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EXCLUSIVE SALES AGREEMENT

This EXCLUSIVE SALES AGREMENT (“Agreement”) is effective from the 20 th day of August 2022:

BETWEEN

(1) 369 Data Solutions Pte Ltd, a company organised and existing under the laws of Singapore, with a
registered address at 21 Jalan Resak, Singapore 808506, and represented by RICHARD
CHIRISTOPHER PEREIRA, (NRIC:S1607107B), hereto known as “First Party”.

(2) Radyeus Pvt Ltd, a company organised and existing under the laws of India, with a registered
address at XX, India, and represented by BRINDA NIVAS (PASSPORT NO: ); hereto known as
“Second Party”;

WHEREAS

(a) The First Party approached the Second Party in early [20XX - Year] to develop a simple and
efficient software tool to conduct search, filter and display parts of sentences or paragraphs based
on the input of keywords across multiple word, pdf or such like documents, as well as to
incorporate basic editing features to extract and export the relevant filtered contents (“product”).

(b) The Second Party, in response to the requirements by the First party, developed a Beta version of
the software product by early 2022, that is capable of fulfilling the requirements of the First Party’s.

(c) Both parties set out in writing the terms and conditions of their arrangement with respect to the
said product.

IT IS HEREBY AGREED AS FOLLOWS:

1. AGREEMENT

1.1. This Agreement shall run for a first tenure from the effective date set out above, for a
period of no less than three (3) years, terminating on 31 August 2025. The agreement
shall be renewed automatically for successive tenures of 12 months each, unless:

1.1.1. written notice of non-renewal is sent by either party hereto to the other party not
less than 30 days before the end of the agreement; provided that all matters
related to the sale of the product have been fulfilled by the Second Party; or

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1.1.2. written notice of termination for cause is sent by the First Party to the Second
Party, in which case the termination shall be effective upon the date specified in
the notice.

2. SALE OF PRODUCT

2.1. The First Party has exclusive right to sell the product with the intent to generate revenue
and work towards payment for owning the product rights, within the first tenure of this
Agreement.

2.2. The exclusive right to sell the product shall apply in the geographic regions bound by the
time zone GMT +7 hours to GMT +12 hours.

2.3. The Second Party shall provide the necessary technical and related support to the First
Party to make the sale and adoption of the product efficient and safe for the customer,
including but not restricted to the provision of sales presentation slides, preparing the
website and setting up social media accounts.

2.4. The First Party will use its best efforts to obtain any such financial aid and/or permits as
may be so required to move the sale of the product forward toward customer adoption.

2.5. The Second Party shall note that all correspondence with respect to the product, including
the product specifications and product use instructions shall be in English, unless it is
mutually agreed that a different language version of the product need to be developed to
suit customer requirements.
2.6. In the sale of the product, the First Party shall act independently, maintaining full
responsibility and complete control over its business activities and those of its staff, agents
and servants, if any, and responsibility for all expenses incurred in connection therewith.

2.7. The First Party shall have full control over and responsibility for the pricing of the product
in the said geographic regions.

2.8. The First Party shall have access to any improvements or changes made to the product.

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3. BRANDING OF PRODUCT

3.1. The product will be branded and sold as a 369 Data Solutions Pte. Ltd. product, through
both online (website-based, social media and other online partners) and off-line (physical
stores and partner outlets) sales channels within the said geographic regions.

3.2. Where necessary, the First Party shall adopt an appropriate product name for the said
geographic regions, other than the name (provisionally “Rabit”) first used during the
development phase of the product.

3.3. The Second Party shall assist in securing the necessary product digital rights to support
the sale of the product in the said geographic regions under the agreed name.

4. OWNERSHP OF THE PRODUCT

4.1. Ownership of the full product rights (intellectual and otherwise) by the First Party shall be
triggered under the following conditions:

4.1.1. Payment of INR XXX at any time within the first tenure of the Agreement.
4.1.2. If the payment of INR XXX is not made within the first tenure of the agreement,
then the payment shall be made at a date mutually agreed by the two parties.

4.2. With ownership of the full product rights, there shall not be any further payments of any
kind to any party, such as commissions, royalty, agency fees, or any other kind of
remuneration, in relation to the sale of the product.

5. CONFIDENTIALITY

5.1. This Agreement, its contents, and matters relating to the product, shall always remain
confidential between the two parties, until such time para 4.1 has been resolved.

5.2. Confidential information generally refers to information not available to the public, and
includes the following information related to the First Party:

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5.2.1. Client lists and details.

5.2.2. Product secrets.
5.2.3. Business plans.
5.2.4. Financial information.
5.2.5. Employee lists and details.
5.2.6. Information known to the stakeholders and shareholders of the First Party to be
confidential.
5.2.7. Information which may affect the competitive position of the First Party; and
5.2.8. Any information the two parties are obligated not to disclose.

5.3. Each of the two parties acknowledges and agrees, having had the opportunity to take legal
advice thereon, that this clause 5 is reasonable and necessary to protect the interests of
the two parties.

6. INTELLECTUAL PROPERTY RIGHTS

6.1. All intellectual and industrial property rights arising out of the said product shall follow and
belong to the product’s owner.

7. NO COMPETITION

7.1. Both parties agree that there shall be no other competition to the product in the agreed
geographic regions, that can be traced to or originate from either party. Each party
undertakes take that it shall not at any time:

7.1.1. Entice, induce or encourage a client of either party to transfer or remove

business related to the product from the First Party.
7.1.2. Solicit or accept business from a client of the First Party which is the same as,
similar to, or competes with the product.
7.1.3. Directly or indirectly interfere or seek to interfere with the continuance of the
product and related services to the First Party.

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7.2. Each of the two parties acknowledges and agrees, having had the opportunity to take legal
advice thereon, that this clause 5 is reasonable and necessary to protect the interests of
the two parties.

8. TERMINATION

8.1. Refer para 1 of this Agreement.

8.2. This Agreement shall terminate immediately if an effective resolution is passed to wind up
the business of the First Party.

9. GOVERNING LAW AND JURISDICTION

9.1. This Agreement shall be governed by and construed in accordance with Singapore law.

9.2. Disputes arising out of this Agreement shall be resolved in Singapore, using the available
dispute resolution mechanisms, including the courts, at the said jurisdiction.

10. MISCELLANEOUS

10.1. No modification or waiver of any provision in this Agreement shall be valid unless in writing
and signed by both parties.

IN ACCEPTANCE OF THIS AGREEMENT the Parties have signed their names below:

SIGNED BY: SIGNED BY:

(Signature of First Party) (Signature of Second Party)

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RICHARD CHRISTOPHER PEREIRA BRINDA NIVAS

Name Name

S1607107B

(Passport / NRIC / FIN / UEN No of (Passport / NRIC / FIN / UEN No of

Shareholder) Shareholder)

31 AUGUST 2022 31 AUGUST 2022

(Date of Signing) (Date of Signing)

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