EMPLOYEE CONFIDENTIALITY AGREEMENT

THIS EMPLOYEE CONFIDENTIALITY AGREEMENT (“Agreement”) is entered into on 22nd

December 2021

BETWEEN

MOHAMED RAZIK BIN MOHAMED ALI, 901211-07-5319, residing at No. 30, Jalan Tiong 1, Puchong Jaya
47100 Puchong, Selangor, Malaysia (the “Employee”) of the one part,

And

CARSOME SDN BHD (201401025864), a company incorporated under the laws of Malaysia with its principal
office at Level 9, KYM Tower, No 8, Jalan PJU 7/6, Mutiara Damansara, 47800 Petaling Jaya, Selangor
(“Company”).

Both hereinafter singularly referred to as “Party” and collectively as “Parties”, unless stated otherwise.
Company includes any of Company’s subsidiaries and/or affiliates.

WHEREAS:

(a) The Employee is currently employed by the Company.

(b) The Employee will perform services for the Company that may require the Company to disclose or the
Employee will inevitably have access or be privy to trade secrets, confidential and proprietary
information.

(c) In consideration of the Employee’s employment, continued employment, compensation, eligibility for
any future discretionary raises or merit increases, eligibility for any future bonuses, awards or
payments under the Company’s incentive compensation, equity programs and the disclosure of the
Confidential Information to the Employee, the Employee agrees to be bound the by the terms of this
Agreement.

NOW, IT IS HEREBY AGREED as follows:

1. DEFINITION

“Confidential Information” means any and all documents and information, whether or not marked
“confidential” and disclosed to the Employee by the Company or obtained by the Employee from the Company
during the performance of his/her employment and including, without limitation, the following which shall be
deemed to be of a confidential nature for the purposes of the employment:

(a) all commercial, business, financial, technical, operational, administrative, marketing or other
information or data (including Intellectual Property, trade secrets, know-how, customer and supplier
details, business opportunities and processes, plans, intentions, statistics, models, market strategy and
opportunities, customer and business affairs, future plans for the development of the business of the
Company, and any other material bearing or incorporating any information and documentation relating
to the Company) in whatever form supplied or received (whether in oral, written, magnetic, electronic,
digital or any other form) relating to the Company and its affairs which is directly or indirectly
disclosed or made available on or after the date of this Agreement;

(b) all Intellectual Property belonging to or licensed to the Company;

(c) any data, specifications, reports and other materials relating to the business of the Company;

(d) any information relating to the Company or the Company’s business, operations, administration or
services or strategic or marketing plans as updated periodically;

(e) any information relating to expertise and Technology owned or developed by or on behalf of or
licensed to the Company;

pg. 1
(f) accounting or financial information relating to the Company; and

(g) all copies, summaries, transcripts, analyses, compilations, studies and other documents which contain
or otherwise reflect or are generated by the Employee from any such information or data referred to
above shall be Confidential Information of the Company.

“Documents” means all plans, reports, records, papers, compilations of information/data, drawings, sketches,
data, technical information, technical know-how, source code and object code to computer software, designs and
other documents, and all copies thereof, whether or not reduced to writing or stored in or accessible through any
electronic, digital or other media, which the Employee develops or creates or which comes into his/her
possession or control or which he/she have access to, and which relates to the Company, its business and/or the
products designed, developed and/or marketed by the Company (including processes involved), or which relate
to the Employee’s employment with the Company.

“Intellectual Property” means all any and all intellectual and industrial property and proprietary rights
throughout the world, including, without limitation, rights in respect of, or in connection with any business
names, copyright, designs, domain names, inventions, know-how, trade secrets, patents, trademarks, the benefit
of any application to register such a right and the benefit of any renewal or extension of such a right.

“Technology” means any and all technology, technical know-how, engineering techniques, information,
experience, data, specifications, processes, drawings, designs, programs, software, hardware, database,
proprietary rights, know-how and other material including all improvements thereto and adaptations thereof.

“Termination of Employment” means any separation from employment with the Company regardless of the
reason, including any and all voluntary and involuntary reasons for termination which is conducted according to
the prevailing law and regulations governing the employment with the Company. The termination date for
purposes of this agreement shall be the date of the receipt of the termination notice of the Employee by the
Company or the last day the Employee actively perform services for the Company, whichever is the earlier.

“Territory” means any and all countries other than Malaysia.

