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AGREEMENT

This Agreement is made at Mumbai on this 29th day of October, 2018.

BY AND BETWEEN

i Think Logistics having its Head office at “Office No:101,Gaurav Palace, Near ICICI Bank, Opp Baal Bharti
College, Kandivali- West, Mumbai-400067”, India hereinafter called the “i Think Logistics” (which
expression shall unless it be repugnant to the context or meaning thereof be deemed to include associates, heirs,
executors, administrators, successors and assigns) OF THE ONE PART.

AND

FASHION DARBAAR, a sole proprietorship firm by Mr. Amitava Dasgupta, S/O –_______________________, having its
office at “Rupchand Pandit Lane, Purulia, West Bengal, 723101”. Hereinafter called “SHIPPER” (which
expression shall unless it be repugnant to the context or meaning thereof and be deemed to include its associates,
heirs, executors, administrators, successors and assigns) OF THE OTHER PART.

The “i Think Logistics” and “SHIPPER” shall hereinafter be collectively referred to individually as “Party and

collectively as the “Parties”

THE PARTIES AGREE TO AS UNDER:

The Agreement will be effective from 29th October, 2018.

1.SCOPE OF SERVICES

i Think Logistics Services as an organization have distribution agreement with all couriers in India and
takes responsibilities of tracking end to end services from pickup to delivery/ risk coverage and
remittance.

a) i Think Logistics shipping partner shall pickup all shipments on behalf of the SHIPPER and their authorized
Vendors/Associates (hereinafter referred to as “VENDOR(s)”), wherever applicable from various locations as
communicated to i Think Logistics from time to time.

[b)] The SHIPPER and or VENDOR(s) shall provide/display prominently on package the shipping manifest
having full details of the Order Number, Sub-order number, Consignee details (which include Name,
Complete Address, Pin Code, Telephone No), Product details and the Gross Value and Collectable Value (Net
value) to be collected in case of COD (Cash on Delivery) shipments along with 3 letter routing Code along with
Bard Coded Air Waybill No of i Think Logistics.

b)[c)] The shipment will be handed over to i Think Logistics shipping partner by the SHIPPER and or
VENDOR(s) in a tamper proof carriage worthy packing of along with the legible COD Order Form pasted on the
shipment. Both the parties hereby agree to tally shipments booked for each day.

c)[d)] ITL (i Think Logistics) shall carry the shipment under its Air Waybill (Thermal Label) through its network for
delivery to the Consignee of as per the agreed SOPs (Standard Operating Procedures) agreed with the SHIPPER.

d)[e)] In case of shipments booked under COD (Cash on Delivery), i Think Logistics shipping partner shall collect Cash
from the Consignee as per the details mentioned on the COD Order and remit/reimburse the amount to the
SHIPPER as per the agreed terms/interval.

[f)] The SHIPPER shall keep ITL indemnified against all duties, taxes, octroi, cess, clearance charges and any other
charge/levy by whatsoever name called, levied on shipments shall keep ITL indemnified against any loss,
damage, costs, expenses arising out of any action or proceedings initiated by any authority (judicial or
regulatory of the like) on account of any act/omissions on its part. The SHIPPER agrees to reimburse ITL
any amount levied on shipments as duties, taxes, octroi, cess, clearance charges and any other charge/levy
by whatsoever name called, on submission original bill received from the relevant authority levying such
amount.

e) The SHIPPER agrees to indemnify ITL against any loss, damage, costs, expenses arising out of any losses
related to, arising from, or in connection with (a) any dispute with their Consignees if any related to quality,
quantity and condition of the contents including the shipment; (b) any action or proceedings initiated by any
authority (judicial or regulatory or the like) on account of any act/omissions on its part.

f)[g)] ITL agrees to SHIPPER against any loss, damage, costs, expenses arising out of any losses related to, arising
from, or in connection with (a) loss or damage of the shipment during transit due to the negligence or
willful misconduct of ITL or its agents or subcontractors; (b) late delivery of shipment other than due to
causes out of the reasonable control of ITL or its agents or subcontractors; (c) any third party claims
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alleging negligence or willful misconduct of the ITL, its agents or subcontractors or an act or omission of ITL
in its capacity as employer of a person; and (b) any action or proceedings initiated by any authority (judicial
or regulatory of the like) on account of any act/omissions on its part.

g)[h)] The SHIPPER will be solely responsible to comply with all statutory requirements (State and Central
Laws/Statutes and Tax Laws) applicable in relation to booking, sale and transportation of the shipments
carried and delivered by ITL in pursuance of this agreement.

