LAST UPDATED ON: 3RD MAY, 2019

1. IMPORTANT, PLEASE READ CAREFULLY:
   
   

   PLEASE READ THE FOLLOWING TERMS OF THIS AGREEMENT CAREFULLY BEFORE PROCEEDING. THIS TERMS AND CONDITIONS FOR RIDER (“the AGREEMENT”) IS A LEGAL AGREEMENT BETWEEN YOU (REFERRED TO AS “YOU” OR “YOUR” OR “RIDER” AS THE CASE MAY BE) AND WAKUK TECHNOLOGIES PRIVATE LTD, A PRIVATE LIMITED COMPANY REGISTERED UNDER THE COMPANIES ACT, 2013 BEARING CIN (U72900TG2019PTC132185) AND HAVING ITS REGISTERED OFFICE AT 2-48/5/6, 7A, SEVENTH FLOOR, VAISHNAVI CYNOSURE, TELECOM NAGAR, GACHIBOWLI, HYDERABAD, TELANGANA 500032 (HEREINAFTER REFERRED TO AS “COMPANY”), CONTAINING THE TERMS AND CONDITIONS GOVERNING YOUR ENGAGEMENT WITH THE COMPANY WITH RESPECT TO THE TRANSPORTATION SERVICES (defined below).
   
   BY CLICKING ON THE "I AGREE" BUTTON, YOU EXPRESSLY AGREE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTOOD IT, AND HAVE AGREED AND GIVEN YOUR CONSENT TO BE BOUND BY THESE TERMS AND CONDITIONS.
   
   PLEASE NOTE THAT THE TERMS OF THIS AGREEMENT ARE IN ADDITION TO THE END-USER LICENSE AGREEMENT (“EULA”), THAT YOU HAVE ENTERED INTO AT THE TIME OF INSTALLATION OF THE SOFTWARE PRODUCT (defined below) ON YOUR MOBILE DEVICE, AND THE TERMS OF USE (“TOU”) AND PRIVACY POLICY (“PP”) PROVIDED ON THE SOFTWARE PRODUCT.
   
   IF YOU DO NOT AGREE OR DO NOT WISH TO CONSENT TO BE BOUND BY ALL OF THE TERMS OF THIS AGREEMENT, EULA, TOU AND PP, THEN DO NOT CLICK THE "I AGREE" BUTTON UPON WHICH THIS TRANSACTION SHALL BE AUTOMATICALLY CANCELLED AND YOU WILL NOT BE ALLOWED TO PROCEED ANY FURTHER.

2. DEFINITIONS
   
   1. “APPLICABLE LAWS” shall mean all statutes, enactments and acts of legislature or parliament, ordinances, rules, bye-laws, regulations, notifications, guidelines, policies, directions, directives and orders of any government, statutory authority, tribunal, board or competent court;
   
   
   2. “FIXED FARE(S)” shall mean the fare/charges for each Matched Ride (as defined below) fixed by the Company and displayed on the Software Product. The Company reserves the right to alter the Fixed Fares, at its sole discretion, at any time, during the term of this Agreement
   
   
   3. “GOVERNMENT AUTHORITY(IES)” shall mean any governmental or statutory authority, government department, tribunal or Court or other entity duly authorized to make laws, rules or regulations or pass directions having or purporting to have jurisdiction or any State or other subdivision thereof or any municipality, district or other subdivision thereof having jurisdiction pursuant to the laws of applicable jurisdiction;
   
   
   4. “MOTOR VEHICLES” shall mean a good working condition,four-wheeled, light motor vehicles manufactured in India, with neat and clean interiors;
   
   
   5. “DRIVER” shall mean all users of the Software Product who are registered as ‘driver’ with the Company, on the Software Product, and are desirous of providing the Transportation Services offered to You on the Software Product;
   
   
   6. “SOFTWARE PRODUCT” ” shall mean the online cab aggregation platform, called ‘Wakuk’, that be accessed through the internet and can be downloaded on mobile phones, tablets, pads etc., wherein You can access the Transportation Services You wish to engage;
   
   
   7. “TRANSAPORTATOINSERVICES” or “SERVICES shall mean the transportation and logistics services offered by the Drivers to You on the Software Product;
   
   
   8. “USER(s) shall mean and include the Drivers and Riders
   
   
3. ROLE OF THE COMPANY
   
   1. THE COMPANY ITSELF NEITHER PROVIDES ANY TRANSPORTATION OR LOGISTICS SERVICES NOR OPERATES ANY TRANSPORTATION FLEET. THE COMPANY THROUGH ITS SOFTWARE PRODUCT, ONLY FACILITATES ONLINE LISTING OF THETRANSAPORTATION SERVICVES FROM ONE LOCATION TO THE OTHER ON HIRE (“RIDE”), THAT THE DRIVERS OFFER YOU THROUGH THE SOFTWARE PRODUCT.
   
