Confidential Material of Quriosity Solutions

Terms and Conditions

THESE TERMS AND CONDITIONS CONSTITUTE A LEGALLY BINDING AGREEMENT BETWEEN

THE CUSTOMER AND SUPPLIER REGARDING SERVICES RENDERED OR TO BE RENDERED
BY SUPPLIER.

1. Definitions:

Supplier: Defined by the full (Freelancer\Sub-Contractor) Name, Business Address, a Full Name and
E-mail Address of the primary contact and Bank account details.

Customer: Quriosity Solutions (Vikas Singh Baghel) Business Address: 158 Mauhar House Prabhat
Vihar Satna, M.P, India Pin: 485001

2. Non-solicitation

Supplier acknowledges that Customer’s relationships with its principals, employees, clients and
contractors are valuable business assets of Customer. Supplier agrees that during the period of the
mutual cooperation under these Terms and Conditions and one year thereafter, Supplier shall not
directly or indirectly divert or attempt to divert from Customer any such principal, employee, client or
contractor, through solicitation or otherwise. In the case of violation of this non-solicitation clause,
Customer shall be entitled to seek and obtain equitable relief and shall, in addition, be entitled to be
reimbursed for its damages in the amount of $10 000 USD per incident. Without prejudice to its right
to receive money damages, Customer shall also have a right to terminate these Terms and
Conditions upon notice with immediate effect. Supplier ensures to keep customer CC in all emails

pertaining to its client.

3. DELIVERY DATE

3.1 The Delivery Date is provided in the Purchase Order or in the corresponding Work
Specification(s).

3.2 If the Supplier either i) fails to deliver the Localized Product and/or Work by the Delivery Date, or ii)
delivers the Localized Product and/or Work by the Delivery Date but in a form which does not in every way
meet the Acceptance Criteria, the Supplier shall be in material breach of these Terms and Conditions. In
such case, the Customer may, in its sole discretion, either terminate these Terms and Conditions
immediately upon notice or take any corrective action authorized here under in the event of a Defect, as
defined below

4. CUSTOMER’S OBLIGATIONS

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4.1 Customer shall provide the Supplier with all materials stated in the Purchase Order or Work
Specification in Monthly Cycles.

4.2 Customer shall support the Supplier during the Projects in a professional and timely manner,
particularly regarding queries and technical issues.

5. SUPPLIER’S OBLIGATIONS

5.1 The Supplier shall execute Work to the best of its ability, in accordance with industry best
practices and with the applicable Work Specification or Handoff Instructions provided in the Email.

5.2 The Supplier abides by the rule that each and every part of Work must be revised by a second
pair of eyes, unless specifically defined otherwise by Customer. Upon a request from Customer, the
Supplier is obliged to provide names and email addresses of both the translator and the reviser. Upon
a request from the Customer the Supplier is obliged to issue a Certificate of Accurate Translation\
Transcription or similar document as specified by the Customer, to confirm the accuracy of the Work.
Such certificate must be signed either by the translator or reviser or both of them. Certificate of
Accurate Translation is considered an integral part of the delivery and as such it may impact the
recorded timeliness of delivery and payment if not delivered upon request.

5.3 Supplier may withdraw from the Project only upon a 15 days written notice in Email without stating
a reason for the withdrawal. The Project withdrawal does not have the effect of termination as defined
in Article 14 here. However, the supplier must be paid by the customer for the work done in those 15
days.

5.4 The customer and supplier need to keep updated everyone and keep the customer in CC in all
Email arising in the work.

6. ACCEPTANCE

6.1 Customer shall evaluate the Work at the completion of each stage of Work as identified in the
applicable Work Specification, and shall submit a written acceptance or rejection to the Supplier
within thirty (30) days of receipt of that portion of the Work. If no written rejection is given to the
Supplier by Customer within the specified time, the Work (or applicable portion thereof) shall be
deemed accepted.

6.2 If Customer rejects the Work (or portion thereof), Customer shall provide the Supplier with a
written statement of its reasons for rejection that is sufficient for the Supplier to identify the
deficiencies. The Supplier shall promptly correct at its own cost any errors, inaccuracies,
inconsistencies, defects, incorrect references or deviations from the specifications herein, in which
case a corrected version of the Work (or portion thereof) shall be delivered to Customer within a
deadline set by the Customer and Supplier on mutual written discussion on Email chain. Furthermore,
the Customer shall have the right to deduct the cost of quality assurance accomplished in order to
meet the Acceptance Criteria. If the Customer elects to have the Executed Work or the Localized
Product repaired by a third party, the Customer shall have the right to deduct the cost of such repair
from any amount then owed to Supplier, or to invoice Supplier directly for the cost of such repairs,

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plus a ten per cent (10%) administrative charge. Supplier is obliged to pay the invoiced costs within
14 days from the receipt of the invoice.

