-------------------------------------------------- DRAFT FOR ATTORNEY REVIEW ONLY — NOT LEGAL OR FINANCIAL ADVICE This document is a structured preparation draft only. ASCI Influencer Advertising Guidelines compliance for podcast sponsorship disclosures in India, GST registration and invoicing obligations of the Host under the CGST Act 2017, income tax treatment of sponsorship fee income under the Income Tax Act 1961 including TDS deduction requirements, applicable consumer protection obligations under the Consumer Protection Act 2019, and IP licensing requirements under the Copyright Act 1957 must be confirmed with a qualified Indian attorney and tax advisor before this agreement is signed or the campaign commences. -------------------------------------------------- PODCAST SPONSORSHIP AGREEMENT — DRAFT FOR ATTORNEY REVIEW Document Ref: PSA-2026-001 Date of Preparation: June 1 2026 HOST: Arjun Kapoor TechTalk India Podcast Mumbai Maharashtra India Email: [host email] SPONSOR: PayQuick Technologies Pvt Ltd Mumbai Maharashtra India Email: [sponsor email] 1. RECITALS 1.1 Arjun Kapoor is an independent podcast host based in Mumbai Maharashtra India producing TechTalk India Podcast with approximately 80,000 monthly listeners covering technology, startups, and digital innovation. 1.2 PayQuick Technologies Pvt Ltd is a fintech payments app company based in Mumbai India seeking to promote its digital payments product through targeted podcast sponsorship. 1.3 Both parties confirm their mutual intent to document this sponsorship arrangement on the terms set out in this agreement. 2. DEFINITIONS 2.1 Host: Arjun Kapoor, producer of TechTalk India Podcast. 2.2 Podcast: TechTalk India Podcast. 2.3 Sponsor: PayQuick Technologies Pvt Ltd. 2.4 Sponsorship Fee: INR 2,00,000 being the total fee payable under this agreement. 2.5 Campaign Period: July 1 2026 to August 31 2026 being the two-month campaign window. 2.6 Episodes: The 4 episodes of TechTalk India Podcast published during the Campaign Period in which Deliverables are placed. 2.7 Ad Read: A verbal promotion of PayQuick Technologies Pvt Ltd's product read by Arjun Kapoor within an Episode. 2.8 Mid-Roll: An Ad Read placed in the middle section of an Episode. 2.9 Host-Read Ad: An Ad Read delivered in Arjun Kapoor's own voice and style using the Sponsor's provided talking points. 2.10 Exclusivity Category: The fintech and digital payments product category in India as described in Section 10. 2.11 FTC Disclosure: An equivalent ASCI- compliant verbal or written disclosure identifying sponsored content. 2.12 Approval Period: 3 business days from submission of a draft ad read or script to the Sponsor. 2.13 Deliverables: All items described in Section 5. 2.14 Governing Law: Laws of Maharashtra India. 2.15 Effective Date: The date on which both parties sign this agreement. 3. SPONSORSHIP ENGAGEMENT 3.1 PayQuick Technologies Pvt Ltd engages Arjun Kapoor to deliver the Deliverables across 4 episodes of TechTalk India Podcast during the Campaign Period of July 1 2026 to August 31 2026. 3.2 The Podcast has approximately 80,000 monthly listeners primarily in India interested in technology and startup content. 3.3 The campaign covers 4 episodes with one mid-roll Host-Read Ad placement per episode. 3.4 Note: The engagement structure has GST, income tax, and TDS implications for Arjun Kapoor that must be confirmed with a qualified Indian tax advisor before signing. 4. DELIVERABLES 4.1 Arjun Kapoor will deliver the following for each of the 4 Episodes: 1. One 60-second host-read mid-roll Ad Read per episode delivering PayQuick Technologies Pvt Ltd's key messages in Arjun Kapoor's own voice and style using the Sponsor's provided talking points. 2. One sponsored Instagram post per episode on Arjun Kapoor's official Instagram account promoting the episode and mentioning PayQuick Technologies Pvt Ltd with the required ASCI disclosure hashtag. 4.2 Total Deliverables across the Campaign Period: 4 mid-roll Ad Reads and 4 Instagram posts. 