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RESELLER
AGREEMENT
Date: August 21, 2020

This AGREEMENTmade on August 21, 2020, between Hexagon Innovations Pvt Ltd. having its
registered office at SHALIGRAM HOUSE, B/H RAJPATH CLUB, NEAR GTPL HOUSE OFF S. G.
HIGHWAY, BODAKDEV AHMEDABAD-380059 (“MyClassCampus”) and ________________
(“RESELLER”), having office at______________________________________ regarding
reselling rights of MyClassCampus product.

MyClassCampus has agreed to get into associationwiththe RESELLERwherein RESELLER

will be reselling MyClassCampus’s product and services and MyClassCampus will function
as the supplier. RESELLER will sell MyClassCampus product through its potential sales
channels.

MyClassCampus and RESELLER mutually agree on the following that:

1) MyClassCampus and RESELLER will enter this association for a period of 3 yearsfrom
the date of signing of this agreement. The agreement is extendable for additional
periodbased on the performance by mutual consent.

2) MyClassCampus grants selling right to RESELLER to sell the MyClassCampusApp cum

ERP system inTanzania (“Region”).

3) RESELLER will sell the MyClassCampus product (ERP with mobile App) to customers
through anyof its sales channels on behalf of MyClassCampus. Code ownership of the
entire platform will be of MyClassCampus.

4) Reseller will do all activities for business development including marketing,

sales,support and training to customers in your region. MyClassCampus will provide
product training, soft copies of brochure and other promotional materials upon signing
the agreement.

Reseller will achieveat least4 schoolsevery month after signing the agreement. Minimum
business size is 300 students/ school.

Hexagon Innovations Pvt Ltd | support@myclasscampus.com | 9662206405

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RESELLER will pay US$ 300as a RESELLER fee on signing the Agreement, which will be
adjusted against 10 orders MyClassCampus gets from the RESELLER.

Reseller will provide quarterly rolling projection plan month wise, regular business
updates and monthly review.

5) MYCC Pricing for Reseller isgiven below:

Basic - US$ 1.2/ student / year

Advance - US$ 1.8/ student / year
Premium - US$ 2.4/ student / year

RESELLER will add the margin on the above given pricing and sell the product to
customers. Special pricing can be discussed on case-to-case basis.

6)RESELLER will follow the standard “Order Agreement” given by MyClassCampus

through email and will get it signed by clients when doing a business deal. The signed
order agreement will be shared with MyClassCampus.

RESELLER will collect payment on behalf of Hexagon Innovations Pvt Ltd.

RESELLER will transferagreed amount in MyClassCampus’s bank account within 4 working

days of receiving payment thru’ online Paypal or Bank transfer of any customer.

MyClassCampus can stop the service in case of due payment for more than 15 days.

RESELLER must not do any commitments to any customers regarding new feature
development, services or anything, which is not written in order agreement. If
RESELLERwishes to do any commitment then they need to get it pre-approved in writing
by MyClassCampus and mention the same in order agreement for the particular
customer.
For any such commitments, which are not pre-approved, RESELLER will be the sole
responsible for consequences. MyClassCampus will not be responsible for any such
disputes arouse due to non-pre-approved commitments.

7) All support or training required for clients during customer life cycle need to be

Hexagon Innovations Pvt Ltd | support@myclasscampus.com | 9662206405

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provided by RESELLER.MyClassCampus will provide RESELLER technical support if

required.

8) RESELLER andMyClassCampus will indemnify and hold each other, their respective
group companies (if applicable), directors and other officers harmless from any and all
losses, liabilities, costs and expenses (including attorneys’ fees), claims or suits by third
parties, that they may suffer or incur by reason of either party’s actual or alleged:

(i) Infringement of any intellectual property rights of the other Party or a third party in
connection with this Agreement; (ii) violation of any laws or regulations of any
governmental, regulatory or judicial authority by the parties; (iii) the gross negligence or
willful misconduct by the parties or their employees or agents in connection with this
Agreement, (iv)unauthorized disclosure of confidential information to any third
party/person, and/or(v)negligence in ensuring the provision of Goods of proper quality
and as per commitment to purchaser.

9) Both parties will protect and preserve the confidentiality and secrecy of the
confidential information disclosed by each other, whether in writing or otherwise, during
the term of this Agreement. Neither party at any time during or after the Term of this
Agreement, will disclose or communicate to any third party all or any of the confidential
information of the other party in any manner whatsoever.

10) Dispute Resolution and Governing Law: Any dispute under this Agreement shall be
referred for arbitration by a sole arbitrator in accordance with the Arbitration and
Conciliation Act, 1996 at Ahmedabad. This Agreement shall be governed by and
construed in accordance with the laws of India and the courts at Ahmedabad shall have
exclusive jurisdiction to settle any disputes between the parties.

11) This Agreement sets forth and shall constitute the entire agreement between
MyClassCampus and RESELLER with respect to the subject matter hereof, and shall
supersede any and all prior agreements, understandings, promises and representations
made by one Party to the other concerning the subject matter.

12) This agreement can be terminated with 30 days written notice in writing by either party.
Each party must clear all pending dues/activities to other party before termination date.

13) This agreement can be modified with written mutual consent of both parties.

Hexagon Innovations Pvt Ltd | support@myclasscampus.com | 9662206405

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SIGNED AND DELIVERED

MYCLASSCAMPUS RESELLER

______________________________ ______________________________
Sign & Date Sign& Date

______________________________ ______________________________
Name & Title Name & Title

Hexagon Innovations Pvt Ltd | support@myclasscampus.com | 9662206405