Effective Date: 23rd October

Direct Territory: Mumbai

DSA Code:
Sales Agent Name of DSA:
Agreement Nature of Entity:

INDIVIDUAL ONLY
Name of Father / Mother:

Residence:

COMPANIES & PARTNERSHIPS

Authorised Signatory:

Registered Office Address:

This Agreement (which term shall include the Annexures listed below) is entered into by and between Tiger Digitech Pvt Limited , a
company incorporated under the Companies Act, 1956, and having its registered office at 701, Tower 1, Sea Breeze CHS, Palm
Beach Road, Sector 16, Nerul 400706 (hereinafter referred to as “Tiger Digitech”, which expression shall, unless repugnant to the
context and meaning, mean and include its successors, nominees and assigns) of the First Part; and the party identified in the form
above as the DSA (hereinafter referred to as “DSA”, which expression shall, unless repugnant to the context and meaning, mean and
include its successors, nominees and permitted assigns) as of the Effective Date provided above at Mumbai. Tiger Digitech and
DSA shall hereinafter be referred to as the “Parties” and individually as a “Party” to this Agreement, as the context requires.

Tiger Digitech is a mobile application service provider with presence in India. Tiger Digitech desires to increase and promote the sale
of its Mobile application services through an adequate distribution structure and towards this aim is desirous of appointing channel
partners. The DSA is desirous of being appointed as the Direct Sales Agent for the Services (defined in Annexure A) and has
represented to Tiger Digitech that it possesses requisite infrastructure, manpower and adequate financial resources to carry out its
obligations under this Agreement. The purpose of this Agreement is to set forth the terms and conditions under which the Parties to
the Agreement shall conduct themselves during the subsistence of the Agreement.

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1. The DSA warrants and represents to Tiger Digitech that the DSA is a/an INDIVIDUAL, validly residing/existing and in good
standing under the laws of the Republic of India and has all requisite power and authority to enter into this Agreement with
Tiger Digitech. All the obligations of the DSA under this Agreement are legal, valid and binding obligation enforceable in
accordance with its terms. There are no proceedings pending, which may have an adverse effect on the ability of DSA to
perform and meet its obligations under this Agreement.
2. Tiger Digitech hereby grants to the DSA the right to market and sell the Services (defined in Annexure A) within the Territory,
on the basis of the terms and conditions set forth in this Agreement (including the Annexures) and in the Manual. Tiger
Digitech reserves the right to appoint other/additional agents to sell the Services, to do so itself, or with other parties in any
area at any time.
3. This Agreement shall commence on the Effective Date and shall continue in full force and effect for a period of one (1) year
(the “Term”), which Term may be renewed on expiry by Tiger Digitech for further period of one (1) year.

The detailed terms and Any notice, request, consent, waiver or other communication required hereunder shall be
conditions of the Agreement are effective only if it is in writing and shall be deemed received by the Party to which it is sent (i)
set out In the following upon delivery when delivered by hand, (ii) three days after being sent, if sent with all sending
Annexures and form part of this expenses prepaid, by an express courier with a reliable system for tracking delivery, (iii) when
Agreement: transmitted, if sent by confirmed facsimile, or (iv) seven (7) days after the date sent, if sent by
certified or registered mail, postage prepaid, return receipt requested, to the addresses
A. TERMS AND specified below, unless a Party has previously notified the other Party in writing of a change of
CONDITIONS that address.

B. COMPENSATION ADDRESS OF DSA FOR NOTICES DSA TELEPHONE / MOBILE NUMBER

[ INSERT ADDRESS ] [ LANDLINE NUMBER MANDATORY ]
C. REQUIREMENTS FOR
APPOINTMENT DSA EMAIL ADDRESS
[ INSERT EMAIL ADDRESS]
D. DOCUMENTATION
REQUIRED ADDRESS OF TIGER DIGITECH FOR NOTICES
P2, Rustomjee Aspiree, Sion Trombay Road, Copy to: Karan Bathija
E. MARKS Everad Nagar, Sion East - 22. Please append the name of the
authorized official

Authorised Signatory [INSERT NAME OF DSA]

For and on behalf of Tiger Digitech
Date: Date:

