LICENSE AGREEMENT FOR SOUND RECORDNG ‘This Agreement is mnade at Mumbai on the 5 day of May, 2022, which both the parties agree to be effective from O1* day of April, 2021. BETWEEN PHONOGRAPHIC PERFORMANCE LIMITED, a Company registéred wider the Companies Act, huiving its Registered Office at, Créscent Towers, 7th Floor, B-28 Vera Estate; otf New Link Road, Andheri (W), Mumbai ~ 400°053, hereinafigr referred to #8 “PPL” (which expression shall unless repugnant to the context, include its sacpessorsand assigns) of thé ONE PART; AND ABC. DIGITAL DISTRIBUTION LIMITED. a Company registered under laws of United: Kingdom and having its office at International House, 6& Nile Streef, Loncion, NE ‘7SR, United Kingdom, hereinafter referred to as “Musié Label” (which expression shall uunless repugnant to the corttext include its successors and assigns in business): of the ‘OTHER PART; GHANASHYAM | pest igeaty osu BHAGWAN AAYEEA Bes asWHEREAS PPL is registered under the Companies Act, as a company without share ‘capital and limited by guarantee: AND WHEREAS Music Label has voluntarily become a Member (ce. member without shares) of PPL in order to explott its repertoire through the business conducted by PPL; AND WHEREAS the Music Label is aware of PPL’s, technical’ and commercial ‘competence, corporate experience, professional maripower and infrastmcture for exploitation of sound recordings and is interested in exploiting its repertoire through the ‘business conducted by PPL being sub-licensing and enfiirceiment ofits repertoire; AND WHEREAS Music Label desires to grant exclusive license of its sound recording, ‘rights in tts present and future repertoire of sound recordings acquired by Music Label in whatsoever manner (the “Music catalogue’) in modes of exploitation as mentioned below, for consideration of royalty receivable from monetisation and enforcement of the Music GHANASHYAM Grae mci BHAGWAN AAYEERTHIS DEED as 1. Grant of rights 1.1 The Music Label hereby grants an exclusive license to PPL for the territory and. the term in respect of the rights mentioned herein. The Music Label licenses the right as per clause 1.2 to communicate the sound recording to public comprised in its Music catalogue at present and all sound recordings that may be added thereto in future, not limited to acquisition of rights in sound recordings through acquisition of companies or any other third party/s whosoever, in favour of PPL and PPL accepts the said grant of rights. PPL shall be entitled to grant and issue licenses to third parties on non-exclusive basis, do collection and make payment of royalties, enforce copyright granted herein including by way of legal/court litigation and using police authorities and all other acts ancillary and incidental rights in relation thereto. 1.2 Rights exclusively licensed: 1.24 Radio Broadcasting - Terrestrial, including Private FM, All India Radio and Community Radio; 1.22 “Public Performance” shall mean Communication to Public. “Public Performance” for the purpose of this agreement shall include but not restricted to the use, exploitation or performance of music including transfer and storage thereof by the Licensee of PPL for the sole purpose of their (licensee's) public performance usage, in 1. Buses; Video Coaches 2. Railway and Bus Stations 3. Music Quizzes 4. Trains 5. Juke Boxes 6. Aircrafts 7. Dance Teaching Schools 8. Aisport Terminals 9, Dance Studio 10. Inland and Coastal Vessels. 11, Exercise, Aerobics, etc. Classes / Studios 12, Amateur Opera-tic & Dramatic Societies 13. Offices & Shops, Amusement Centres 14, Theatrical Productions (excluding Musicals) 15. Factories / Offices / Banks GHANASHYAM —_ogstremcaaara BHAGWAN AAYEER tur'sitasetmes ore16, Temporary Camps / shacks 17, Waiting Rooms / Reception Area 18. Hotels and Resorts, (9, Banquet Halls 20. Puppet / Magic Shows 21, Small Lodges / Guest Houses 22, Drama Theatre Halls 23. Hotels 24, Shopping Malls 25. Cinemas; Multi-plex 26, Public Houses & Cafes (non-A/e) 27, Museum & Art Galleries 28, Restaurant & Cafes 29. Bowling Centres & Alleys 30. Discotheques, Lounge-bars, Dance-floors, ete. 31. Pubs; Bars 32, Amusement Parks 33. Casinos 34. Health Clubs 35. Clinics 36. Swimming Poot 37. Nursing Homes & Hospitals 38. Spa 39. Exhibitions Shopping & service Establishments 40, Petrol Pumps & other users 41, Shops & stores: Stand-alone and chain 42. Beauty Parlours / Hair-dressing Salon 43. Shopping malls 44. Shopping & service Establishments 45, Events (Both Televised and Non -Televised subject to the exclusion of ‘Telecast/Broadcast/Webcast tights of such events) 46. Events - with sponsors, tickets title sponsors (Both Televised and Non “Televised subject to the exclusion of Telecast/ Broadcast/Webcast