DYNAMIC PRICING AGREEMENT

This Agreement is agreed and entered on the Effective Date by and between:

● IBIBO GROUP PRIVATE LIMITED, a company incorporated under the Companies Act, 1956,
having its registered office at office B-36, 1st Floor, Pusa Road, New Delhi -110005 and
corporate office at 5th Floor, Leela Galleria HAL II Stage, Kodihalli, Bengaluru, India - 560008,
India (hereinafter referred to as ‘REDBUS’) including its successors and assignees thereof, and
● MJT Travels a company duly constituted under the laws of [.], with its principal office at [.]
(hereinafter referred to as ‘BUS OPERATOR’) including its successors and assignees thereof.

Both REDBUS & the BUS OPERATOR are individually referred to as ‘Party’ and collectively as
‘Parties’.

PREAMBLE:
A. REDBUS operates and runs the desktop site and the mobile site under the domain name
www.redbus.in and the mobile application under the name “REDBUS” that under the provisions
of this Agreement provides software services to Bus Operator to manage Bus Inventory, optimize
occupancy and yield.
B. The BUS OPERATOR is engaged in transportation business.
C. REDBUS and the BUS OPERATOR desire to enter into this Agreement to bind themselves with
their mutual obligations as prescribed hereunder.

NOW THEREFORE THE PARTIES HERETO AGREE TO THIS AGREEMENT TERMS AS

FOLLOWS:

1. SCOPE OF SERVICES
1.1 REDBUS would be rendering services called “Dynamic Pricing” which is a value added service that
automates seat pricing for the selected services for the operator. Price will be made available to GDS
through Dynamic Pricing for services identified upfront and confirmed mutually by both the parties.
Dynamic pricing (DP) is an additional software service provided by REDBUS which attempts to
optimize occupancy and yield but is subject to external market risks.
1.2 Bus Operator who has opted for DP, shall be expected to use DP price on all offline or online sales
channel and not override it unless mutually agreed otherwise. However, Bus Operator will be allowed
to set a minimum/maximum price. If the minimum and maximum is not setup by Bus Operator, under
such circumstances, DP will have full flexibility for pricing. In case of special circumstances,
REDBUS will inform/ request Bus Operator via email and change the minimum or maximum price to
improve yield and Bus Operator will be given a period of 24 hours to refuse the same.
1.3 The Bus Operator shall ensure the availability of information with respect to the seats on real-time
basis
1.4 REDBUS is only a technology service provider for pricing and Bus Operator is solely responsible for
the pricing of tickets.
2 TERM AND TERMINATION
2.1 The Agreement shall commence from the Effective Date < 25/08/2022> and be continue to be valid
for a period of one (1) month and shall be automatically renewed for further periods of one (1) month
unless terminated by either Party with 15 days notice to the other Party anytime during the term of
this Agreement. This agreement can be renewed for additional term as mutually agreed by both
parties.
2.2 In addition, either Party may terminate this Agreement with immediate notice for material breach of
the terms of this Agreement by the other Party or for any statutory reasons; in case of a breach by a
Party capable of being cured, the other Party may terminate this Agreement with immediate notice if
the former Party fails to cure the breach within 15 (fifteen) days’ from the date the latter Party notifies
the breach. However the accrued obligations of the Parties prior to the termination will continue to be
fulfilled post termination.

