Memorandum of Understanding

Date: [DD-MM-YYYY]

Between:

1. [Party A Name], [a company incorporated under the Companies Act, 2013 / a partnership firm / an individual] with its principal place of business at [Address] ("Party A"); and
2. [Party B Name], [a company incorporated under the Companies Act, 2013 / a partnership firm / an individual] with its principal place of business at [Address] ("Party B");

(each a "Party" and collectively the "Parties").

Recitals

A. Party A is engaged in the business of [describe core business of Party A].

B. Party B is engaged in the business of [describe core business of Party B].

C. The Parties wish to record their mutual understanding in respect of [describe the proposed collaboration / project / arrangement] (the "Project").

1. Scope of collaboration

The Parties shall jointly explore the Project covering:

• (a) [scope item 1 — e.g. joint go-to-market in [region]];
• (b) [scope item 2 — e.g. integration of Party A's API into Party B's platform];
• (c) [scope item 3 — e.g. lead-sharing on a referral fee basis].

Specific commercial terms (pricing, revenue share, SLAs) shall be captured in a separate definitive agreement to be executed within [60] days of this MoU.

2. Roles & responsibilities

| Activity | Responsible Party | |---|---| | [Activity 1] | Party A | | [Activity 2] | Party B | | [Activity 3] | Joint |

3. Costs

Each Party shall bear its own costs in connection with the Project, including legal, travel, and personnel costs, unless otherwise agreed in writing.

4. Confidentiality

The Parties agree to keep confidential all non-public information shared in connection with this MoU. Confidentiality obligations shall survive termination of this MoU for 3 years.

5. Term

This MoU is effective from the date set out above and shall remain in force until the earlier of:

• (a) execution of a definitive agreement;
• (b) 6 months from the date hereof; or
• (c) termination by either Party with 30 days' written notice.

6. Non-binding nature

Save for the obligations under clauses 4 (Confidentiality), 7 (Exclusivity, if any), 8 (Dispute resolution) and 9 (Governing law), this MoU is non-binding and creates no commitment to enter a definitive agreement.

7. Exclusivity (delete if not applicable)

For the duration of this MoU, the Parties agree not to enter discussions with any other party in respect of a substantially similar collaboration in the territory of [Country / Region].

8. Dispute resolution

Disputes shall be settled by mutual discussion. Failing resolution within 30 days, the matter shall be referred to arbitration before a sole arbitrator under the Arbitration & Conciliation Act, 1996. Seat: [City]. Language: English.

9. Governing law

Indian law. Courts at [City] shall have exclusive jurisdiction.

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Signed in counterparts on the date first above written.

| | | |---|---| | For Party A | For Party B | | Signature: | Signature: | | Name: | Name: | | Designation: | Designation: |