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ANNEXURE A TERMS AND CONDITIONS
1 DEFINITIONS
For purposes of the Agreement, the following terms shall have
the meaning ascribed to them below: 3 DUTIES AND OBLIGATION OF TIGER DIGITECH
1.1 “Affiliate” shall mean, with respect to the Tiger Digitech, any 3.1
person directly or indirectly Controlling, Controlled by, or
under direct or indirect common Control with Tiger Digitech;
and "Control", "Controlled" or "Controlling" shall mean, with
respect to any person, any circumstance in which such 3.2
person is controlled by another person by virtue of the latter
person controlling the composition of the board of directors
or owning the largest or controlling percentage of the voting 3.3
securities of such person, by contract or otherwise.
1.2 “Compensation” means the license fees payable to the
DSA by Tiger Digitech according to the Annexure B hereto; 4
1.3 “End Consumer”, means the user of the Products and 4.1
Services offered by Tiger Digitech;
1.4 “Manual” means the Tiger Digitech Dealer Handbook, or
any such document that may be prepared from time to time
by or on behalf of Tiger Digitech;
1.5 “Marks” include Tiger Digitech trademarks, service marks,
trade names, other commercial symbols, designs and logos
owned and / or used and / or licensed by and / or associated
with Tiger Digitech including the marks or names relating to
services whether or not registered under any law, and
including in particular, the marks listed in Annexure E of this 4.2
Agreement;
1.6 “Premises” means the physical location from which the DSA
operates the business as specified in Annexure D of this 4.3
Agreement;
1.7 “Products” mean any compatible communication
instrument, either distributed by itself or through its Affiliates, 4.4
necessary for connecting to Tiger Digitech’s Mobile
applications in order to avail its Services;
1.8 “Sales Force” has the meaning assigned to it in Clause 4.1.
1.9 “Services” means the Mobile applications services to be
provided by Tiger Digitech. 4.5
2 APPOINTMENT
2.1 Tiger Digitech hereby grants the DSA the right to market and
sell Products and Services on the terms and conditions set 4.6
forth in this Agreement and in the Manual. Tiger Digitech
reserves the right to appoint other retailers or to sell the 5
Products and Services itself to or with other parties in any
area at any time. 5.1
2.2 This Agreement shall commence on the Effective Date and 5.2
shall continue in full force and effect for a period of one (1)
year (the “Term”), which Term may be mutually extended by 5.3
the Parties.
2.3 During the Term and for a period of three (3) months after 5.4
the expiry or earlier termination of this Agreement, as
applicable, the DSA shall not, whether directly or indirectly,
offer or be associated with or promote any business or
services or market/sell any products or services either of its
own or that of any other competitor of Tiger Digitech, similar 5.5
to or competing with the services offered by Tiger Digitech.
2.4 The DSA shall maintain an interest free security deposit with
Tiger Digitech as specified in Annexure C and Tiger
Digitech reserves the right to increase such security deposit. 6
Tiger Digitech reserves the right to appropriate, adjust or
apply the said deposit for any amounts due from the DSA or 6.1
for any breach of obligation by the DSA. Such security
deposit is refundable when this Agreement is terminated,
after adjusting any outstanding dues to Tiger Digitech.
2.5 Tiger Digitech shall be entitled to amend this Agreement as
deemed necessary by Tiger Digitech to meet the changes in
the marketplace or any other changes that it deems
necessary in the interests of its business, and the DSA shall
accept and provide its written consent to such amendments.
2.6 DSA acknowledges that it is acting for the limited and
exclusive purpose of the Agreement. This Agreement does
not constitute DSA as a servant, employee, partner or joint
venture of Tiger Digitech and DSA shall have no authority to
bind Tiger Digitech in any respect whatsoever. None of the
employees of DSA shall be construed or deemed to be
employees of Tiger Digitech at any time.
Tiger Digitech shall provide the DSA with marketing
information and periodic Products and Services updates.
Tiger Digitech shall keep DSA informed of all changes in the
rates and service conditions.
Tiger Digitech shall provide such training sessions to the
DSA’s personnel, as it deems necessary.
Tiger Digitech shall provide access to the DSA management
portal (www.sundaybusinesshub.com) to enable the DSA to
manage business efficiently.
DUTIES AND OBLIGATIONS OF DSA
The DSA shall develop and maintain a sales force (“Sales
Force”)(Tele callers) composed of skilled and experienced
sales personnel for the purpose of selling Products directly
at the home, office of the End Consumer, or any other