   
   2. ONCE YOU SUCCESFULLY COMPLETE ALL ACTIONS MANDATED BY THE COMPANY FOR YOUR REGISTRATON ON THE SOFTWARE PRODUCT AS A ‘RIDER’, WHICH INCLUDES CREATING YOUR ACCOUNT ON THE SOFTWARE PRODUCT, AND SUBSEQUENTLYYOU LIST YOUR REQUEST FOR RIDES ON THE SOFTWARE PRODUCT YOU DECLARE YOURSELF ‘ACTIVE’.THEREAFTER, THE SOFTWARE PRODUCT WILL MATCH DRIVERS, IN AND AROUND YOUR LOCATION WHO, AT THAT TIME, AREOFFERING TRANSPORTATION SERVICES. ONCE THE SOFTWARE MATCHES YOU WITH ADRIVER (“MATCHED RIDE”), IT SHALL BE AT THE SOLE DISCRETION OF THE DRIVER TO DECIDE WHETHER HE/SHE IS WILLING TO TAKE UP THE MATCHED RIDE.SIMILARLY,IT IS AT YOUR SOLE DISCRETION TO DECIDE WHETHER OR NOT TO ACCEPT THE DRIVER AS YOUR SERVICE PROVIDER FOR THE RIDE. IT IS HEREBY CLARIFIED THAT IN THE EVENT THE DRIVER AND THE RIDER AGREE TO OFFER AND ACCEPT A MATCHED RIDE, RESPECTIVELY, THE SOFTWARE PRODUCT SHALL SHARE THE CONTACT DETAILS OF THE RIDER AND THE DRIVER WITH EACH OTHER.
   
   
   3. ANY DECISION BY A USER TO OFFER OR ACCEPT SERVICES FOR A MATCHED RIDE THROUGH THE SOFTWARE PRODUCT IS A DECISION MADE IN SUCH USER’S SOLE DISCRETION. EACH TRANSPORTATION SERVICE PROVIDED BY A DRIVER TO A RIDER SHALL CONSTITUTE A SEPARATE AGREEMENT BETWEEN SUCH PERSONS.


4. COMPENSATION
   1. The Company will not charge any compensation from You for facilitating the online listing of your request for Rides on the Software Product. It is hereby clarified that that the Company shall,at all times,reserves the right to allow advertisements and other third-party links on the Software Product and/or its website, as and when it deems fit, at its sole discretion for the purpose of generating revenues.
   
   
   2. As a compensation for each Matched Ride, the Driver shall charge You the Fixed Fare determined by the Software Product for such Matched Ride, and You will not be required to pay anything extra to the Driver other than the Fixed Fare. It is hereby clarified that nothing in this Agreement prohibits You from paying any ‘tip’ to any Drivers for any Rides.
   
   
   3. You agree and covenant that, the Fixed Fares shall be due and mandatorily payable,immediately upon completion of Rides.
   
   
   4. The Fixed Fare may vary based on the type of Motor Vehicle the Rider requests (e.g Sedan, SUV, hatchback, saloon, etc.). The Rider shall be responsible to reviewing the Fixed Fares on the Software Product before accepting any Matched Ride.


5. RIDER COVENANTS
   1. GENERAL
      1. The Rider hereby covenants that, at the time of this Agreement and at all times during the pendency of the Agreement, the Rider shall ensure that the he/she is validly in possession of the following as per Applicable Laws:
         1. Sufficient cash in hand to meet the Fixed Fare or a functioning credit card/debit card or online wallet or any other payment instruments, acceptable to the Driver,subject to Applicable Laws, with sufficient balance to pay the Fixed Fare through electronic means;
         2. Valid identity proof and address proof as per Applicable Laws and as recognized by Governmental Authorities;
         3. An Android or iOS smart phone, which is in good working condition and is capable of installing and running the Software Product and providing connectivity to the World Wide Web;
         4. A functioning Indian mobile phone number, with incoming and outgoing calls facility, registered in the name of the Rider,obtained from any of the pan India mobile telecom network servicesproviding companies in India, along with requisite mobile recharge or talk time balance or validity which is necessary to make calls to and receive calls from Driverand to ensure that the Rider’s phone is connected to the World Wide Web at all times;and
         5. Any registrations, licenses, approvals ordocuments required under Applicable Laws to perform the terms and conditions of this Agreement and to avail the Transportation Services.
         
