These Terms of Purchase are an ongoing contract between you on the one hand,

and each seller of Inventory (defined below) and Blubirch. (“Blubirch”), provider of

the online marketplace located at  2/1,27 th Cross,7 th Main Road Behind Krishna

Grand Hotel Banashankari Stage ii,Bengaluru ,Karnataka--560070   on the other

hand. By placing a bid or purchasing Inventory, you agree to be bound by these

Terms of Purchase If you do not agree to these Terms of Purchase you may not bid

upon or purchase Inventory.

1. Nature of Relationships

Blubirch is an intermediary that provides a platform, including the Site and Services,

through which Buyers may purchase Inventory from Sellers. Blubirch does not sell

Inventory and is not a party to any purchase and sale transaction, but merely

provides the platform through which a purchase and sale may be transacted

between a Buyer and Udaan (Seller). Blubirch does not inspect, and makes no

representations or warranties regarding, any Inventory. Further, Blubirch does not

recommend or endorse any Seller or Buyer, and makes no representations or

warranties regarding any Seller or Buyer. You should exercise caution and use your

independent judgment before bidding upon or purchasing Inventory.

2. Definitions

2.1 “Buyer” or “you” or “your” means the individual who purchases Inventory by

bidding on the platform provided by Blubirch

2.2 A” Completed Purchase” occurs when the Purchase Price for the Inventory has

been received in the Blubirch account, on behalf of Udaan(Seller)

2.3 “Extended Bidding” shall mean the circumstance where the closing time of a

Listing is extended by some number of minutes (“X”) as a result of a bid being placed

within a certain number of minutes (“Y”) prior to the current closing time of a Listing.

The values of X and Y can differ from Listing to Listing. For example, if a bid is

placed in the final Y minutes of the original end time for a particular Listing, the

bidding period will be extended by X minutes. If a bid is then placed within Y minutes

before the new end time, the bidding period will be extended again for X minutes

until there are no new bids placed for that auction asset for Y minutes.

2.4 “Inventory” means a Seller’s products that are available for purchase on the

platform provided by Blubirch.

2.5 “Listing” means the content on the Site associated with particular Inventory,

including, but not limited to, the description (quality) and quantity of the Inventory.

Sellers and Blubirch shall have the right to modify or correct any Listing at any time

prior to the end time of the Listing and, unless a cancellation is made by Blubirch or

Udaan(Seller), such modification shall be binding on any purchase of any Inventory

placed after such modification has been made.

2.6 “Promotional Content” means any and all information, service or content

provided by Sellers, Blubirch or their respective agents, in any medium, in

connection with these Terms of Purchase, including promotional content and Listings

to be displayed on the Site.

2.7 “Purchase Price” means, with respect to any Inventory, the Winning Bid

Amount.

2.8 “Winning Bid Amount” means, with respect to any Inventory, the highest bid

placed for such Inventory at the final closing time for the auction of such Inventory.

The Winning Bid Amount does not include shipping charges (if applicable), taxes or

Buyer’s Premium, the payment for each of which Buyer shall remain liable for.

3. Sale Process

3.1 Inventory. Inventory offered through the Site exists in different conditions,

including new, like new, unused good, used good, as-is, refurbished & defective.

Inventory is tested and graded by Udaan (Seller) and the specific condition of any

particular Inventory will be disclosed by Blubirch within the Listing for such Inventory.

3.2 Sale Process. Blubirch will be your primary point of contact regarding all Listing,

bidding, payment and customer service issues. Inventory will be sold pursuant to the

process set forth in this Section 3 (the “Sale”). If you wish to bid on Inventory, you

will be required to enter your bid amount. Your bid must be (i) in an amount equal to

or greater than the “next bid required” and (ii) placed before the scheduled closing

time for such Listing (including any additional time added for Extended Bidding). If

your bid is deemed the winning bid you will receive confirmation message on the

registered mobile number as updated by you from time to time by following

instructions on the Site. Neither Sellers nor Blubirch are responsible for the failure of

confirmation to reach you for any reason, including, but not limited to, technical

problems or other system error.

3.3 Winning Bids. If your bid is deemed the winning bid at the end of the Sale, you

agree to remit payment for such Inventory within two working days of your bid ending

time, Your payment will be made to Blubirch, on behalf of Seller, not to Seller

directly. If you fail to pay for the Inventory by the deadline for payment, you shall

forfeit any right to purchase such Inventory and Blubirch may deactivate your

account and password so you can no longer place bids on the Site and, at their sole

discretion, may choose to (i) contact the next highest bidder in the Sale for such

Inventory and offer to sell such Inventory to such bidder at such bidder’s bid price or

(ii) post such Inventory on the Site for sale in a new Listing.

3.4 Reserve Price. Your bid must meet or exceed the reserve price, if any. The

reserve price, if any, remains confidential until a bid exceeds such amount.