3 INDEMNITY
3.1 Operator shall not block seats or put seats on quota unless mutually agreed otherwise. Bus Operator
understands that Dynamic pricing attempts to optimize occupancy and yield but is subject to external
market risks, operator service quality and as such does not guarantee any performance and will at no
time hold REDBUS liable for the same.
3.2 Bus Operator agrees not to run any additional services or create a duplicate chart (in BOGDS as well
as other GDS) or provide bus to any other operator in the agreed onward & return route without prior
intimation to REDBUS.
3.3 Each Party agrees to indemnify and hold the other Party, its officers, directors, employees,
successors, and assignees harmless against all losses, damages, liabilities, costs or expenses of
whatever form or nature, including, without limitation, attorney's fees and expenses and other costs of
legal defence whether direct or indirect, that they, or any of them, may sustain or incur as a result of
any acts or omissions of the former Party or any of its directors, officers, employees, or agents,
including, but not limited to, (1) breach of any of the provisions/obligations of this Agreement (2)
negligence, misconduct or other tortuous conduct, or (3) misrepresentations made herein.
3.4 Neither Party shall be liable to the other for any direct, indirect, incidental, punitive, special or
consequential damages or losses (including without limitation loss of profit or revenue etc.), whether
under contract or in tort, and even if the other party had been advised of the possibility of such
damage or loss. Notwithstanding anything to the contrary in this contract, in case of any dispute
(including third party claims) the maximum liability of REDBUS under this Agreement is limited to
the Service Fees paid by the BUS OPERATOR to REDBUS during the period of 12 months
preceding the date of dispute for that specific BUS OPERATOR which is the subject of the dispute.

4 REPRESENTATIONS AND WARRANTIES

4.1 Each Party represents and warrants that:
4.1.1 It has full legal right, power and authority to carry on its business and to enter into this
Agreement and perform all of its obligations, terms and conditions hereunder; and
4.1.2 Neither the execution nor delivery of this Agreement, nor the fulfilment nor compliance with the
terms and provisions hereof, will conflict with, or result in a breach of terms, conditions or
provisions of, or constitute a default under, or result in any violation of its charter documents or
by laws, if any, or any agreement, restrictions, instrument, order, judgment, decree, statute, law,
 rule or regulation to which it is subject, or require any consent, approval or other action by any
court, tribunal, administrative or governmental body.

5 TAXES
5.1 Pursuant to this Agreement each Party, with respect to the services rendered in its individual capacity,
would be solely responsible for the compliance of all applicable laws including but not limited to
legislations regarding Goods and Services Tax (GST), central, state or local levies with respect to
payment of tax, duties, levies, charges, cess, etc. Further, REDBUS shall not be liable to deposit such
amount unless specifically mandated by law.
5.2 All payments for Service Fees made by the BUS OPERATOR to REDBUS under the Agreement
would be subject to withholding tax as per the law applicable on the date of payment. The Party
withholding the tax would be responsible for providing appropriate proof, certificate, documents, etc.
to enable the other Party claim the benefit of the same.

6 CONFIDENTIALITY
6.1 The Parties agree that any information (including any written, tangible and/ or intangible information)
exchanged between or disclosed by either Party to the other Party from time to time, which by its
inherent nature is confidential or is specifically mentioned as confidential, shall be the confidential
information of the said Party and either Party shall not disclose the same to the public without taking
the prior written approval of the other Party.

7 MISCELLANEOUS
This Agreement along with the Annexure determining the commercials and such other details constitutes the
entire understanding and agreement of the Parties hereto with respect to the subject matter hereof.
The relationship of the Parties established by this Agreement is that of independent contractors, and
this Agreement does not create an agency, employment, partnership or joint venture relationship
between the Parties.

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 IN WITNESS WHEREOF, THE PARTIES HAVE CAUSED THIS AGREEMENT TO BE EXECUTED
AS OF THE DAY AND YEAR FIRST ABOVE MENTIONED.

IBIBO GROUP PRIVATE LIMITED

………………………………….. …………………………………..

Name: Name:
 ANNEXURE I

1. List of Routes:
o Chennai to Coimbatore (AC Sleeper 2+1)
o Coimbatore to Chennai (AC Sleeper 2+1)

2. Commercials:
o The Bus Operator shall pay REDBUS, an additional service fee of 1.5% + GST of total
sales across all online & offline sales channel on enlisted routes, towards REDBUS
proprietary Software, REDBUS Dynamic Pricing. For calculation of sales and service
fee, respective GDS sales data will be final.
o List of Routes & Start date of Dynamic pricing will be as agreed mutually in written or
email for each of the routes. The service can be disabled with 15 days notice in written or
email for any individual routes unless mutually agreed otherwise
o Commercials will be charged for tickets issued after the initial waive-off period of 1
months from the start date of each service, unless expressly discontinued during such
waive-off period by the Bus Operator or as agreed mutually between both parties.