOUR PERSONAL AND NON-COMMERCIAL USE ONLY. While every attempt has been made to ascertain the authenticity of the Platforms content, Film Pod is not liable for any kind of damages, losses or action arising directly or indirectly, due to access and/or use of the content in the Platforms including but not limited to decisions based on the content in the Platforms which results in any loss of data, revenue, profits, property, infection by viruses etc. Accordingly, you may view, use, copy, and distribute the Materials found on the Platforms for internal, non-commercial, informational purposes only. You are prohibited from data mining, scraping, crawling, or using any process or processes that send automated queries to Film Pod.. You may not use the Platforms or any of them to compile a collection of listings, including a competing listing product or service. You may not use the Platforms or any Materials for any unsolicited commercial e-mail. Except as authorized in this paragraph, you are not being granted a license under any copyright, trademark, patent or other intellectual property right in the Materials or the products, services, processes or technology described therein. All such rights are retained by Film Pod, its subsidiaries, parent companies, and/or any third party owner of such rights. HOW YOU MAY USE OUR MARKS: The Film Pod company names and logos and all related products and service names, design marks and slogans are trademarks and service marks owned by and used under license from Film Pod or it's wholly owned subsidiaries. All other trademarks and service marks herein are the property of their respective owners. All copies that you make of the Materials on any of the Platforms must bear any copyright, trademark or other proprietary notice located on the respective Platforms that pertains to the material being copied. You are not authorized to use any Film Pod name or mark in any advertising, publicity or in any other commercial manner without the prior written consent of Film Pod. Requests for authorization should be made to intproperty@filmpod.com HOW WE MAY USE INFORMATION YOU PROVIDE TO US: Do not send us any confidential or proprietary information. Except for any personally identifiable information that we agree to keep confidential as provided in our Privacy Policy, any material, including, but not limited to any feedback, data, answers, questions, comments, suggestions, ideas or the like, which you send to us will be treated as being non-confidential and nonproprietary. We assume no obligation to protect confidential or proprietary information (other than personally identifiable information) from disclosure and will be free to reproduce, use, and distribute the information to others without restriction. We will also be free to use any ideas, concepts, know-how or techniques contained in information that you send us for any purpose whatsoever including but not limited to developing, manufacturing and marketing products and services incorporating such information. REVIEWS, RATINGS & COMMENTS BY USERS: Since, Film Pod provides information directory services through various mediums (SMS, WAP, E-Mail, Website, APP and voice or phone), your ("Users") use any of the aforementioned medium to post Reviews, Ratings and Comments about the Film Pod services and also about the Advertiser's listed at Film Pod is subject to additional terms and conditions as mentioned herein. You are solely responsible for the content of any transmissions you make to the Site or any transmissions you make to any mediums offered by Film Pod and any materials you add to the Site or add to any mediums offered by Film Pod, including but not limited to transmissions like your Reviews, Ratings & Comments posted by you(the "Communications"). Film Pod does not endorse or accept any of your Communication as representative of their (Film Pod) views. By transmitting any public Communication to the Site, you grant Film Pod an irrevocable, non-exclusive, worldwide, perpetual, unrestricted, royalty-free license (with the right to sublicense) to use, reproduce, distribute, publicly display, publicly perform, adapt, modify, edit, create derivative works from, incorporate into one or more compilations and reproduce and distribute such compilations, and otherwise exploit such Communications, in all Platforms now known or later developed. You confirm and warrant that you have the right to grant these rights to Film Pod . You hereby waive and grant to Film Pod all rights including intellectual property rights and also "moral rights" in your Communications, posted at Film Pod through any of mediums of Film Pod. Film Pod is free to use all your Communications as per its requirements from time to time. You represent and warrant that you own or otherwise control all of the rights to the content that you post as Review, Rating or Comments; that the content is accurate; that use of the content you supply does not violate these Terms and will not cause injury to any person or entity. For removal of doubts it is clarified that, the reference to Communications would also mean to include the reviews, ratings and comments posted by your Friend's tagged by you. Also Film Pod reserves the right to mask or unmask your identity in respect of your Reviews, Ratings & Comments posted by you. Film Pod has the right, but not the obligation to monitor and edit or remove any content posted by you as Review, Rating or Comments. Film Pod cannot review all Communications made on and through any of the mediums of Film Pod. However, Film Pod reserves the right, but has no obligation, to monitor and edit, modify or delete any Communications (or portions thereof) which Film Pod in its sole discretion deems inappropriate, offensive or contrary to any Film Pod policy, or that violate this terms: Film Pod reserves the right not to upload or distribute to, or otherwise publish through the Site or Forums any Communication which i. is obscene, indecent, pornographic, profane, sexually explicit, threatening, or abusive; ii. constitutes or contains false or misleading indications of origin or statements of fact; iii. slanders, libels, defames, disparages, or otherwise violates the legal rights of any third party; iv. causes injury of any kind to any person or entity; v. infringes or violates the intellectual property rights (including copyright, patent and trademark rights), contract rights, trade secrets, privacy or publicity rights or any other rights of any third party; vi. violates any applicable laws, rules, or regulations; vii. contains software viruses or any other malicious code designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; viii. impersonates another person or entity, or that collects or uses any information about Site visitors. It is also clarified that, if there are any issues or claims due to your posts by way of Reviews, Ratings and Comments, then Film Pod reserves right to take appropriate legal action against you. Further, you shall indemnify and protect Film Pod against such claims or damages or any issues, due to your posting of such Reviews, Ratings and Comments Film Pod takes no responsibility and assumes no liability for any content posted by you or any third party on Film Pod site or on any mediums of Film Pod. You further acknowledge that conduct prohibited in connection with your use of the Forums includes, but is not limited to, breaching or attempting to breach the security of the Site or any of the mediums of Film Pod.

PRIVACY POLICY: Film Pod is committed to protecting the privacy and confidentiality of any personal information that it may request and receive from its clients, business partners and other users of the Website. To read our privacy policy statement regarding such personal information please refer PRIVACY POLICY CONTENT DISCLAIMER: Film Pod communicates information provided and created by advertisers, content partners, software developers, publishers, marketing agents, employees, users, resellers and other third parties. While every attempt has been made to ascertain the authenticity of the content on the Platforms Film Pod has no control over content, the accuracy of such content, integrity or quality of such content and the information on our pages, and material on the Platforms may include technical inaccuracies or typographical errors, and we make no guarantees, nor can we be responsible for any such information, including its authenticity, currency, content, quality, copyright compliance or legality, or any other intellectual property rights compliance, or any resulting loss or damage. Further, we are not liable for any kind of damages, losses or action arising directly or indirectly due to any content, including any errors or omissions in any content, access and/or use of the content on the Platforms or any of them including but not limited to content based decisions resulting in loss of data, revenue, profits, property, infection by viruses etc. All of the data on products and promotions including but not limited to, the prices and the availability of any product or service or any feature thereof, is subject to change without notice by the party providing the product or promotion. You should use discretion while using the Platforms . Film Pod reserves the right, in its sole discretion and without any obligation, to make improvements to, or correct any error or omissions in, any portion of the Platforms. Where appropriate, we will endeavor to update information listed on the Website on a timely basis, but shall not be liable for any inaccuracies. All rights, title and interest including trademarks and copyrights in respect of the domain name and Platforms content hosted on the Platforms are reserved with Film Pod. Users are permitted to read, print or download text, data and/or graphics from the Website or any other Platforms for their personal use only. Unauthorized access, reproduction, redistribution, transmission and/or dealing with any information contained in the Platforms in any other manner, either in whole or in part, are strictly prohibited, failing which strict legal action will be initiated against such users. Links to external Internet sites may be provided within the content on Website or other Platforms as a convenience to users. The listing of an external site does not imply endorsement of the site by Film Pod or its affiliates. Film Pod does not make any representations regarding the availability and performance of its Platforms or any of the external websites to which we provide links. When you click on advertiser banners, sponsor links, or other external links from the Website or other Platforms, your browser automatically may direct you to a new browser window that is not hosted or controlled by Film Pod. Film Pod and its affiliates are not responsible for the content, functionality, authenticity or technological safety of these external sites. We reserve the right to disable links to or from third-party sites to any of our Platforms, although we are under no obligation to do so. This right to disable links includes links to or from advertisers, sponsors, and content partners that may use our Marks as part of a co-branding relationship. Some external links may produce information that some people find objectionable, inappropriate, or offensive. We are not responsible for the accuracy, relevancy, copyright compliance, legality, or decency of material contained in any externally linked websites. We do not fully screen or investigate business listing websites before or after including them in directory listings that become part of the Materials on our Platforms, and we make no representation and assume no responsibility concerning the content that third parties submit to become listed in any of these directories. All those sections in the Platforms that invite reader participation will contain views, opinion, suggestion, comments and other information provided by the general public, and Film Pod will at no point of time be responsible for the accuracy or correctness of such information. Film Pod reserves the absolute right to accept/reject information from readers and/or advertisements from advertisers and impose/relax Platforms access rules and regulations for any user(s). Film Pod also reserves the right to impose/change the access regulations of the Platforms , whether in terms of access fee, timings, equipment, access restrictions or otherwise, which shall be posted from time to time under these terms and conditions. It is the responsibility of users to refer to these terms and conditions each time they use the Platforms. While every attempt has been made to ascertain the authenticity of the content in the Platforms, Film Pod is not liable for any kind of damages, losses or action arising directly or indirectly, due to access and/or use of the content in the Platforms including but not limited to any decisions based on content in the Platforms resulting in loss of data, revenue, profits, property, infection by viruses etc. WARRANTY DISCLAIMER: Please remember that any provider of goods or services is entitled to register with Film Pod. Film Pod does not examine whether the advertisers are good, reputable or quality sellers of goods / service providers. You must satisfy yourself about all relevant aspects prior to availing of the terms of service. Film Pod has also not negotiated or discussed any terms of engagement with any of the advertisers. The same should be done by you. Purchasing of goods or availing of services from advertisers shall be at your own risk. We do not investigate, represent or endorse the accuracy, legality, legitimacy, validity or reliability of any products, services, deals, coupons or other promotions or materials, including advice, ratings, and recommendations contained on, distributed through, or linked, downloaded or accessed from the Platforms. References that we make to any names, marks, products or services of third parties or hypertext links to third party sites or information do not constitute or imply our endorsement, sponsorship or recommendation of the third party, of the quality of any product or service, advice, information or other materials displayed, purchased, or obtained by you as a result of an advertisement or any other information or offer in or in connection with the Platforms. Any use of the Platforms, reliance upon any Materials, and any use of the Internet generally shall be at your sole risk. Film Pod disclaims any and all responsibility or liability for the accuracy, content, completeness, legality, reliability, or operability or availability of information or material displayed in the search results in the Platforms. THE MATERIAL AND THE PLATFORMS USED TO PROVIDE THE MATERIAL (INCLUDING THE WEBSITE ) ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. FILM POD DISCLAIMS, TO THE FULLEST EXTENT PERMITTED UNDER LAW, ANY WARRANTIES REGARDING THE SECURITY, RELIABILITY, TIMELINESS, ACCURACY AND PERFORMANCE OF THE PLATFORMS AND MATERIALS. FILM POD DOES NOT WARRANT THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE CONTENT IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. FILM POD DISCLAIMS ANY AND ALL WARRANTIES TO THE FULLEST EXTENT OF THE LAW, INCLUDING ANY WARRANTIES FOR ANY INFORMATION, GOODS, OR SERVICES, OBTAINED THROUGH, ADVERTISED OR RECEIVED THROUGH ANY LINKS PROVIDED BY OR THROUGH THE PLATFORMS SOME COUNTRIES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM COUNTRY TO COUNTRY AND JURISDICTION TO JURISDICTION. DISCLAIMER for "Film Pod/FP Verified stamp, FP Trusted Stamp", "Film Pod GUARANTEE" and "Film Pod’s Right" "Film Pod/FP verified" means, the information related to name, address, contact details of the business establishments have been verified as existing at the time of registering any advertiser with Film Pod. This verification is solely based on the documents as supplied by an advertiser/s or as per the details contained in Customer E-Registration Form. "FP Trusted Stamp" indicates that the identity & information of the vendors/services, viz., name, address, contact details, business name has been verified on best effort basis, as existing, based on the documents/information furnished by the vendors/service providers. “FP Trusted Stamp” are also allocated to the vendor’s/service providers considering user’s reviews/ratings or any other criteria. Film Pod strongly recommends to its users/callers to verify all relevant details of vendors/services prior to availing any products/services from them. Film Pod does not implicitly or explicitly endorse any product/s or services provided by the vendors/service providers. The "Film Pod Guarantee" and "Film Pod’s Right" is a limited assurance offered by Film Pod that the name and contact information of the advertiser and the category in which the advertiser is listed by Film Pod, have been verified as existing and correct at the time of the advertiser's application to register with Film Pod. Film Pod makes no representations or warranties, whether express or implied, including but not limited to warranties of the continued existence and/or operations of the advertiser, or the quality, quantity, merchantability or fitness for use of the goods or services offered by the advertiser. ADDITIONAL DISCLAIMER: Users using any of Film Pod service across the following mediums ie. through internet ie www.filmpod.com Website, Wapsite, SMS, phone or any other medium are bound by this additional disclaimer wherein they are cautioned to make proper enquiry before they (Users) rely, act upon or enter into any transaction (any kind or any sort of transaction including but not limited to monetary transaction ) with the Advertiser listed with Film Pod. All the Users are cautioned that all and any information of whatsoever nature provided or received from the Advertiser/s is taken in good faith, without least suspecting the bonafides of the Advertiser/s and Film Pod does not confirm, does not acknowledge, or subscribe to the claims and representation made by the Advertiser/s listed with Film Pod .Further, Film Pod is not at all responsible for any act of Advertiser/s listed at Film Pod.

LIMITATION OF LIABILITY: IN NO EVENT SHALL FILM POD BE LIABLE TO ANY USER ON ACCOUNT OF SUCH USER'S USE, MISUSE OR RELIANCE ON THE PLATFORMS FOR ANY DAMAGES WHATSOEVER, INCLUDING DIRECT, SPECIAL, PUNITIVE, INDIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES OR DAMAGES FOR LOSS OF PROFITS, REVENUE, USE, OR DATA WHETHER BROUGHT IN WARRANTY, CONTRACT, INTELLECTUAL PROPERTY INFRINGEMENT, TORT (INCLUDING NEGLIGENCE) OR OTHER THEORY, EVEN IF FILM POD ARE AWARE OF OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE, ARISING OUT OF OR CONNECTED WITH THE USE (OR INABILITY TO USE) OR PERFORMANCE OF THE PLATFORMS, THE MATERIALS OR THE INTERNET GENERALLY, OR THE USE (OR INABILITY TO USE), RELIANCE UPON OR PERFORMANCE OF ANY MATERIAL CONTAINED IN OR ACCESSED FROM ANY PLATFORMS. FILM POD DOES NOT ASSUME ANY LEGAL LIABILITY OR RESPONSIBILITY FOR THE ACCURACY, COMPLETENESS, OR USEFULNESS OF ANY INFORMATION, APPARATUS, PRODUCT OR PROCESS DISCLOSED ON THE PLATFORMS OR OTHER MATERIAL ACCESSIBLE FROM THE PLATFORMS. THE USER OF THE PLATFORMS ASSUMES ALL RESPONSIBILITY AND RISK FOR THE USE OF THIS PLATFORMS AND THE INTERNET GENERALLY. THE FOREGOING LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF THE ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW. SOME COUNTRIES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY OF CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO ALL USERS; IN SUCH COUNTRIES LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW. THIRD PARTY SITES: Your correspondence or business dealing with or participation in the sales promotions of advertisers or service providers found on or through the Platforms, including payment and delivery of related goods or services, and any other terms, conditions, and warranties or representations associated with such dealings, are solely between you and such advertisers or service providers. You assume all risks arising out of or resulting from your transaction of business over the Internet, and you agree that we are not responsible or liable for any loss or result of the presence of information about or links to such advertisers or service providers on the Platforms. You acknowledge and agree that we are not responsible or liable for the availability, accuracy, authenticity, copyright compliance, legality, decency or any other aspect of the content, advertising, products, services, or other materials on or available from such sites or resources. You acknowledge and agree that your use of these linked sites is subject to different terms of use than these Terms, and may be subject to different privacy practices than those set forth in the Privacy Policy governing the use of the Platforms . We do not assume any responsibility for review or enforcement of any local licensing requirements that may be applicable to businesses listed on the Platforms. MONITORING OF MATERIALS TRANSMITTED BY YOU: Changes may be periodically incorporated into the Platforms. Film Pod may make improvements and/or changes in the products, services and/or programs described in these Platforms and the Materials at any time without notice. We are under no obligation to monitor the material residing on or transmitted to the Platforms . However, anyone using the Platforms agrees that Film Pod may monitor the Platforms contents periodically to (1) comply with any necessary laws, regulations or other governmental requests; (2) to operate the Platforms properly or to protect itself and its users. Film Pod reserves the right to modify, reject or eliminate any material residing on or transmitted to its Platforms that it, in its sole discretion, believes is unacceptable or in violation of the law or these Terms and Conditions. DELETIONS FROM SERVICE: Film Pod will delete any materials at the request of the user who submitted the materials or at the request of an advertiser who has decided to "opt-out" of the addition of materials to its advertising, including, but not limited to ratings and reviews provided by third parties. Film Pod reserves the right to delete (or to refuse to post to public forums) any materials it deems detrimental to the system or is, or in the opinion of Film Pod, may be, defamatory, infringing or violate of applicable law. Film Pod reserves the right to exclude Material from the Platforms. Materials submitted to Film Pod for publication on the Platforms may be edited for length, clarity and/or consistency with Film Pod's editorial standards.