location specified by Tiger Digitech. The Sales Force shall
consist of adequate personnel, in numbers and experience,
to ensure the manpower needed is available as specified in
Annexure C of this Agreement. However, no personnel
shall be so recruited or assigned to the Sales Force without
the prior written consent of Tiger Digitech.
If so agreed between the DSA and Tiger Digitech, the DSA
shall engage in telemarketing and direct marketing activities
to enhance the sale of Products and Services.
DSA shall ensure that the DSA management portal is used
responsibly and will be responsible for any misuse of the
portal or any resultant loss.
DSA SHALL NOT DIRECTLY OR INDIRECTLY, ORALLY OR IN
WRITING, MAKE OR GIVE ANY GUARANTEES, REPRESENTATIONS
OR WARRANTIES EXPRESS OR IMPLIED, WITH RESPECT TO
PRODUCTS, RATE PACKAGES, SERVICE OR THE PROVISION OF
THE SERVICES TO CUSTOMERS EXCEPT AS EXPRESSLY
AUTHORIZED BY TIGER DIGITECH.
DSA shall not assign or transfer this Agreement or any
rights, duties obligations or benefits thereunder to any
person without prior consent in writing to Tiger Digitech.
DSA agrees to provide all documentation as mentioned in
Annexure D to Tiger Digitech.
COMPENSATION
The DSA shall be paid fees / commissions as set forth in
Annexure B as per the terms set forth therein.
Such fees/ commission may be changed by Tiger Digitech at
its sole discretion.
All payments shall be inclusive of all current and future
levies, taxes and duties including service tax
Any payments and dues receivable by Tiger Digitech from
the DSA may be offset by Tiger Digitech against any sums,
commissions or deposit due to the DSA by Tiger Digitech.
All such payment shall be subject to deduction of tax at
source.
Tiger Digitech shall offer the first right of refusal to the DSA
to renew and collect renewal charges from any customer
acquired by the DSA. The compensation for renewals will be
communicated prior to the beginning on each month.
INDEMNITY
The DSA agrees to indemnify and keep indemnified Tiger
Digitech, its affiliates and the officers, agents, employees,
successors and assigns and authorized representatives of
Tiger Digitech or its affiliates against any costs, actions,
losses, claims for damages or to any third party owing to
actions or omissions attributable to the DSA including any
losses/actions arising out of (i) DSA’s non performance or
violation of any of the terms and conditions of the
Agreement and the Manual, (ii) violation of any applicable
law, (iii) and any other act on the part of the DSA or its
personnel (iv) any loss occasioned to Tiger Digitech due to
any discrepancy in information furnished by any subscriber
enlisted by the DSA. Tiger Digitech shall have sole
discretion to determine such damages/claims and have right
to adjust the same from any dues payable to the DSA or
from the security deposit.
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6.2 Notwithstanding anything to the contrary contained in the
agreement , the aggregate liability of Tiger Digitech,its
affiliates,their representatives and officers in respect of any
claims, losses or damages, shall in the aggregate not
exceeds Rs. 100,000/- .Further, neither Tiger Digitech nor its
affiliates shall in any event be liable for lost profits, or for any
indirect incidental, Consequential special, punitive or
exemplary damages arising from the subject matter of this
agreement , regardless of the type of claim ,even if the DSA
has been advised of possibility of such damages.
7 INTELLECTUAL PROPERTY
7.1 The DSA acknowledges that all Marks (including those 9.1
provided in Annexure E) are the exclusive property of Tiger
Digitech and/or its affiliates(s) whether registered under the
applicable laws or not. DSA may use the Marks only if
specifically permitted by Tiger Digitech and such use shall
strictly in accordance with the terms of this Agreement. In
any event, any permission to use such Marks shall expire
with the termination of this Agreement.
7.2 DSA acknowledges that all details, data and information
including accounts, addresses and names of all the End
Consumers maintained or available with the DSA (“Data”),
are the exclusive property of Tiger Digitech and/or its
Affiliates(s).
7.3 Neither this Agreement nor the permitted use by DSA of any
Data, Marks, brand names, logos, promotional advertising or
other written material relating to the Service shall in any way
give or be deemed to give to the DSA any right, interest or
ownership in any of the above.
7.4 All data on the DSA Management portal
(www.sundaybusinesshub) are the exclusive property of
Tiger Digitech and Tiger Digitech reserves the right to
withdraw / alter / restrict access to the DSA Management
Portal at its sole discretion.
8 TERMINATION
8.1 Tiger Digitech may terminate this Agreement at any time by
giving the DSA written notice of 15 days without assigning
any reasons.