         
      2. The Rider covenants to promptly notify the Company if, any of the compliances detailed under Clause 5.1.1 is cancelled, suspended, expired or disqualified for any reason whatsoever.
      
      
      3. The Rider shall not carry the following at the time of availing the Services:
         1. Weapons
         2. Illegal substances, such as banned drugs, narcotics etc.
         3. Animals;
         4. Easily combustible or flammable substances;
         5. Baggage exceeding 10 kgs;
         6. Baggage which cannot be carried in the boot space of the Motor Vehicles;
         7. Any other item that may be specified by the Company from time to time.
      
      
      4. The Rider shall be solely responsible for his or her belongings, the Company shall not incur any liability for any pilferage or theft or misplacing of any belongings of the Rider, whatsoever.
   
   
   2. LIABILITY
      1. Rider alone shall be responsible and liable for any conduct which violates anyApplicable Lawsduring the Matched Ride and his/her engagement with the Driver.
         
         
      2. Any complaint/s by Driver alleging use of abusive language, or physical force or assault by the Rider will be considered to be a breach of the Rider’s obligations / duties under this Agreement. The Company may in its absolute sole discretion require inter alia that such Rider be suspended / withdrawn / black listed / terminated from availing Transportation Services through the Software Product.
      
      
      3. The Rider hereby agrees that the Rider shall be fully liable for any loss or damage incurred by the Company due to negligence, willful misconduct or any violation of Applicable Laws or the terms of this Agreement or for any reason attributable to the Rider.
      
      
      4. In the event of an accident the Rider will be responsible for (1) compliance with any applicable Governmental Authority, (2) for reporting the accident to the Company, (3) assisting the Driver to get the Motor Vehicle and other Users, if any, to safety, and (4)any act required under Applicable Laws.
      
      
      5. Any false or incorrect details / information / documents furnished by the Rider to the Company or the Driver will be considered a breach of this Agreement and could result in the Rider being suspended / withdrawn / black listed / terminated from using the Software Product with immediate effect.
      
      
   3. CONDUCT
      1. The Rider shall not pilfer any belongings of other Users
         
         
      2. The Rider shall not avail the Transportation Services if he/she is under the influence of any banned substance, such as, banner drugs, narcotics etc.
      
      
      3. The Rider shall not at any time use abusive language or do anything like abusing the Driver or other Users or any such behavior which shall make the Driver, or the other Users feel uncomfortable during the Ride.
      
      
      4. If Rider’s vehicle breaks down, the Rider should assist the Driver and ensure that the Motor Vehicle reaches a safe and secure location.
      
      
      5. The Ridermust not conduct, at the time of availing the Services and at any time during the pendency of this Agreement, in any manner that directly or indirectly impacts the Company’s brand image.
      
      
      6. The Rider must wear neat and clean clothes and have a good level of personal hygiene while availing the Services.
      
      
      7. The Rider shall not smoke or chew tobacco or ‘paan’ or chewing gum, during a Ride, inside the Motor Vehicle.
      
      
      8. The Rider should not make any fake calls or give any missed calls to other Users’contact numbers or misuse any information shared with him/her by the Company in any way.
      
      
      9. The Rider shall not post information or interact on the Software Product or other Users in a manner which is false, inaccurate, misleading (directly or by omission or failure to update information), defamatory, libelous, abusive, obscene, profane, offensive, sexually oriented, threatening, harassing, or illegal;
      
      
      10. The Rider shall not impersonate any person or entity and shall not rent, lease, lend, sell, redistribute, license or sublicense the Software Product or any portion of the Software Product.
      
      
      11. The Rider shall at all times conduct with the other Users, the Company and the Software Product in a manner compliant with the Applicable Laws.
      
      
      12. The Rider shall not cause the Driver to transport more passengers than can securely be seated in such Motor Vehicle (and no more than four (4) passengers, in any instance, in a hatchback/sedan type Motor Vehicle and no more than six (6) passengers, in any instance, in a SUV/MUV type Motor Vehicle).
      