INDEMNIFICATION: You agree to indemnify and hold us and (as applicable) our parent, subsidiaries, affiliates, officers, directors, agents, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your breach of these Terms, your violation of any law, or your violation of the rights of a third party, including the infringement by you of any intellectual property or other right of any person or entity. These obligations will survive any termination of the Terms. MISCELLANEOUS: These Terms will be governed by and construed in accordance with the Indian laws, without giving effect to its conflict of laws provisions or your actual state or country of residence, and you agree to submit to personal jurisdiction in India. You agree to exclude, in its entirety, the application to these Terms of the United Nations Convention on Contracts for the International Sale of Goods. You are responsible for compliance with applicable laws. If for any reason a court of competent jurisdiction finds any provision or portion of the Terms to be unenforceable, the remainder of the Terms will continue in full force and effect. These Terms constitute the entire agreement between us and supersedes and replaces all prior or contemporaneous understandings or agreements, written or oral, regarding the subject matter of these Terms. Any waiver of any provision of the Terms will be effective only if in writing and signed by you and Film Pod. Film Pod reserves the right to investigate complaints or reported violations of these Terms and to take any action we deem necessary and appropriate. Such action may include reporting any suspected unlawful activity to law enforcement officials, regulators, or other third parties. In addition, we may take action to disclose any information necessary or appropriate to such persons or entities relating to user profiles, e-mail addresses, usage history, posted materials, IP addresses and traffic information. Film Pod reserves the right to seek all remedies available at law and in equity for violations of these Terms. Notices. All of our notices, demands and other communications must be in writing and will be deemed to have been given (a) if mailed by certified mail, postage prepaid, (b) if delivered by overnight courier, (c) if sent by facsimile transmission and such transmission is confirmed as received, or (d) if sent by electronic mail, and such message is confirmed as received, in each case to the address, fax number or e-mail address specified on the Order for the recipient of such notice. All of your notices, demands and other communications must be in writing and will be deemed to have been given (a) if mailed by certified mail, postage prepaid or if delivered by overnight courier, to our address: Film Pod Limited, Building M, 501-B, Palm Court Complex, Besides Goregaon Sports Club, New Link Road, Malad(w), Mumbai 400 064. Force Majeure. In no event shall we or any Distribution Site have liability or be deemed to be in breach hereof for any failure or delay of performance resulting from any governmental action, fire, flood, insurrection, earthquake, power failure, network failure, riot, explosion, embargo, strikes (whether legal or illegal), terrorist act, labor or material shortage, transportation interruption of any kind or work slowdown or any other condition not reasonably within our control. Your payment obligations shall continue during any event of force majeure. Indemnification. You agree to indemnify us and the Distribution Sites and hold us and the Distribution Site harmless from and with respect to any claims, actions, liabilities, losses, expenses, damages and costs (including, without limitation, actual attorneys' fees) that may at any time be incurred by us or them arising out of or in connection with these Terms or any Advertising Products or services you request, including, without limitation, any claims, suits or proceedings for defamation or libel, violation of right of privacy or publicity, criminal investigations, infringement of intellectual property, false or deceptive advertising or sales practices and any virus, contaminating or destructive features. Telephone Conversations. All telephone conversations between you and us about your advertising may be recorded and you hereby consent to such monitoring and recordation. Arbitration: Any disputes and differences whatsoever arising in connection with these Terms shall be settled by Arbitration in accordance with the Arbitration and Conciliation Act, 1996. a) All proceedings shall be conducted in English language. b) Unless the Parties agree on a sole arbitrator there shall be three Arbitrators, one to be selected by each of the parties, and the third to be selected by the two Arbitrators appointed by the parties. c) The venue of Arbitration shall be in Mumbai, India. Entire Agreement. These Terms constitutes the entire agreement between you and us with respect to the subject matter of these Terms and supersedes all prior written and all prior or contemporaneous oral communications regarding such subject matter. Accordingly, you should not rely on any representations or warranties that are not expressly set forth in these Terms. If any provision or provisions of these Terms shall be held to be invalid, illegal, unenforceable or in conflict with the law of any jurisdiction, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired. Except as provided in Section 1, these Terms may not be modified except by writing signed by you and us; provided, however, we may change these Terms from time to time, and such revised terms and conditions shall be effective with respect to any Advertising Products ordered after written notice of such revised terms to you or, if earlier, posting of such revised terms and conditions on our Website. In relation to any complaints or concerns, you can visit our online customer care page - CLICK HERE Or email to us at "customerservice@filmpod.com" or call on our hotline No. 8888888888. TERMS & CONDITIONS (FP OMNI) THIS SOFTWARE LICENSE & HOSTING SERVICE AGREEMENT (the "Agreement") is entered into between Film Pod Limited, having its registered Office at 501 / B, Palm Court Complex, New Link Road, Malad (W), Mumbai 400 064 (hereinafter referred to as "Film Pod", "Licensor", "We", "Our"), and Clients (hereinafter referred to as "Client", "Licensee", & "You"). Film Pod hereby grants the right to use its FP OMNI Software Program and Hosting Services (hereinafter referred to as "Product and Service") to the "Client", and the client acknowledges and agrees to comply with all of these Terms and consent to the transmission of certain information during Activation and for internet-based features of the software and hosting service. If you do not Accept and comply with these terms, you may not use the software and hosting service. 1) USAGE POLICY:You will use the Film Pod's Product and Service in a manner consistent with all local, states and Union regulations and laws. We reserve the right to suspend or cancel your access to any or all services provided by us when you are not in compliance to the terms of this agreement and/or we decide that your account has been inappropriately used. 2) DESCRIPTION OF SOFTWARE:This agreement applies to the most recent release of FP OMNI software program. FP OMNI Software (hereinafter referred as Software) is a one stop solution for retailers to manage their in-store and online business. It is a cloud based platform/solution to manage products inventory, purchases, suppliers, sales and customers. You will be able to use this software for the purposes of setting up your store virtually and starting your online business. This Software has the features through which you yourself can set up your store virtually, add & delete the products, access to Dashboard, manage inventory & purchases of your store, print your own barcode. This software is available on website as well as on mobile app. In this software you have the option of choosing the features which you want to use and pay only for those features as agreed between parties. This software will be accessible on website as well as on compatible mobile devices. The software accessible on compatible mobile devices will be available with limited features for its proper, easy and smooth functioning. 3) TERMS OF USE:This agreement only gives you rights to use the Product and Service as per the features obtained and fee paid by you. You may use the Product and Service only as expressly permitted in this agreement. In doing so, you must comply with any technical limitations in the Product and Service that only allow you to use it in certain ways. Client has the exclusive right to use the Product and Service only for a license period or as per the rights granted under this agreement. You may only use the software on a single computer at one time and may do so only via a user interface connected directly to said single computer and not in any manner over a network, regardless of whether said network is a wide area network (WAN) or a local area network (LAN). You may NOT distribute copies of or documentation of the software to others. THE ACTUAL SOFTWARE PROGRAM COMPONENTS REMAIN THE PROPERTY OF FILM POD. You may not sell, lease, rent, or otherwise distribute and/or sub-license the Software, including the manuals and documentation of same, to another person at any price. It is illegal to make copies of the Software Program, or Components. The Software Program and Components are protected by the copyright laws pertaining to computer software. It is illegal to give copies of the Software Program, Components and Modules, or manuals and documentation of same to another person, or to duplicate the Software Program or Components and Modules by any other means, including electronic transmission. Software contains trade secrets and in order to protect such trade secrets you may not decompile, reverse engineer, disassemble, or otherwise reduce software program to human perceivable form. You may not modify, adapt, translate, rent, lease, or create derivative works based upon software program or any part thereof. 4) RIGHT TO USE:Upon execution of this Agreement, You are granted right to use the Product and Service in accordance with the terms of this Agreement. 5) CLIENT’S RESPONSIBILITIES:Effective use of Product and Service provided by Film Pod presumes a certain degree of knowledge and skill on the part of the Client. We will not be held responsible for your inability to use our Product and Service due to your lack of the requisite knowledge and skills. 6) USE OF FP OMNI SOFTWARE:i) The software is licensed, not sold. Under this agreement, we grant you the right to install and run one copy of software only on one computer with which you acquired the software, for use by one person at a time, but only if you comply with all the terms of this agreement. You may not make the software available for simultaneous use by multiple users. Film Pod grants you the license to right to use the software only upon the receipt of license fees as determined by Film Pod from time to time. The necessary instructions for operating the software are mentioned in the user manual available in the software after successful login. ii) The components of the software are licensed as a single unit. You may not separate or virtualize the components and install them on different computers. Film Pod does not give permission for installation of the software on a server or for use by or through other computers or devices connected to the server over an internal or external network. You may not, however, transfer or sublicense the Licensed Programs to any third party, in whole or in part, in any form, whether modified or unmodified. iii) Film Pod may use commercially reasonable efforts to provide corrections to Software error. Any other upgrades or enhancements to the Software are not made available by Film Pod as part of this agreement and may be subject to additional charges. 7) LICENSE OF FP OMNI SOFTWARE PROGRAM:i) Film Pod grants you the license of FP Omni software program only upon receipt of license fee as determined by Film Pod, from time to time , in according to the terms of this Agreement. 8) SERVICE FEES: You agrees to pay a non-refundable Service Fee for the Services that will be determined by Film Pod at the time of accepting the Service. The ("Service Fee") shall be paid by You in advance and Film Pod will send the customer receipt/Invoice to Your registered Mobile Number and email ID, simultaneously after receipt of payment from You. Film Pod shall, at its sole discretion, reserve its right to decide the Service Fee for the Services, from time to time. 9) FEES:i) In consideration of Film Pod providing the Product and Service as specified in this agreement, you shall make the payment of fee as per the invoice issued to you from time to time. The terms of invoice shall prevail over the terms of this agreement. ii) Your right to use the Product and Service is limited to the license period. You may have the option to extend your Service upon paying of the requisite fees. If you extend your service, you may continue using the Product and Service until the end of your extended service period. After the expiration of the period, Product and Service will stop running on your computer. iii) Film Pod shall make best efforts to install & activate the product and services from the date of receipt of fee into its bank account (subject to delay due to technical malfunctions). However Film Pod will not be liable in any manner for any delay in activating your contract. iv) You agree to pay the fee as specified in invoice copy. You can pay the fee, either by way of upfront payment (payment of entire fee), or by way of the easy instalments payment options as available. If You opts to pay the fee/consideration by paying instalments, under such payment schemes, the You shall be liable to pay to Film Pod the SERVICE FEES (including applicable Tax), at the time of registration and the balance payment can be paid through the various payment modes such as ECS (Electronic Clearing Service); CCSI (Credit Card Standing Instruction) & NACH (National Automated Clearing House). It is hereby clarified that the services shall only be activated once the first ECS/ CCSI/ NACH payment is credited on Film Pod's account as per the payment plan or the payment as received for the services/products as availed. Under no circumstances shall Film Pod be liable to make any refund of any amount as paid by You on account of deactivation/non-activation of services due to non-receipt of any payment through ECS/ CCSI/ NACH/Cheques etc.. Film Pod reserves the right, at its sole discretion, to change, modify and amend the Terms pertaining to the activation of your services at any time by publishing the amended Terms on our portals at https://www.filmpod.com/Terms-of-Use/Service-for-Listing- Services with or without notice to you. You are advised to check the Terms at regular interval to received uninterrupted services. Film Pod does not encourage/prefer that payments be made in cash. Any cash payments made by you, shall be at your sole risk, without any recourse to Film Pod. v) In the event, if you fail to make any installments in time and as per the payment plan chosen by You, Film Pod may, in its sole discretion, suspend the services until necessary payments are made by you. The right of Film Pod to suspend the Service shall be without prejudice to Film Pod’s right to terminate the agreement, without any further notification vi) Film Pod shall be allowed to terminate the right to use the service to a particular licensor for non-payment of fees, for noncompliance, with any applicable rules, regulations or agreements regarding the use of the service or with applicable laws or regulations, or to exercise other remedies allowed at law or in equity. Film Pod will notify you of any such instance including the name of licensor and reason for termination. vii) If any cheques are dishonored due to insufficient of funds, Film Pod may present the cheques before the banks until the cheques are honored or till the validity of cheques. You shall not raise any objection in this regards and also shall be responsible for any/all liability, if any incurred. Further you acknowledge that any dishonor of payments will attract provisions of Section 138 of the Negotiable Instruments Act 1881. You shall also be liable to pay interest @18 % per annum during that period. 10) Documents: You shall furnish the KYC documents or any other documents, as may be required by Film Pod, on or before the first ECS/ CCSI/ NACH clearance. For the purpose of clarity, KYC documents include, (1) the passport; (2) the driving licence; (3) Voter's Identity Card issued by the Election Commission of India; (4) Copy of Aadhar Cards; (5) Job card issued by NREGA duly signed by an officer of the State Government; (6) letter issued by the National Population Register containing details of name and address; along with PAN Card etc. In addition to aforesaid, the You also needs to furnish the documents relating to the business listing such as, Certificate of incorporation, PAN Cards of the company, Registration certificate, GST certificate, Shop & Establishment certificate, or any other Government certificate issued to running their business.