The foregoing recitals are hereby incorporated into and made a part of the Agreement, including all defined
terms referenced therein. The Schedules and any attachments shall be taken read and construed as an essential
part of this Agreement.

2. CONFIDENTIALITY OBLIGATION

The Employee shall:

(a) hold the Confidential Information in the strictest confidence and to not at any time disclose or use or
permit to disclose any of the Confidential Information or its knowledge of the existence of the
Confidential Information for any purpose other than work-related tasks pertaining to the business of the
Company;

(b) never, directly or indirectly, during his/her employment with the Company misappropriate, use or
disclose and shall use his/her best endeavour to prevent the publication of the Company’s Confidential
Information;

(c) not make any copies, summaries, transcripts, analyses, compilations, studies or other documents which
contain or otherwise reflect or are generated from, the whole or any part of the Confidential
Information except in furthering the Company’s business and interest and provided that all such copies,
summaries, transcripts, analyses, compilations, studies or other documents shall be clearly identified as
being, Confidential Information;

(d) not to copy or reverse engineer any Confidential Information or remove any proprietary markings from
any Confidential Information;

pg. 2
(e) not disclose or disseminate at any time the Company’s Confidential Information to anyone who is not
an officer, director, commissioner, shareholders, employee, attorney or authorised agent of the
Company without the prior written consent;

(f) take all reasonable steps to preserve and protect the confidential and proprietary nature of the
Confidential Information;

(g) notify the Company when it becomes aware that any Confidential Information has been disclosed to or
is in the possession of any person; and

(h) at all times comply with the Malaysian Personal Data Protection Act 2010 [Act 709] involving
personal data or personal information including but not limited to personal data or personal information
of the customers.

3. INTELLECTUAL PROPERTY

3.1 As to all works prepared by the Employee which are: (i) within the scope of his/her employment, or (ii)
based upon information he/she acquired from the Company which are not normally made available to the
public, or (iii) commissioned by the Company but not within his/her scope of employment (“Work Products”),
the Employee hereby agrees to:

(a) assign all right, title and interest in and to the copyright in all such Work Products to the Company; and

(b) waive any claim of moral rights, author’s rights, or any equivalent rights to the extent necessary or
permitted by law.

3.2 The Employee hereby release and allow the Company to use, for any lawful purpose, any voice
reproduction, photograph, or other video likeness of the Employee made in the course of the
Employee’s employment.

3.3 During and after the Employee’s employment, the Employee agrees to reasonably cooperate with
Company to (a) apply for, obtain, perfect and/or transfer to the Company the Work Products as well as
any and all intellectual property rights in the Work Products (“Intellectual Property Rights”) in any
jurisdiction throughout the world, and (b) maintain, protect and enforce the same, including, without
limitation, giving testimony and executing and delivering to the Company any and all applications,
oaths, declarations, affidavits, waivers, assignments, and other documents and instruments as may be
requested by the Company.

3.4 The Employee hereby irrevocably grants the Company power of attorney as stated in Schedule 2 of this
Agreement to execute and deliver any such documents on the Company’s behalf in the Employee’s
name and to do all other lawfully permitted acts to transfer the Work Product to the Company and
further the transfer, prosecution, issuance, and maintenance of all Intellectual Property Rights therein,
to the full extent permitted by law, if the Employee does not promptly cooperate with the Company’s
request (without limiting the rights the Company shall have in such circumstances by operation of law).
This power of attorney is coupled with an interest and shall not be affected by the Employee’s
subsequent incapacity.

4. ADDITIONAL COVENANTS

4.1 The Employee hereby irrevocably and unconditionally agree and undertake to the Company that the
Employee shall not during the course of the employment with the Company:

(a) be employed, engaged or interested in any business within or outside of Malaysia, or within the
Territory, that is in competition, whether directly or indirectly, with any business carried on or
proposed to be carried on by the Company;

(b) carry on for the Employee’s own account, either alone or in partnership (or be concerned as a director
or shareholder in any company engaged in) any such business within Malaysia or the Territory;

(c) assist with technical or other advice in relation to any such business within Malaysia or the Territory;

pg. 3
(d) solicit or entice away or attempt to solicit or entice away from the Company, the custom of any person,
firm or company who is or who was a customer, client, distributor or agent of the Company, or in the
habit of dealing with the Company;

(e) solicit or entice away or attempt to solicit or entice away from the Company, any person who is an
officer, manager, director, advisor, consultant or employee of the Company to terminate such person's
directorship or to leave the employment of the Company, as the case may be;

(f) participate directly or indirectly, in any capacity (whether as director, shareholder, employee, advisor,
manager, broker or consultant) and whether with or without remuneration, in any commercial activity
that will affect the Employee’s performance; and/or

(g) in relation to any trade, business or company, use any name in such a way as to be capable of or likely
to be confused with the name of the Company and shall use all reasonable endeavours to procure that
no such name shall be used by any other person, firm or company.

