Loan Agreement: Transaction Details Schedule (TD Schedule)

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LOAN AGREEMENT

This Loan Agreement (“Agreement”) is being entered into this 04th day of October-2020 between

1. Royal Securities Limited, a RBI registered Non-Banking Financial Company having Corporate Identification
Number U74109WB1982PLC034619,hereinafter referred to as “Benefactor”(which expression shall unless
repugnant to the subject and context hereof be deemed to include its successor(s)-in- office, nominees, and assigns)
of the First Part;and.

2. Panyam Balaji, S/O Panyam venkateshwarlu herein after referred to as “Beneficiary” (which expression shall
unless repugnant to the subject and context here of be deemed to include the successors of the Beneficiary) of the
Other Part.

Each of the Benefactor and the Beneficiary are herein after individually referred to as “Party” and collectively as
the “Parties”.

Transaction details Schedule (TD Schedule)

This transaction details schedule (“TD Schedule”) is an integral part of the Agreement. The terms defined in this
TD Schedule shall have the meanings ascribed to them here in when used in this TD Schedule or the Agreement.

1. Amount

This Agreement between the Bene factor and the Beneficiary is for amount of Rs.2000 (“Principal Amount”).

2. Interest and Processing Fee

An amount of Rs.350.00 (“Interest”) is payable by the Beneficiary, along with the Principal Amount, on or before
the Repayment Date mentioned below. Additionally, an amount of Rs.00.00 shall be deducted by the Benefactor
from the Principal Amount provided by the Benefactor to the Beneficiary under the Transaction (as that term is
defined in the Agreement) by way of a one-time processing fee (“Processing Fee”).

3. Beneficiary’s phone number and notice details:

a. Primary mobile number: 7569179446


b. Alternate mobile number: +919393871544
c. Beneficiary’s address: 70-108-29-1, Gramapanchayat road, Kalluru
d. Beneficiary’s email:: balup944@gmail.com
4. Beneficiary’s IP Addresses: 000.000.0.0

5. Other Beneficiary information:

(a) Mobile handset UID: 9970141c-343e-413d-ab32-5f83b656cbd7

(b) Mobile handset model: Redmi 6 Pro

(c) Approximate location at time of signing contract: and and 50772, Gayathree Estates, Deva Nagar, Kurnool,
Andhra Pradesh 518002, India

6. Dates and Time

a. Commencement Date and Time : 04 October, 2020 11:49:28 AM


b. Repayment Date/Expiry Date : 03 December, 2020
c. Loan tenure : 60 Days
d. Late Payment Interest Amount : Rs.32 per day from Repayment Date
e. Date of Execution : 04 October, 2020
f. Time of Execution : 11:49 hours
7. Unique Loan ID

a. Unique Loan ID No.: 00000139004


WHEREAS
A. The Beneficiary has requested the Benefactor to advance the Principal Amount (as defined in the Transaction
Details Schedule) and the Benefactor - relying upon the representations and warranties made by the Beneficiary -
has agreed to advance the Principal Amount to the Beneficiary.

B. The Benefactor will transfer the Beneficiary’s required Principal Amount to the bank account or pre-paid
instrument/wallet / payments bank account of the Beneficiary. Then after the given time the Beneficiary will transfer
an amount equal to the Principal Amount, Interest, and any applicable Late Payment Interest Amount, to the
Benefactor using any of the modes contemplated in this Agreement ("Transaction") in accordance with the terms
and conditions contained herein.

IN CONSIDERATION of the mutual covenants and agreements set forth herein, and for other good and valuable
consideration, the receipt and sufficiency of which is acknowledged, the Parties, intending to be legally bound by this
Agreement, hereby agree as follows

NOW THIS AGREEMENT WITNESSETH AS BELOW:


1. DEFINITIONS AND INTERPRETATION

1.1 In this Agreement the following expressions shall, unless the context otherwise requires, have the following
meanings: -

(i) “Applicable Law” means any statute, law, enactment, regulation, ordinance, policy, treaty, rule, judgment,
notification, directive, guideline, requirement, rule of common law, order, decree, bye- law, permits, licenses,
approvals, consents, authorizations, government approvals, or any restriction or condition, or any similar form of
decision of, or determination, application or execution by, or interpretation or pronouncement having the force of law
of, any governmental authority having jurisdiction over the matter in question, whether in effect as of the
Commencement Date or thereafter.