11) ISSUANCE OF INVOICE:Film Pod will issue an invoice to you containing, inter-alia, the following details: a) Clients details b)License Fees c)Description of the features of Software, if required d)Type of access chosen by you (either website or App or both) if required. 12) TAXES:Film Pod is entitled to levy you for all the taxes and charges (now in force or enacted in future) that are or may be imposed on the said Services. You shall pay the said taxes and charges promptly without raising any objections. You also agree that in the event the said taxes and charges are not charged by Film Pod the taxes shall be paid by you directly to the authorities concerned without raising any objection. You further agrees that the taxes and charges payable under this Clause is in addition to the license fee paid by You for the Services rendered by Film Pod. The Taxes would include Service Tax & VAT ( Value Added Tax) or other taxes as applicable. 13) HOSTING SERVICE:Film Pod agrees to host and maintain your website on its server(s), as outlined in this Agreement. Film Pod will take all reasonable precautions to implement data backup services on the data stored in your websites. Film Pod agrees to monitor hosting services and make sites available to Internet users. However, Film Pod is not responsible for unintentional damages or loss, either incidental or direct, caused by a loss of your information. You shall acquire and maintain the Internet Protocol address and corresponding domain names for your website. Film Pod may help you in obtaining the domain names and Internet Protocol address and maintaining the same at additional cost decided by Film Pod from time to time. Film Pod shall execute the actions necessary to establish the address of your website, or to delete the address in the event your relationship is terminated or website cancelled in accordance with the rules, and regulations related to the product. Film Pod shall provide you the ability to access data on your Website and make changes with a password set by you. Your connection will be secured by the firewall. Your right to use the hosting service is limited for the period of 5 (Five) years. You may have the option to extend your hosting service on paying of the fees. If you extend your hosting service, you may continue using the hosting service until the end of your extended period. After the expiration of your period, hosting service will stop. Film Pod reserves its right to charge the fees for the hosting service, at any time, at its sole discretion, and the same shall be notified to client, in advance. All Web Hosting and Hosting plans, including the unlimited plans, are subject to a limitation prescribed by Film Pod time to time. In the event these limitations are exceeded, your site may slow down or not be served until more resources are added. More resources may be added for additional fees. You shall be solely responsible for providing, updating, uploading and maintaining your website or server and any and all files, pages, data, works, information and/or materials on, within, displayed, linked or transmitted to, from or through your website or server including, but not limited to, trade or service marks, images, photographs, illustrations, graphics, audio clips, video clips, email or other messages, meta tags, domain names, software and text. You acknowledge and agree that in the course of providing you with technical assistance, it may be necessary for our support staff to modify, alter or remove the content of your hosted product. Your website or server content shall also include any registered domain names provided by you or registered on behalf of you in connection with the Services. 14) SERVICE/SUPPORT:a) Film Pod will use commercially reasonable efforts to make available Film Pod Support Center on Monday through Friday, during Film Pod's normal business hours, excluding Film Pod's scheduled holidays. Film Pod will provide you all the customer and technical support via telephone hotline support 8888888888 or through support@FPomni.com. However our support services shall be limited to providing matter pertaining our software under this agreement not otherwise. b) We shall not provide technical support for any third party products/software of any kind, incorporated by you into the website. On best effort basis, we will use all commercially reasonable means to resolve your issues in this Agreement. c) Film Pod will have no obligation to provide Maintenance Services for any Software that are damaged, modified (by anyone other than Film Pod), incorporated into other software, or installed in any computing environment not supported by Film Pod software program; or for any version of a software program other than the latest and immediately preceding version; or for any problems caused by your negligence, abuse, misuse, or by any causes beyond Film Pod's reasonable control. 15) REFUNDS POLICY:All fees paid by you to Film Pod are final and non-refundable. Until you terminate this Agreement, as specified in this agreement, you are responsible for paying the fee, regardless of whether you use our Product and Service or not. 16) NON-PERFORMANCE AND DELAYS:Film Pod shall not be liable for any loss or damage resulting from non-performance by Film Pod or its suppliers under this Agreement or from any delay in delivery of the Product and Service due to fire, labour unrest or strikes, delays in transportation or shipping, acts of God, war, acts of a public enemy, accident, hacking, technical glitch or any other cause or causes beyond the control of Film Pod. 17) THIRD PARTY CONSULTANT:Film Pod will not be liable for any costs incurred as a result of Client, for any reason, employing the services of a third party consultant or other technical personnel. 18) TRANSFER: This agreement is non-transferable or assignable by the Client without the prior written consent of Film Pod. 19) FEES CHANGE:Film Pod reserves the right to increase/raise the fees, at its discretion. The fees will only become effective upon renewal of the order. For clarity, additional purchases of the service/ other features will be subject to the new pricing. 20) CLIENT’S OBLIGATION:i) You represent and warrant that i) You would be solely responsible and liable for the information uploaded, edited, modified in the Software provided by Film Pod. ii) You shall be solely responsible and liable for any dispute arising out of your usage of our services. iii) You acknowledge and confirm that you will be subject to the rules, guidelines, policies, terms, and conditions applicable to the FP Omni. Film Pod reserve the right, at its discretion, to change, modify, add or remove portions of these Terms, at any time without any prior written notice to you. iv) You undertake to provide a copy of the licenses/ registrations (in case of corporate body) including but not limited to valid Identity proofs such as ration card, adhar card, voter id card and residential proofs such as electricity bill, telephone bill etc., (in case of individual) required to use our services. v) You acknowledge that any breach of the covenants set forth here may be a cause for termination of your service by Film Pod, at its sole discretion. vi) You agree that at all times, you will maintain appropriate records relating to the usage of our services and shall allow Film Pod/ Government, /statutory authorities and any other appropriate entities to examine, inspect, audit and review all such records and any source document pertaining to the services. vii) You hereby undertake to upload the terms and conditions on your website which will be applicable to the user of your websites who visit you website for any purposes including but not limited to buys the product/s or avails the services whether online or otherwise. viii) You shall ensure and take all appropriate security measures to prevent unauthorized disclosure and/or access of any details such as user ids, passwords, sensitive personal information or any other information of any end-customers/ Customers, third party which are obtained by you in any manner whatsoever. ix) You shall make available any and all customer assistance channels to assist and guide the end-customers/ Customers using your services and respond to any queries and address any issues that may arise in using Film Pod services. x) You shall cooperate with Film Pod and render assistance to it for connecting the respective FP Omni systems of the Parties. xi) You shall take all such precautions and measures to ensure that there is no breach of security. You shall work upon developing and implementing various security mechanisms at your own cost and ensure that there are proper encryption and robust security measures to prevent any hacking into the information and other data store on your computer system. xii) You acknowledge that responsibility for all content provided by you to Film Pod for the performance of the Services or otherwise included in the Website is the sole and exclusive responsibility of yours and that Film Pod will not be held responsible in any way for any copyright infringement or violation, or the violation of any other person’s rights or the violation of any laws, including but not limited to infringement or misappropriation of copyright, trademark or other property right of any person or entity, arising or relating to the Content. xiii) You before providing the services to the end user through (FP Omni), shall be liable to check VAT/any other tax rates applicable on each and every product sold or services provided by you. Film Pod shall not be liable for any error in any VAT/any other tax rates in the services provide through FP Omni. xiv) Film Pod shall not be liable to update any changes in the VAT/any other tax rates in FP Omni. You shall be liable to update the VAT/ any other tax rates from time to time as per applicable laws on the products sold or services provided by you. xv) You acknowledge and agree that we may elect at its sole discretion to monitor the Content. We shall have the right, but not the obligation, to remove the content which is deemed, in our sole discretion, harmful, offensive, in violation of any provision of this Agreement or breaches any law. xvi) You agree to use the Services for legal purposes only. In the event that we become aware or reasonably believe, in its sole discretion, that the Services is being used for illegal purposes, we shall immediately terminate the Agreement and the Services as per our discretion, without notice, in addition to any remedies to which it (Film Pod) may be entitled under law. xvii) Any attempt to undermine or cause harm to a server of ours is strictly prohibited. This includes, but is not limited to, attempting to gain access to password files other than your own, attempting to gain unauthorized access to other accounts on your server, or anything that causes server malfunction. Failure to comply is subject to immediate account deactivation without refund. xviii) On the receipt of payment Film Pod grants you the right/access to install and run one copy of the FP Omni only on one computer/PC. For a single license You will use/install FP Omni only in one outlet and if you intent to utilize FP OMNI for your another/additional outlet then you will have to make additional payment for availing FP Omni on the price/charges determined by Film Pod from time to time. You acknowledge that you are not acquiring title to or any interest in any Film Pod Product and Service other than right to use the same. Your right to use of our Product and Service is conditioned upon your timely payment of the full amount of Fees due for Product and Service and your compliance with the terms of this agreement, including the following restrictions. When the Term expires, your rights to use the Product and Service also expire and you may no longer use the Product and Service. Client will not make any unauthorized, false, misleading, or illegal statements in connection with this Agreement or regarding the Product and Service. Client will not make any representations or warranties concerning the Product and Service on behalf of Film Pod. 21) DISCLAIMER OF WARRANTY:i) This Product and Service is available to you “as-is whereas basis." You bear the risk of using it. Film Pod gives no express warranties, guarantees or conditions. Film Pod will make all reasonable efforts to provide uninterrupted access and hosting services subject to down time and regular maintenance. However, notwithstanding anything in this Agreement, you acknowledge that Film Pod and its business partners disclaim all warranties including but not limited to express or implied, written or oral. Film Pod shall not be responsible or liable if any unauthorized person hacks into or gains access to your website. In addition Film Pod shall not be liable to you for any loss or damage whatsoever or howsoever caused or arising, directly or indirectly, including without limitation, as a result of loss of data or business; interruption or stoppage to the access to and/or use of our service; interruption or stoppage of services etc. Film Pod does not warrant that hosting services will be provided uninterrupted or free from errors or it is free from any virus or other malicious, destructive or corrupting code, program or macro. No advice or information, whether oral or written, obtained by you from Film Pod or through or from Film Pod shall create any warranty. Film Pod shall have no liability in this respect. ii) Film Pod’s sole obligation and the your sole and exclusive remedy in the event of interruption services, or loss of use and/or access to service, shall be to use all reasonable endeavors to restore the Services as soon as reasonably possible.

22) LIMITED WARRANTY:i) EXCEPT FOR THE ABOVE WARRANTY, THIS SOFTWARE PROGRAM, AND COMPONENTS AND MODULES ARE PROVIDED "AS IS WHEREAS BASIS". THE ENTIRE RISK AS TO RESULTS AND PERFORMANCE OF THE SOFTWARE PROGRAM, AND COMPONENTS AND MODULES IS ASSUMED BY CLIENT. NEITHER FILM POD, NOR AGENTS OF FILM POD, NOR THE CREATORS OF THE SOFTWARE PROGRAM, AND COMPONENTS AND MODULES, WARRANT OR GUARANTEE THE RESULT TO BE OBTAINED WITH THE SOFTWARE PROGRAM, AND COMPONENTS AND MODULES IN TERMS OF CORRECTNESS, RELIABILITY OR LEGALITY. THE ABOVE IS THE ONLY WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTY OF THE MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. ii) THE LIABILITY OF FILM POD OR ANY AGENT OF FILM POD OR ANY CREATOR OF THIS SOFTWARE PROGRAM, AND COMPONENTS AND MODULES UNDER THE LIMITED WARRANTY SET FORTH ABOVE SHALL BE LIMITED TO AND NOT EXCEED THE AMOUNT PAID BY CLIENT FOR THE PROGRAM SOFTWARE MEDIA AND RELATED SOFTWARE AND MATERIALS. IN NO EVENT SHALL FILM POD, OR ANY AGENT OF FILM POD, OR ANY CREATOR OF THIS SOFTWARE PROGRAM, AND COMPONENTS AND MODULES, BE LIABLE FOR ANY LOSS OF PROFITS OR ANY OTHER DAMAGES INCLUDING BUT NOT LIMITED TO SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR OTHER DAMAGES. SOME STATES DO NOT ALLOW LIMITATIONS OR EXCLUSIONS OF LIABILITY OF THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO CLIENT. 23) INDEMNITY:You shall defend, indemnify, and hold harmless Film Pod, its officers, employees, agents, Representatives from and against any claims, liability(ies), demands, losses, damage, deficiencies, actions, judgments or cause of action, assessments, interests, penalties and other costs or expenses incurred or suffered by Film Pod (including, without limitation, reasonable attorneys’ fees and expenses) arising out of or in relation to or in connection with: i) breach of any provision of this Agreement or non-performance of any of its obligations under this Agreement by you; or ii) anything done or omitted to be done by you due to gross negligence, willful default or willful misconduct you or any of your officers, directors, employees or agents. iii) or resulting from Your business operations or use of Software provided by Film Pod. 24) TERMINATION: i) The right to use our Product and Service hereunder shall continue subject to payment of fees as prescribed by Film Pod, time to time or unless and until terminated pursuant to Clause (ii) hereof and subject to your proper performance of its obligations hereunder. ii) Film Pod has the right to terminate this Agreement upon any material breach of terms and conditions by you. In the event of termination by client for any reason, Film Pod will not refund the amount paid by you. On termination you shall forthwith return or destroy all data, information and software program and its updated versions, and provide written intimation of the same to Film Pod. iii) You agree that any breach of one or more provisions of this Agreement that threatens to, or causes Film Pod substantial harm is a material breach. Furthermore, any breach of the confidentiality, or non-competition provisions by you, or failure to make payments, shall be considered material breaches. Furthermore, any conduct or negligence that adversely affects the business or good will and brand name of Film Pod will be considered a material breach Film Pod Under such circumstances shall terminate the agreement without any further notice . iv) Upon termination of this agreement, Film Pod shall retain all proprietary technology and services provided to you, and shall render inoperable all Subscriber websites and software after allowing for a commercially reasonable and orderly transition by you. Each Party shall return or destroy all originals and copies of any Confidential Information of the other Party regarding this agreement. 25) PROHIBITED ACTIVITIES: i) The following content and activities may not be displayed or promoted by you and any person on your behalf nor Associated in any way with the Client's account or Film Pod's services. Film Pod shall be the sole arbiter as to what constitutes violation of this provision. ii) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that belongs to another person and to which the user does not have any right to; iii) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that is grossly harmful, harassing, blasphemous defamatory, obscene, pornographic, pedophilic, libelous, invasive of another's privacy, hateful, or racially, ethnically objectionable, disparaging, relating or encouraging money laundering or gambling, or otherwise unlawful in any manner whatever; iv) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that infringes any patent, trademark, copyright or other proprietary rights; or that violates any law for the time being in force; v) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer resource; vi) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that threatens the unity, integrity, defense, security or sovereignty of India, friendly relations with foreign states, or public order or causes incitement to the commission of any cognizable offence or prevents investigation of any offence or is insulting any other nation. vii) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information/contents on the website that promotes any illegal or prohibited activity. viii) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that may be damaging to Film Pod's servers or to any other server on the Internet. ix) You and any person on your behalf shall not host, display, upload, modify, publish, transmit, update or share any information on the website that promotes or sale of unsolicited or bulk e-mail (SPAM) software or services or unsolicited or bulk e-mail or group posts (SPAM) which references and/or is traceable to Film Pod and/or any Client in any way. x) Your sending any promotional emails/sms to your consumers and Film Pod assumes no responsibility, liability including but not limited to the issues arising in connection with your customers being registered in DO NOT CALL/ DND registry with the Telecom Regulatory Authority of India. xi) You and any person on your behalf must vigilantly comply with all applicable law, including, without limitation to, Information Technology Act, 2000 as amended by the Information Technology (Amendment) Act, 2008, and the Information Technology (Reasonable security practices and procedures and sensitive personal data or information) Rules, 2011 and rules and regulations made thereunder. xii) You and any person on your behalf shall not, knowingly or intentionally conceal, destroy or alter or intentionally or knowingly causes another to conceal, destroy or alter any computer source code used for a computer, computer program, computer system or computer network of Film Pod, without the permission of Film Pod. xiii) You and any person on your behalf shall not, fraudulently or dishonestly, make use of the electronic signature, password or any other unique identification feature of any other person and you shall not misuse the computer resource of Film Pod, without it permissions, and further shall not use the said devices for cheating by personating. xiv) You and any person on your behalf shall not access or use of an Internet account or computer resources without the owner's authorization and further shall not download, copy or extract any data, computer data base or information from such computer network in any manner whatsoever; xv) You and any person on your behalf shall not introduce or causes to be introduced any computer contaminant or computer virus into any computer system or computer network and damages or causes to be damaged any computer system or computer network, data, computer data base or any other programs residing in such computer system or computer network. xvi) You and any person on your behalf shall not, disrupt or causes disruption of any computer, computer system or computer network or denies or causes the denial of access to any person authorized to access any computer system or computer network by any means. xvii) You and any person on your behalf shall not, destroy, delete or alter any information residing in a computer resource or diminishes its value or utility or affects it injuriously by any means and steel, conceal, destroy or alter or cause any person to steal, conceal, destroy or alter any computer source code used for a computer resource with an intention to cause damage. xviii) You agree that you and any person on your behalf shall not indulge or conspired, in any manner whatsoever in the aforesaid illegal activities. Film Pod shall have the right, but not the obligation, to remove the Content which is deemed, in Film Pod’s sole discretion, harmful, offensive, in violation of any provision of this Agreement or breaches any law. xix) You are strictly prohibited from installing any third party software on our services without the express written authorization of Film Pod. In the event that you install third party software on Film Pod’s servers without the express written authorization of Film Pod, Film Pod at its discretion shall have the right to terminate the Services without any notice. You may not copy or use any Software program in any manner that is not expressly allowed under this agreement; You may not use our Software program or its output to develop or enhance any product that competes with a Film Pod software; You may not disclose the results of any benchmarking of a Software program (whether or not the results were obtained with assistance from Film Pod) to any third party; or You may not use a Software program in the development of any product if the failure or malfunction of that product could reasonably be expected to result in personal injury, death, or catastrophic loss. You are prohibited to use, publish, email, reproduce, disclose, furnish, reveal, communicate, transfer or make accessible to any other person for any purpose any information that you encounter, acquire or learn about in connection with this agreement and Film Pod has not given you written authorization to disclose or made available to the public, except as needed in the course of and for the benefit of the client. You are not indulging in any kind of piracy of software and also unauthorized, copying, downloading, sharing, selling, distribution or installing multiple copies onto personal or work computers of copyrighted software. You are strictly prohibited from installing any third party software on our program without the express written authorization of Film Pod. In the event that you install third party software on Film Pod’s servers without the express written authorization of Film Pod, Film Pod at its discretion shall have the right to terminate the Services without any notice. 26) CONTENT OWNERSHIP:i) Film Pod maintains control and ownership of any and all IP numbers and addresses that may be assigned to Client and reserves in its sole discretion the right to change or remove any and all IP numbers and addresses. Client shall keep the rights of ownership and use of his own domain name(s) even if Client changes Film Pod. In case of disputes regarding authority over domain names, Film Pod will follow industry standard practice of giving ultimate authority to the domain name registrant. Film Pod maintain control and ownership of any copyright, proprietary and/or licensed software, scripts, programs, images, or other electronic data or media installed and or provided by Film Pod. ii) All contents stored by you shall at all times remain the property of yours. You grant to Film Pod non-exclusive, world-wide licence to the content only to the extent necessary for Film Pod to host the website. Film Pod uses the information it collects through the software features to upgrade or fix the software and otherwise improves the products and services. Additionally, you agree that Film Pod may use and disclose the information and you would be deemed to have given your consent to contact you for any business promotion of Film Pod and its affiliates. 27) NON-COMPETE:During the term of this Agreement, and for a period of 2 (two) years after the termination of this Agreement, You agree not to develop or create any program of its own that is comparable in functionality or would compete with Film Pod’s service in any way. You shall not directly, or through third person(s) or entity(s), attempt to develop, engineer, reverse engineer, create or re-create, any service that is comparable in functionality or concept with our service as outlined in this agreement. You shall not decompile, disassemble, or reverse engineer Film Pod Materials or attempt to discover source code or other information concerning Film Pod Materials including, without limitation, its design. You will not create any derivative work, program or product based on, or derived from FP OMNI, or use any information learned from FP OMNI to create any other program or product. You will not allow, encourage, facilitate, or assist any third party to do anything. You would be precluded from doing under this provision. 28) CONFIDENTIALITY:You shall not disclose to any third party or use, except in connection with the performance of Services hereunder, any confidential information of Film Pod’s business (“Confidential Information”) in the course hereof. Confidential Information shall include; i) Film Pod software program and plans for the Website ii) Specifications of Film Pod’s software program and any future development plans iii) Concepts relating to Film Pod software program not disclosed from the operation of the Website iv) Trade secrets of Film Pod v) Information derived from providing the Services when Website is in operation, including but not limited to: 1) identities, contact information and credit card information of users (if applicable) 2) confidential information of the Website’s use, such as number of users, unique visitors and unique visits (if applicable) ii) Notwithstanding the forgoing, this confidentiality obligation shall not apply to any information which is already known to the public or produced in compliance with applicable law or a court order, provided you shall promptly notify Film Pod so as to enable Film Pod to seek a protective order or other appropriate remedy. You will return all the confidential information to Film Pod within 30 (thirty) days from the expiry or the early termination of this agreement. The obligations contained in this Clause shall survive the termination of this Agreement Notwithstanding the forgoing, in the event Film Pod receives a validly issued administrative or judicial order, notice, warrant or other process that requires Film Pod to share/disclose the confidential information then it shall be free to disclose all or part of the Confidential Information or is otherwise required to disclose any Confidential Information in order to comply with any law. 29) PRIVACY:Film Pod and Client will mutually keep the data private and not share or reuse the other party's data, and put in place all normal reasonable security measures to protect each other's data, including corresponding NDA agreements with employees and contractors. Client recognizes that Film Pod can be required to provide data to legal authorities upon valid legal injunction, and to comply to such injunctions with or without Client's authorization or consent. Furthermore, Client understands there is no absolute security, and in order to limit consequences of any accidental exposure, Client agrees to not use the Hosting storage for data beyond the data required for the Hosting. Client authorizes Film Pod to backup and archive the Servers on-site and off-site, including Client's data and Sites for the purpose of continuous Hosting operations, and to maintain Server logs required for Film Pod's technical operations and legal compliance. This authorization does not imply that Film Pod must make or keep such backups, archives and logs. In case of suspected unauthorized use, or complaint, Film Pod can, but must not, inspect Client data and traffic for compliance check purposes, prior to his decision to take measures. 30) SECURITY:Client has taken adequate encryption and security measures to maintain its computer resources secured under this agreement. You must ensure that you use the software through a secure network that requires a protective security safeguards. You shall comply with the security standards, as prescribed by the governments and implements the security management and procedures, network architecture, software design, and other critical protective measures to protect data and information. You shall be solely responsible for undertaking measures to: i) prevent any loss or damage to your website or server content; ii) maintain independent archival and backup copies of your website or server content; and iii) ensure the security, confidentiality and integrity of all your website or server content transmitted through or stored on our servers. iv) we shall have no liability to you or any other person for loss, damage or destruction of any of your content. You shall not use the Service in any way, in our sole discretion, that shall impair the functioning or operation of our services or equipment. Specifically by way of example and not as a limitation, you shall not use the Services as: i) a repository or instrument for placing or storing archived files; and/or ii) placing or storing material that can be downloaded through other websites. You acknowledge and agree that we have the right to carry out a forensic examination in the event of a compromise to your server or account. Any attempts to undermine or cause harm to any server is strictly prohibited. This includes, but is not limited to attempting to gain access to password files other than your own, attempting to gain unauthorized access to other accounts on your Server, or anything that causes Server malfunction. Failure to comply is subject to immediate account deactivation.