4.3 The Sponsor will provide written talking points for each episode at least 7 days before the episode recording date. 4.4 Note: All Deliverables constitute commercial communications and must comply with ASCI Influencer Advertising Guidelines and applicable Consumer Protection Act 2019 requirements. A qualified attorney must confirm compliance obligations before the campaign commences. 5. CONTENT APPROVAL PROCESS 5.1 PayQuick Technologies Pvt Ltd will provide Arjun Kapoor with written talking points for each episode at least 7 days before the recording date. 5.2 Arjun Kapoor will submit a draft script or outline of the Ad Read to PayQuick Technologies Pvt Ltd at least 3 business days before the recording date. 5.3 PayQuick Technologies Pvt Ltd must approve or provide written revision requests within 3 business days of receiving the draft. 5.4 One revision round is permitted per episode. If PayQuick Technologies Pvt Ltd does not respond within 3 business days the draft is deemed approved. 5.5 Arjun Kapoor retains full editorial discretion in delivering Host-Read Ads in his own authentic voice and conversational style. 5.6 Note: Excessive editorial control by the Sponsor over the Host's delivery may affect the independent contractor characterization and advertising disclosure obligations. A qualified attorney must confirm. 6. FTC DISCLOSURE AND ADVERTISING COMPLIANCE 6.1 Arjun Kapoor agrees to comply with all applicable ASCI Influencer Advertising Guidelines and Consumer Protection Act 2019 sponsored content disclosure requirements in India. 6.2 Each Ad Read must begin with a clear verbal disclosure such as this episode is brought to you by PayQuick or this is a paid sponsorship from PayQuick. 6.3 Each Instagram post associated with the campaign must include the hashtag ad and hashtag paidpartnership or equivalent ASCI-required disclosure labels. 6.4 Show notes for each sponsored episode must include a written disclosure that the episode is sponsored by PayQuick Technologies Pvt Ltd. 6.5 Note: ASCI Influencer Advertising Guidelines and Consumer Protection (E-Commerce) Rules 2020 impose specific disclosure obligations on sponsored podcast and social media content in India. A qualified attorney must confirm the exact disclosure requirements applicable to this campaign. 7. SPONSORSHIP FEE AND PAYMENT SCHEDULE 7.1 The total Sponsorship Fee is INR 2,00,000 payable as follows: Milestone 1: INR 1,00,000 on signing of this agreement. Milestone 2: INR 1,00,000 on delivery and publication of episode 4 containing the final Ad Read. 7.2 All payments in Indian Rupees by NEFT to Arjun Kapoor's nominated bank account. 7.3 Arjun Kapoor will raise a GST-compliant tax invoice for each payment. 7.4 If PayQuick Technologies Pvt Ltd fails to pay within 15 business days of an invoice, Arjun Kapoor may suspend remaining Deliverables until payment is received. 7.5 Note: GST registration obligations if applicable, TDS deduction on sponsorship fee payments under the Income Tax Act 1961, and the income tax treatment of podcast sponsorship income must be confirmed with a qualified Indian tax advisor. 8. PERFORMANCE METRICS AND REPORTING 8.1 Arjun Kapoor will provide PayQuick Technologies Pvt Ltd with a campaign performance report within 14 days of the final episode publication covering: 1. Download statistics for each sponsored episode from the podcast hosting platform. 2. Instagram post reach and engagement metrics for each sponsored post. 8.2 All data is sourced from Arjun Kapoor's podcast hosting platform and Instagram analytics and does not constitute a guarantee of minimum download or engagement levels. 9. EXCLUSIVITY 9.1 During the Campaign Period of July 1 2026 to August 31 2026 Arjun Kapoor agrees not to accept sponsorship from any competing fintech or digital payments product or app in India. 9.2 This exclusivity is limited to the fintech and digital payments category in India only. Arjun Kapoor is free to accept sponsorship from brands in all other categories. 9.3 No additional exclusivity fee applies as this exclusivity is included within the agreed Sponsorship Fee. 9.4 Note: The enforceability of category exclusivity under Indian contract law must be confirmed with a qualified attorney. 10. HOST RESTRICTIONS 10.1 During the Campaign Period Arjun Kapoor agrees not to make any public statement disparaging PayQuick Technologies Pvt Ltd or its products on the Podcast or social media. 