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INDIA NON 3UDICIAL

Government of National Capitaj Territory of Delhi

e-Stamp

Certificate No. IN-DL538135B8552847T


Certificate Issued Date 01—Mar-2021 05:34 PM
Account Reference IMPACC (IV)/ dl1007503/ DELHI/ DL- DLH
iJnique Doc. Reference SUBIN- DLDL100750309765121397232T
Purchased by ANANYA HERBAL PVT LTD
Description of Document Article 5 General Agreement
Property Description Not Applicable
Consideration Price (Rs.) 0
(zero)
First Party ANANYA HERBAL PVT LTD
Seconcl Party Not Applicable
Stamp Duty Paid By ANANYA HERBAL PVT LTO
Stamp Duty Amount(Rs.) 100
(One Hundred only)

. ... ..... ...... ........... .............Please write or type below this line..............................................................,

For xlSwN tltyT FO UNOATION

Proprietor
Stamp Certificate No. IN-DL53813598552847T

AGREEMENT TO MANUFACTURE

This Agreement is made at New Delhi on 18* June, 2021 by and between

Kisan Hut Foundation, (GST 03ICVPK7285N1ZI) 5t' Floor, SCO-15, San Plaza Building,
Ferozepur Road, Feroze Gandhi Market, Ludhiana, Punjab-141001 a proprietor firm represented
by its sole prop. Mr. Ashok Kumar hereinafter referred to as “Buyer” (which Expression shall
unless repugnant to the context or meaning there of shall mean and include its successors and
assigns) of the one part

and

Ananya Herbal Pvt. Ltd Pvt. Ltd. CIN: U74999DL2018PTC328828; PAN: AAQCA4662B
incorporated under the Companies Act, 2013 and having its Office at A-1/175, Main Najafgarh
Road, 3'd Floor, Main Najafgarh Road, Janakpuri, New Delhi-110059; its manufacturing unit at
Kh. No. — 6//6, 7,7//8/2, 9 MIN,MIN. 10, Village — Safiabad, District — Sonipat, Haryana —
131029 represented by its Director Mr. Pardeep Gupta (Hereinafter referred to as “Ananya
Herbal Pvt. Ltd” and which terms include their successors, assigns and representatives) of the
second part.

BUYER and ANANYA hereby desire to enter into an Agreement whereby ANANYA having
the required plant, experience, technical know-how and expertise in manufacturing of various
personal care and cosmetic products and BUYER ready and willing to receive, market and sell
such product desires to get its Goods Manufactured from ANANYA on its own brand name as
per the mutual terms and conditions are defined herein.

NOW THIS AGREEMENT WITNESSETH AND IT IS MUTUALLY AGREED BY AND


BETWEEN THE HERE TO AS FOLLOWS:

1. “Buyer” had applied for registration of a trade mark/brand name “Kisanl3l3” in class 3
under trade mark Act, 1999 and that the said Mark had been registered and that the validity has
been extended from time to time.

2. “Ananya Herbal Pvt. Ltd ” will manufacture the said Cosmetics and after testing and
clearance from their quality Assurance Department will said the said product to “Buyer” in
specified packs, as per their purchase order, by affixing the buyer’s brand name on the label/
carton of the container of each such pack.

3. The rate of each such pack sold to “Buyer” by Ananya Herbal Pvt. Ltd. will be mutually
discussed and agreed upon from time to time and the invoice will be raise on “Buyer”
accordingly.
For KISAN HUT FOUNDATION
Stamp Certificate No. IN-DL53813598552847T

4. “Buyer” will place their purchase order with “Ananya Herbal Pvt. Ltd.” minimum thirty
days in advance and “Ananya Herbal Pvt. Ltd.' agrees to effect the supplies by the
scheduled delivery date stipulated in the said purchase order.

5. “Ananya Herbal Pvt. Ltd.” will dispatch the material as per the instructions of “Buyer”.

6. “Ananya Herbal Pvt. Ltd.” will manufacture cosmetics items as per the specification of
“Buyer” or as otherwise mutually agreed between the parties.