h)[i)] It is expressly understood by the parties to the agreement that ITL is a mere Service Provider to the
SHIPPER and or their VENDOR(s) and not in any other capacity whatsoever it may be called. It is further agreed
to by the parties to the agreement that ITL is not performing any activity or job or providing service on
behalf of which tantamount to it being a Seller or Retailer and or Stockiest/Distributor. The complete activity
performed by ITL under this agreement is based on specific instructions given by the SHIPPER as part of the
services scope and procedures defined and from time to time.

i)[j)] ITL shall provide web based tracking solutions for all shipments carried in its network.

2. FREIGHT AND OTHER CHARGES WILL BE AS PER ANNEXIRE-A and SERVICED LOCATION LISTING AS
PER ANNEXURE-B

3. GST: As applicable by Govt. rules & regulations

[4.] VALIDITY OF RATES: The Rates are valid for a period of one year and the SHIPPER agrees that the rates
would increase by minimum of 105% every year(subject to negotiate ), to take care of increase in operating cost
inputs and general inflation.

4.[5.] CHARGEABLE WEIGHT: Rates will be charged on the basis of Dimensional weight or actual weight,
whichever is higher.

Dimensional weight will be calculated as follows


Maximum (Length x Width x Height) when measured in CMs/5000

5.[6.] ITL shall confirm to the SHIPPER the delivery schedule for all its serviceable locations and will
deliver shipments as per the delivery schedule agreed from time to time.

6.[7.] ITL shall capture the SHIPPER Order Reference Number which is attached/affixed to each shipment and
validate the same to Air Waybill and the shipment. The SHIPPER should be able to track online through
Order Reference Number and ITL Air Waybill Number.

7.[8.] ITL shall inform the SHIPPER with list of undelivered shipments with reasons periodically and the
SHIPPER will provide alternate instructions for delivery of such shipments to be delivered within the
Standard operating Procedures agreed between the Parties to the agreement.

8.[9.] ITL shall deliver shipments as per the delivery schedule and will make maximum of 3 attempts for all
undelivered shipments.

9.[10.] ITL shall also leave a “SORRY! We were here!!” message card or either call to Consignee in case of non
delivery of shipment.

10.[11.] ITL shall return all undelivered shipments with appropriate reasons of non delivery as per the Standard
Operating Procedures agreed with the SHIPPER. The Return charges will be applicable and be billed same as
forwarding charges.

[12.] ITL shall submit electronic Proof of Delivery, as and when demanded by the SHIPPER for all delivered
shipments provided such request is received within Forty FiveThirty (4530) days from the date of booking.

11.[13.] ITL shall be liable to make good for the value of the shipment in case of loss or damage during the transit
as per ITL liability terms stated hereunder.

12.[14.] ITL recommends insurance of all shipments carrying anything of value at the SHIPPER’s cost. The
liability of ITL for any loss or damage to shipment shall be limited as defined herein under, per shipment/Airway
bill.

13.[15.] LIMITATION OF LIABILITY: Where shipments are not insured by the SHIPPER, the maximum liability
of ITL is limited to Rs. 2000/- or Invoice value or Cost of reconstruction whichever is lower.

For insured shipment/s ITL may at the request of SHIPPER, issue Loss/Damage/Shortage Report with the sole
purpose of enabling the SHIPPER to lodge insurance claim with its Insurers.

All claims must be notified to ITL in writing within 30 days from the date of booking of the shipment, failing
which the SHIPPER loses their rights for such claim.

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14.[16.] The SHIPPER agrees that the shipments are carried on “Thermal Bar-Coded Sticker” (Air Waybill) and
the carriage of the shipment shall be subject to all the terms & conditions mentioned/printed in this
“Agreement “and shall be binding on the SHIPPER.

[17.] ITL shall not be liable in any event for any consequential or special damages or other direct or indirect
losses howsoever arising whether or not ITL has knowledge that such damage might be incurred including but
not limited to loss of income, profits, interest, utility or loss of market.

15.[18.] ITL shall raise Monthly bills on the SHIPPER at the beginning of each Month for all shipments carried on
behalf of the SHIPPER and or their VENDOR(s) during the immediate past calendar month as per the rates
defined in this agreement.

16.[19.] PAYMENT OF SERVICE BILLS: The SHIPPER will pay such bills within Seven (07) days from the date of the
bill.