tights of such events) 47. Events - Social Function in commercial premises 48. Events - without sponsors, tickets (Both Televised and Non -Televised subject to the exclusion of Telecast/Broadcast/ Webcast rights of such events) 49. Events - College festivals (Both Televised and Non Televised subject to the exclusion of Telecast/ Broadcast/ Webcast rights of such events) 50. Product or Brand launches (Both Televised and Non ~Televised subject to the exclusion of Telecast/Broadcast/ Webcast rights of such events) 51. Road show (Both Televised and Non -Televised subject to the exclusion of Telecast/Broadcast/Webcast rights of such events) 4 GHANASHYAM exe crcencumsnne BHAGWAN AAYEER firtitatin52, Sports events (Both Televised and Non -Televised subject to the exclusion of Telecast/ Broadcast/ Webcast rights of such events) 53, Fashion shows (Both Televised and Non -Televisedt subject ter the exclusion of Telecast/ Broadcast/ Webcast rights of such events) 54, DJ (Disk Jockey); Sound equipment service-provider 55. Any other physical premises/establishments/venuie/event/show playing / performing music 1.13 Storage, embodiment, re-production, adaptation, commercial rental for above purpose. 13 Itis clarified that all rights and interests in copyrights in the "Music catalogue”, save and except the rights so licensed hereunder shall continue to vest with the Music Label. Provided that new rights may be added to the rights listed in sub- clauses of clause 1.2 at any time by mutual consent of the parties in writing in any format including but not limited to exchange of letters etc. In such event the grant of rights to PPL herein and all other terms of this agreement shall be deemed to apply to the said additional rights. 2. Music catalogue: 2 “Music catalogue” shall inciude all present and future sound recordings Published or unpublished in which copyright subsists, including and not limited to rights acquired in sound recordings through takeover/acquisition of ‘companies or any other third party/s whosoever in whatever manner. Music catalogue shall also include derivatives or variations or portions, together with associated meta-data, art-work, images, promotional and ancillary material, in ‘which Music Label owns or controls intellectual property rights and in respect, of which Music Label has lawful, and exclusive rights and has control aver. 22 Music Lebel undertakes to provide detailed particulars ofits music catalogue in such form as PPL may prescribe and shall submit the same to PPL within 7 days from the date of execution ofthis Deed. Upon receipt of the same by PPL as per the prescribed format sound recordings of Record Label's music catalogue shall stand included as Schedule A to this Agreement (being particulars of the music catalogue) and the same shall not require physical or digital signatures of either party. It is agreed that all additions to Music Label’s catalogue shall be deemed to have been licensed to PPL immediately upon acquisition of rights therein by Music Label and that the terms of this Deed shall apply to the same. Music Label GHANASHYAM yi attyenaonan BHAGWAN AAYEER Suave tsn.erseundertakes to provide in writing, within one week, of full particulars of additions to its nusic catalogue in the same format as prescribed and the same shall form part of Schedule A, as amended from time to time, 24 Music Label undertakes to inform PPL one month in advance when its rights in any sound recording in its Music catalogue is due to expire for any reason whatsoever. 25. PPL may in its discretion modify the format for storing the Music catalogues of its members in which case, Music Label shall make such modifications, if any, as PPL may require. 26 For the avoidance of doubt, it is stated that “modes” includes all means, mediums, technologies, processes including electronic, wired and wireless and any other mediums, processes that may be available in the future, by which sound recordings may be communicated to the public. 3. Consideration 3a 32 33 GHANASHYAM —opsrereiycuasnan BHAGWAN AAYEER Seema hsst sar4. bffective Date, Duration and Termination 4.1 The Effective date of this Deed shall be 1* day of April, 2021. 