Parviom Technologies Pvt. Ltd.

CIN: U74999DL2019PTC352547
GSTIN: 07AAKCP6609H1Z6
PAN: AAKCP6609H

EQUIPMENT LEASING, INSTALLATION AND MAINTENANCE AGREEMENT

This Equipment Supply and Maintenance Agreement (“Agreement”) is made and entered into this on /10/2021
at Pune between:

RIVERDALE HEIGHTS, a Society at Kharadi, Pune, Maharashtra 411014 (hereinafter referred as the “Client”)
AND

PARVIOM TECHNOLOGIES PRIVATE LIMITED, a company incorporated under the Companies Act,
2013 having its registered office at Unitech Cyber Park, Tower A, 5th Floor, Sector-39, Gurugram, Haryana-
122022 (herein after referred to as the “Company”)

(The Client and the Company are hereinafter collectively referred to as the “Parties” and individually as a
“Party”)

1. LEASE OF PRODUCTS; AND PROVISION OF MAINTENANCE SERVICES

1.1 Subject to the terms of this Agreement, the Company hereby agrees to give on a lease basis to the Client
and the Client hereby agrees to take on lease basis from the Company the Products for a period of 5 years
(“Leasehold Term”).

1.2 The Client also hereby engages the Company to provide one-time installation service and ongoing
maintenance services to the Client with regard to the Products (“Services”). The maintenance term shall
be co-terminus to the Leasehold Term or until the earlier termination of this Agreement as per the terms
hereof.

1.3 The software and hardware component in the Products are being given to the Client on a non-exclusive,
non-transferrable and non-sub licensable license for the limited purpose of operating the Products on the
Client Site during the Leasehold Term or until the earlier termination of this Agreement as per the terms
hereof.

1.4 The Client acknowledges that both the software and hardware are the proprietary products of the
Company and the Client shall not have any ownership rights, title or any interest in the software or
hardware or any additions, modifications, upgrades and updates made to the same except as provided
hereunder.

1.5 The Parties hereby agree that there shall be a lock in period of 3 years under this Agreement (“Lock-in
Period”). The Client hereby agrees not to terminate this agreement before the expiry of the Lock-in
Period and undertakes to discharge its obligations under this Agreement. (along with the lease term)

Parviom Technologies Private Limited, Unitech Cyber Park, Tower A, 5th Floor, Sector-39,
Gurugram, Haryana-122022
2. SCOPE OF SERVICES

2.1 Installation

2.1.1 The layout/parameters for the installation shall be approved by the Company through a site inspection
prior to the installation. Any changes required to be made during the installation in the approved layout
shall be at additional cost to the Client.

2.2 Maintenance

2.2.1 The Company shall conduct maintenance of the Products in the manner set out under Annexure II of the
Agreement.

2.2.2 After the installation of the Products, if there are any faults in the Products or in the functioning of the
Products, the Client shall promptly notify the Company of the same via the email address provided under
Annexure I, and the Company will make its commercially reasonable efforts to rectify such faults as set
out under Annexure-II, If the Client procures any services with regard to the Products from any party
other than the Company, it shall be at the sole risk and cost of the Client and the Company with regard
to any such services rendered by the third party. If the Company determines that any additional
maintenance services are required by reason of any work undertaken by any third party, the Company
shall charge for such services over and above the Service Fees under this Agreement.

2.2.3 If any maintenance services are required on account of any damage to the physical components of the
Products or due to theft/unauthorized removal of such physical components or due to Client’s negligence,
the Company shall replace such physical components subject to payment of replacement charges by the
Client which shall be over and above the Service Fees under this Agreement.

2.2.4 The company will rectify any issue as per annexure 2. (barring the case where component changes are
required). If, however, the system remains down for 72 hours or more, twice a month, the client shall be
free to terminate the agreement by a simple notice to the company or shall deduct Rs.200 (as a penalty
fees) on a daily basis till the time fault is rectified.

