CONCIERGE AGREEMENT

This Concierge Agreement is entered on this 5th day of January, 2023 (the “Effective Date”),

By:

(1) Prohealth Solutions LLP, a LLP firm with LLPIN (*) incorporated under the laws of Republic of India and having
its registered office at 16, New Prerana Co. Op. H. Soc. Ltd., Nr. Prakash College, Vasna, Ahmedabad, Gujarat
380007, India, hereinafter referred to as [Proxycare];

AND

(2) Mr. Amit Jacob, an individual with Aadhar/ PAN number [*], permanent address [*] and mobile phone number and
email address [*]
(hereinafter the “Client,” and collectively with “Proxycare”, the “Parties”).

WHEREAS, Client desires to retain the “Proxycare” to provide Client with certain concierge services (the
“Services”), more fully described hereafter, in Ahmedabad, on the terms and conditions set forth herein; now,

THEREFORE, in consideration of the mutual covenants and conditions contained herein, the Parties, for
themselves and their successors and assigns, agree as follows:

1. SERVICES: Proxycare shall perform, as the disclosed agent and independent contractor of Client, such concierge
services on behalf of Client as Proxycare and Client may agree from time to time (the “Services”). The Services
may include, but are not limited to, the following:

(a) Household Management, including on-call services viz: Online Shopping & Home delivery including Pharmacy,
On-call/Online Vendor search, filter and provision; online bill payments, Food & Grocery, linens, florals, and
welcome baskets, pet care; Emergency/Urgent Errands, and relocation services;

(b) Personal Shopping and Wardrobe, including without limitation gift selection and delivery; wardrobe and closet
organization; daily and social styling and purchasing; engagement management; travel wardrobe planning; and dry
cleaning; onsite contact; and transportation coordination; De-clutter Assistance;

(c) Travel, experience and special event planning, passport/visa documentation assistance; including without limitation
creative local itineraries; in-city escort & driving assistance, bookings and reservations; personalized activities and
scheduling; special event planning; entertainment & travel bookings during the trip, travel insurance assistance and
journey assistance including packing, food meds, check-in;

(d) Medical emergency management, including Free of cost Hospital Escort, Ambulance Arrangement, 24x7 Free on-
call assistance, Medical Escort for Critical Doctor Visits, Single Page Medical History Summary, Digitization &
Maintenance of Medical Records, Medical Insurance Assistance;

(e) Social companionship including Frequent catch up calls, Monthly Surprise Engagements, Share-a-skill
Engagements, Gala Events company, Birthdays / Anniversary and Festival Celebrations; and

(f) Such other Services which otherwise comply with the terms of this Agreement as Client and the Service Provider
may agree from time to time.
2. DEFINITIONS:
a) Concierge: Refers to Proxycare LLP, a limited liability partnership, providing concierge services in
Ahmedabad, India. Proxycare LLP acts as an intermediary and facilitator, offering personalized
assistance, recommendations, and access to various services as requested by the client.

b) Client: Refers to the individual or entity engaging the services of Proxycare LLP under this agreement.
The client may avail themselves of the concierge services provided by Proxycare LLP to fulfill their
specific needs, requirements, and preferences.

c) Third Parties: Refers to individuals, organizations, businesses, or service providers not affiliated with
Proxycare LLP. Third parties may include, but are not limited to, vendors, suppliers, contractors,
venues, transportation providers, event planners, hotels, restaurants, and any other entities involved in
providing additional services to the client.

d) Additional Services: Refers to any services beyond the core concierge services offered by Proxycare
LLP. These may include, but are not limited to, making reservations, ticket bookings, arranging
transportation, event planning, travel coordination, personal shopping, research, recommendations, or
any other services requested by the client and agreed upon by Proxycare LLP.

e) Service Request: Refers to a specific task, service, or assistance sought by the client from Proxycare
LLP. A service request may be communicated in person, via telephone, email, or any other mutually
agreed-upon method of communication.

f) Confidential Information: Refers to any non-public, proprietary, or sensitive information disclosed by

either party to the other in connection with the concierge services provided. Confidential information
may include, but is not limited to, personal details, contact information, financial information,
preferences, and any other information that the disclosing party designates as confidential.

3. TERM: This Agreement shall be effective for a term of one (1) year commencing on the date of full execution of
this Agreement, unless subject to sooner Termination as described below. Proxycare anticipates that it will revise
the terms of this Agreement and renew its agreement with Client about once per year, but makes no representation
or warranty regarding any such renewal with a particular Client.