      
   4. MISCELLENEOUS
      1. The Rider confirms and fully understands the TOU, PP, EULA and the terms of this Agreement, including the Fixed Fares, are subject to change at the absolute sole discretion of the Company and any such changes shall be informed to the Rider through his/her registered e-mail.
         
         
      2. The Rider will pay all applicable state and local taxes under Applicable Laws based on the Services availed and any payments made to the Driver.
      
      
      3. The Rider will not make any misrepresentation regarding the Company, the Software Product, the Transportation Services or its status as an independent contractor.
      
      
      4. The Rider, at the time of availing the Services, will not discriminate or harass anyone, including but not limited to the Users or the Company’s representatives, on the basis of race, national origin, religion, gender, gender identity,physical or mental disability, medical condition, marital status, age or sexual orientation.
      
      
   
   
6. REPRESENTATION AND WARRANTIES.
   1. The Rider represents and warrants that, the Rider:
      1. has completed 18 years of age and is physically and mentally fit to enter into this Agreement;
      
      
      2. has not violated any Applicable Laws and has no suit, action, litigation, cases etc. pending against him/her due to which he/she is not eligible to avail the Transportation Services;
      
      
      3. has not entered into any agreements, contracts, or is under any kind of obligation whatsoever, which restricts the Rider from availing the Transportation Services and/or fulfilling his/her obligations under this Agreement; and
      
      
      4. all information, details and documentations furnished by the Rider with the Company whether at the time of registration on the Software Product or creation of the account on the Software Product or at any time thereafter are true and correct in all aspects.
      
      
7. INDEMNITY
   1. The Rider shall defend, indemnify, and hold the Company and its affiliates and each of the Company and its affiliates’ officers, directors, employees, agents, shareholders and suppliers harmless from any claims, actions, suits, losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of the Rider’s use of the Software Product and availing of the Services, including, the Rider’s:
      
      
      1. breach of this Agreement or the documents it incorporates by reference;
      
      
      2. violation of any Applicable Laws or the rights of a third party, including, without limitation, other Users, other motorists, and pedestrians, as a result of his/her interaction with such third party;
      
      
      3. materials or information or documents that were submitted to the Company or transmitted through the Software Product or to other Users infringe or otherwise violate the copyright, trademark, trade secret or other intellectual property or other rights of any third party;and/or
      
      
      4. any other activities in connection with the Services.
      
      
   
   
   2. Additionally, the Rider shall indemnify the Company from and against and in respect of any or all liabilities, losses, charges and expenses (including legal fees and costs on a full indemnity basis) claims, demands, actions and proceedings, which the Company may incur or sustain directly or indirectly from any breach by Rider of his/her covenants, duties and obligations hereunder or any breach of Rider representations and warranties, or by any reason, or in relation to the provision or proposed availing of the Services by the Rider including, but not limited to personal injuries, death and property damages and Rider shall forthwith pay all such sums forthwith on demand by the Company in writing.
   
   
   3. The indemnity obligations shall be applicable without regard to the negligence of any party, including any person liable to be indemnified hereunder and shall be in furtherance to any remedy that the Company may have under the Applicable Laws.
   
   
   
8. DISCLAIMER AND LIMITATION OF LIABILITY
   
   1. The Rider hereby agree and fully understand that the Company does not in any way control the Drivers therefore all information provided to the Rider by the Company on the Software Product shall be on an ‘as-is-where-is’ and ‘as available’ basis. The Company hereby disclaims and shall disclaim all representations and warranties of any kind, whether express or implied as to condition, suitability, quality, merchantability and fitness for any purposes in respect of any and all information provided to the Rider on the Software Product.
      
      
   2. The Company shall not be held liable or responsible in any manner what so ever for any insufficiency or deficiency of the Services rendered by the Driver to the Rider. It is hereby clarified that in the event of any such event the Rider shall be at liberty to explore all options available under Applicable Laws against the Driver.
      
      
   3. The Company disclaims and shall disclaim all representations and warranties of any kind, whether express or implied as to condition, suitability, quality, merchantability and fitness for any purposes in respect of any and all services provided by the Driver to the Rider, including but not limited to the Transportation Services rendered by any Driver to the Rider.
      