10.2 Arjun Kapoor will disclose to PayQuick Technologies Pvt Ltd any other fintech category sponsorship discussions during the Campaign Period. 10.3 Note: Host restrictions must be proportionate and consistent with Arjun Kapoor's status as an independent contractor. Overly broad restrictions must be confirmed with a qualified attorney. 11. SPONSOR RESTRICTIONS 11.1 PayQuick Technologies Pvt Ltd may not use Arjun Kapoor's name, image, voice, or podcast branding in any advertising or promotional material beyond the agreed Deliverables without Arjun Kapoor's prior separate written consent. 11.2 PayQuick Technologies Pvt Ltd may not contact TechTalk India Podcast's listeners or audience directly through the Podcast's distribution channels without Arjun Kapoor's prior written permission. 12. INTELLECTUAL PROPERTY 12.1 Arjun Kapoor retains all intellectual property in TechTalk India Podcast including all episodes, recordings, branding, show notes, and audience relationship. 12.2 PayQuick Technologies Pvt Ltd retains all intellectual property in its brand assets, logo, and any produced ad content provided to Arjun Kapoor. 12.3 Arjun Kapoor grants PayQuick Technologies Pvt Ltd a limited non- exclusive license to use the TechTalk India Podcast name and episode clips featuring the sponsored Ad Reads solely for promoting the sponsorship in PayQuick Technologies Pvt Ltd's own marketing channels during and for 6 months after the Campaign Period. 12.4 Note: IP licensing in podcast content must comply with the Copyright Act 1957 and must be confirmed with a qualified Indian attorney. 13. REPRESENTATIONS AND WARRANTIES 13.1 Arjun Kapoor represents that he produces TechTalk India Podcast independently, that the Podcast does not infringe any third-party rights, that the stated audience statistics are accurate to the best of his knowledge, and that he has the right to enter into this agreement. 13.2 PayQuick Technologies Pvt Ltd represents that its payments app is lawfully available for download in India, that all advertising content complies with applicable Indian law, and that it has the right to grant Arjun Kapoor a license to reference its brand in the Deliverables. 14. TERMINATION 14.1 Either party may terminate this agreement for convenience with 30 days written notice. 14.2 Either party may terminate for material breach with 14 days written notice. The breaching party has 14 days to cure the breach before termination takes effect. 14.3 On early termination the Sponsorship Fee will be calculated on a pro-rata basis for Deliverables actually delivered and accepted before the termination date. 14.4 The FTC disclosure obligations and IP license provisions survive termination. 15. CONFIDENTIALITY 15.1 Both parties agree to keep the commercial terms of this agreement confidential except where required by law or professional advisors, or where PayQuick Technologies Pvt Ltd publicly promotes the sponsorship through its own marketing. 16. GOVERNING LAW AND DISPUTES 16.1 Laws of Maharashtra India govern this agreement. 16.2 Disputes proceed through direct negotiation then binding arbitration in Mumbai. SIGNATURE BLOCK: Note: Both parties must have this agreement reviewed by a qualified Indian attorney and tax advisor before signing. ASCI Influencer Advertising Guidelines compliance, GST invoicing obligations, TDS on sponsorship fees, Consumer Protection Act 2019 disclosure requirements, and exclusivity enforceability must all be confirmed before the campaign commences. Arjun Kapoor (Host) Signature: ________________ Date: ____________________ Witness: _________________ PayQuick Technologies Pvt Ltd (Sponsor) Signature: ________________ Name: ____________________ Title: ___________________ Date: ____________________ -------------------------------------------------- This Podcast Sponsorship Agreement draft was generated by an AI drafting tool as a structured preparation and documentation aid only. It does not constitute legal, financial, or tax advice. Always have this document reviewed by a qualified attorney and tax advisor before either party signs or the campaign commences. --------------------------------------------------