17.[20.] The SHIPPER and or their VENDOR(s) shall not handover or allow to be handed over to ITL, any
shipment consisting of banned, restricted or dangerous goods. In any case ITL shall not be liable for any
such shipment, which is disallowed by Law either specifically or otherwise.

[21.] The SHIPPER shall keep ITL indemnified against freight, and other charges including duties, taxes,
octroi, cess, clearance charges and any other charge/levy by whatsoever name called, levied on
shipments plus disputes with their Consignees if any related to quality, quantity and condition of the
contents including the shipment. The SHIPPER shall keep ITL indemnified against any loss, damage,
costs, expenses arising out of any action or proceedings initiated by any authority (judicial or regulatory
or the like) on account of any act/omissions on its part. Alternatives Dispute Resolution - The Parties
will attempt in good faith to resolve any dispute or claim arising out of or in relation to this Agreement
through negotiations between a director of each of the Parties with authority to settle the relevant
dispute. If the dispute cannot be settled amicably within fourteen (14) days from the date on which
either Party has served written notice on the other of the dispute then the remaining provisions of this
Clause 21 shall apply.

18. Governing Law and Jurisdiction - This Agreement is governed by and shall be construed in
accordance with the laws of the Republic of India. Each of the Parties irrevocably submits to the
exclusive jurisdiction of the Courts situated in Kolkata, West Bengal for purposes of any suit, action or
other proceeding arising out of this Agreement or any transaction contemplated hereby and agrees not
to commence any action, suit or proceeding relating hereto except in such courts.

19. Entire Agreement -This Agreement constitutes the entire agreement between the parties hereto
with respect to the subject matter contained in this Agreement and supersedes all prior agreements,
understandings and negotiations between the parties whether written or oral. This Agreement may not
be amended or supplemented, and no provisions hereof may be modified or waived, except by an
instrument in writing signed by both of the Parties hereto. No waiver of any provisions hereof by either
Party shall be deemed a waiver of any other provisions hereof by such party, nor shall any such waiver
be deemed a continuing waiver of any provision hereof by such Party.

iThink Logistics

Name : Nikul Dodiya


Designation : Head-Operation
Address : Office No:101, Gaurav Palace, Kandivali West, Mumbai-400067
Telephone No : 08424013861
Email : inikul@ithinklogistics.com

FASHION DARBAAR

Name : Fashion DarbaarAmitav Dasgupta


Address : Rupchand Pandit Lane, Purulia, West Bengal, 723101
Telephone No :+91- 7044054640
Email : amitav.22.1987@gmail.com

IN WITNESS WHEREOF BOTH the Parties have subscribed their respective signatures under their company seal
to the Agreement as a token of their acceptance of all the terms and conditions herein mentioned.

For i Think Logistics For FASHION DARBAAR

Signature : Signature :
Name :Nikul Dodiya Name : Fashion
Designation : Founder DarbaarAmitav Dasgupta

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Co seal : Designation : Founder
Co seal :

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ANNEXURE-A: FREIGHT AND OTHER CHARGES

With in Zone Metro to MetroRest of India


Particular With in City NE
Up to 500gm 40 45 50 55 60
RTO 500gm 40 45 50 55 60
DTO 500gm 60 70 80 90 100
COD Charges Rs.40 or 1.8% whichever is Higher
Weight Calculation LxWxH / 5000

GST: 18%

RTO (Return to Origin) will be charged at the contracted/billed freight rates along with the related charges and
taxes.

Other terms and conditions


• GST will be charged additionally for particulars: GST: 18%.
• Weights to be determined based on volumetric or actual, whichever is higher. Volumetric weight is defined as l x
b x h / 5000 (l, b, h being measurement of sides of unit in cms)
• COD remittance – Once In weeks(Monday)
• Payment terms – 7 days(For undisputed amount)
• 15 Days Billing Cycle
• Liability – INR 2000/-Rs

COD COLLECTION CHARGES:

Value added services-COD (Cash on Delivery charge as % of declared value per Air Waybill) will be 1.8%of the
invoice Value or Minimum Rs. 40/-, will be applicable on each shipment.

COD Collected-Remittance: The Remittance/Reimbursement of COD consignment value collected by ITL for
shipments delivered shall be paid to the SHIPPER by way of Account payee Cheque/transfer (through
RTGS/NEFT) weekly bases.

If shipment is picked up when pincode is showing serviceable on regular mode and if that shipment is
returned by courier giving NSZ, ODA reason in such cases no bill be charged against that AWB.

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