      
   4. The Company shall not be responsible or liable for any loss or damage, howsoever caused or suffered by the Rider arising out of or attributable to the Software Product including but not limited to the failure on the part of the Software Product to effectively facilitate the offer and acceptance of the Transportation Services between the Driver and the Rider,for any reason whatsoever including Driver’s non-compliance, misrepresentation which might lead to a fake booking or missed booking on account of any incorrectly placed instructions, or malfunction, partial or total failure of any internet network, data processing system, computer tele-transmission or telecommunications system or other circumstances whether or not beyond the control of the Company.
      
      
   5. Without prejudice to the above, the Company shall not be liable for any direct or indirect loss or damage or payment, which may be suffered by the Rider as a result of any failure by any Driver to start / complete the booking at the given stipulated time or location even if the Driver has agreed to such timing or location or if the Driver has altogether cancelled the booking of the Service.
      
      
   6. Without prejudice to that what is stated in this Agreement, the Company makes and shall make no representation or warranty to the Rider that: (1) the service of Software Product will meet the Rider’s requirements;and (2)The service provided by Software Product will be uninterrupted, timely, secure, or error-free.
      
      
   7. NOTWITHSTANDING ANYTHING CONTAINED HEREIN ABOVE, THE COMPANY SHALL NOT BE LIABLE OR RESPONSIBLE TO THE RIDER FOR ANY REASON WHATSOEVER AND IN ANY MANNER WHATSOEVER.
      
      
   8. NOTWITHSTANDING ANYTHING CONTAINED HEREIN, THE MAXIMUM LIABILITY OF THE COMPANY, IF ANY, TO THE RIDER, UNDER THIS AGREEMENT, IN ANY EVENT, WHICH INCLUDES ANY FAILURE BY THE COMPANY UNDER THIS AGREEMENT, SHALL BE RESTRICTED AND LIMITED TO 15% OF THE TOTAL AMOUNT OF FIXED FARE PAID BY THE RIDER DURING THE MATCHED RIDE(S) IN QUESTION.
      
      
   9. IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR EACH OF THE COMPAY’S AND THE AFFILATE’S RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SHAREHOLDERS OR SUPPLIERS, BE LIABLE TO THE RIDER FOR ANY INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL, OR INDIRECT DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR DELETION, CORRUPTION, LOSS OF DATA, LOSS OF PROGRAMS, FAILURE TO STORE ANY INFORMATION OR OTHER CONTENT MAINTAINED OR TRANSMITTED BY THE SOFTWARE PRODUCT, SERVICE INTERRUPTIONS, OR FOR THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES) ARISING OUT OF OR IN CONNECTION WITH THE SOFTWARE PRODUCT, THE SERVICES, OR THIS AGREEMENT, HOWEVER ARISING INCLUDING NEGLIGENCE, EVEN IF THE COMPANY OR ITS AGENTS OR REPRESENTATIVES KNOW OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE COMPANY WILL NOT BE LIABLE FOR ANY DAMAGES, DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL AND/OR CONSEQUENTIAL (INCLUDING, BUT NOT LIMITED TO PHYSICAL DAMAGES, BODILY INJURY, DEATH AND/OR EMOTIONAL DISTRESS AND DISCOMFORT) ARISING OUT OF THE RIDER’S COMMUNICATING WITH OR MEETING OTHER USERS OF SOFTWARE PRODUCT, EVEN IF THE COMPANY OR ITS AGENTS OR REPRESENTATIVES KNOW OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
      
      
9. PRIOR AGREEMENTS
   
   1. This Agreement supersedes all prior agreements and understandings (whether written or oral) made between the Company and the Rider, except for EULA, PP and TOU.
   
   
10. INDEPENDENT CONTRACTOR
    
    1. The relationship between the Riderand the Company be that of an independent contractor, which is non-exclusive, and on a principal-to-principal basis. Nothing in this Agreement shall be construed to constitute a partnership, agency or employer- employee relationship between the Riderand the Company.
    
    
11. RELEASE
    
    1. In the event that You have a dispute with one or more Users, You agree to release the Company (including its affiliates and each of the Company’s and its affiliate’s respective officers, directors, employees, agents, shareholders, and suppliers) from claims, demands anddamages of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising outof or in any way connected to such disputes with other Users or to Your use of the Software Services or availing of the Services.
    
    
12. TERM AND TERMINATION
    1. This Agreement is effective upon Your registration on the Software Product as a ‘rider’ and creation of Your account in the Software Product.
    