3. CHARGES TO THE CLIENT

3.1 The Client shall pay to the Company an amount of Rs.36,000 (Thirty Six Thousand only plus applicable
GST) (“Quarterly Maintenance Fee”, and “Maintenance Fee” shall refer to any one or more Quarterly
Maintenance Fee; and the Maintenance Fee and Installation Fee shall together be referred to as the “Service
Fee as consideration for leasing the Products (“Rent”) every quarter in advance within15 days of the start
of each calendar quarter. The payment for the first quarter shall be made at the time of execution of the
Agreement with the Installation Fee, as set out under Clause 3.2.

3.2 The Client shall pay to the Company an amount of Rs.36,000 (Thirty Six Thousand plus applicable GST)
(“Installation Fee”) for the installation of the Products on the Client Site at the time of execution of the
Agreement. However, the Installation Fee shall have to be paid again in the event that a request tochange
the location of the Product is made by the Client post installation.

3.3 The Client shall be liable to pay additional charges in any event subject to an invoice setting out the same
being issued by the Company to the Client. Any payments to be made by the Client in addition to the
Service Fee above shall be set out in the invoice for such payment issued by the Company to the Client.
The Client shall make payments against all such invoices within 15 days of receipt of invoice.

3.4 Any payments outstanding for more than 15 days shall accrue interest at the rate of 18% per annum
which shall be payable by the Client in addition to the actual payment due. If any of the amounts payable

Parviom Technologies Private Limited, Unitech Cyber Park, Tower A, 5th Floor, Sector-39,
Gurugram, Haryana-122022
 hereunder is outstanding for more than 15 days beyond due date, the company shall be entitled to suspend
the maintenance and software services till such time as the payment or any part thereof remains
outstanding. Additionally, In the event of such delay (as referred to in the immediately preceding
sentence), the client shall not be entitled to the penalty set out under clause 2.2.4 for the remaining year.
In case of payment delay of more than 60 days, the Company shall have the right to remove the Products,
at the Company’s sole discretion, from the Client Site and the Client shall be liable to pay the remaining
rental amount for the lock-in period. Additionally, any bank charges incurred due to cheque bouncing
shall be borne by the Client

4. COVENANTS

4.1 The Client shall ensure continuous availability of the following to ensure error free functioning of the
Product: (a) Electricity (with sufficient back-up); and (b) Exclusive wired internet connection, with a
speed of 4 megabytes per second or more, at all the Entrance and Exit gates.

4.2 The Client acknowledges that the billing cycle shall commence upon completion of installation
irrespective of the availability of electricity or internet connectivity.

4.3 The Client acknowledges that the Products contain the valuable proprietary information of Company,
and agrees that it will not, at any time during the Term or thereafter, reverse engineer or decrypt, extract
or disassemble the software or reduce or attempt to reduce any software to source code form, or permit
any third party to do any of the foregoing. The Client undertakes not to share the APIs of the system with
any of the third-party vendors.

4.4 The Client shall ensure that the hardware and software components are not used by or transferred to any
third party and shall additionally ensure that the Product is used by the Client for no other purpose other
than what has been authorized by the Company. The Client shall ensure that no other person other than
the Company’s personnel shall make any attempt to repair any component or carry out maintenance
process. The Client shall additionally ensure that pedestrians within the Client’s site shall have a separate
lane/gate at both Entry and exit gates.

4.5 The Company shall ensure that all defective RFID tags are replaced within 15 days post the delivery to
Client.

4.6 The Company shall have no liability for breach of security, or the occurrence of loss or damage to
property or person or mishandling of the Products by any unauthorized personnel. Further the Company
shall not be responsible for traffic management including but not limited to vehicular flow.

4.7 The Client shall at the end of the Leasehold Term or in the event of termination of the Agreement in
accordance with Clauses 5.3 or 5.4, permit the Company’s personnel to enter the Client Site in order to
dismantle the Products and remove them from the Client Site. The Client shall ensure that the Products
are in full working condition (except for normal wear and tear) at such time.