4. SUBSCRIPTION FEE:
a) The Client will have to pay a Subscription Fee of ₹48,000/ year via, payable in 4 installments in advance at
the beginning of the 3 month’s period. The amount will be due and payable regardless of the actual amount
of concierge services used. The Subscription Fee includes up to four (4) hours per month of concierge
services.
b) Hourly Fee. In addition to the Subscription Fee, Client will be billed on an hourly basis for all concierge
services exceeding the four (4) hours of concierge services included in the Subscription Fee (“Hourly
Fee”). The Hourly Fee will be billed in thirty (30) minute increments for in-person services and fifteen (15)
minute increments for remote services. Hourly Fees will be billed monthly, in arrears, due and payable on
the fifteenth day of the month succeeding the month in which such Hourly Fees were incurred.
c) Client will be responsible for reimbursing Concierge for the cost of all expenses incurred in connection
with Concierge’s provision of the Services, Expenses will be billed monthly, in arrears, due and payable on
the fifteenth day of the month succeeding the month in which such expenses were incurred.
d) Late Charges. Any portion of the Fees or Costs unpaid more than ten (10) calendar days following
Proxycare’s electronic invoice to Client shall be subject to a three percent (3%) late charge on such unpaid
balance, including without limitation any checks or other payments returned by a bank for non-sufficient
funds.
5. INDEMNITY: Client agree to defend, indemnify and hold harmless Proxycare, its officers, directors, employees
and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses
(including but not limited to attorney’s fees) arising from: (i) Client’s use of and access to the platform; (ii) Client’s
violation of any term of these Terms and Conditions; (iii) Client’s violation of any third party right, including
without limitation any trademark, copyright, property, or any other privacy right; (iv) any violation of applicable
law, rules, regulation, orders and ordinance.
6. PRIVACY POLICY: The Client hereby consents and agrees that the Client has read and fully understood the
contents and terms of the Privacy Policy [Annexure-A] of the Proxycare platform and by using the platform, the
Client has consented to such content and terms of the Privacy Policy of the Proxycare platform.

7. TERMS AND CONDITIONS: The Client hereby consents and agrees that the Client has read and fully
understood the terms and conditions of the Service [Annexure-B] of the Proxycare platform and by using the
platform, the Client has consented to such Terms and Conditions of the Proxycare platform.

8. GOVERNING LAW & JURISDICTION: The courts of competent jurisdiction at Mumbai shall have exclusive
jurisdiction to determine any and all disputes arising out of, or in connection with, the platform provided by
Proxycare (including the construction, validity, interpretation and enforceability of these Terms and Conditions, or
the rights and obligations of the Client (including Members), as well as the exclusive jurisdiction to grant interim or
preliminary relief in case of any dispute referred to arbitration as given below. All such issues and questions shall
be governed and construed in accordance with the laws of the Republic of India.

9. INTELLECTUAL PROPERTY RIGHTS:

a) Unless otherwise stated, copyright and/or all intellectual property rights in all Materials on the Proxycare
platform (including but not limited to text, audio, video or graphical images, or technology, the look and
feel of the platform), trademarks and logos appearing on the platform are the property of Proxycare and are
owned & controlled by Proxycare and/or by other parties that have licensed their material to Proxycare.
b) Client shall not copy, reproduce, republish, upload, post, transmit or distribute the platform Material in any
way, including by e-mail and/or other electronic means and whether directly or indirectly and/or assist any
other person to do the same. Without the prior written consent of the owner of the Materials, modification,
use of the Materials on any other web site and/or networked computer environment and/or use of the
Materials for any purpose other than personal, non-commercial use shall be considered a violation of the
copyrights, trademarks and other proprietary rights of Proxycare and shall be prohibited.
c) Any use of the Material other than for personal and non-commercial purposes shall be considered as
commercial use for the purposes of this clause. Client agree not to use any framing techniques to enclose
any trademark or logo or other proprietary information of Proxycare or remove, conceal or obliterate any
copyright or other proprietary notice or any credit-line or date-line on other mark or source identifier
included on the platform, including without limitation, the size, colour, location or style of all proprietary
marks. Any infringement shall be vigorously defended and pursued to the extent permitted by law.
d) The Client hereby accepts and warrants that he/she shall indemnify Proxycare and/or its affiliates and keep
them indemnified against all costs, damages, penalties and liabilities arising from or incurred by reason of
any wrongful use, storage or processing of any breach of his/her obligations or warranties under this
Agreement.
e) Use of brand name/s, trademark/s and Intellectual Property Rights of Proxycare in any marketing and/or
promotion activity by the Client without Proxycare’s approval is prohibited.
f) If at any time during the Client’s utilization and/or usage of the Platform, the Client becomes aware of any
threatened or actual unauthorized use or any misuse of any Intellectual Property Rights owned by
 Proxycare, the Client shall use all reasonable endeavors to directly notify Proxycare in writing of the
possible infringement or infringement and include all of the facts in reasonable detail.