(ii) “Commencement Date” shall have the meaning ascribed to it in Clause 7 (a) in TD Schedule of this
Agreement;

(iii) “Expiry Date” shall have the meaning ascribed to it in Clause 7 (b) in TD Schedule of this Agreement;

(iv) “Badabro” shall mean Badabro Giga Venture Private Limited.

(v)“Person” shall mean and include an individual, association of persons, corporation, trust, partnership,
unincorporated body or any other entity;

(vi) “Term” shall have the meaning ascribed to it in Clause 7 (c) in TD Schedule of this Agreement.

(vii)“Working Day” shall mean a day on which the Beneficiary’s or Benefactor’s bank allows money transfer via
national electronic fund transfer (NEFT).

1.2 Interpretation

Unless the context of this Agreement otherwise requires:

(a) words using the singular or plural number also include the plural or singular number, respectively;

(b) words of any gender are deemed to include all genders;

(c) the terms “hereof”, “herein”, “hereby”, “hereto” and derivative or similar words refer to this entire Agreement
or specified Clauses of this Agreement, asthe case may be;

(d) the term “Clause” refers to the specified Clause of this Agreement;

(e) referencesto Recitals, Clauses, Annexures or Schedules are, unlessthe context otherwise requires, to Recitals,
Clauses of, Annexures or Schedules to this Agreement.

(f) heading and bold typeface are only for convenience and shall be ignored for the purpose of interpretation.
(g) reference to any legislation or Applicable Law or to any provision thereof shall include references to any such
Applicable Law as it may, after the date hereof, from time to time, be amended,supplemented or re-enacted, and any
reference to statutory provision shall include any subordinate legislation made from time to time under that provision;

(h) reference to the word “include” shall be construed without limitation

2. TERM AND TERMINATION

2.1 Term

This Agreement shall become effective from 04 October, 2020 11:49:28 AM (the“CommencementDate”) and
shall remain valid till 03 December, 2020 (the "Expiry Date") (“Term”) or in effect unless terminated in accordance
with Clause 7 (b) in TD Schedule ofthisAgreement

2.2 Termination

This Agreement may be terminated in the following manners:

a) Benefactor may terminate this Agreement without any notice in the event of a Default under Clause 7 (b) in TD
Schedule of this Agreement with applicable damages.

(b) This Agreement may be terminated at any time prior to the Term by mutual agreement of the Parties.

c) On termination of this Agreement Beneficiary shall repay the entire Principal Amount, applicable interest and any
Late Payment Interest Amount (in case applicable) to the Benefactor within 2 Working Days of such termination.

3. DEFAULT

2.1 The following events shall be construed as a default for the purpose of Clause 3 of this Agreement (“Event of
Default”):

a)Beneficiary is in violation of any of the Applicable Law;

b)Beneficiary is in breach of any of his obligations and liabilities under this Agreement.

3.1 The occurrence of such “Event of Default” shall be considered to be a default of this Agreement ("Default").
Benefactor by itself or through any third parties engaged by the Benefactor for this purpose (“Default Notice”).

4.TRANSACTION:

4.1 Beneficiary shall repay an amount equal to the Principal Amount and the Interest to the Benefactor before the
Expiry Date. Unless otherwise intimated by the Benefactor, the Beneficiary shall repay such amounts using the
“Badabro” mobile application operated by Badabro Giga Venture Private Limited.

4.2 In the event of late repayment by the Beneficiary, the Beneficiary shall be liable to pay Rs.32.00 per day
following the Repayment Date (“Late Payment Interest Amount”) and the same shall be transferred to the
Benefactor along with Principal Amount and Interest amounts.

4.3Benefactor shall advance the Principal Amount to the Beneficiary using third party service providers within one
Working Day from the Commencement Date of this Agreement. The benefactor shall assign a ‘Unique Loan ID’ in
relation the transaction set out herein, as provided in the TD Schedule.