7. PRICE, INVOICING AND PAYMENT CONDITIONS

7.1 The rates for the Work are agreed with the Business Partner or Manager and are confirmed via
email.

7.2 All rates to be paid to the Supplier are final and assume that Supplier is an independent Supplier
and as such must pay all income tax, self-employment tax and all other taxes applicable which lay on
his hand. The Supplier is responsible to pay his own taxes if any and the customer will pay all taxes
on its net final income in his own jurisdiction.

The agreed upon rates for Swedish Transcription is discussed in private email as $ per hour of audio
transcribed. There will be bonus of 10% provided if the supplier transcribes more than 2.2 hours/week
of audio with accuracy of 90% and above (As calculated by customer and his client in agreed
database)

7.3 The Invoice is to be provided by the Customer (Quriosity Solutions) to the Supplier as agreed
upon. i.e the total work done by the supplier as it reflects in the database (reporting page), typical
frequencies are: cumulative - once per month; at the time of handoff for each handoff.

Payment can be done only on the basis of an original invoice, which needs to be delivered by post
mail or in electronic form (via e-mail). The invoice should include: • Invoice number • Identification of
the parties, their offices and places of business incl. country • Information, if the Supplier is registered
VAT tax payer in EU (yes/no) • VAT Nr. of Supplier, if registered as a VAT tax payer in EU • Official
details of Customer • Project number • Total invoiced amount for each month of work • Total amount
of the invoiced sum • Bank connection of the Supplier • Date of invoice - shall be the date no later
than the last day of the month in which the work was executed.

· Date of invoice maturity: 45-60 days after receipt of the invoice from the. The invoice, if sent via
post, should be addressed to Vikas Singh Baghel Quriosity Solutions, 158 Mauhar House Prabhat
Vihar Satna M.P India. The email should be addressed to: vviratsingh@gmail.com. The Supplier shall
keep the invoice and total amount of invoiced sum, date of invoice and other appropriate identifiers in
its books to enable checking the matching of tax records at both parties by the financial authorities if
asked for at their end.

· By standard Customer pays via bank transfer within 60 days

7.4 If Customer rejects Work or portion thereof, then Customer shall be entitled to deduct an amount
from the invoice of work or portion thereof. When the rejected Work (or portion thereof) is accepted by
Customer, Customer shall repay to the Supplier in the next invoice the amount previously deducted.

In case of a wrong invoice supplier is obliged to correct the invoice or issue a new one depending on
the nature of the inappropriateness. If Customer rejects any Work or its part in connection with
unacceptable quality, as per Article 7 – Acceptance of these Terms and Conditions, then Customer

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shall be entitled to Damages for Certain Breaches, based on Article 10 of these Terms and
Conditions.

7.5 The transfer commission (bank fee) for the payment of a single invoice in a calendar month done
by the Customer will be shared 50%-50% between the Customer and Supplier. The Customer
commits to discuss with the Supplier and look for the most cost-effective form of payment if invoices
are paid more frequently than once in a calendar month on the Supplier’s request.

7.6 In case of termination, all Work already done until the termination has been notified must be
returned to the Customer for evaluation (in accordance with Article 7 - Acceptance) and the Supplier
will be compensated for it.

7.7 Alternative and preferred payment methods Customer’s preferred payment method are payments
via PayPal, Payoneer etc. • For monthly invoiced amounts below 400 USD or 300 EUR in the EU.
Transfer fees are shared between Customer and Supplier.

Payments inside the EU are settled as standard SEPA (Single Euro Payments Area) payments, using
SWIFT/BIC, IBAN and shared fees.

· Date of payment is the date when the amount is deducted from the Customer’s account.

7.8 Payments outside EU Payments outside the EU are settled via standard wire transfers. Transfer
fees are shared between Customer and Supplier 50% each for the invoices exceeding 400 USD or
300 EUR. Invoices with lower amount are paid cumulatively based on the due date of the youngest
invoice or by alternative payment method (e.g. PayPal etc.)

Any requests or questions related to pricing or payment conditions including Project specific
discounts must be discussed/agreed only with/by dedicated Manager (Vikas Singh). Any additional
price, invoicing and payment conditions for the Work shall be specified in the Email.

Pricing Definitions This part contains the general pricing definitions and mechanisms for the activities
covered by the Terms and Conditions.

Please note that our CAT model is as follows for all standard CAT tools used: Fuzzy Category
Payment translated/transcribed.

100% Accuracy No Revision Full payment will be done.

