TEAM 21 12th February, 2022

Siddharth Bhargava | Swastik Shukla | Shubham | | Vivek Yadav | Srajan Tyagi|

Harshit Agnihotri

ASSINGMENT OF PATENT

PATENT ASSINGNMENT AGREEMENT

EXECUTED BY:

MR. RAM GOPAL VERMA

(HEREIN AFTER REFERRED TO AS ASSIGNOR)

AND

MR. SANJAY LEELA BHANSALI

(HEREIN AFTER REFERRED TO AS ASSIGNEE)

DATED AS OF FEBRUARY 12th, 2022

This PATENT ASSIGNMENT AGREEMENT, (“this Agreement”) is made and executed
on 12th February, 2021.

BY AND BETWEEN

Mr. Ram Gopal Verma (herein after referred to as assignor), 58 years of age, a Business
Tycoon, residing in Pali Hill, Mumbai, 422333, India. He is the owner of RO (Reverse
Osmosis) Water Purifier manufacturing company called Drinkit (Hereinafter referred to as
“the Assignor”, which expression shall mean and include his legal heirs, successors,
executors, administrators, assigns, etc.)

AND

Mr. Sanjay Leela Bhansali (herein after referred to as assignee), 63 years of age, another
Business Tycoon, residing in Bandra West, Mumbai, 422335, India, is the owner of the
similar kind of company as that of assignor called as Ment RO, (hereinafter referred to as
“the Assignee”, which expression shall mean and include its administrators, executors,
assigns, etc.)

Both the Assignor and the Assignee jointly shall be referred to as “the parties”.

WHEREAS:

A] The assignor has invented a special kind of technology for their RO systems which uses a
layer of copper inside the RO Water Purifier that helps in ionizing the water, thereby making
the water healthier and safer for its customers. This RO also displays the pH value of water
and provides water as per the intended use of its customer such as for drinking, washing fruits
and vegetables, beauty water for skin etc

B] The Assignor has individually applied to the Controller of Patents (“the CoP”) by virtue
of application number AMOIJ2844/C26in order to obtain registration of patents over the
Invention in his own name. The details of the patent are more specifically described in
Schedule A to this Agreement. The application was published in the patent journal on10th
February 2021. The application for grant of patent is pending prosecution before the CoP

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C] During the pendency of prosecution of the patent application, the Assignee is desirous of
acquiring 50% (fifty per cent) rights, title, ownership, and interest in the Patent over the
Invention;

 NOW THE AGREEMENT WITNESSES AS FOLLOWS:

1. ASSIGNMENT

1.1The Assignor hereby assigns to Assignee the rights, title, and interest (including but not
limited to, the patent claims, all rights to prepare derivative works, all goodwill and all other
rights), in and to the Patent.

1.2Assignee shall be solely responsible for all actions and all costs whatsoever, including
attorney’s fees, arising after the Closing Date and associated with the continuous prosecution
and the maintenance and enforcement of the Assigned Patents, and Assignor shall have no
obligation to pay any maintenance fees which become due for the Assigned Patents after
Closing.

1.3No license, immunity, ownership interest, or other right is granted under this Agreement,
now or hereafter, either directly or by implication, estoppel, or otherwise, except with respect
to the Assigned Patents as expressly set forth herein.

2. LICENSE

Subject to the terms and conditions set forth in this Agreement

2.1 Assignee hereby grants to Assignor, Seller, and Seller Subsidiaries a limited, royalty-free,
fully paid-up, worldwide, non-exclusive license (without the right to sublicense or assign
subject to Section 10.6), to the Assigned Patents, to practice, make and use the inventions,
ideas and information embodied therein, and to make, use, offer to sell, sell, lease or import
products, services, processes, methods and materials embodying or deriving from the
inventions, ideas and information from the Assigned Patents solely in the conduct of their

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respective business (excluding any and all Business) (“Licensed Business”) and any
activities derived directly therefrom subsequent to the Closing Date.

2.2 All rights not expressly granted by Assignee hereunder are reserved to Assignee. Without
limiting the generality of the foregoing, Assignee and Assignor expressly acknowledge that
nothing contained herein shall be construed or interpreted as a grant, by implication or
otherwise, of any licenses other than the licenses specified in Section 3.1

3. CONSIDERATION

3.1 The assignee shall pay to the assignor one-time consideration of Rs.10 Crore for
becoming the joint owner of the patent over the invention.

3.2 This consideration has to be paid within 2 years of date of agreement in lumpsum or in
instalments by the assignee upon sending application to CoP for the inclusion of assignee’s
name as a joint applicant in the said patent over the Invention.