    
    2. You may discontinue Your use of the Software Product or participation in the Services at any time, for any reason. Similarly, the Company may suspend or deactivate Your account (as a ‘rider’), or revoke Your permission to access the Software Product, at any time, for any reason, upon notice to You. The Company reserve the right to refuse access to the Software Product to any User for any reason not prohibited under Applicable Laws.
    
    
    3. Either party may terminate the Agreement for any reason uponwritten notice to the other party
    
    
    4. Clauses 5, 6, 7, 8, 11, 12, 13 and 14 shall survive any termination orexpiration of this Agreement.
    
    
13. CONFIDENTIALITY
    1. You agree not to use any technical, financial, strategic and other proprietary and confidential information relating to the Company’s business, operations and properties, including other User information (“Confidential Information”) disclosed to You by the Company for Your own use or for any purpose other than as contemplated herein. You shall not disclose or permit disclosure of any Confidential Information to third parties. You agree to take all reasonable measures to protect the secrecy of and avoid disclosure or use of Confidential Information of the Company in order to prevent it from falling into the public domain. Notwithstanding the above, You shall not have liability to the Company with regard to any Confidential Information which you can prove: was in the public domain at the time it was disclosed by the Company or has entered the public domain through no fault of Yours; was known to You, without restriction, at the time of disclosure, as demonstrated by documents in existence at the time of disclosure; is disclosed with the prior written approval of the Company; becomes known to You, without restriction, from a source other than the Company without breach of this Agreement by You and otherwise not in violation of the Company’s rights; or is disclosed pursuant to the order or requirement of a court, administrative agency, or other Governmental Authority (“Order”); provided, however, that You shall provide prompt notice of such Order or requirement to the Company to enable the Company to seek a protective order or otherwise prevent or restrict such disclosure.
    
    
14. GENERAL PROVISIONS:
    1. FURTHER ASSURANCES:
       Each party must, at its own expense, whenever reasonably requested by the other party, promptly do or arrange for others to do, everything reasonably necessary or desirable to give full effect to this Agreement and the transactions contemplated by this Agreement.
    
    
    2. INVALID OR UNENFORCEABLE PROVISIONS: If a provision of this Agreement is invalid or unenforceable by virtue of the Applicable Laws in India:
       i. such provision shall be read down or severed to the extent of the invalidity or unenforceability; and
       ii. the fact does not affect the validity or enforceability of the reminder of the Agreement.
       
    
    
    3. AMENDMENT: The Company reserves the right to amend this Agreement from time to time and in such an event shall inform the Rider of such amendment.
    
    
    4. SUCCESSORS AND ASSIGNS: This Agreement is binding on, and has effect for the benefit of, the parties and their respective successors and permitted assigns. The Company may at any time assign this Agreement and any of its rights and obligations hereunder to any affiliate of the Company without the consent of the Rider, and to any other party by providing prior notice in writing to the Rider. Nothing in this Agreement, can be assigned by the Rider without the prior written consent of the Company.
    
    
    5. MEDIATION AND ARBITRATION: In the event of any controversy or claim arising out of or relating to this Agreement, or a breach thereof, the parties hereto shall first attempt to settle the dispute by mediation, administered by a Mediator mutually agreed upon by the parties and the rules governing such mediation shall be the Companies (Mediation and Conciliation) Rules, 2016. If settlement is not reached within 60 (Sixty) days after service of a written demand for mediation, any unresolved controversy or claim shall be settled by arbitration administered by a sole arbitrator appointed by the Company. The arbitration shall be governed by the Arbitration and Conciliation Act, 1996, and the laws of India, and where applicable, the laws of the state of Telangana. The place of arbitration shall be at Hyderabad, and the decision of the arbitrator shall be final, and shall have the full effect of a final decree passed by the High Court of Judicature at Hyderabad. parties agree to waive the right to challenge the arbitrators award in a court of law.
    
    
    6. GOVERNING LAW: The laws of India and the State of Telangana shall govern all matters arising out of or relating to this Agreement. Each of the parties irrevocably consents to the exclusive personal jurisdiction of the state of Telangana as applicable, for any matter arising out of or relating to this Agreement. If a proceeding is commenced to resolve any dispute that arises between the parties with respect to the matters covered by this Agreement, the prevailing party in that proceeding is entitled to receive its reasonable attorneys’ fees, expert witness fees and out-of-pocket costs, in addition to any other relief to which that prevailing party may be entitled.