4.4 In case of a failure on part of the Beneficiary to repay any of the aforementioned amounts, the Benefactor shall
be entitled to undertake any course of action (to recover the amounts due) that is not prohibited under Applicable
Law, including without limitation:

a) initiate civil or criminal proceedings against the Beneficiary;

b) disclose the fact of such default by the Beneficiary to third parties via any medium (online or offline) for necessary
remedial steps; without prejudice to the generality of the foregoing, and notwithstanding anything contained in this
Agreement, the Beneficiary agrees that the Benefactor may, either directly or through any agents or employees, publish
any information about the Beneficiary (other than any information that may be construed as sensitive personal data
or information as defined under the Information Technology (Reasonable Security Practices and Procedures and
Sensitive Personal Data or Information) Rules, 2012) on public websites, social networking websites, notice boards,
or other public fora, and share such information with third parties, such as debt collection agencies, credit rating
agencies, loan providers, banks, non- banking financial institutions, and any other third party that the Benefactor
may in its sole discretion determine appropriate and necessary, and that the Beneficiary does not have, and shall not
raise at any time, any objection or action in relation to the Benefactor publishing or sharing the Beneficiary’s
information in the manner described herein;

c) engage recovery agents or third-party service providers for the purpose ofrecovery;

d) take any action against the Beneficiary with or without the intervention of the courts of law in India;and

e) exercise any general or special lien or right to set-off to which the Benefactor is or may by law, equity or
otherwise be entitled, or any rights or remedies available to the Benefactor

In case of failure on part of the Beneficiary to repay the aforementioned amounts, the Beneficiary hereby agrees
that the Benefactor or its recovery agents (acting on behalf of the Benefactor) may recover the amounts due in part
or full from the Beneficiary’s bank accounts or the Beneficiary’s accounts maintained with third party pre-paid
instrument providers or payments banks such as Paytm Wallet (issued by Paytm Payments Bank Limited), including
without limitation by reversal of any amounts credited to such payments bank accounts or electronic-wallets

4.5 The remedies available to the Benefactor under this Agreement, at law, equity, custom, trade practice or
otherwise are cumulative and not alternative and may be enforced concurrently or successively at the discretion of
the Benefactor.

5. REPRESENTATIONS AND WARRANTIES

5.1 The Parties hereby represent and warrant that

a) No intellectual property rights, trade secret or other proprietary rights or rights of publicity or privacy rights of any
Person is being infringed by either Party during the course of this Agreement;

b) The Parties have the full power and authority to enter into, execute and deliver this Agreement and to perform
the obligations contemplated hereby

c) The execution and delivery of this Agreement by the Parties and the performance of the obligations
contemplated hereby have been duly authorised by all necessary actions;

d) The execution, delivery and performance of this Agreement by the Parties and the consummation of the
obligations contemplated hereby will not: (a) violate any provision of its organisational or constitutive documents (if
applicable); (b) violate any order, judgment or decree against, or binding upon them or upon its respective securities,
properties or businesses; or (e) violate any Applicable Law;

e) No litigation, claim, dispute or proceeding is pending against the Parties which would adversely affect this
Agreement in any way;

f) Neither Party has entered into any agreement that would prevent it from fulfilling any of the obligations under this
Agreement.

5.2 The Benefactor represents that it is duly incorporated and validly existing under the laws of India.

5.3 The Beneficiary represents that all the information provided by the Beneficiary in connection with this
Agreement and the Transaction are complete, true, accurate and current. The Beneficiary further represents that the
Beneficiary is a citizen of India and a person resident in India for the purpose of India’s taxation and foreign
exchange laws.

6. INDEMNITY
The Beneficiary shall indemnify, defend and hold harmless the Benefactor, its directors, officials, employees,
agents, contractors, customers and partners from and against all or any damages, claims, penalties, fines, losses,
costs paid or incurred by the Benefactor as a result of, arising from, or in connection with, or relating to any breach
or failure of performance (in whole or in part) by the Beneficiary of any obligation, covenant or agreement contained
in this Agreement or any fraud, gross negligence, willful misconduct attributable to the Beneficiary.