4.2 The Employee hereby irrevocably and unconditionally agree and undertake to the Company that the
Employee shall not, on and after the date of Termination of Employment:

(a) solicit or entice away or attempt to solicit or entice away from the Company, the custom of any person,
firm or company who is or who was a customer, client, distributor or agent of the Company, or in the
habit of dealing with the Company;

(b) solicit or entice away or attempt to solicit or entice away from the Company, any person who is an
officer, manager, director, advisor, consultant or employee of the Company to terminate such person’s
directorship or to leave the employment of the Company, as the case may be;

(c) solicit or procure any Confidential Information from any person who is an officer, manager, director,
advisor, consultant or employee of the Company; and

(d) in relation to any trade, business or company, use any name in such a way as to be capable of or likely
to be confused with the name of the Company and shall use all reasonable endeavours to procure that
no such name shall be used by any other person, firm or company.

4.3 The Employee undertakes that they:

(a) are not under any restriction, limitation or prohibition relating to non-competition or protection of
confidential and proprietary information or trade secrets which will or may affect the Employee’s
employment as contemplated by the Employment Contract or which may impose any liability on the
Company as a result of employing or accepting the Employee’s services under the Employment
Contract; and

(b) have given the Company copies of all existing agreements made between the Employee and any third
party in which the Employee may have extended any undertakings not to compete or to protect or
preserve confidential or proprietary information and/or any undertaking to not convey, assign, transfer
or waive any rights in confidential or proprietary information or intellectual property of such third
party.

5. DOCUMENTATION

5.1 The Employee agrees that all Documents disclosed or furnished by the Company is and will always
remain the sole and absolute property of the Company making such disclosure. The Employee will not
acquire any rights whatsoever to Documents, Intellectual Property and Confidential Information and
other assets/property to which the Company is the beneficial and/or legal owner.

pg. 4
5.2 The Employee have not in the past and will not now or during his/her employment with the Company
acquire any proprietary or other rights, title, interest or benefits in any Documents, Confidential
Information and Intellectual Property which may have been or will be produced, created or developed
by the Employee either prior to or during his/her employment with the Company. All such proprietary
and other rights, title, interest and benefits shall immediately vest in and belong to the Company solely
and absolutely.

5.3 The Employee will upon request by the Company execute such documents as may be required to give
full effect to such vesting.

6. TERMINATION OF EMPLOYMENT

6.1 Upon Termination of Employment or at the request of the Company, the Employee shall:

(a) deliver up to the Company or destroy or erase (as the Company so directs) to the Company’s
satisfaction, any records of whatsoever nature in the possession, custody or control of the Employee
which contain any Confidential Information, except to the extent that the same form part of the
permanent records of the Company which it is bound by law or regulatory requirement to preserve, or
which the Company may reasonably require to keep for archive purposes, and the provisions of this
Agreement shall, notwithstanding its termination, continue to apply to all such retained Confidential
Information;

(b) not remove, conceal or destroy any Confidential Information belonging to the Company;

(c) notify the Company of any keywords, codes or passwords used as part of his/her employment with the
Company;

(d) affirm a statutory declaration as stated in Schedule 1 of this Agreement to the effect of the
abovementioned;

(e) advise the Company of the name and address of the Employee’s future employer; and

(f) provide a written confirmation to the Company that the Employee has informed the Employee’s future
employer that the Employee cannot disclose Confidential Information that was acquired during the
Employee’s employment with the Company and the Employee shall be bound with the continuous
obligations.

6.2 The Employee understands that the breach of any of the Employee’s covenants in this Agreement will
have material effect on the Company. In the event the Employee neglects and/or refuses to comply
with Clause 6.1 above, the Company reserves its right to take such actions as it deems appropriate,
including but not limited to (a) specific relief whereby the Employee understands that monetary
compensation shall not be adequate relief; (b) the immediate suspension of the employment of the
Employee until the date of the compliance with Clause 6.1 above.