31) CENSORSHIP:Film Pod will exercise no control whatsoever over the content of the information passing through the network, email or website. 32 AUDIT AND COMPLIANCE:Film Pod may audit (using its own employees and those of an independent auditing firm that is subject to appropriate confidentiality obligations) your use of the Software and Documentation to verify your compliance with this agreement. You agree to give Film Pod (or the auditing firm) reasonable access to your facilities and records for purposes of conducting these audits. Film Pod will give you reasonable advance notice before conducting an audit. Audits will be conducted during normal business hours and no more than once per year, unless Film Pod has a good-faith basis for believing that more frequent audits are warranted. Film Pod will bear all the costs it incurs (including the fees and expenses of the auditing firm, if any) in conducting an audit, unless the audit reveals that you have failed to comply with this agreement in a material way, in which case you agree to reimburse Film Pod for these costs, in addition to other Damages. 33) INTELLECTUAL PROPERTY RIGHTS:This Software is owned by Film Pod and is subject to protection under the copyright, patent and trademark laws of the India and other countries. You shall not have any right to use or reproduce in any manner any intellectual property owned by Film Pod, including any trademarks, trade names, logos etc. ii) Film Pod owns and retains all ownership and proprietary rights relating to services and its programming architecture, including, but not limited to, HTML code, program code, graphical code, design, technique, and all proprietary rights in the Services and all software code and content relating to the Services etc.. This Agreement does not transfer, sell, assign, or entitle you to any of our source codes, programming documentation, or trade secrets except as provided in the this Agreement. During the term of this Agreement, Film Pod grants you, a right to use our services in connection with the use and maintenance of our service, consistent with the terms of this Agreement. 34) MISCELLANEOUS:i) No Guarantee of Business: Film Pod does not guarantee that by installing and using of this software, your business/profit will increase. ii) No Marketing: Film Pod is not obliged and does not promote you business. Film Pod’s obligation under the Contract is limited to the obligations of providing access to software upon the receipt of requisite payment from your end. iii) Entire Agreement: This Agreement constitutes the entire Agreement and understanding between the Parties, and supersedes any previous agreement or understanding or promise between the Parties, regarding the Software. iv) Supersession- This Agreement supersedes all prior agreements and understandings (whether written or oral) between Film Pod and the Clients, or any of them, with respect to the subject matter hereof. v) Amendment – Film Pod is entitled to modify the Terms of Service as it deems fit and will not be required to provide a specific notice of such change to You. It shall be Your sole responsibility to visit Film Pod Website and update himself / herself of the changes to the Terms of Service. vi) Severability: If any provision of this Agreement is or becomes, in whole or in part, invalid or unenforceable but would be valid or enforceable if some part of that provision was deleted, that provision shall apply with such deletions as may be necessary to make it valid. If any Court/Tribunal of competent jurisdiction holds any of the provisions of this Agreement unlawful or otherwise ineffective, the remainder of this Agreement shall remain in full force and the unlawful or otherwise ineffective provision shall be substituted by a new provision reflecting the intent of the provision so substituted. vii) Waiver: Unless otherwise expressly stated in this Agreement, the failure to exercise or delay in exercising a right or remedy under this Agreement shall not constitute a waiver of the right or remedy or a waiver of any other rights or remedies, and no single or partial exercise of any right or remedy under this Agreement shall prevent any further exercise of the right or remedy or the exercise of any other right or remedy. viii) Survival of Provisions: The terms and provisions of this Agreement that by their nature and content are intended to survive the performance hereof by any or all Parties hereto shall so survive the completion and termination of this Agreement. ix) Force Majeure: Film Pod shall not be responsible for any delay in the performance of any terms and conditions hereunder to the extent that such delay is caused by war, revolution, riot, act of public enemy, terrorism, sabotage, epidemic, quarantine restrictions, accident, fire flood, tempest, earthquake, civil commotion, governmental action, Acts of God (force majeure ) including, but not restricted to, strike, lock-out, fire, break-down, war, destruction of network, hacking, virus prone, technical glitch, defacement, sabotage, stoppage of display or transmission of the website, Act, or Regulation, or restriction of Government, inability to secure Government authorization, or approval, or any other cause beyond their reasonable control, including the breakdown of systems and any other causes beyond its reasonable control. x) Arbitration: In the event a dispute arises between the parties under this AGREEMENT, the parties shall attempt to amicably resolve the dispute through mutual discussions. Where the dispute is not resolved for a period of 30 (thirty) days from the date of the dispute, either party can, upon giving a written notice to the other party, declare its intention to initiate arbitration proceedings. The arbitration will be conducted in English in accordance with the rules prescribed under the Arbitration and Conciliation Act, 1996. The venue for the arbitration shall be Mumbai. The arbitration shall be conducted by a sole arbitrator to be appointed by Film Pod at its sole discretion. The award of the arbitrator shall be final and binding on the parties. Each party shall bear its own cost of arbitration. xi) Assignments: You shall not assign, in whole or in part, the benefits or obligations of this Agreement unless otherwise mutually agreed in writing. xii) Notices: All notices, requests, demands and other communications hereunder shall be in writing and the same shall be deemed to be served, if personally delivered or sent by registered mail at the addresses as mentioned in the title to this document. Notices may also be sent through emails. xiii) Non-Exclusive Right: It is expressly agreed and understood between the parties hereto that this Agreement is on a non-exclusive basis and Film Pod is free to provide similar services to third party. xiv) Governing Law and Jurisdiction: This AGREEMENT shall be governed and construed in accordance with the laws in India. Any dispute arising hereunder shall be subject to the exclusive jurisdiction of the courts in Mumbai, India. Terms and conditions for FPRR CERTIFICATE 1. This Terms of Use is entered between Film Pod and the Vendor/business entity who have been issued FPRR Certificate. The Vendor/business entity hereby confirms that by applying, accepting, using the FPRR certificate indicates their agreement to all the terms and conditions under this Terms of Use and other applicable Terms and conditions, which has been clearly read, understood and accepted by the them. Film Pod reserve the right, at its sole discretion, to change, modify, add or remove portions of these Terms of Use, at any time without any prior written notice to Vendor. It’s Vendor/business entity responsibility to review these Terms of Use periodically for updates/ changes. Vendor continued use of the FPRR Certificate following the posting of changes will mean that they have accepted and agreed to the revisions. 2. SERVICES 1. FPRR Certificate is issued to the Vendor whose business is listed with Film Pod and they have expressed their interest in availing the FPRR certificate. The FPRR Certificate denotes User's Choice to those Vendor who has user rating of more than 4 stars from 30 (thirty) or more users on their listing as visible on Film Pod portals. 2. Vendor without any star rating and denoting "FP Certified" to those Vendor who doesn't have any user's star ratings on their listing visible on Film Pod portals. 3. The term "FP Certified" with star rating certify that ratings given by the Users on Film Pod portal is/was there for the respective Vendor as on the date of issuance of the FPRR certificate. The term "FP Certified" without any star ratings certify that the user has not given any star ratings by the user on Film Pod portal. 4. The details of the Vendor ' business listing updated on Film Pod platforms is on the basis of the representation made by the Vendor at the time of availing the FPRR certificate. However, Film Pod by providing FPRR Certificate does not explicitly or implicitly gives any warranty of any kind or endorses any product/s or services provided by Vendor/business entity. 5. Once a FPRR Certificate is issued, Film Pod has no obligation to keep the Business Entities' under surveillance during the Term. FPRR Certificate is not a recommendation or advice from Film Pod in relation to entering (or not entering) into any transaction/dealings with the Vendor by any Third party or any one. 3. FEE: 1. The Vendor agrees to pay a non-refundable Fee for availing the FPRR Certificate from Film Pod. The Fee for FPRR Certificate as determined by Film Pod shall be paid by the Vendor, as per the payment plan opted by them. 2. Film Pod allows the Vendor/business entity to make the payments on the following modes: (i) Cheque; (ii) Demand Draft; (iii) RTGS (Real Time Gross Settlement); (iv) ECS (Electronic Clearing Service); and, (v) CCSI (Credit Card Standing Instruction) (vi) NACH (National Automated Clearing House). It is hereby clarified that Film Pod does not encourage/prefer that payments be made in cash. Any cash payments made by the Vendor/business entity shall be at the sole risk of the Vendor/business entity, without any recourse to Film Pod. 3. The Vendor can pay the fee, either by way of upfront payment (payment of entire fee), or by way of the easy monthly instalments payment options. If Vendor choses to pay the fee by paying monthly instalments, under such payment scheme the vendor shall be liable to pay the initial amount of 25% of the total fee (including applicable Tax) at the time of confirming the order. The remaining payment can be paid through the payment mode as mentioned herein-above. It is hereby clarified that if vendor choses to pay the fee by way of monthly instalments under such payment scheme the FPRR certificate shall be issued only after the receipt of the first monthly payment and initial amount of 25% of the total fee including applicable Tax. 4. The Vendor undertakes to honour all the payments as per the payment plan opted by him. The Vendor/business entity unconditionally agrees that Film Pod shall reserve its right to present the payment mandates i.e. ECS/CCSI/ NACH any number of times to recover its just dues /balance payments. 5. The Vendor/business entity further unconditionally agrees that if the Vendor/business entity fails to honour all/any payments, Film Pod shall have the right to recover its just dues/balance payments from the vendor by initiating the appropriate actions and/or legal proceedings without any further notice or at the peril/risk of the vendor/ business entity. 4. The Vendor upon the receipt of the FPRR Certificate shall satisfy itself about the details visible on FPRR Certificate. If Vendor have any concerns in relation to FPRR Certificate then the same shall be raised maximum within 45 (forty five) days from the date of the receipt of the FPRR certificate from Film Pod. Any concerns received from Vendor after 45 (forty five) days shall not be entertained by Film Pod. 5. The Vendor shall not use, misrepresent, make any changes to, obliterate or tamper with FPRR Certificate or present any part of either of them out of context. The Vendor shall not make multiple copies of the FPRR Certificate issued by FILM POD. Any such act of using or displaying of the FPRR Certificate at more than one location by any Vendor without the permission of FILM POD would immediately give FILM POD the authority to claim such amount as was originally charged to such Vendor to whom the FPRR Certificate ) was issued for the first time. FILM POD will also be at liberty to take appropriate legal action as it deems fit against such Business Entities. 6. THE VENDOR SHALL NOT EDIT, ENLARGE, COPY OR CREATE ANY CERTIFICATE(S) OR TRANSFORM THE CERTIFICATE(S) IN ANY FORM/ MANNER WHICH IS SIMILAR TO THE CERTIFICATE (S) PROVIDED BY FILM POD TO THE BUSINESS ENTITIES. ANY SUCH ACT OF VENDOR WILL LEAD TO CONFISCATION OF THE FPRR CERTIFICATE (S) ISSUED TO VENDOR ALONG WITH THE COPY OF THE FPRR CERTIFICATE(S) WHICH IS USED BY THE BUSINESS ENTITIES. FILM POD WILL ALSO BE AT LIBERTY TO TAKE APPROPRIATE LEGAL ACTION AS IT DEEMS FIT AGAINST SUCH BUSINESS ENTITIES. 7. The FPRR Certificate (s) would carry the star ratings that are given by the Users by way of review and their user experience with such Business Entities. FILM POD has no role to play in terms of influencing or increasing or decreasing the star ratings given by the User to such Business Entities. 8. The Vendor are prohibited and warned not to indulge in any manner of influencing the ratings to be given to their business listing at FILM POD portal, by deploying fake Users to give a rating to such any Business Entities' business Listings. Vendor understands that any Advertisement of the FPRR Certificate (s) through any medium is strictly prohibited. FILM POD reserves to take appropriate legal action as it deems fit, against any such act done by the Business Entities. 9. The Ratings in the form of stars to be displayed on the FPRR Certificate (s) are based on the User review and User experience at the relevant point of time when the FPRR Certificate (s) was issue to the Business Entities. The Ratings given are susceptible to change, post issuance of the FPRR Certificate, as the same is purely based on User review and User experience over which FILM POD has no control. It is clarified that, the Business Entities’ Product and Service to their customers/users play a very vital and critical role in the Ratings that are finally given to such Business Entities. 10. Term and Termination The tenure of the FPRR certificate is for one year from the date of issuance by Film Pod. In case Business Entities' breaches any conditions of the Terms of Use or Film Pod receives any complaints against the Vendor from any one or for any other reasons, Film Pod shall have right to terminate this Terms of Use forthwith and Vendor shall immediately stop using FPRR certificate issued by Film Pod.