5. TERMINATION

5.1 This Agreement shall be valid for the Leasehold Term. Upon expiration of the term the Parties may
choose to (a) renew the Agreement in accordance with Clause 5.2 (where such extension may also be
construed to be part of the Leasehold Term); or (b) terminate the agreement in the manner set out under
Clauses 5.3 and 5.4;

5.2 The Parties may renew the Agreement for a further period of 5 years at the end of the Leasehold Term.
Such renewal shall only come to effect if a written notice (“Renewal Notice”) to the same has been made
by either Party, within 30 days of the end of the Leasehold Term and has not been expressly declined by
the other Party, through a written notice, within 30 days from receipt of the Renewal Notice.

Parviom Technologies Private Limited, Unitech Cyber Park, Tower A, 5th Floor, Sector-39,
Gurugram, Haryana-122022
5.3 The Company shall be entitled to terminate this Agreement in case the Client is in material breach of any
of the provisions of this Agreement, which has not been cured within 30 days of a written notice of breach
from the Company.

5.4 Either Party may terminate this Agreement after the Lock-in Period by giving the other Party a notice of
at least 30 days in writing.

5.5 All pending payments shall be settled by the Client within 30 days of such termination.

5.6 Notwithstanding the termination or rescission of this Agreement, certain provisions of this Agreement
shall continue to apply to those duties and obligations which are intended to survive any such
cancellation, termination or rescission, including, without limitation, Clauses 3 (Charges to the Client),
5 (Termination), 6 (Jurisdiction and Dispute Resolution).

5.7 Upon termination of the Agreement or expiry of the Leasehold Term (unless renewed), the Client shall
return the Products to the Company in working condition (normal wear and tear excepted). The Company shall
be entitled to enter the Client Site or to send its representatives or agents to the Client Site to dismantle
the installed Products and transport the Products out of the Client Site.

6. JURISDICTION AND DISPUTE RESOLUTION

6.1 All disputes arising out of or in connection with this Agreement, including any question regarding its
existence, validity or termination, shall, unless amicably settled between the Parties, be finally settled by
arbitration by a sole arbitrator appointed mutually by the Parties, or failing which, appointed in
accordance with the Act. The seat shall be New Delhi and the arbitration shall be conducted under the
Indian Arbitration Conciliation Act (“Act”), and held in the English language.

7. MISCELLANEOUS

7.1 Force Majeure: The Company shall not be liable to the Client for any loss of the Client caused by the
failure of the Company to observe the terms and conditions of this Agreement, where such failure is
occasioned by any cause beyond the Company’s reasonable control whether on account of, inter alia,
war, insurrection, fire, flood, earthquake, strikes, lock-outs, the unavailability of raw materials or a
similar cause.

7.2 Assignment: The Company may assign its rights, benefits and obligations under this Agreement to its
affiliates including any entity that acquires more than 50 percent of the Company.

7.3 Notice: All notices and communications issued pursuant hereto shall be in writing and shall be deemed
duly given if personally delivered, mailed by registered mail, sent by courier or transmitted by electronic
mail, addressed to the Parties at their respective addresses below, or such other address as may be notified
by the Party in writing. All notices shall be deemed duly served: (a) through registered mail, within 7
days of putting in mail; (b) through courier, within 5 days of sending; (c) through electronic mail, on the
date and at the time of sending the electronic mail; and (d) by hand, at the time of such delivery
Parviom Technologies Private Limited
Attention: Mr. Mayank Shrivastava
Address: Unitech Cyber Park, Tower A, 5th Floor, Sector-39, Gurugram, Haryana-122022
Email: sales@myparkplus.com
Riverdale Heights
Attention: Mr Pritam Singh
Address: Kharadi, Pune Maharashtra 411014
Email : pritam_sin@hotmail.com

Parviom Technologies Private Limited, Unitech Cyber Park, Tower A, 5th Floor, Sector-39,
Gurugram, Haryana-122022
7.4 Indemnity: Either Party (“Indemnifying Party”) agrees to protect, indemnify and hold the other Party
and its officers, directors, employees and agents harmless from and against any and all expenses,
damages, claims, suits, actions, judgments and costs, whatsoever, including attorney’s fees, arising out
of, or in any way connected with material breach of the terms of this Agreement and/or for its acts or
omissions as a result of breach of any obligations of the Indemnifying Party.