7. Either party can terminate this agreement by giving 30 days’ advance notice in writing to other
party. Upon termination of this agreement for any reason whatsoever, “Ananya Herbal Pvt.
Ltd.” shall not use the brand name of Buyer. Buyer will pay and clear all the pending dues
till termination with Ananya Herbal Pvt. Ltd.

8. Upon Termination of this Agreement, if any Packaging material or Specific Raw material is
unutilized and stocked with Ananya Herbal Pvt. Ltd., the cost of its disposal shall be solely borne
by the Buyer.

9. The Cosmetics items will be manufactured as per the Drugs and Cosmetics act and rules and
“Ananya Herbal Pvt. Ltd.” will take all necessary care and precautions to comply with the
provisions of the said Act and Rules in relation to manufacturing. In case of any violation of the
provisions of the said the Act or rules, “Ananya Herbal Pvt. Ltd.” along shall be held
responsible for the same and shall indemnify Buyer and keep it indemnified against any
action/liability arising therefrom.

10. Buyer shall be solely responsible for Product Specification, Product Label, and all Claims
made thereon under all the applicable laws but not limited to Drugs and Cosmetic, BIS and Legal
Metrology Laws whereas Ananya Herbal Pvt. Ltd. shall be responsible for the manufacturing
defect in the product, which is not in conformity with specification provided by Buyer or agreed
by the Buyer. The right over formulation shall exclusively remain with the owner of formulation
and the other party shall not uss the formulation without written consent of the owner party.

11. Buyer shall make 50% Advance payment at the time of placing purchase order and 50% at the
time of Performa Invoice before Product Dispatch.

12. Sale of products shall be ex-factory and title and risk of any loss to all the consignment shall
pass to Buyer after delivery of products ex-factory of Ananya Herbal Pvt. Ltd. Buyer shall bear
transit charges, insurance etc.

13. “Ananya Herbal Pvt. Ltd.” shall ensure and guarantee that the said product sold to
Buyer shall be of standard quality and shall conform to specifications and standards of
Pharmaeopoeias, if any, and the label text/claim including all the conditions of License
granted to it by the licensing Authority.

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Stamp Certificate No. IN-DL53813598552847T

14. The transaction between Buyer and “Ananya Herbal Pvt. Ltd.’s shall be on principal to
principal basis and “Ananya Herbal Pvt. Ltd.” shall not hold itself out to be an agent of Buyer
to any party or Vice Versa.

15, In terms of this agreement, neither “Ananya Herbal Pvt. Ltd.’s nor “Buyer” shall be
responsible for failure to comply with any of the terms of this agreement due to force
majeure conditions including fire, riots or any civil disturbance etc.

16. That the selling price of Cosmetics items by “Ananya Herbal Pvt. L4d ” to “Buyer” shall be
exclusive of sales tax, excise duty, GST and / any other taxes, etc. as applicable from time to
time.

17. This agreement shall be for a period of 2 years from the date of execution. Subsequently, in
case not terminated by both party within this time period, the agreement will be extended for
next 2 years.

18. This Agreement can be made in one or more counterpart, each of which shall be deemed an
Original and together shall constitute one and same Agreement,

19. All claims and disputes arising under or relating to this Agreement are to be settled by
binding arbitration. Any decision or award as a result of any such arbitration proceeding shall be
in writing and shall provide an explanation for all decisions. Any such arbitration shall be
conducted by an arbitrator mutually appointed by parties and experienced (in Drug & Cosmetic
industry or legal experience required for arbitrator) and shall include a written record of the
arbitration hearing. The location for the arbitration shall be New Delhi only. An award of
arbitration may be confirmed in a court of competent jurisdiction.

20. This Agreement is governed by and construed with Indian Laws and only the Court of Delhi
shall have the jurisdiction to try the case.

IN WITNESS WHEREOF, THE PARTIES HERETO HAVE CAUSED THIS AGREEMENT


TO BE DULY EXECUTED AND DELIVERED BY THEIR PROPER AND DULY
AUTHORISED OFFICERS AS OF THE DATE FIRST ABOVE WRITTEN.

FOR BUYER HERBAL PRIVATE LIMITED


For KIS N HUT
FOUNDATION

Proprietor PARDE GUPTA


MR. ASHOK KUMAR (DIRECTOR)
(PROP.)

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