11. Consequences of Termination On expiry or earlier Termination of this Terms of Use, Vendor shall (a) cease using the FPRR Certificate; (b) return or destroy the FPRR Certificate within 7 business days of expiry or termination; and (c) confirm in writing that Vendor has complied with these obligations. 12. Intellectual Property Rights All intellectual property rights in: (i) Film Pod Brands; (ii) FPRR Certificate belong exclusively to Film Pod. Nothing in this Terms of Use is intended to grant any rights or license to the Vendor under any work right, copyright, trade secret, trademark or service mark, or other intellectual property right of Film Pod. Vendor shall not have any right to use or reproduce in any manner any intellectual property owned by Film Pod, including any trademarks, trade names, logos etc. 13. No Liability FILM POD assumes no liability or guarantee to the accuracy, completeness or actuality of Ratings given to any Business Entities. The Ratings as given on the FPRR Certificate (s) would hold good as per the User review and User experience at the relevant point of time. Such Ratings are solely the statements of opinion of each User as of the date they are expressed. No such rating by way of number of stars given in the FPRR Certificate and as displayed on the FILM POD website is to be deemed as recommendation to place an order or purchase a Product or avail any Service of any Vendor listed with FILM POD. FILM POD has no obligation to update any information. FILM POD does not act as a rating agency for recommending any Product or Service of the Vendor who listed with FILM POD. FILM POD is not obliged to ensure which User post review or express their User experience with respect to the Product or Service of any Vendor listed or who are availing the Services of FILM POD. 14. Disclaimer The Ratings given by any User of the FILM POD Service is provided "as is" with no express or implied warranties, representations, endorsements or conditions with respect to the FPRR Certificate (s) and any information contained therein (the information contained therein, in the FPRR Certificate, including without limitation, usefulness, completeness, accuracy, timeliness, reliability and fitness for a particular purpose or use) which is issued by FILM POD to it’s Business Entities. Furthermore, FILM POD does not represent or warrant that the Product or Service of any Vendor listed at FILM POD will meet the User’s requirements and needs. Under no circumstances FILM POD shall be liable to the Vendor or the User for any loss (including, without limitation, lost income or lost profits and opportunity costs), damage, liability or expense suffered which is claimed to result from access or use of Ratings given to any Vendor based on which if anybody avails any Service or purchases any Product of Vendor listed at FILM POD. Decision to use or avail any Product or Service of any Vendor listed at FILM POD is at User's sole risk. 15. Indemnity Vendor shall defend, indemnify, and hold harmless Film Pod, its officers, employees, agents, Representatives from and against any claims, liability(ies), demands, losses, damage, deficiencies, actions, judgments or cause of action, assessments, interests, penalties and other costs or expenses incurred or suffered by Film Pod (including, without limitation, reasonable attorneys' fees and expenses) arising out of or in relation to or in connection with: 1. Breach of any provision of this Terms of Use or non-performance of any of its obligations; 2. By reason of any infringement of any intellectual property rights; 3. Any representation and warranty given by the Vendor to Film Pod under this Terms of Use being found to be untrue, false or incorrect; or 4. Anything done or omitted to be done by the Vendor due to its negligence, default or misconduct of the Vendor or any of its officers, directors, employees or agents. 5. Any third party claims 16. Disputes Resolution If any dispute/difference arises between the parties about the Terms of Use then the Parties shall meet to discuss the matter and shall negotiate in good faith to resolve the matter. However if such matter remains unresolved within 60 days from the date of dispute intimated to other party in writing thereafter the matter shall be referred to the sole arbitrator appointed by Film Pod at its discretion. The arbitration shall be conducted by the three member arbitration panel. The Arbitration and Conciliation Act, 1996 shall govern the arbitration proceedings and the place of Arbitration shall be Mumbai. Language of Arbitration shall be English. Cost of Arbitration shall be borne in equal proportion by the Parties. Attorney costs shall be borne individually by each Party. The Arbitration award shall be final and binding upon the Parties. 17. Relationship The relationship of the Parties is on a "principal to principal" basis and the Parties are independent of each other and nothing contained herein is intended to or shall be deemed to create with limitation any partnership, joint venture, employment or relationship of principal and agent between the Parties hereto or between the Vendor and the representatives and employees of Film Pod or between Film Pod and the representatives and employees of the Vendor or to provide either of the Parties with any right, power or authority, whether express or implied to create any such duty or obligation on behalf of the other Party. 18. Survival of Information The terms and provisions of this Terms of use that by their nature and content are intended to survive the performance hereof by any or all Parties hereto shall so survive the completion and termination of this Terms of use. 19. Notices All notices, requests, demands and other communications hereunder shall be in writing and the same shall be deemed to be served, if personally delivered or sent by registered mail at the registered office addresses. Notices may also be sent through emails, however, such emails must be followed up with a physical notice at the above mentioned address within a period of ten (10) days. 20. Waiver: Unless otherwise expressly stated, the failure to exercise or delay in exercising a right or remedy under this Terms of Use shall not constitute a waiver of the right or remedy or a waiver of any other rights or remedies, and no single or partial exercise of any right or remedy under this Terms of Use shall prevent any further exercise of the right or remedy or the exercise of any other right or remedy. 21. Governing Law and Jurisdiction: This Terms of Use shall be governed and construed in accordance with the laws in India. Any dispute arising hereunder shall be subject to the exclusive jurisdiction of the courts in Mumbai, India. 22. Assignments: The Vendor shall not assign, in whole or in part, the benefits or obligations of this Terms of Use unless otherwise mutually agreed in writing. FP Shopping Terms and Condition SELLER SERVICES AGREEMENT Welcome to FP Shopping! The website, www.filmpod.com including its relevant shopping section(s) or website URL business.filmpod.com/onboarding (the "Website") and the corresponding mobile application(s), (the "FP Business app/ Filmpod app(s)") are managed and operated by Film Pod Limited ("Filmpod", "us", "we", "our"), a public limited company incorporated under the Companies Act, 1956, having CIN Number [L74140MH1993PLC150054] and its registered office at M, 501/B, 5th floor, New Link Road, beside Goregaon Sports Complex, Malad West, Maharashtra 400064. The Website and its relevant the mobile application FP Mobile Application(s) or any standalone mobile application created or allowed to take access of FP Mobile Application(s) or the Website, are collectively referred to as the "FP Shopping" or the "Platform". FP Shopping is an online Marketplace that allows third party sellers, brand owners, retailers and distributers ("You" or "Sellers") to list their products for retail sale to end Customers ("Transactions"). The various categories available on the FP Shopping include without limitation, grocery, personal care, baby care , beverages, home care , electronics, fashion and lifestyle, furniture, books, pet supplies etc. Bundled with retail sale of plethora of products, FP Shopping also provides advertising, payment, hosting, technology and customer support services to Sellers ("Services"). These terms and conditions of sale ("Terms") govern the Services, access to, and use of FP Shopping by the Sellers for the purpose of offering products and services to end customers of FP Shopping ("Customer"). Please read these Terms carefully before using the Services or accessing FP Shopping. By using FP Shopping, registering for the Services or expressly accepting the Terms in the manner stipulated by Filmpod, you signify your consent to be unconditionally bound by these Terms and any other policies made applicable in addition to these Terms from time to time. This document is an electronic record in terms of Information Technology Act, 2000 ("IT Act"), the applicable rules thereunder and the provisions pertaining to electronic records in various statutes as amended by the IT Act. This electronic record is generated by a computer system and does not require any physical or digital signatures. For your ease of understanding, these Terms have been divided into the following parts: A. TERMS FOR USING FP SHOPPING AS A SELLER B. SERVICE FEE AND PAYMENTS C. LISTING OF PRODUCTS / SERVICES ON FP SHOPPING D. GENERAL TERMS A. TERMS FOR USING FP SHOPPING AS A SELLER 1. USE OF FP SHOPPING 1.1. Subject to your strict compliance with these Terms and other such criteria as we may specify from time to time, Filmpod grants to you, a limited, non-transferable, non-exclusive, non-sub licensable, non-assignable, revocable and personal license to use FP Shopping solely for the limited purpose of availing the Services and carrying out Transactions. 1.2. By using FP Shopping and the Services, you grant to Filmpod a royalty-free, perpetual, irrevocable, non-exclusive right and license to adopt, publish, reproduce, disseminate, transmit, distribute, copy, use, create derivative works from, display worldwide, or act on any text, images, videos or other form of content uploaded by you onto FP Shopping (hereinafter referred to as "User Generated Content" or "UGC") without additional approval or consideration for the full term of any rights that may be relevant for such content. You agree that your use of FP Shopping and the Services shall be deemed to be a waiver of any claim to the contrary over any feedback, comments, ideas or suggestions or any other content provided by you to Filmpod through FP Shopping. 1.3. In order to facilitate a seamless payment mechanism, Filmpod may require you to make and receive payments through a payment aggregator and a payment gateway enabled on FP Shopping. By using FP Shopping, you agree to use the payment aggregator and the payment gateway in accordance with the terms and conditions for availing services by such payment aggregator and payment gateway. 1.4. These Terms are to be read along with the https://www.filmpod.com/Terms-of-Use/Privacy-Policy ("Privacy Policy") and such other policies as Filmpod may notify from time to time, all of which will be deemed to be included herein by reference. Your use of FP Shopping signifies that you hereby agree to the terms of each such policy made applicable from time to time. Filmpod shall provide you with Logistics Services to deliver or to arrange the reverse pick-up of your products from the Customers. The terms in relation to the Logistics Services are not applicable if you choose to deliver the Products yourself. 1.5. Your use of FP Shopping is only to facilitate Transactions between you and Customers. Please note that each Transaction shall be deemed to be a contract only between you and Customer. To clarify, Filmpod shall not be a party to any contract or arrangement entered into connection with a Transaction. 1.6. Further please note that, Filmpod shall at all times at its sole discretion, have the right to refuse you or any other person, the access to FP Shopping and its services, terminate or suspend your account either permanently or temporary, edit, censor or monitor materials posted on FP Shopping, with or without notice to you and for such time period as Filmpod may deem fit. 2. ELIGIBILITY 2.1. Only persons who can form legally binding contracts under Indian Contract Act, 1872 may register themselves as Sellers on FP Shopping, and avail Services. Persons who are 'incompetent to contract' within the meaning of the Indian Contract Act, 1872 including without limitation, un-discharged insolvents are not eligible to use FP Shopping. If you are a minor i.e., under the age of 18 years, you cannot register yourself as a Seller. We reserve the right to terminate your membership and / or refuse to provide you with access to FP Shopping if it is brought to our notice or if it is discovered that you are incompetent to enter into this contract. 3. REGISTRATION 3.1. In order to use FP Shopping, you will be required to create an account with us ("Seller Account"). For creation of such Seller Account, you will be required to provide relevant information as may be deemed appropriate by us, including without limitation, your name, entity details, residence / place of incorporation and contact details (collectively, the "Account Information"). 3.2 Please note that, you shall be solely liable for: a. maintaining the confidentiality of the Account Information; b. safeguarding your passwords and preventing unauthorized access to your account; c. keeping your Account Information current and accurate; and d. immediately notifying Filmpod of any unauthorized use of your account or any other security breach. 3.3 You shall be responsible for all activities that occur through your Seller Account. If we detect any misuse of your Seller Account, including but not limited to Filmpod policies applicable for listing of non-compliant products, MRP violation, restricted products etc. we may delist the Products listed by you on FP Shopping without any prior intimation, and/ or suspend/terminate your Seller Account on FP Shopping. You agree that Filmpod will not be liable or responsible for the activities, consequences leading to legal proceedings by use or misuse of information that is provided by you on the Platform. 3.4 In case your use of FP Shopping is not in accordance with these Terms and other criteria as may be set out by Filmpod from time to time, we may notify you of such non-conformity after having actual knowledge of such non-conformance. Once you are notified, you must adopt appropriate measures to correct deficiencies and non-conformance within a period of 2 (two) business days. Please note that, we will not be liable to settle any payment that accrues or amount that may be payable until you correct such deficiencies or non-conformance to our absolute satisfaction. 3.5 Please note that, without prejudice to any other rights available to us under these Terms or otherwise, in the event you fail to correct the notified non-conformance within the period prescribed in Paragraph 3.4 of Part A above, or if such remedial action is not practicable, Filmpod will have the right but not the obligation to terminate these Terms or to suspend your Seller Account and your use of the Services with immediate effect at its sole discretion. 3.6 Please note that, without prejudice to the other rights available to us under these Terms or otherwise, we may take action for non-conformance with these Terms or representations made by you to the Customers / other users of FP Shopping or such other actions as Filmpod may notify from time to time. By using the Services and FP Shopping, it shall be deemed that you provide consent for us to send you notifications from Filmpod in the form of SMS or WhatsApp on your registered mobile number or e-mails. These notifications could, among other things, relate to your registration, Transactions carried out through FP Shopping, promotions offered by third party such as banks and brands, and / or other communication in relation to FP Shopping. Further, we may also send notifications and reminders to you with respect to your activity on FP Shopping. However, please note that, we shall not be liable for any failure to send such notifications or reminders to you.

4.INVOICING AND PAYMENT 4.1. Payment terms between Seller and Filmpod: 1. For all payments that a Seller is eligible to receive in connection with each Transaction, Filmpod will be entitled to receive as fee, as set out in Fee Schedule, for each such payment, in consideration of facilitating such Transaction through FP Shopping ("Platform Fees"). Subject to Paragraph 4.1(c), the Platform Fee shall be net of all taxes. 2. The Platform fee is made up of three components i.e., commission fee, fixed fee and collection fee. Commission fee for each category may be changed or updated from time to time at Filmpod’s sole discretion. Such revised fee, as applicable for your category listings can be accessed on your seller portal dashboard under bill plan tab. You are required to appraise on the applicable revised fee structure from time to time. You hereby agree and acknowledge that such revised fee structure will be applicable to you from time to time. Your continued use of FP Shopping following the changes or updates shall mean that you have accepted and agreed to the revisions. 3. It is hereby clarified that all payments shall only be settled as T+1 wherein T is calculated upon delivery of the product and expiry of the refund or return window including in case of cash on delivery orders and on the designated day as set out in the Fee Schedule. 4. The Seller hereby allows Filmpod to collect all payments that the Seller is eligible to receive in connection with each Transaction through the Platform. Filmpod will, within such time as set out in Fee Schedule, make a cumulative payout to the Seller for all payments received from Customers in connection with Transactions, after deducting the accrued Transaction Fees, and applicable taxes such as GST and TDS, and other applicable deductions, receivable from the Seller as per applicable law . Filmpod will raise invoices upon the Sellers for the accrued Transaction Fees. 5. The Seller hereby allows Filmpod to withhold all the payments in case the Seller misuses FP Shopping or attempts to deceive the Customer. In such cases, Filmpod has the right to settle all the payment with the Customer in the rightful manner and/or levy appropriate charges on the Seller for abuse of FP Shopping. 6. Filmpod reserves the right to introduce a fee for the Seller’s access to services and products of FP Shopping and/or for provision of certain services to the Seller, in the manner stipulated by Filmpod from time to time. 5. TERMS OF USE 5.1. Each time you access or use FP Shopping you represent and warrant to Filmpod that: 1. you are competent to enter into a legally binding contract under the Indian Contract Act, 1872; 2. you are in compliance with all central, state and local laws, rules and regulations applicable in the relevant jurisdiction in India or anywhere else in the world, in relation to the use of FP Shopping and the Transactions carried out in connection thereto, as the case may be, under these Terms; 3. you have obtained and maintain all licenses, permits, approvals, consents, registrations under applicable laws in relation to the use of FP Shopping services and the Transactions carried out in connection thereto; 4. you are compliant with the provisions of all applicable laws, including (i) the Central Goods and Services Tax Act, 2017 and State Goods and Services Tax Acts, 2017 and rules and regulations formulated thereunder; (ii) the Food Safety and Standards Act, 2006 and the rules and regulations formulated thereunder as applicable; and (iii) laws relating to QR codes; 5. performance under these Terms does not and will not conflict with, violate, or result in a breach of any provision of any other contract or agreement to which you may be bound; there are no litigations, actions, claims, disputes or proceedings pending or threatened, which if decided adversely against such you would interfere with the performance of these Terms; 6. performance under these Terms does not and will not conflict with, violate, or result in an infringement of the intellectual property of any third Party; 7. you will provide accurate information at all the times on FP Shopping about the products you are offering for sale; 8. it is not subject to sanctions or otherwise designated on any list of prohibited or restricted parties or owned or controlled by such a party, including but not limited to the lists maintained by the United Nations Security Council, the US Government (e.g., the US Department of Treasury's Specially Designated Nationals list and Foreign Sanctions Evaders list and the US Department of Commerce's Entity List), the European Union or its member states, or other applicable government authority; and 9. you will act fairly and not misuse FP Shopping features or services that are made available to you under these Terms. 5.2. In the event, a person is registering on FP Shopping on behalf of a business entity, such person by making such registration, represents that such person is duly authorized by such business entity to enter into these Terms and have the authority to bind such business entity to these Terms. Further, such person who is registering on to FP Shopping on behalf of a business entity shall also provide Filmpod with a copy of the duly executed and stamped letter of authority issued on the letterhead of the business entity 5.3. By using FP Shopping you warrant, you will not, at any time: 1. delete or modify any content on FP Shopping, including but not limited to, any information regarding the legal notices, disclaimers or proprietary notices such as copyright or trademark symbols, logos, that you do not own or have express permission to modify; 2. decompile, reverse engineer, or disassemble or otherwise tamper with, the contents of FP Shopping, whether in whole or in part, or create any derivative works therefrom; 3. use FP Shopping, in any way that is unlawful, or adversely impacts Filmpod or any other person or entity; 4. make false, inaccurate, misleading or malicious statements; 5. post, copy submit, upload, distribute, or otherwise transmit or make available any software or other computer files that contain a virus or other harmful component, or otherwise impair or damage FP Shopping and/or any connected network, or otherwise interfere with any person or entity's use or enjoyment of FP Shopping; 6. engage in any form of antisocial, disruptive, or destructive acts, including "flaming," "spamming," "flooding," "trolling", "phishing" and "griefing" as those terms are commonly understood and used on the internet; 7. post or upload any content, including reviews, that is libelous, defamatory, abusive, threatening, harassing, hateful, and offensive or otherwise violates any law or right of any third-party; 8. attempt to gain unauthorized access to any portion or feature of FP Shopping, other systems, networks connected to FP Shopping, server, computer, network, or the services offered on or through FP Shopping by hacking, password 'mining', or any other illegitimate means; 9. contact or attempt to contact the Customer(s), in any form or manner; 10. probe, scan or test the vulnerability of the FP Shopping systems or platform software or any network connected thereto, nor breach the security or authentication measures on the FP Shopping systems or any network connected thereto;

