1. Purpose of the Platform

ShakeDeal Mozart is an enterprise procurement infrastructure designed to enable structured, compliant, and scalable engagement between Suppliers and large enterprise Clients.

The Platform integrates:

• Strategic sourcing and commercial negotiation
• Digital PR-to-PO workflows
• Compliance validation
• Multi-site coordination
• Consolidated enterprise invoicing
• GRN & milestone tracking
• Payment coordination
• Performance governance

2. Nature of Relationship

The Procurement Partner operates as a procurement aggregator, sourcing and negotiation partner, consolidated enterprise invoicing entity, and digital procurement infrastructure provider.

The Procurement Partner may invoice Enterprise Clients at commercial values determined independently. Such commercial arrangements are separate from Supplier pricing.

Platform Transaction Charges under this Agreement are independent of enterprise commercial margins, spreads, or consolidation structures. Supplier shall have no claim or entitlement with respect to commercial arrangements between the Procurement Partner and Enterprise Clients beyond the Purchase Order issued to Supplier.

3. Platform Value Delivered to Suppliers

Suppliers participating on the Platform benefit from an integrated enterprise procurement infrastructure designed to unlock sustained, scalable business growth.

3.1 Structured Enterprise Market Access

• Direct access to large industrial and corporate buyers
• Participation in centralized sourcing programs
• Inclusion in multi-location procurement initiatives
• Eligibility for rate contracts and long-term supply arrangements
• Aggregated demand visibility across sites and business units

3.2 Strategic Sourcing & Commercial Enablement

• Active price negotiation and demand consolidation by ShakeDeal’s sourcing team
• Volume aggregation to improve order flow predictability
• Structured commercial benchmarking support
• Repeat order optimization through performance tracking
• Structured bid participation and commercial alignment support

3.3 Operational & Compliance Infrastructure

• Standardized Purchase Order issuance
• PR-to-PO conversion coordination
• Dispatch documentation validation
• ASN generation workflows
• Site entry and material gate compliance support
• GRN tracking and discrepancy resolution assistance
• Multi-location logistics coordination

3.4 Payment Realization & Financial Governance Support

• Invoice format validation prior to submission
• Milestone certification coordination (for Services)
• GRN-based payment alignment (for Goods)
• Structured follow-up with enterprise finance teams
• Commercial reconciliation support
• Reduced payment cycle uncertainty through coordinated escalation

3.5 Consolidated Invoicing Ecosystem

• Reduced vendor fragmentation at enterprise level
• Centralized invoicing and reconciliation framework
• Lower administrative overhead for enterprise buyers
• Improved continuity of business due to structured governance

3.6 Long-Term Growth & Category Continuity

• Performance-based category inclusion
• Structured vendor evaluation and rating feedback
• Eligibility for future sourcing programs
• Strategic supplier development engagement

4. Platform Viability Framework – Supply of Services

4.1 Annual Business Threshold (Services)

Suppliers may participate in Service transactions without Platform Transaction Charges until cumulative annual Service billing exceeds ₹2,00,000 (Two Lakhs) in a Financial Year (“Service Milestone Threshold”).

4.2 Annual Milestone Charges (Services)

Upon crossing the Service Milestone Threshold:

• ₹2L – ₹50L: ₹25,000
• ₹50L – ₹5 Cr: ₹75,000
• Above ₹5 Cr: ₹2,00,000

Applicable once per Financial Year upon crossing threshold.

4.3 Platform Transaction Charges (Services)

After crossing the Service Milestone Threshold, Platform Transaction Charges of 2.00% shall apply on the Basic Purchase Order Value (excluding GST and statutory levies) for all subsequent Service Purchase Orders in that Financial Year.

4.4 Trigger & Payment (Services)

Platform Transaction Charges become payable upon issuance of Service Purchase Order and shall be payable earlier of: (a) 15 days from PO issuance; (b) prior to submission of first milestone invoice; (c) prior to commencement of Services.

5. Platform Viability Framework – Supply of Goods

5.1 Annual Business Threshold (Goods)

Suppliers may participate in Goods transactions without Platform Transaction Charges until cumulative annual Goods billing exceeds ₹10,00,000 (Ten Lakhs) in a Financial Year (“Goods Milestone Threshold”).

5.2 Annual Milestone Charges (Goods)

Upon crossing the Goods Milestone Threshold:

• ₹10L – ₹2 Cr: ₹25,000
• ₹2 Cr – ₹10 Cr: ₹75,000
• Above ₹10 Cr: ₹2,00,000

Applicable once per Financial Year upon crossing threshold.

5.3 Platform Transaction Charges (Goods)

After crossing the Goods Milestone Threshold, Platform Transaction Charges of 1.00% shall apply on the Basic Purchase Order Value (excluding GST and statutory levies) for all subsequent Goods Purchase Orders in that Financial Year.

5.4 Trigger & Payment (Goods)

Platform Transaction Charges become payable upon issuance of Purchase Order and shall be payable earlier of: (a) 15 days from PO issuance; (b) prior to first invoice upload; (c) prior to first dispatch.

6. Payment Mechanics

All Platform Transaction Charges and Annual Milestone Charges shall be digitally invoiced, subject to applicable GST, and payable within stipulated timelines.

Failure to clear dues may result in temporary suspension of bidding access, hold on future PO issuance, or payment hold until regularization.

7. Non-Circumvention

Supplier shall not directly engage Enterprise Clients introduced through the Platform for similar scope for a period of 24 months from last transaction.

8. Limitation of Liability

Platform liability shall not exceed total Platform Transaction Charges received for the relevant transaction.

9. Governing Law

This Agreement shall be governed by the laws of India. Exclusive jurisdiction: Ahmedabad, Gujarat.