42. The Term of this Deed shall commence from its Effective Date and shall be the whole term of the copyright subsisting in each sound recording in the music catalogue, unless terminated earlier as per the terms and conditions of this Deed, Parties agree thet this transfer of rights shall not be subject to lapse for non- exploitation under Section 19(4) of the Copyright Act or any other law. 43 Either party shall have the right to terminate this Deed by giving 90 (ninety) days advance notice in writing of its intention to terminate this Deed, 44 Notwithstanding termination of this Deed, any third-party licence already granted by PPL in pursuance of this Deed and subsisting at the time of such termination shall continue to subsist for the duration of such licence, and the revenues therefrom shall be deemed to have accrued from this Deed. 45 If any proceedings have been instituted by or against PPL in respect of Music Label’s music catalogue or any part thereof, and such Member ceases to be a Member during the pendency of the proceedings, any rights which are the subject of such proceedings and which had been vested in PPL by virtue this ‘Deed, shall remain so vested until such proceedings are finally disposed of. The Music Label shall agrees not to take any steps which will prejudicially affect the Proceedings instituted and/or pending against PPL. 5. Territory ‘The grant of rights made herein shall, subject to the terms of this Deed, extend to the territory of India only. For the removal of doubt it is clarified that the lawful initiation of any broadcast or any cominunication to the public in pursuance of this Deed shall be deemed to be exercise of the granted rights within the Territory. 6. Indemnity and Warranty 61 GHANASHYAM —amiysigeso cise BHAGWAN AAYEER bic sane 7 ee62 63 65 2 Mis yeous 7A Music Label agrees that PPL is entitled to grant licences under section 30 and other provisions of Copyright Act, for its repertoire comprising thé music catalogues of its members. 72 Music Label undertakes to assist and cooperate with FPL, wherever necessary , to take all steps as may be necessary for the purpose of protecting the rights granted herein from infringement, including the filing or defending of any litigation or proceeding before a Court or tribunal or police, giving undertakings, settling or withdrawing any actions instituted for this purpose ‘ either by or against PPL and generally to take all steps as PPL may deem fit for the purpose of giving complete effect to the rights granted herein. Music Label ‘waives any right to issue notices or to initiate or defend legal proceedings or to seek impleadment in proceedings filed by PPL to enforce its rights, except in consultation and with the prior consent of PPL. GHANASHYAM —— Setlyetn cine BHAGWAN AAYEER factor eFBIAII third party rights are excluded and no third parties shall have any right to. enforce this Deed against PPL. 74 Music Label shall maintain confidentiality of the terms and conditions of this ‘Agreement and shall not be lisclosed to anyone, except as shall be necessary on need to know basis. 7.5 The parties agree that this Deed supersedes all agreements, deeds, documents and understandings executed and subsisting between the parties before the effective date of this Deed. 2.6 Waiver of a breach shall not operate or be construed as @ waiver of any other or subsequent breach of the same or any other provision. 7.7 Should any provisions of this Agreement be held by a court of lew to be illegal, invalid or unenforceable, the legality, validity and enforceability of the temaining provisions of this Agreement shall not be affected or impaired thereby. 78 This Deed shall be construed in accordance with the laws of India; and parties mutually agree that disputes if any shall be settied only by the Courts in Mumbai ‘which shall have exclusive jurisdiction. Each Party waives any objection which it may have at any time to any legal proceedings brought in such court including. any claim that such legal proceedings have been brought in an inconvenient forum and that such court does not have any jurisdiction over such Party. 79 This Deed is first signed and executed by the Music Label and last signed, executed and completed at Mumbai by PPL. GHANASHYAM oe cuan BHAGWAN AAYEER put zosoe 2282 on30SCHEDULE “A” -THE MUSIC CATALOGUE, FORMAT/TEMPLATE for the List of Past and Present Sound Recording works Owned andor exclusively controlled by the Music Label and licensed to PPL hereunder; save and except such Sound Recordings that may be speci the Music Label in writing in advance ifically notified and excluded by Displa yartst ‘band Language Tid | Versio | of | compos e | ntitle | ©) performa | et ] Displ Orga ay | Bee | ie | ae | Sha Sub releas | ts eof release | tabel [PE] | own | Of | Of | sight IN WITNESS WHEREOF the Music Label and PPL hereunto have set their respective hands to this writing on the day and the year hereinabove written. This Deed is entered into at Mumbai. SIGNED by the above named Music Label ABC DIGITAL DISTRIBUTION LIMITED by its authorised signatory Title: Director| Name: Mr. Gautam Pari ACCEFTED AND AGREED PHONOGRAPHIC PERFORMANCE, LIMITED GHANASHYAM iii lucwan BHAGWAN AAYEER ja Sa asae rare ors0 Title: MD & CEO. ‘Name: Mr. G B AAYEER 10