11. make any negative, denigrating, or defamatory statement(s) / comment(s) about Filmpod, the brand name or domain name used by Filmpod, or otherwise engage in any conduct or action that might tarnish the goodwill, image or reputation of Filmpod or other persons using FP Shopping or otherwise tarnish or dilute any Filmpod trademark, service marks, trade name and / or goodwill associated with such trade, service marks or trade name as may be owned or used by Filmpod; 12. take any action that imposes an unreasonable or disproportionately large load on the infrastructure of FP Shopping or Filmpod’s systems, networks, or any systems or networks connected to Filmpod; 13. take any action with the objective of securing favorable treatment by any officers, employees, agents or representatives of Filmpod, such as by extending gratuities, in the form of entertainment, gifts or otherwise; 14. direct any users of FP Shopping to any platform other than FP Shopping for any purpose by any means whatsoever, including without limitation by providing any third party links, information of third parties or information of your own commercial operations; 15. attempt to damage or abuse another seller, their listings or rating; 16. attempt to influence customers’ ratings, feedback, and reviews or contact Customers to make promotional offers without Customer consent; 17. send unsolicited or inappropriate communications to the Customers or any other user of FP Shopping and contact customers except only through FP Shopping enabled messaging services; 18. attempt to circumvent any FP Shopping policy or process; and/or 19. operate more than one Seller Account. 5.4. You shall not host, display, upload, modify, publish, transmit, update or share any information which: 1. belongs to another person and over which you have no right; 2. is grossly harmful, harassing, blasphemous, defamatory, obscene, pornographic, pedophilic, libelous, invasive of another’s privacy, hateful, or racially, ethnically objectionable, disparaging, relating to or encouraging money laundering or gambling, or otherwise unlawful in any manner whatever, or unlawfully threatening or harassing, including but not limited to ‘indecent representation of women’ within the meaning of the Indecent Representation of Women (Prohibition) Act, 1986; 3. is misleading in any way; 4. is patently offensive to the online community, such as sexually explicit content or content that promotes obscenity, pedophilia, racism, bigotry, hatred, or physical harm of any kind against any group or individual; 5. harasses or advocates harassment of another person; 6. promotes illegal activity or conduct that is abusive, threatening, obscene, defamatory, or libelous; 7. infringes upon or violates any third party's rights including but not limited to intellectual property rights, rights of privacy (including without limitation unauthorized disclosure of a person's name, email address, physical address, or phone number) or rights of publicity; 8. promotes an illegal or unauthorized copy of another person's copyrighted work; 9. contains restricted or password-only access pages, hidden pages or images (those not linked to or from another accessible page); 10. provides instructional information about illegal activities such as making or buying illegal weapons, violating someone's privacy, providing or creating computer viruses; 11. tries to gain unauthorized access or exceeds the scope of authorized access to the FP Shopping systems or software, profiles, blogs, communities, account information, bulletins, or solicits passwords or personal identifying information for commercial or unlawful purposes from other users on the FP Shopping platform; 12. engages in commercial activities and/or sales such as contests, sweepstakes, barter, advertising, pyramid schemes, or the buying or selling of 'virtual' items without our prior written consent; 13. solicits gambling or engages in any gambling activity which we, at our sole discretion, believe is or could be construed as being illegal; 14. interferes with another’s use and enjoyment of FP Shopping; 15. refers to any application/URL which, at our sole discretion, contains material that is inappropriate and content that is prohibited or violates the letter and spirit of these Terms; 16. harms minors in any manner; 17. involves the sale of counterfeit, stolen items or any other items in violation of applicable law; 18. violates any law for the time being in force; 19. deceives or misleads the addressee/ users about the origin of such messages or communicates any information which is grossly offensive or menacing in nature; 20. impersonates another person;

21. contains software viruses or any other computer codes, files, or programs designed to interrupt, destroy, or limit the functionality of any computer resource; or contains any trojan horses, worms, time bombs, cancelbots, easter eggs, or other computer programming routines that may damage, detrimentally interfere with, diminish value of, surreptitiously intercept, or expropriate any system, data, or personal information; and/or 22. threatens the unity, integrity, defense, security or sovereignty of India, friendly relations with foreign states, or public order or causes incitement to the commission of any offence or, prevents investigation of any offence, or is insulting any other nation. 5.5. By using FP Shopping, you undertake that, at all times: 1. you shall procure all such insurances as may be required to safeguard the Transaction, including without limitation, insurance safeguard for delivery of goods or services in case of self-shipment. You may avail of the Logistic Services (as defined below) for the delivery of your product to the Customer. In case you incur any loss or damages on the product, while availing the Logistics Services provided by Filmpod, you shall be eligible for reimbursement for such loss or damages in accordance with the provisions of the Reimbursement Policy 2. you shall provide such information relating to the goods or services offered by you through FP Shopping or by making use of the Services as may be required by Filmpod, including but not limited to such information as may be required from time to time to comply with the Consumer Protection (E-Commerce) Rules, 2020 and any other applicable law; 3. you shall deposit all taxes/statutory levies/charges ("Statutory Liabilities") with the relevant authorities and make all filings within the period prescribed under applicable laws. You will promptly provide to Filmpod the proof for the same, and such other information and documents as may be required by Filmpod. You agree that Filmpod may withhold the amount equivalent to any Statutory Liabilities ("Withheld Amounts") until such time you provide proof of such deposit/filings. If you delay in depositing and/or fail to deposit such Statutory Liabilities within the period prescribed under applicable laws, Filmpod may at its sole discretion deposit the Statutory Liabilities, along with interest and penalties levied by the authorities. In such case, Filmpod shall be entitled to set-off the Statutory Liabilities (and interest and penalties, if any) paid to the authorities against the Withheld Amounts. If the Withheld Amounts are not sufficient for such set-off, you will reimburse Filmpod within 15 days of Filmpod notifying you of such payment of Statutory Liabilities (and interest and penalties, if any); 4. you will ensure that descriptions, images, and other content pertaining to goods or services being offered for sale by you on FP Shopping are accurate and correspond directly with the appearance, nature, quality, purpose and other general features of such good or service; 5. you will not adopt any unfair trade practice, or falsely represent yourself (or contract or enter into an arrangement with any person to represent themselves) as a consumer and / or either directly or through any person post reviews about goods or services, or misrepresent the quality or the features of any goods or services; 6. you will not engage in malpractices on FP Shopping relating to other sellers of FP Shopping, such as by way of posting false/negative reviews about products sold by other sellers on FP Shopping; 7. you consent and agree to be bound by the promotional offers being offered at the Website/Filmpod in relation to the campaigns and offers you opt to participate in; 8. you agree to be bound by such fulfilment, refund or cancellation policies as we may lay down from time to time with regard to Transactions on FP Shopping; 9. you shall maintain dedicated bandwidth to manage and support your obligations set out hereunder, including in relation to the Transactions on FP Shopping. Accordingly, you may designate a personnel who shall at all times be responsible for managing and supporting your obligations set out hereunder; 10. you shall use FP Shopping and carry out each Transaction in accordance with the Terms and other criteria that may be set out by Filmpod in writing, from time to time; 11. you will comply with all central, state and local laws, rules and regulations applicable in the relevant jurisdiction in India or anywhere else in the world, in relation to the use of FP Shopping and the Transactions carried out in connection thereto, as the case may be, under these Terms; 12. you shall use FP Shopping for reasonable and lawful purposes only, and shall not indulge in any activity that is harmful to FP Shopping or its content or otherwise not envisaged through FP Shopping, as determined by Filmpod in its sole discretion; 13. you shall comply with such grievance redressal mechanisms and dispute resolution mechanism (“Customer Redressal Mechanism”) as Filmpod may institute from time to time to address grievances or disputes arising between Sellers and Customers on FP Shopping or between Sellers inter-se, including any procedural rules under such Customer Redressal Mechanism. You agree to be bound by the decision applicable to you that is laid down under such Customer Redressal Mechanism. You agree to sign such documentation as may be necessary to further bind you under applicable law to the procedures and obligations under such grievance redressal mechanism or dispute resolution mechanism; and 14. all information furnished or representations made by you to Filmpod or any third parties in connection with FP Shopping and / or Transactions in any capacity shall be true and accurate at all times. 5.6. When you use FP Shopping, you agree that you may be involved in the transmission of personal information and sensitive personal information, including but not limited to Account Information (collectively "SPI"), which falls within the ambit of the Information Technology (Reasonable Security Practices and Procedures and Sensitive Personal Data or Information) Rules, 2011. You must take all necessary steps to secure and maintain the confidentiality of the SPI that you have transmitted in compliance with the Information Technology (Reasonable Security Practices and Procedures and Sensitive Personal Data or Information) Rules, 2011 and Information Technology (Security of Prepaid Payment Instruments) Rules, 2017. 5.7. When you use FP Shopping, you agree that Filmpod may provide you with certain data of other users of FP Shopping ("Filmpod Customer Data") for the purpose of creating invoices or for providing installation or warranty services in relation to Transactions. Please note that you may use such Filmpod Customer Data only for the limited purpose mentioned above and shall not store or use such Filmpod Customer Data for any other purpose whatsoever. Further, without prejudice to the generality of the foregoing, you must delete all such Filmpod Customer Data and any copy thereof upon the deactivation of your account with us and provide Filmpod with such proof of destruction of the data as Filmpod may deem fit. FP Shopping reserves the right to blacklist you for any breach of this clause and institute appropriate legal proceedings.

6. DISCLAIMER OF WARRANTIES 6.1. By using FP Shopping you expressly agree and acknowledge that: 1. the information, content and materials on FP Shopping are provided on an "as is" and "as available" basis. Filmpod and all its subsidiaries, affiliates, officers, employees, agents and partners disclaim all warranties of any kind, either express or implied, including but not limited to, implied warranties on merchantability, accuracy, or fitness for a particular purpose; 2. Filmpod does not pre-screen UGC and some UGC may contain views that may be opinions of users and also of experts. These views do not represent Filmpod’s opinions, beliefs, morals or values. You agree and acknowledge that Filmpod does not claim any ownership rights to the text, files, images including photos, videos, sounds, musical works or any UGC that you submit or publish on FP Shopping. After posting any UGC on FP Shopping, you continue to own the rights that you may have in that UGC, subject to the limited license set out herein below. Filmpod shall not be liable to ensure that that UGC on FP Shopping is accurate, complete or updated, that it will not offend or upset any person or that it does not infringe the intellectual property rights of third parties; 3. Without prejudice to the other rights available to Filmpod under these Terms, please note Filmpod shall have no liability for any infringement or claims which result from infringement of Intellectual Property (as defined below) of the Seller or of a third Party by the Seller including without limitation, any infringement arising out of modifications to the Intellectual Property (as hereinafter defined) of Filmpod made by you; use of the Intellectual Property of Filmpod in combination with any equipment, software, or data, not produced or authorized by Filmpod; use of your Intellectual Property by Filmpod in combination with any equipment, software, or data, as instructed or authorized by you; or use of the Intellectual Property of Filmpod by you in a manner that is unlawful, prohibited under these Terms or for a purpose not contemplated under these Terms; 4. While Filmpod will try to make access to and use of FP Shopping error-free, however, your access to FP Shopping may be occasionally suspended or restricted to allow for repairs, maintenance, or for introduction of new facilities or services. Filmpod shall not be liable for any access or use problems that arise from internet related issues at your end; 5. Filmpod does not warrant that the operation of FP Shopping, including the functions contained in any content, information and materials on FP Shopping or any third-party sites or services linked to FP Shopping will be uninterrupted, timely or error-free, that the defects will be rectified, or that FP Shopping or the servers that make such content, information and materials available are free of viruses or other harmful components; 6. any material downloaded or otherwise obtained through FP Shopping is accessed by you at your own risk, and you will be solely responsible for any damage or loss of data that results from such download to your computer system and / or other electronic device; 7. Filmpod shall not be liable to ensure that other users of FP Shopping are or will be complying with the foregoing rules or any other provisions of these Terms. As between you and Filmpod, you hereby assumes all risk of harm or injury resulting from any such lack of complianc 8. Filmpod does not make any representations or warranties in relation to the products or services proposed to be sold, offered to be sold or purchased on FP Shopping, including without limitation the quality, value, and / or usability thereof; 9. Filmpod does not implicitly or explicitly support or endorse the sale or purchase of any products and services on FP Shopping; 10. Filmpod shall not be held liable for any intentional or unintentional actions, errors, omissions, and / or misrepresentations, non-performance or breach of any contract, of you or third parties in relation to the products and services and / or the Transactions on FP Shopping; 11. You hereby agree that the title of the Products shall be with You till the time the Product(s) is delivered to the Customer. This would be applicable even when transit services are provided by Filmpod. It is further clarified that Filmpod shall not gain title to or have any rights or claims over the products or services offered by you. 12. irrespective of the reasonable efforts we may make in this regard, Filmpod cannot control the information provided by third parties which is made available on FP Shopping and subject to the applicable law, Filmpod will not be held liable in any manner with respect to such information provided by third parties; and 13. all commercial / contractual terms including without limitation, price, shipping costs, payment methods, mode of delivery, and warranties related to products and services and after-sales services related to products and services offered by you on FP Shopping shall be your sole liability. 7. INDEMNIFICATION 7.1. You will indemnify, defend and hold harmless Filmpod and its affiliates, and each of its and their officers, directors, employees, consultants, licensors, agents, and representatives from and against any and all third- party claims, losses, liabilities, damages, penalty (including from governmental authorities), inconveniences and / or costs (including reasonable attorney fees and costs) arising from or in any way connected with your access to or use of FP Shopping or the Transaction, violation of these Terms or applicable laws, or infringement of any rights related to Intellectual Property or other rights of Filmpod or any third-party. In addition to the foregoing and without prejudice thereto, you hereby agree to provide Filmpod with such assistance as Filmpod may require, at your expense, in defending any such claim, loss, liability, damage, or cost. Your indemnification obligations hereunder will survive the expiry or termination of these Terms and/or your use of the Service. 8. LIMITATION OF LIABILITY 8.1. By using FP Shopping you, hereby acknowledge and undertake that you are accessing FP Shopping, transacting at your own risk and are using your best and prudent judgement before entering into any Transactions or any commercial or non-commercial arrangements through FP Shopping. You hereby release and agree to indemnify Filmpod and / or any of its officers and representatives from any cost, damage, liability or other consequence of any of your actions on FP Shopping and specifically waive any claims that you may have in this behalf under any applicable law. 8.2. To the fullest extent permitted by law, in no event shall Filmpod or any of its directors, officers, employees, agents or content or service providers (collectively, the "Filmpod Representatives") be liable to you for any direct, indirect, special, incidental, consequential, exemplary, special, remote or punitive damage, including, but not limited to damages for loss of profits, goodwill, use, data or other intangible losses arising from, or directly or indirectly related to, the use of, or the inability to use, FP Shopping or the content, materials and functions related thereto, the services, the provision of information via FP Shopping, lost business, even if Filmpod or such Filmpod Representatives have been advised of the possibility of such damages. 8.3. Notwithstanding Paragraph 8.2 of Part A above, the total cumulative liability of Filmpod or Filmpod Representatives in relation to any losses arising out of direct damages shall not exceed an amount equal to total Transaction Fees actually paid to Filmpod for the period of 12 (Twelve) calendar months immediately preceding the claim for such liability.