90% Accuracy with or without Revision Full payment will be done.

80%-89% Accuracy with or without revision 10% deduction in payment.

75%-84% Accuracy with or without revision 20% deduction in payment.

50%-74% Accuracy with or without revision 30% payment deduction.

Below 50% accuracy with or without revision 50% payment deduction.

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8. DAMAGES FOR CERTAIN BREACHES AND INDEMNIFICATION

8.1 The Supplier acknowledges that Supplier's compliance with the Terms and Conditions, including
but not limited to any Deadlines, the Delivery Date, the Representations and Warranties and
Covenants, is an important factor to the continued success of the Customer's operations and its
future prospects.

However, the parties agree that if at any time during the cooperation under these Terms and
Conditions, Supplier were to i) fail to meet a Delivery Date, ii) fail to meet any Deadline or iii) submits
to the Customer any Executed Work which is rejected (each of the foregoing a “Specified Breach”),
the damage thereby suffered by the Customer as a result of such Specified Breach would be
material, but that the amount of damages would be uncertain and not readily ascertainable.
Accordingly, the parties agree that, if there is a Specified Breach, the Customer will be entitled either
to i) a deduction of damages from any due and unpaid invoice from Supplier, or ii) a cash payment to
compensate damage.

8.2 Supplier agrees to indemnify and hold harmless the Customer for any liabilities, claims, or
demands (including the related costs, expenses, and attorneys’ fees) that may be made upon
Customer as a consequence of or arising from actions or omissions of Supplier, including but not
limited to claims for injuries to persons or damages to property, for worker’s compensation benefits,
or claims of violations of restrictive covenants. Customer agrees to notify Supplier of any written claim
or demands made by or against the Customer for which Supplier or Customer is liable here under:

9. DATA SECURITY

9.1 The Customer and the Supplier shall exchange vast amounts of data, including Personal Data, for
their cooperation under these Terms and Conditions. The data, including Personal Data, is
particularly relevant for Customer’s core business and as such holds special significance for the
Customer and its customers. The Supplier acknowledges this significance. The Customer’s primary
concern are Personal Data, but the Supplier agrees to apply the same or comparable standards also
to non-Personal Data exchanged under these Terms and Conditions

9.2 In particular where the Supplier acts as Customer’s data processor (as defined under the GDPR)
and notwithstanding other obligations set out in this Article 12, the Supplier agrees and warrants (1)
to process Personal Data only on behalf of the Customer and in compliance with Customer’s
documented instructions (if the Supplier cannot so comply for whatever reason, the Customer is
entitled to suspend the transfer of Personal Data and eventually terminate the cooperation with the
Supplier);

10. EFFECTIVE DATE: The Terms and Conditions come in force and become effective on the date
as of the date the Supplier accepted these Terms and Conditions by Email confirmation with his
digital signature personally to vviratsingh@gmail.com only.

11.

11.1 Subject to Section the Supplier may terminate the Terms and Conditions upon notice, with
immediate effect in cases when the Customer fails to pay outstanding invoices despite reminders and
a reasonable amount of time to cure. The supplier can take legal actions against the customer.

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11.2. In the event of a termination by Supplier, the Supplier is obligated to deliver all Work specified in
the Handoff Instructions or Work Specifications. Additionally, Customer shall have the right to be
indemnified by Supplier for actual damage and loss of profit that results from such termination.

11.3 Notwithstanding the above mentioned, both parties have the right to terminate these Terms and
Conditions with 15 days written notice without stating a reason for termination in Email chain. Said
termination shall, however, only apply to further Work and Services which is not included in present
work assigned

11.4 The invoice provided by the customer to suppliers is with taxes being paid by customer which
arise at his end. The customer will have to declare his income in his own jurisdiction and the supplier
has to follow the norms in his/her own country (State).

12. SUBCONTRACTING AND ASSIGNMENT

12.1 Supplier may not subcontract the whole or parts of the Work without the prior written consent of
Customer.

12.2 These Terms and Conditions shall be binding upon and inure to the benefit of the parties hereto
and their respective successors, administrators, heirs, and assigns, except that the Supplier may not
assign, nor attempt to assign, its rights or obligations under these Terms and Conditions in any way
without the prior written consent of Customer.

13.

13.1 GOVERNING LAW, JURISDICTION 21.1 All legal relations resulting from these Terms and
Conditions are subject to the Laws Courts of India (High court of Jabalpur Madhya Pradesh India)

13.2 All disputes arising out of or in connection with these Terms and Conditions, which have not
been amicably settled between the parties within a reasonable period, shall be referred to a High
court of Jabalpur Madhya Pradesh India and Supreme court of India.