7. DISPUTE RESOLUTION

7.1 Negotiation

Subject to applicable laws, the Parties shall negotiate in good faith and use reasonable efforts to settle any dispute,
controversy or claim arising from or related to this Agreement (each, a “Dispute”). In the event that the Parties are
unable to, within 30 (thirty) days, to reach a resolution, such Dispute shall be referred for negotiation to a mutually
acceptable party who shall attempt in good faith to reach a resolution of the Dispute. If the foregoing procedures fail
to achieve a mutually satisfactory resolution within 30 (thirty) days, then either Party may, by written notice to the

other Party, elect to have the matter settled by binding arbitration pursuant to Section 7.2 (Arbitration) of this
Agreement.

7.2 Arbitration

Any Dispute not resolved in accordance with Section 7.1 of this Agreement (Negotiation) shall be referred to
binding arbitration before a sole arbitrator appointed solely by the Benefactor under the Arbitration and Conciliation
Act, 1996 and the rules made there under, as amended and in force, from time to time.

It is expressly agreed between the Parties that:

a) The venue and seat of such arbitration shall be Kolkata.

b) The arbitration proceedings shall be conducted in the English language.

c) The arbitration award shall be final and binding on the Parties.


8. MISCELLANEOUS

8.1 Notice: Unless otherwise stated herein, (i)the Benefactor may issue notices and other communications to
the Beneficiary pursuant to this Agreement by SMS, email, Whatsapp, Facebook or othersocial media,personal
delivery, or by prepaid registered mail addressed to the Beneficiary at the phone number, address or other
coordinates of the Beneficiary specified in the TD Schedule; (ii) the Beneficiary may issue notices and other
communications to the Benefactor pursuant to this Agreement by way of email to support@badabro.com. Notices
shall be deemed to be effective (a) when delivered, if personally delivered, (b) upon receipt in the recipient’s email
account or SMS account/service, when sent by email or SMS; (c) three days after posting, if sent by registered mail.

8.2 Governing Law and Jurisdiction: This Agreement is governed by and shall be construed in accordance with
the laws of India.

8.3 Waivers: No forbearance, delay, or inaction by any Party at any time, in exercising a right shall operate as a
waiver or acquiescence to a breach under this Agreement by the other Party. No waiver of right or acquiescence to
non-compliance shall be effective or deemed made unless made in writing and duly executed by the Benefactor. Any
such waiver or acquiescence shall be effective only in the specific instance and for the specific purpose for which it
is given and may be subject to such conditions as the waiving or acquiescing Party may impose at its sole discretion.
No such waiver or acquiescence in respect of a breach shall be construed as a waiver, acquiescence or consent to,
any continuing or succeeding breach.

8.4 Force Majeure: Neither Party shall be responsible for a delay in its performance under this Agreement, other
than a delay in payment for services already performed, if such delay is caused by extraordinary weather conditions
or other natural catastrophes, war, riots, strikes, lockouts or other industrial disturbances, acts of any governmental
agencies or other events beyond the reasonable control of the claiming Party.

8.5 No Assignment: The obligations of the Beneficiary under this Agreement shall not be assigned or transferred
to any third party without the prior written consent of the Benefactor. The Benefactor may assign any of its rights or
obligations to a third party by providing intimation thereof to the Beneficiary.

8.6 Entire Agreement: This Agreement shall constitute the entire Agreement and understanding between the
Parties with respect to this Transaction. Any previous and future Agreements related to other Transactions between
the Benefactor and Beneficiary shall not be affected by the terms of this Agreement.
8.7 Partial Invalidity: In the event of one or more of the provisions of this Agreement being invalid, illegal or
unenforceable in any respect, the validity, legality and enforceability of the remaining provisions shall not in any way
be affected or impaired thereby.

8.8 Amendment: Amendment: This Agreement shall not be modified except by an instrument or instruments in
writing signed by each Party or an authorized representative of the Party, as the case may be.

8.9 Harmonious Interpretation: Harmonious Interpretation: This Agreement must be interpreted and construed in
harmony with the General terms of Use and the Terms of Registration that have been agreed to by both the
Benefactor and the Beneficiary before the use of the Website/ Application.

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