8.4. In no event shall Filmpod or the Filmpod Representatives be liable for: 1. the use or inability to use FP Shopping; 2. any content posted, transmitted, exchanged or received by or on behalf of you or other person on or through FP Shopping; 3. any unauthorized access to or alteration of your transmissions or any other third parties’ data; or 4. any other matter relating to FP Shopping. 8.5. By using FP Shopping, you agree and acknowledge that Filmpod is neither liable nor responsible for any actions or inactions of the other users of FP Shopping or any breach of conditions, representations or warranties by them. Filmpod is not obligated to mediate or resolve any dispute between you and other users of FP Shopping. Filmpod is only a facilitator between the third party service providers and You. You shall be entering into separate agreements with third party service providers if you choose to avail services from them and any dispute or liability arising with such third part service providers, would be governed as per your agreement with third party service providers. 8.6. None of the directors, officials or employees of Filmpod shall be personally liable for any action in connection with FP Shopping wherein the services are not directly provided by Filmpod. 9. CONFIDENTIALITY 9.1. By using FP Shopping, you acknowledge and agree that during the period of your use of FP Shopping, you might have access to confidential and proprietary information, in oral or written form, whether marked as confidential or not, belonging to Filmpod or a third-party, including customers of FP Shopping, to whom confidentiality obligations are owed, including information relating to these Terms; strategic data (technical, financial, commercial or otherwise); methods of operation, databases, flowcharts, or diagrams; prospective new ventures; policies and procedures regarding the design, development, marketing pricing and distribution of existing and prospective services; research methods and results; creative and programming tools, methodologies, techniques; the identities of sellers, business partners (actual or prospective), business and marketing plans, financial information, data and accounts, sell through data; business practices, operational or security procedures, internal policies, personnel information, training techniques, passwords; contractor relationships and strategic alliances; or consulting services ("Confidential Information"). Provided however that, Confidential Information shall not include any information generally known to the public (other than as a result of unauthorized disclosure by you). 9.2. You must, during the period of its use of FP Shopping and at any time thereafter: 1. hold in trust and confidence and protect and maintain the confidentiality of the Confidential Information belonging to Filmpod; 2. not use the Confidential Information belonging to Filmpod or any part thereof for any purpose other than to perform under these Terms; 3. treat all Confidential Information belonging to Filmpod with the same degree of care to avoid disclosure to third-parties as is used with respect to its own confidential information, but not less than a reasonable degree of care; 4. take adequate steps and procedures to prevent loss of any Confidential Information belonging to Filmpod and in the event of any loss or misappropriation of such Confidential Information, inform Filmpod in writing immediately; 5. without prejudice to the generality of Paragraph 9.3 of Part A below, return to Filmpod all the Confidential Information including all notes, copies, translations, conversions, modifications and derivations thereof, upon completion of the need of such Confidential Information or upon the termination of these Terms; and 6. ensure that each of its personnel, employees or sub-contractors who have access to the Confidential Information of Filmpod have agreed to be bound by the same obligations of confidentiality and non-use as apply to you under these Terms. 9.3. These Terms shall not restrict either you or Filmpod from complying with any legal requirement to disclose Confidential Information, provided that you promptly notify Filmpod of such legal requirement to the extent that you are not prohibited from doing so by applicable laws, so that Filmpod may seek to quash such order and to obtain a protective order requiring that the relevant Confidential Information be held in confidence by such court or agency or, if disclosed, be used only for the purposes for which the order was issued. You must cooperate fully with Filmpod in any such proceeding. 9.4. By using FP Shopping, you agree, acknowledge and understand that any disclosure or misappropriation of any of the Confidential Information in violation of these Terms may cause irreparable harm to Filmpod, the amount of which may be difficult to ascertain. Without prejudice to any other rights available to Filmpod under these Terms or otherwise, Filmpod shall have the right to apply to a court of competent jurisdiction for specific performance and / or an order restraining and enjoining any such further disclosure or breach and for such other relief as Filmpod shall deem appropriate. To clarify, such right of Filmpod shall be in addition to the remedies otherwise available to them, at law or in equity. 9.5. For avoidance of doubt, it is hereby clarified that, you shall not disclose the provisions of these Terms, without the prior written consent of Filmpod. 10. ACCOUNT DEACTIVATION 10.1. In the event, you are desirous of deactivating your account and ceasing all use of FP Shopping, then you shall notify Filmpod in writing. Filmpod shall within 30 (Thirty) calendar days of receiving the written notice deactivate your account on FP Shopping. You hereby agree that Filmpod shall have the right, but not the obligation to put your account and all related Transactions and payments on hold for a period of 60 (Sixty) calendar days, to carry out such closing procedures as Filmpod may deem fit at its sole discretion. Provided that, Filmpod shall have the right, but not the obligation to refuse any such request for deactivation of accounts from you, until you have completed payment of all such consideration as may be outstanding to be paid to Filmpod and all the products sold to the Customers have completed the return window. 10.2. You hereby agree and acknowledge that Filmpod shall continue to retain your information after the deactivation of your account or the termination of these Terms for any reason whatsoever. 10.3. Filmpod shall have the right to temporarily suspend or permanently terminate your access to FP Shopping with or without notice and to exercise any other remedy available under law with immediate effect: 1. if you or any of your representatives / agents commit a breach these Terms; 2. in the event any other user reports a violation of any of their rights as a result of your use of FP Shopping; 3. in the event you provide Filmpod with any information which is untrue, inaccurate, misleading, not current, or incomplete; or in the event, Filmpod has reasonable grounds to suspect that such information is untrue, inaccurate, misleading, not current or incomplete; 4. in the event there is any suspected illegal, fraudulent or abusive activity by you; 5. in the event you file a petition for bankruptcy or insolvency, or are unable to pay your debts, or are subject to a petition presented before a court for winding up; 6. in the event you commit an act of dishonesty, fraud, gross negligence or wilful misconduct, including without limitation, theft or misappropriation (or attempted theft or misappropriation) of the property of Filmpod or an act that is detrimental to the pecuniary interests, reputation or goodwill of Filmpod; and / or 7. in the event you are convicted of a crime or enters into a guilty plea in respect of a crime under applicable laws. 11. CONSEQUENCES OF ACCOUNT DEACTIVATION 11.1. Subject to Paragraph 11.5 below, deactivation of your account and / or termination of Seller’s access to FP Shopping shall not have the effect of relieving the Parties of any obligations accruing to them at any time prior to the deactivation/termination hereof, including any fulfilment of Customer orders placed on FP Shopping before such deactivation/termination of your account. 11.2. Upon deactivation of your account and / or termination / suspension of your access to FP Shopping, your right to access FP Shopping or undertake any Transactions will immediately cease and Filmpod reserves the right to remove or delete your user information, including but not limited to login credentials, account details and information posted by you. 11.3. Upon deactivation of your account and / or termination / suspension of your access to FP Shopping, all rights, licenses and authorization granted by either party hereunder shall terminate forthwith, and you shall immediately cease using and destroy / return any Intellectual Property of Filmpod or any other information provided by Filmpod during the period of use of FP Shopping by you, any copies thereof in accordance with the instructions of Filmpod. If Filmpod requires for you to destroy any such information, you shall provide a written certification signed by an authorized officer of you, that such information of Filmpod has been destroyed. 11.4. Upon deactivation of your account and / or termination of your access to FP Shopping, for any reason other than as provided in the Paragraph 10. 3 of Part A above, Filmpod shall, within a reasonable time, pay to you, all outstanding amounts that have accrued to you, until such deactivation/termination. 11.5. Upon deactivation of your account and / or termination of your access to FP Shopping for any reason provided in Paragraph 11.3 of Part A above, Filmpod shall pay all outstanding amounts to you that have accrued to you until such deactivation/termination. Such full and final settlement shall be subject to any investigations that may be initiated against you and/or in relation to the events listed out in Paragraph 10.3 of Part A above that resulted in deactivation/termination of your access to FP Shopping.

B. SERVICE FEE AND PAYMENT Payment terms between Seller and Customers: 1. Transactions, Transaction price and all commercial terms such as delivery, warranties related to products or services, dispatch of products and / or services shall be as per principal to principal bipartite contractual obligations between Seller and Customer. 2. With the limited intent to facilitate Transactions, Filmpod may itself or through third parties, provide electronic and cash on delivery mechanisms, on such terms and conditions as Filmpod may deem fit at its sole discretion, ("Payment Facility"). Use of such Payment Facilities shall be subject to the payment settlement mechanism as set out in the Fee Schedule and the terms and conditions provided by the relevant payment facility. Such Payment Facilities may include without limitation: i. Net-banking; ii. Digital Wallets; iii. Credit / Debit Cards; iv. Cash on Delivery; and/or v. Coupons upon successful Delivery (after closure of return window) 3. You explicitly authorize Filmpod and or its service providers to collect, process, facilitate, and remit payments and/or the Transaction price electronically or through cash on delivery to and from Customers in respect of Transactions through Payment Facility. 4. By using FP Shopping, you agree and acknowledge that any consideration provided by a Customer with respect to a Transaction, will be remitted to a Seller’s bank account in accordance with the applicable laws, and the Fee Schedule, only in the event that: i. Customer has not raised any dispute in relation to the products and / or services provided by you to the Customer in the stipulated time period; ii. Customer has not taken any action on Payment Facility to confirm delivery within such a time period as provided in the policies despite confirmation of dispatch of products and/or services by a Seller to the Customer; and iii. Customer's refund claim is rejected by Filmpod, at its sole discretion and there are no other pending disputes with respect to the monies paid by the Customer. 5. Please note that any dispute with respect to the payment of any consideration / monies to the Seller shall be subject to the Fee Schedule and where Filmpod deems fit, it shall have the right but the obligation to resolve such dispute at its discretion. 6. By using FP Shopping, you hereby agree and acknowledge that: i. In the event the description of any item posted by you on FP Shopping does not match the actual condition of the item or the MRP declared by you on Filmpod is more than the actual MRP, you must refund, at your own cost, any amount that you may have received from any third party including the Customers; ii. you shall not refuse to take back goods, or withdraw or discontinue services purchased or agreed to be purchased, or refuse to refund consideration, if paid, if such goods or services are defective, deficient or spurious, or if the goods or services are not of the characteristics or features as advertised or as agreed to, or if such goods or services are delivered late from the stated delivery schedule. Provided that this sub-clause shall not apply in the case of late delivery caused due to force majeure; iii. Filmpod shall not have any liability for the products or services that are listed on FP Shopping and paid for by using the Payment Facility; iv. Filmpod shall not have any liability in relation to and does not guarantee the identity of any user of FP Shopping or the successful completion of any Transaction undertaken on FP Shopping; v. use of Payment Facility shall not render Filmpod liable in any manner whatsoever, with respect to the products and / or services listed on FP Shopping by you, including without limitation, for non–delivery, non-receipt, non-payment, damage, breach of representations and warranties, non-provision of after-sales or warranty services or fraud in relation thereto; vi. the Payment Facility is neither a banking nor financial service, but merely a facilitator providing an electronic, automated online electronic payment facility for receiving payment, or cash on delivery payment, collection and remittance for Transactions on FP Shopping using the existing authorized banking infrastructure and credit card payment gateway network; vii. by providing Payment Facility, Filmpod neither acts as a trustee nor fiduciary with respect to any Transaction or Transaction price; and 7. You hereby agree and undertake to not get in touch with the Customers or even prospective Customers directly or indirectly.

C. LISTING OF PRODUCTS / SERVICES ON FP SHOPPING 1. You must list goods and / or services for sale on FP Shopping in accordance with these Terms and such other criteria as Filmpod may notify from time to time. 2. By using FP Shopping it is understood that you agree and acknowledge that you are legally competent and permitted to sell the item(s) that you list for sale on FP Shopping (“Item Listing(s)”) and have all the necessary licenses, certificate, approvals and permits required for such sale. Each Item Listing must be made in accordance with applicable laws, including without limitation the Consumer Protection (E-Commerce) Rules, 2020. 3. Each product listed and offered for sale by you on FP Shopping is made available as per the delivery timelines committed and you will maintain sufficient stock of inventory to fulfill the Customer orders received through FP Shopping. 4. By using FP Shopping you warrant and undertake that descriptions, images, and other content pertaining to goods or services provided by you on FP Shopping are accurate and correspond directly with the appearance, nature, quality, purpose and other general features of such goods or services. 5. You will be liable to ensure that each Item Listing and advertisements for marketing of goods or services are consistent with the actual characteristics, access and usage conditions of such goods or services being listed on FP Shopping. 6. You must ensure that all items are listed in the appropriate category on FP Shopping. 7. You must at all times, for packaging the products, utilize the packaging materials, advertising, merchandising and promotional materials as per recommended packaging guidelines or as prescribed under the applicable law. 8. 8.Please note that, you will be liable to ensure that each Item Listing explicitly provides: a. all contractual information required to be disclosed under applicable law; b. total price in single figure of any good or service, along with the breakup price for the good or service, showing all the compulsory and voluntary charges such as delivery charges, postage and handling charges, conveyance charges and the applicable tax, as applicable; c. all mandatory notices and information provided as per applicable laws for the good being offered for sale, where applicable; d. details about you, including the name of your business, whether registered or not, your geographic address, customer care number, any rating or other aggregated feedback about you, and details about the goods and services offered for sale by you including country of origin which are necessary for enabling the consumer to make an informed decision at the pre-purchase stage; e. the name and contact numbers, and designation of the grievance officer for consumer grievance redressal or for reporting any other matter; f. name and details of importer, and guarantees related to the authenticity or genuineness of the imported products and applicable Harmonized System of Nomenclature Code ("HSN Code"); g. accurate information related to terms of exchange, returns, and refund including information related to costs of return shipping in a clear and accessible manner; h. accurate information related to applicable taxes including without limitation, the applicable GST; i. relevant details related to delivery and shipment of such goods or services; and j. any relevant customer support, after sales services (including without limitation repairs, replacements, alterations and maintenance), guarantees and / or warranties applicable to goods or services offered and / or sold by you on FP Shopping ("Product Support"). 9. Please note that, you shall be liable for providing all Product Support for the entirety of the applicable time-period of such Product Support. For clarification, your liability to provide Product Support shall survive the termination / cessation of your account / arrangement with us. 10. You must not to list a single product in multiple quantities across various categories on FP Shopping. 11. You must at all times ensure that any Item Listing does not infringe upon the intellectual property, trade secret or other proprietary rights or rights of publicity or privacy rights of third parties. 12. You must immediately notify us in writing, in the event you have ever offered goods or services that have previously been removed or access to which has previously been disabled under the Copyright Act, 1957 (14 of 1957), the Trade Marks Act, 1999 (47 of 1999) or the Information Technology Act, 2000 (21 of 2000), and provide such other information and / or documentation as we may request in this regard. 13. You must ensure that the MRP or the RSP of the listed item is captured correctly as per the amount declared on the package and ensure that the same is reflecting correctly on the Platform. At no time, the listing price should be higher than the MRP or RSP printed on the packaging. 14. You must at all times ensure that all listed items are kept in stock for successful fulfilment of sales. 15. You shall maintain adequate stocks for sale on FP Shopping and update stock status frequently to avoid your product being “out of stock” on a frequent basis. 16. Please note that, we have, the right but not the obligation, to delete any listings of any items or otherwise the selling of products with or without notice and / or cause, at our sole discretion. 17. Any/all warranties on the products listed by you on FP Shopping shall be solely provided by you and FP Shopping shall not be directly or indirectly liable for the same. You shall continue to be liable for such warranties notwithstanding the deactivation/suspension/termination of your account as per the terms hereof. You shall provide clear and ordinarily comprehensible terms & conditions of warranty in relation to such products, including period of warranty, conditions for offering warranty or any other condition important towards fulfilling warranty should be provided. You shall provide all such details to FP Shopping for mentioning in the product description page. 18. In the event a longer warranty period is provided by you on other platforms (both online and offline) on a similar product, then such longer warranty period shall also be offered on the products listed by you on FP Shopping. 19. Third party warranty services may be offered on FP Shopping. These third party warranty services do not replace the warranties required to be provided by you on the Item Listings. These third party warranty services are over and above the warranty provided by you and as per the terms agreed between the Customer and the third party warranty service provider. 20. If you are offering promotions/discounts/offers on products sold by you on other platforms (both online and offline), and the same products are also listed on FP Shopping, Filmpod expects you to promptly inform it of such promotions/discounts/offers. Filmpod also expects that you would extend the most favorable promotions/discounts/offers to the Customers on FP Shopping as well. 21. You may avail on FP Shopping, through a third party, assistance on catalogue creation. Filmpod is only a facilitator and is not responsible for any error or discrepancy in the catalogue or the product description page. Filmpod shall not be liable for any shortfall in the service provided to you by the third party. You hereby agree to monitor the cataloging services of the third party availed by you regularly and correct any error or discrepancy immediately on FP Shopping. You will be solely liable for any such error or discrepancy. 22. You shall provide correct images and description of the product and monitor whether the same is being reflected correctly on the FP Shopping website from time to time. 23. You shall adhere to all applicable laws in India including but not limited to Legal Metrology Act, 2009, The Food Safety and Standards Act, 2006 and such other laws relating to the Transactions. 24. ACCESS OUTSIDE THE REPUBLIC OF INDIA a. By using FP Shopping, you agree and acknowledge that we make no representations that the content on FP Shopping is appropriate to be used or accessed outside the Republic of India. b. Any users who use or access FP Shopping from outside the Republic of India, do so at their own risk and are responsible for compliance with the laws of such jurisdiction. c. These Terms do not constitute, nor may these Terms be used for or in connection with any promotional activities or solicitation by anyone in any jurisdiction in which such promotional activities or solicitation are not authorized or to any person to whom it is unlawful to promote or solicit. D. GENERAL TERMS 1. TERM 1.1. These Terms shall commence on and from the date of execution of the Terms and shall remain valid until termination of your account, in accordance with Clause 11 of Part A of these Terms ("Term"). 1.2. The Terms may be terminated at any time: (i) by Filmpod due to a breach of any of the terms of this Term, by providing a notice to the Seller; or (ii) in accordance with Clause 11 of Part A of these Terms