10. DISPUTE RESOLUTION:

a) If any question, issue, difference or dispute arises between the disputing parties as to the interpretation of
these terms and conditions or as to the duties and/or liabilities of either Party to these Terms and Conditions
hereunder or as to any matter and/or thing arising out of or under these Terms and Conditions, the party
raising the dispute shall provide a written notification (“Notification”) to the other party. On receipt of
Notification, the parties shall first try to resolve the dispute through discussions.
b) In the event that the parties are unable to resolve the dispute within fifteen (15) days of receipt of
Notification, the dispute shall be settled by arbitration by sole arbitrator to be appointed mutually by the
disputing parties. The Arbitration proceedings shall be conducted at Mumbai in accordance with the Indian
Laws (both Substantive and Procedural) under the Arbitration and Conciliation Act, 1996 as amended and
re-enacted from time to time and the Award so made shall be final and binding on all the parties. The
language of arbitration proceedings shall be English.
c) The arbitrator shall be entitled and fully empowered to pass interim orders and awards, including the
orders for specific performance and such orders would be enforceable in competent courts. The arbitrator
shall give a reasoned award.
d) Nothing contained in these Terms and Conditions shall prevent Proxycare from seeking and obtaining
interim or permanent equitable or injunctive relief, or any other relief available to safeguard Proxycare’s
interest prior to, during or following the filing of arbitration proceedings or pending the execution of a
decision or award in connection with any arbitration proceedings from any court having jurisdiction to
grant the same. The pursuit of equitable or injunctive relief shall not constitute a waiver on the part of
Proxycare to pursue any remedy for monetary damages through the arbitration described herein.

11. FORCE MAJEURE: Neither party to these Terms and Conditions shall be liable for any loss and/or any failure to
perform any obligation under the Terms and Conditions due to causes beyond its reasonable anticipation or control
including real or potential labour disputes, governmental actions, war or threat of war, sabotage, civil unrest,
demonstrations, fire, storm, flooding, explosion, earthquake, provisions or limitations of materials or resources,
inability to obtain the relevant authorization, accident and defect in electricity or telecommunication network,
among other events. Force Majeure and/or another event beyond Proxycare’s control hindering, delaying or
complicating the maintenance of the platform, shall entitle Proxycare to suspend or limit the platform until further
notice.

12. ENTIRE AGREEMENT: The Terms and Conditions and Privacy Policy, as amended from time to time,
constitute the entire agreement between Client and Proxycare. If any provision of these Terms and Conditions is
considered unlawful, void, or for any reason unenforceable by a court of competent jurisdiction, then that provision
shall be deemed severable from these Terms and Conditions and shall not affect the validity and enforceability of
any remaining provisions, which shall remain in full force and effect.

13. REPRESENTATIONS & WARRANTIES: The Client, not limiting the Client’s statutory rights, expressly
acknowledges and agrees to the following:
a) The Client uses the platform at the Client’s own risk. Proxycare expressly disclaims all express or implied
representations or warranties.
b) Each Client shall bear their own risk concerning all the activities being undertaken by the Client through
the platform.
c) The Client understands that certain delays can occur in the platform’s system/network and therefore he/she
shall not hold Proxycare responsible for any system/network related problems.
 d) Proxycare does not guarantee, amongst other things that:
I. the platform will meet the Client’s expectations;
II. the platform will be accessible without interruption or in a timely, reliable or fault-free manner;
III. the results obtained through use of the platform will be correct and reliable;
IV. the quality of the products, services, information or other material obtained by the Client through the
platform will meet the Client’s expectations.
V. The Client shall be solely responsible for damages to the Client’s data system or for loss of data arising
from downloads of content from the platform.

14. WAIVER: No waiver of any terms of these Terms and Conditions shall be deemed a further or continuing waiver
of such term or any other term and Proxycare’s failure to assert any right or provision under these Terms and
Conditions shall not constitute a waiver of such right or provision.

15. SEVERABILITY: If any provision of these Terms and Conditions is found to be unenforceable or invalid under
any applicable law, such unenforceability or invalidity shall not render these Terms and Conditions unenforceable
or invalid as a while, and such provision shall be deleted without affecting the remaining provisions herein.

16. TERMINATION: Proxycare reserve the right, at its discretion, to immediately, with or without notice, suspend or
terminate client registration, the Terms and Conditions and/or Client’s access to all or any portion of the platform
and/or remove any registration information or Client content from the platform. Upon termination or expiration of
the Terms and Conditions, Clients obligations and Proxycare’s rights and disclaimers survive, but Client right to
use the platform immediately ceases.

SIGNATURE PAGE TO CONCIERGE AGREEMENT IN WITNESS WHEREOF,

Proxycare has executed this Concierge Agreement as of the day and year first written above.

By: M.S. Devi (Manager at Proxycare)

IN WITNESS WHEREOF, the Client has executed this Concierge Agreement as of the day and year first
written above.

CLIENT :_____________( SIGNATURE)