8.2 Notwithstanding any provision to the contrary, Tiger Digitech
may immediately terminate this Agreement by written notice 11.2
to the DSA upon the happening of one or more the following:
(a) Any breach or violation of any of the terms and
conditions of this Agreement by DSA, if within 7 (seven) 11.3
days of written notice from Tiger Digitech of the breach or
violation, such breach or violation is not cured; (b) DSA fails
to furnish the security deposit under Clause 2.4 within the
periods specified or extension thereof granted by Tiger
Digitech; (c) Bankruptcy/ dissolution of the DSA.
8.3 Upon termination DSA shall: (a) Immediately cease
marketing, promoting and selling the Products and Service, 11.4
using Tiger Digitech Marks and return to Tiger Digitech all
information and materials pertaining to the Services
including all equipment provided by Tiger Digitech to DSA,
all unpaid for inventory, all signage, all Manual, receipt
books, statements and any other Confidential Information
given to the DSA by Tiger Digitech; (b) Immediately hand
over to Tiger Digitech all Data; (c) Promptly and at its
expense make such modifications to the interior and/or
exterior and design of the Premises as Tiger Digitech may
require to remove all identification as a Tiger Digitech
business. (d) Upon termination of this Agreement,
howsoever caused, no compensation shall become due to
the DSA, unless the same shall have accrued prior to the
date of such termination and the DSA expressly agrees that
he will not be entitled to any compensation and/or
indemnification, whatsoever, from Tiger Digitech.
9 CONFIDENTIALITY
DSA agrees that any and all information concerning the
business or affairs of Tiger Digitech, of the specifications,
standards, procedures and other contents of the Manual, the
commission or fees structure, this Agreement together with
its Annexures, and any subscriber related information,
including names, addresses and phone numbers
(collectively referred to for the purposes of this Agreement
as “Confidential Information”), is the property of Tiger
Digitech and shall always be treated as strictly confidential.
9.2 DSA shall not disclose and shall ensure that none of its
officers, directors, shareholders or principals, disclose, any
Confidential Information to any person. This provision is in
addition to any other covenant or agreement previously
given by DSA to Tiger Digitech regarding the treatment of
Confidential Information.
10 GOVERNING LAW AND JURISDICTION
10.1 The validity, construction and performance of this
Agreement shall be governed by the laws of India, and
subject to the exclusive jurisdiction of the Courts at Mumbai.
11 MISCELLANEOUS
11.1 This Agreement, together with all Annexures, and Manuals,
with amendments incorporated from time to time, constitutes
the entire Agreement between the parties relating to the
subject matter hereof and supersedes all prior agreements,
if any. There are no oral or implied agreements and no oral
and implied warrantees or understanding between the
parties.
If any term or provision of this Agreement is held to be illegal
or unenforceable, the validity or enforceability of the
remainder of this Agreement will not be affected.
Neither party shall be held responsible for any delay or
failure in performance of any part of this agreement to the
extent such delay or failure in performance, is caused by
fire, flood, war, riots, civil disturbance,, embargo,
governmental directions or orders by civil or military
authority or any Act of God or any other force-majeure
conditions.
Neither failure, refusal nor neglect of Tiger Digitech to
exercise any right under this Agreement or to insist upon full
compliance by DSA with its obligations nor any other waiver
of any default of any provision of this Agreement, shall be
deemed a waiver of any other default or breach of the same
or any other provision.
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ANNEXURE B Compensation

1. The compensation and all terms of compensation will be communicated to the DSA by email from Tiger
Digitech.

ANNEXURE C Requirements for Appointment

1. Fixed wireline telephone connection.

2. E-mail and Internet connection availability

3. Owner's involvement in day-to-day activities of the business.

4. Interest free deposit of Rupees ____________ only (Rs.00000/-).

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ANNEXURE D Documentation Required

The following documents are required from the DSA:

Documents required

Copy of constitution proof (as per nature of Retailer one of the below):
1) Limited Company Copy of the Certificate of Incorporation
2) Partnership Copy of the Partnership Deed
3) Hindu Undivided Family Copy of the PAN Number / Latest IT Return

Required in all cases:

Introductory Certificate provided by DSA’s bank

Copy of the PAN Number

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