2. FP SHOPPING CONTENT 2.1. For the purpose of these Terms, "Intellectual Property" means and includes all existing, contingent and future intellectual properties (whether tangible or intangible) including without limitation, photographs, product specifications, materials, writings, videos, audio files, trademarks, trade names, computer programs, data, database, technology patents, trademarks, service marks, trade names, registered designs, copyrights, rights of privacy and publicity and other forms of intellectual or industrial property, know how, confidential or secret processes, trade secrets, any other protected rights or assets and any licenses and permissions in connection therewith, in each and any part of the territory whether now known or in the future created and whether or not registered or registrable and for the full period thereof, and all extensions and renewals thereof, and all applications for registration in connection with the foregoing. 2.2. All information, content and material contained on FP Shopping are and continue to be Filmpod or its affiliate?s Intellectual Property. Further, all trademarks, services marks, trade names and trade secrets in relation to FP Shopping whether or not displayed on FP Shopping, are proprietary to Filmpod or its affiliates, except any third-party logos which may also be displayed on FP Shopping with their consent. No information, content or material from FP Shopping may be copied, reproduced, republished, uploaded, posted, transmitted or distributed in any way without our express written permission. 2.3. We have the sole right, but not the obligation, to commence, conduct, defend and settle legal proceedings relating to our Intellectual Property in relation to your use of FP Shopping. You must provide all necessary assistance to us in enforcing our rights under these Terms. 2.4. You must immediately notify us upon obtaining knowledge of any actual or threatened infringement or misappropriation, related to our Intellectual Property or otherwise related to FP Shopping and / or in the event you become aware of any suit, action or other proceeding involving any claim of infringement or misappropriation of Intellectual Property threatened or instituted against us and / or you by a third-party, in relation to FP Shopping or otherwise connected with FP Shopping. 2.5. In case you have any issues, complaints or grievances related to the infringement of the rights associated with your Intellectual Property on FP Shopping, we request you to please contact us at: [infringement@filmpod.com] 3. PUBLICITY 3.1. You must not issue any press release or make any other kind of public announcement or disclosure concerning these Terms, the Transactions contemplated hereby, or use the likeness and name of FP Shopping or Filmpod in any other manner whatsoever other than as contemplated in these Terms, without obtaining our prior written approval. 4. LINKS TO THIRD-PARTY WEBSITES AND APPLICATIONS 4.1. FP Shopping includes links to third-party websites and / or applications. By using FP Shopping you acknowledge that when you access a third-party link that causes you to leave FP Shopping: (a) the website or application you enter into is not controlled by Filmpod and different terms of use and privacy policies may apply; (b) the inclusion of a link does not imply any endorsement by Filmpod of the third-party website and/or application, the website?s and/or application?s provider, or the information on the third-party website and/or application; and (c) if you submit personal information to any of those websites and/or applications, such information is governed by the terms of use and privacy policies of such third-party websites and/or applications and Filmpod disclaims all responsibility or liability with respect to such terms of use, policies or the websites and/or applications. 4.2. We reserve the right to disable third-party links from FP Shopping, although Filmpod is under no obligation to do so. 5. EQUITABLE RELIEF 5.1. In the event of a breach or a threatened breach by you of its obligations under these Terms, Filmpod shall, in addition to any and all other rights and remedies that may be available to it in respect of such breach, be entitled to equitable relief in the form of a restraining order, injunctive relief, specific performance and any other relief that may be available to Filmpod from a court of competent jurisdiction. 6. GOVERNING LAW AND DISPUTE RESOLUTION 6.1. You and Filmpod shall endeavor to amicably, through discussions, settle and resolve any dispute or difference arising out of or in relation to this Agreement ("Dispute") within 15 (fifteen) days from the commencement of such Dispute. In case of such failure, the Dispute shall upon the expiry of the aforesaid period, be referred to e-arbitration to be conducted by a sole arbitrator, who shall be jointly appointed by the You and Filmpod from the panel of available e-arbitrators. All arbitration proceedings may be conducted through mode available on the internet or any other information and communication technology (including but not limited to video call system, telephone or mobile, fax, e-mail facilities) which can be beneficially used to solve disputes. All Arbitration proceedings shall be held in accordance to the provisions of Arbitration and conciliation Act, 1996. The Language of Arbitration shall be English. The arbitral award shall be final and binding on both the Parties. The award may include costs, including reasonable advocates? fees and disbursements. 6.2. Governing Law and Jurisdiction. This Agreement shall be governed by the laws of India and, subject to the arbitration process above, You agree to submit to the exclusive jurisdiction of competent courts at Mumbai. 7. MISCELLANEOUS 7.1. Grievance Officer. In case you have any queries or concerns with respect to the use of FP Shopping or any issues relating to your rights as a Seller, please feel free to reach us at [grievanceofficer@filmpod.com] 7.2. Force Majeure. Filmpod shall not be liable for any failure to perform its obligations under these Terms, where such failure is on account of a force majeure event such as an act of God, flood, pandemic, lockdown, earthquake, fire, explosion, act of government, war, civil commotion, insurrection, embargo, riots, lockouts, labor disputes, systemic electrical, telecommunications, network or other utility failures affecting Filmpod. 7.3. Waiver. Failure (with or without intent) of Filmpod to require performance of any provision of these Terms shall not affect our right to full performance thereof at any time thereafter, and any waiver by us of a breach of any provision hereof shall not constitute a waiver of a similar breach in the future or of any other breach. No waiver shall be effective unless in writing and duly executed by an authorized representative of Filmpod 7.4. Severability. Any provision of these Terms which is prohibited or held to be unenforceable in any jurisdiction by a court or tribunal of competent jurisdiction, shall be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions of these Terms. The prohibited or unenforceable provision shall be substituted, by mutual consultation and agreement of the Parties, with a provision of similar import reflecting the original intent of the Parties, to the extent permissible under applicable law. 7.5. Assignment and Sub-Contracting. No rights, privileges, or obligations set forth in, arising under, or created by these Terms may be assigned, transferred or sub-contracted by you without the prior consent in writing of Filmpod. Filmpod reserves the right to assign, transfer or sub-contract any right, privileges or obligations set forth in, arising under, or created by these Terms to its Affiliates or any third party as it may deem necessary for provision of services under this Terms. 7.6. Relationship between Parties. Filmpod shall be deemed an independent contractor with respect to any and all services performed under these Terms. It is the express understanding and intention of the Parties that no relationship of master and servant or principal and agent shall exist between you and Filmpod, by reason of these Terms. 8. AMENDMENT 8.1. Filmpod shall have the right, at its sole discretion, to change, modify, add, or remove portions of these Terms at any time. Filmpod will take reasonable steps to notify you within 15 (fifteen) days of any changes or updates of the Terms, if such changes or updates materially impact your use of Filmpod at our sole discretion. Your continued use of FP Shopping subsequent to the changes or updates shall mean that you have accepted and agreed to the revisions to these Terms. PRIVACY POLICY LOGISTICS SERVICE TERMS AND CONDITIONS The website [Business.Filmpod.com] and the mobile application (collectively, "FP Shopping"), is an online platform operated and managed by Filmpod Retail Limited ("Filmpod"), which facilitates the sale and purchase of certain categories of products and services between persons selling the same ("Seller" or "you") and third party end customers entering into transactions with the Sellers ("Customer(s)"), including without limitation, food items, personal care items, baby care products, beverages and home care products, and provides advertising, payment, and analytics services to Sellers. Filmpod provides logistics services ("Logistic(s) Services") via third party logistics service provider ("Logistic(s) Partner") for sale of your products on FP Shopping. TERMS OF LOGISTICS SERVICES 1.You shall utilise the Logistics Services through Logistic Partners for the delivery of products you wish to sell. 1.1. Logistics Services are limited to pick-up and drop of the Delivery Item (defined below) from your premises to the premises of the Customer, and reverse pick-up of your Products from the premises of the Customer to your premises. The Logistics Partner will only provide the Logistics Service(s) in the city of your operation and does not provide shipping services outside the city. 1.2. You will ensure that all the products handed over to the Logistic Partner are suitable for shipment, i.e. the products should match with the order placed by the Customer on FP Shopping (in terms of brand, nature of product, quantities and such other specifications), should be properly labelled, should be packed as per shared guidelines to make it transport worthy, and should not be defective, damaged, opened and/or used before. 1.3. The Logistic Partner may return or dispose of any shipment that it determines in its sole discretion to create a safety, health or liability risk to the Logistic Partner, its personnel or any third party and for this limited purpose, the title to each such disposed shipment will stand transferred to the Logistic Partner to enable to the Logistic Partner to dispose of the shipment. In addition, you will compensate the Logistic Partner for any damages incurred, including any expenses the Logistic Partner incurs in connection with any unsuitable shipments. 1.4. You will pay Filmpod a shipping fee ("Shipping Fee") as applicable, for delivery of your products. Please note that the Shipping Fee will be calculated on the weight of the shipment provided by you to Filmpod and the weight of the shipment determined by the Logistic Partner, whichever is higher. It being clarified that the Fee will be determined as the higher of the volumetric weight and standard weight. Estimated shipping fee can be accessed on your seller portal dashboard under bill plan tab. 1.5. In case the shipment has to be rerouted, redirected or returned for any reason whatsoever, you shall pay to Filmpod all charges levied by the Logistic Partner for such rerouting, redirection or return in accordance with the rates notified to you, including all state and local taxes and duties and other charges applicable thereon. 1.6. Upon the successful placing of order on FP Shopping, the Logistic Partner will collect the shipment from your designated address and will deliver the same to the Customer. The Logistic Partner may create a unique tracking identity number for such order, which will enable you and / or the Customer to track the status of delivery of items being delivered ("Delivery Item"). Such tracking identity number may be used on FP Shopping and / or the website and / or the mobile application of the relevant Logistic Partner to check the status of the Delivery Item. Please note that Filmpod does not guarantee the accuracy of the tracking status and, among other things, the same will subject to inconsistencies arising out of time-lags in updating the information and other technicalities. 1.7. Any liability arising due to delays, internal damages, or loss of Delivery Items shall be as per the Reimbursement Policy. 1.8. Logistics Partner may only be held liable for external damages, i.e. damages inflicted on the packaging of the shipment during transit. Any reimbursement pursuant to the same, will be governed under the Reimbursement Policy. 1.9. Title and risk of loss for your products remains with you till the successful delivery of the product to the Customer. Filmpod or the Logistics Provider shall at no time assume the title and risk of loss of any products, and you acknowledge that the products are merely in the custody of the Logistics Provider for the purposes of delivery. In case of any damage, pilferage, loss, theft of the products due to mis-handling by the Logistic Partner, reimbursements will be governed by the Reimbursement Policy. However, if it is found that the loss, or damage was on account of poor packaging or handling by you, you will not be entitled to any reimbursement as per the terms and conditions of the Reimbursement Policy. 1.10. While in an event of delay in delivery of a Delivery Item, Filmpod will make a reasonable attempt to intimate you on your registered email account, mobile number and / or your account on FP Shopping,. Further, Filmpod disclaims all liabilities that may arise on account of its failure to intimate you, of anticipated delays in the delivery of the Product(s). 1.11. The pick-up fee for returns and exchange of Delivery Items ("Reverse Logistics Fee") will be borne by you if the Delivery Item(s) is damaged or if the Delivery Item(s) is returned/exchanged by the Customer for reasons solely attributable to you. Please refer to the bill plan available at seller portal dashboard for the applicable Reverse Logistics Fee. 2. DISCLAIMER OF WARRANTIES 2.1. Filmpod shall not be liable for any delays or cancellations or unavailability of the Logistics Services. 2.2. Filmpod does not undertake any warranty with respect to the behaviour, act or omissions, competence, of the Logistic Partners? delivery executives or employees. It is clarified that the acts and omissions of Logistic Partners? delivery executives or employees is beyond Filmpod?s control and any issue arising between any delivery executive or employee of the Logistic Partners will have to be resolved by you, independently. 2.3. The Logistics Services included on or otherwise made available are provided on an "as is" and "as available" basis without any representations or warranties, express or implied, except if otherwise specified in writing. In addition, Filmpod does not covenant or warrant that: 2.4. The Logistics Services will be made available at all times; or 2.5. The delivery of Delivery Items shall be made without any delay or deficiency. 3. GENERAL TERMS 3.1. Prior to delivery/pick up of your products for shipment, you will ensure that: (a) all product(s) are properly packaged in accordance with applicable laws and the packaging guidelines, if any, (b) all product(s) are packaged for protection against damage and deterioration during shipment; and (c) all necessary documents required in connection with the shipment of the product(s) including invoices and/or government regulatory documents (if any) have also been provided. 3.2. To ensure timely deliveries to Customers of FP Shopping, you will ensure that the products listed by you on FP Shopping are in your inventory and can be immediately shipped/ provided for shipment. Upon the successful placing of an order on FP Shopping, you will ensure that the products are ready for shipment and are promptly shipped/ handed over to your Logistic Partner (if availing the Logistics Services), as the case may be, promptly in order to ensure that the products are delivered within the delivery timelines notified to the customer on FP Shopping. 3.3. You will be solely Responsible for clearing any shipments held up at any check-posts or seized by tax or other authorities as a result of non-compliance of any applicable law(s). 3.4. While Filmpod strives to protect your information, Filmpod cannot ensure or warrant the security of any of the Sellers? or Customers? information. You are advised to exercise discretion upon use of FP Shopping. Further, Filmpod shall be under no obligation to compensate you and / or the Customers for any mental agony or any tortuous claim that may otherwise arise on account of a delay in the shipment and delivery of the Delivery Items/products. 3.5. The Seller will comply with any delivery instructions from the manufacturer, distributor and/or licensor of a product, if any. 3.6. The delivery to the Customers will also be subject to the delivery policy formulated by Filmpod from time to time.

4. INDEMNIFICATION 4.1. You agree to indemnify, defend and hold harmless Filmpod, its affiliates, officers, directors, employees, consultants, licensors, agents, and representatives from and against any and all third- party claims, losses, liabilities, damages, and/or costs (including reasonable attorney fees and costs) arising from your access to or use of FP Shopping or the Services, information shared by you, on FP Shopping, violation of these Logistics Terms, or infringement of any intellectual property or other rights of Filmpod or any third-party. Filmpod will notify you promptly of any such claim, loss, liability, or demand, and in addition to the foregoing, you agree to provide Filmpod with reasonable assistance, at your expense, in defending any such claim, loss, liability, damage, or cost. Your indemnification obligations hereunder will survive the expiry or termination of these Logistics Terms and / or your use of the Logistics Services and / or FP Shopping. 5. LIMITATION OF LIABILITY 5.1. To the fullest extent permitted by law, in no event shall Filmpod or any of its directors, officers, employees, agents or content or service providers (collectively, the "Filmpod Representatives") be liable to you for any direct, indirect, special, incidental, consequential, exemplary, special, remote or punitive damage, including, but not limited to damages for loss of profits, goodwill, use, data or other intangible losses arising from, or directly or indirectly related to, the use of, or the inability to use, FP Shopping or the content, materials and functions related thereto, the Logistics Services, the Delivery Items, product(s) ordered on FP Shopping, provision of information via FP Shopping, or lost business, even if Filmpod or such Filmpod Representatives have been advised of the possibility of such damages. 5.2. In no event shall Filmpod or Filmpod Representatives be liable for: (a) the use or inability to use FP Shopping and / or the Logistics Services; (b) non-delivery of the Delivery Items/product(s) sold on FP Shopping; (c) any damage to or loss of Delivery Items; and/or (d) any other matter relating to FP Shopping or the Logistics Terms. 5.3 By using FP Shopping, you agree and acknowledge that Filmpod is neither liable nor responsible for any actions or inactions of the Logistic Partners or other users of FP Shopping or any breach of conditions, representations or warranties by them. Filmpod is not obligated to mediate or resolve any dispute between you, the Logistic Partners and / or other users of FP Shopping. 5.4 None of the directors, officials or employees of Filmpod shall be personally liable for any action in connection with FP Shopping. 6. GOVERNING LAW AND DISPUTE RESOLUTION 6.1. These Logistics Terms shall be governed by and construed in accordance with the laws of India. The courts in Mumbai shall have exclusive jurisdiction to handle matters arising out of or in connection with these Logistics Terms. 7. GRIEVANCE REDRESSAL 7.1. In case you have any queries or concerns with respect to these Logistics Terms, or any issues relating to your rights as a Seller, please feel free to reach us at [grievanceofficer@filmpod.com]. 8. AMENDMENT Filmpod shall have the right, at its sole discretion, to change, modify, add, or remove portions of these Logistics Terms at any time. Filmpod will take reasonable steps to, but shall not be obligated to, notify in case of any changes or updates to these Logistics Terms that materially impact your use of FP Shopping. Your continued use of FP Shopping, following the changes or updates shall mean that you have accepted and agreed to the revisions.