7.5 No Implied Warranties and Limitation of Liability: The Client hereby acknowledges that there are no
implied warranties in respect of the Products or the Services, including without limitation regarding
merchantability or suitability of use. The maximum liability of the Company hereunder shall be limited
to the one Quarterly Maintenance Fee. Parties acknowledge that such sums paid shall constitute
liquidated damages and not penalties and are in addition to all other rights and obligations. The Parties
further acknowledge that (i) the amount of loss or damages likely to be incurred is incapable or is difficult
to precisely estimate, (ii) the amount bears a reasonable relationship to, and in the parties' genuine and
good faith estimation are not disproportionate to the probable loss likely to be incurred in connection
with any breach to the Agreement.

8. CONFIDENTIALITY

The Personal data of any member or society shall not be shared by the “Company” to any third party
(with respect to the data collected from the system installed for the “client), except with the statutory
body OR legal bodies OR if the user gives his/ her explicit consent.

IN WITNESS WHEREOF this Agreement has been executed by the Parties or the duly authorized
representatives of the Parties on the date first above written.

For and on behalf of For and on behalf of

COMPANY CLIENT

AUTHORISED SIGNATORY AUTHORISED SIGNATORY

Parviom Technologies Private Limited, Unitech Cyber Park, Tower A, 5th Floor, Sector-39,
Gurugram, Haryana-122022
 ANNEXURE – I

The Product is comprised of the following hardware and software:

A. Hardware components provided by the company are –

Sl. No. Description Quantity

1 Boom barriers with Safety loop 2
2 RFID Readers 2
3 Pole for mounting RFID Readers 2
4 Access control panel (with accessories) for 2
integration of boom barrier & RFID Readers
5 RFID tags for resident’s vehicles * RFID @ INR 100 plus Taxes
6 UPS with 10-15 min Power backup 2

B. Software components provided by the company are –

⮚ One Dashboard for admin- Containing the information of all the residents registered, movement
of vehicles in and out of the society, data analytics including provision for debarring any RFID
tag.

⮚ Mobile app for all residents through which residents receive notification each time their car
enters or leaves the society & locking their vehicles functionality.

C. Other services provided by the company are –

⮚ Company shall be providing 1-3 days training to the guards present at the installation location.

D. Delivery:

Upto 4 (Four) weeks from date of receiving the advance payment.

Parviom Technologies Private Limited, Unitech Cyber Park, Tower A, 5th Floor, Sector-39,
Gurugram, Haryana-122022
 ANNEXURE II

MAINTENANCE TERMS

Service Level Criticality Scope Resolution time

Major- upto 3 Working
Equipment (Barrier/Reader/Controller/
High Company days
Magnetic loop) not working
Minor - 1 Working day
Company
App Functioning related issues Medium 1 Working Day

Major- upto 3 Working

Tag not reading/Reader related issues High days
Company
Minor - 1 Working day
Physical Damage of Barrier High Client Based on assessment
Physical Damage of Barrier Arm High Client upto 3 Working days
Physical Damage of Pole High Client upto 3 Working days
Physical Damage of Foundation High Client upto 3 Working days
Physical Damage of Remote Low Client upto 3 Working days
Physical Damage of Reader High Client upto 3 Working days
Physical Damage of Push Button Low Client upto 2 Working days

Note:-
 All Issues should be reported at support@myparkplus.com
 All issues pertaining to inappropriate use / damages are to be borne by Client
 All replacement/repair TAT will be applicable if no payment is pending and cost approval is given
from customer
 In case of pending payment, action will be taken post settlement of pending invoices & advance
payment for repair/replacement cost.
 Major incident : Repair/replacement of part ; Minor : can be corrected at site
 Post Pre-alignment with client( during Installation/Complaint handling), In case of any refusal/delay
in work, the cost ( Vendor per day cost/Engineer visit cost) is to be borne by Client
 Vendor Visit Cost/day : Rs 2500
 Engineer Visit : Rs 500

Parviom Technologies Private Limited, Unitech Cyber Park, Tower A, 5th Floor, Sector-39,
Gurugram, Haryana-122022