3.3 The consideration for the assignments and other rights granted to Assignee under this
Agreement consists of the substantial benefits derived by Assignor and Seller and Assignee
and Purchaser from the Purchaser’s purchase of the Assets from the Seller, as set forth in the
Acquisition Agreement, and the consummation of the transactions contemplated thereby,
there being no further consideration or royalty payable in respect thereof

4. REPRESENTATIONS AND WARRANTIES

The Assignor represents and warrants to Assignee:

4.1 The Assignors have full right and absolute authority to assign the said patent in the
manner aforesaid.

4.2The patent is free and clear from all encumbrances and claims and the Assignors shall
keep the Assignee indemnified against any such claim.

4.3The Assignee shall be entitled to hold and use the said patent exclusively so long as the
patent exists and earn and enjoy the profits or income there from; peaceably and without any
objection or interruption on the part of the Assignors or persons claiming under them.

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4.4The Assignors will execute any further deed as may be required for further and more
perfectly assuring the said patent unto the Assignee

5.TERMINATION

Parties shall not have any right to terminate the Agreement either by future contractual
arrangement or by operation of law.

6. ENTIRE AGREEMENT

The transaction Documents, together with the exhibits and schedules contain the entire
understanding of the parties with respect to the subject matter hereof and supersede all prior
agreements, oral or written, with respect to such matters, which the parties acknowledge have
been merged into such documents, exhibits and schedules.

7. CONFIDENTIALITY

Each Party acknowledges that it may obtain confidential, non-public information under this
Agreement (“Proprietary Information”) of the other Party. The Party receiving the Proprietary
Information (“Receiving Party”) of the other Party (“Disclosing Party”) shall for ten
(10) years after the initial disclosure of the applicable Proprietary Information, keep in
confidence and trust all of the Disclosing Party’s Proprietary Information received by it. The
Receiving Party shall not use the Proprietary Information of the Disclosing Party other than
as expressly permitted under the terms of this Agreement.

8. DISPUTE AND RESOLUTION

The Parties will cooperate in good faith and use reasonable efforts to informally resolve any
disputes, controversy or claim (“Dispute”) arising out of or relating to this Agreement, or the
interpretation, breach, termination or validity hereof, if the Parties are not able to informally
resolve a dispute under this Agreement within thirty (30) days after such dispute arises then it
would be resolved by arbitration details regarding which is mentioned in clause below

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8.1 ARBITRATION

a. Any disputes, claims and/or questions whatsoever arising out of the Agreement or any
dispute regarding the representations, obligations, between the parties or the construction,
interpretation or the application thereof or any clause or thing herein contained or as to any
act Agreement or commission or omission of any person or as to any other matter in any way
relating to the Agreement shall be referred to a sole arbitrator appointed by the parties. The
decision given by the Arbitrator shall be final and binding upon the parties.

b. The venue of such Arbitration shall be at DELHI.

c. The Arbitrator shall invoke the provisions of Arbitration and Conciliation Act, 1996 and
shall have summary powers to decide the dispute and shall also have the power to dispense
with the provisions of Civil Procedure Code and the Indian Evidence Act.

9. INDEMNIFICATION

Assignee shall indemnify assignor their respective successors, heirs and assigns against any
liability, damage, loss, or expense (including reasonable attorneys’ fees and expenses) arising
from a Third-Party claim arising out of any theory of liability (including actions in the form
of tort, warranty, or strict liability and regardless of whether such action has any factual
basis)

10. GOVERNING LAW AND JURISDICTION

Courts shall have exclusive jurisdiction in all issues/disputes covered by the Agreement. This
Agreement shall be governed by and construed in accordance with the Indian laws.

11. WAIVER

No waiver of any right under this Agreement shall be deemed effective unless contained in
writing and signed by the party, and no waiver of any right shall be deemed to be a waiver of
any future right or any other right arising under the Agreement. All rights, remedies,

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undertakings, obligations contained in the Agreement shall be cumulative and none of them
shall be a limitation of any other remedy, right, undertaking, and obligation.

12.  NOTICES

Any notice or approval permitted or required under the Agreement shall be in writing and
shall be sent by registered or certified mail, to the addresses set forth below that the parties
may hereafter specify:

If to Assignor: ramgopalverma.drinkth@gmail.com                                       

If to Assignee: sanjayleelabhanshali.mentro@gmail.com

All notices shall be deemed to be effective on the date of receipt.

IN WITNESS WHEREOF, the parties have executed this Agreement on 12th February 2022

ASSIGNOR                                                                                                               ASSIGNEE

Schedule

Details of patents

Patent application number:  AMOIJ2844/C26 

Name of the applicants: Mr. Ram Gopal Verma

Name of the inventors: Mr. Ram Gopal Verma and Mr. Sanjay Leela Bhansali

Title of the invention: Drinkit

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