6.3 In the event the Employee neglects and/or refuses to comply with Clause 6.1(d) above, it is deemed
that the Employee has breached any of its obligations in this Agreement and that the Employee agrees
that the sum equivalent twelve (12) months of the Employee’s last drawn salary as the agreed
liquidated ascertained damaged will be due and payable on or before the date of the last day of the
Employee’s employment with the Company, without prejudice to the Company’s rights and remedies
against the Employee.

7. CONTINUING OBLIGATION

This Agreement shall continue in effect until terminated by written notice from the Company, subject to the
provisions of any agreements to be executed between the Parties hereto, except that the obligations of the Parties
hereunder with regard to the Confidential Information disclosed prior to the termination shall continue in effect
without any limitation period.

pg. 5
8. NOTICE TO FUTURE EMPLOYERS

For the period of twenty-four (24) months immediately following the Termination of Employment, the
Employee shall inform each new employer, prior to accepting employment, of the existence of this agreement
and provide that employer with a copy of it. The Company has the right to inform any future employer of the
existence of this agreement and to provide any future employers with a copy of it.

9. LAW AND REMEDIES

9.1 This Agreement is governed by and interpreted in accordance with the laws of Malaysia and each Party
submits to the exclusive jurisdiction of the courts of Malaysia.

9.2 The Employee understands and agrees that the Company is providing the Confidential Information to
the Employee in reliance of the terms in this Agreement, and the Employee will be fully responsible to
the Company for any damages, costs, expenses or harm caused to the Company by a breach of the
covenants under this Agreement by the Employee.

9.3 Each Party understands and agrees that monetary damages may not be sufficient to avoid or
compensate for the unauthorised use or disclosure of Confidential Information and that injunctive relief
may be appropriate to prevent any actual or threatened use or disclosure of such Confidential
Information. Such remedies, however, shall not be deemed to be the exclusive remedies for any breach
of such covenants in this Agreement but shall be in addition to all other remedies available at law or in
equity.

10. GENERAL

(a) Notwithstanding anything to the contrary, Parties agree that this Agreement shall be deemed effective
as of the first day of the Employee’s employment by the Company and shall continue throughout the
entire period of time the Employee is employed, including any internal transfers or promotions.

(b) No waiver or modification of this Agreement will be binding upon either Party unless made in writing
and signed by a duly authorised representative of each Party.

(c) No failure or delay in exercising any right or remedy under this Agreement will operate as a waiver
thereof nor will any single or partial exercise of any right or remedy preclude any further exercise
thereof or the exercise of any other right or remedy under this Agreement.

(d) This Agreement shall be binding upon each Party’s respective successors in title and this Agreement
and the obligations created by this Agreement shall continue to be valid and binding notwithstanding
any change by amalgamation reconstruction or otherwise (including but not limited to a change of
name or corporate identity) which may be made in the constitution of either Party to this Agreement.

(e) This Agreement shall not be novated or assigned in whole or in part by any of Party without the prior
written consent of the other Party. Notwithstanding anything to the contrary, the Employee agrees that
the Company may assign, transfer, novate and can otherwise deal in any manner with all or any part of
its rights, remedies, power, duties and obligations in relation to this Agreement to any person without
the Employee’s consent.

(f) If any of the provisions of this Agreement shall be held by a court or other tribunal of competent
jurisdiction to be unenforceable, the remaining portions hereof shall remain in full force and effect.

(g) The headings to the Clauses of this Agreement are included merely for reference and shall not affect
the meaning of the language therein.

(h) Words denoting natural persons include bodies corporate or unincorporated. Words denoting singular
shall include the plural and vice versa.

[THE REST OF THIS PAGE INTENTIONALLY LEFT BLANK]

pg. 6
In witness whereof the Parties have executed this Agreement on the day, month and year first above written.

Signed for and on behalf of:

CARSOME

by:

______________________________
Name: Mohd Afifi Bin Zahari
Designation: Director, Human Resources

by:

______________________________
Name: Mohamed Razik Bin Mohamed Ali
NRIC: 901211-07-5319

pg. 7
 Schedule 1
Statutory Declaration

pg. 8
pg. 9
 Schedule 2
Power of Attorney

To be advised by the Company

pg. 10