4. Conditions to Sale; Payment

4.1 Purchase Price. In consideration for your full payment of the Purchase Price to

Blubirch, as the limited payment agent of Udaan(Seller), in the manner and by the

deadlines set forth in the these Terms of Purchase, Udaan(Seller) hereby agrees to

sell to you such Inventory. Nothing in these Terms of Purchase or any Listing shall

otherwise obligate Udaan(Seller) or Blubirch to sell Inventory to you. You shall be

solely responsible for all the shipping and handling charges and any other expenses

incurred in connection with your purchase hereunder.

4.2 Cancellation. Please note that there may be certain bids and/or purchases that

Sellers or Blubirch are unable to accept and must cancel. Situations that may result

in your bid or purchase being cancelled include, but are not limited to, inaccuracies

or errors in product or bid information contained in Listings, or problems identified by

Blubirch’s credit and fraud avoidance departments. While Sellers and Blubirch strive

to provide accurate product and bid information, typographical or system errors may

occur. Udaan (Seller) or Blubirch have the right, at our sole discretion, to refuse or

cancel any purchases of Inventory for any reason. In the event that a bid or purchase

must be refused or cancelled, we will notify you by email of such refusal or

cancellation.

4.3 Payment Terms. You shall submit the Purchase Price to Blubirch, on behalf of

Udaan( Seller), under the payment terms set forth herein and in the applicable

Listing and Email Invoice. Blubirch will determine in its discretion if your payment is

complete. Once it is complete, Blubirch will transmit a paid invoice email (“Paid

Invoice”) to you and the Inventory’s Seller or custodian, which Paid Invoice will

serve as an authorization to release the Inventory to you. Blubirch may revise the

payment terms from time to time in its sole and absolute discretion upon notice to

you; provided, however, that any change to payment terms will not be effective for

any then-pending Sale, but will only be effective for the next Sale subsequent to

such notice. Upon acceptance of such Purchase Price and fulfilment of any other

applicable conditions to sale, Udaan(Seller) will sell you the Inventory and shall

make such Inventory available for removal by you or your agents in the manner set

forth in Section 5 below.

5. Removal and Acceptance of Inventory

5.1 Title; Risk of Loss. Title to the Inventory shall remain with Blubirch until you

have paid the Purchase Price and you or your agent take possession of the

Inventory (available at Seller Warehouse). You expressly acknowledge and agree

that risk of loss and liability for the Inventory shall pass to you upon pickup by you or

a carrier appointed by you (You or your agent shall have the right to count the

number of units to confirm and the quality of units matches the manifest prior to

taking possession. Unless there is variation of more than five percent in the quality of

units as per the manifest, if you fail or refuse to accept the delivery of such Inventory,

Blubirch will re-initiate new auction of that inventory, and the advance paid by you

will be forfeited You expressly acknowledge and agree that you shall have no right to

return the Inventory after taking possession of the Inventory.

6. Confidential Information

Buyer acknowledges that Blubirch may provide to Buyer bank account information to

facilitate payment of the Purchase Price, or other information that is identified as

confidential at the time of disclosure or should reasonably be considered confidential

based on the circumstances surrounding the disclosure and the nature of the

information disclose (“Confidential Information”). Buyer agrees to: (i) hold in

confidence and not disclose Confidential Information to third parties except as

permitted by these Terms of Purchase and the Terms of Use; and (ii) use the

Confidential Information only to fulfil its obligations and exercise its rights under

these Terms of Purchase and the Terms of Use. Buyer may share Confidential

Information with its employees, agents or contractors having a legitimate need to

know (provided that Buyer remains responsible for such parties’ compliance with the

terms of this Section 6). These confidentiality obligations do not apply to (and

Confidential Information does not include) information that: (i) is or becomes public

knowledge through no fault of Buyer; (ii) was known by Buyer prior to receipt of the

Confidential Information; (iii) is rightfully obtained by Buyer from a third party without

breach of any confidentiality obligation; or (iv) is independently developed by Buyer

without using Blubirch’s Confidential Information. Buyer may also disclose

Confidential Information to the extent required by law or court order, provided it gives

advance notice to Blubirch as applicable (if permitted by law), and cooperates in any

effort by Blubirch to obtain confidential treatment for the information. This Section 6

shall survive each purchase transaction hereunder, and any termination of these

Terms of Purchase or the Terms of Use.

7. Representation and Warranty

Buyer represents and warrants that if it creates or uses a Blubirch account on behalf

of a business entity, including by placing a bid for Inventory, it is authorized to act on

behalf of such business entity and to bind the business entity to these Terms of

Purchase. Buyer further represents and warrant that all information it submits to

Blubirch or Udaan( Seller) in connection with the bidding upon or purchase of

Inventory is true, complete and accurate.

8. WARRANTY DISCLAIMER; LIMITATION OF LIABILITY

EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS OF PURCHASE, THE

SITE AND RELATED SERVICES, AND ALL INVENTORY IS PROVIDED TO YOU

“AS IS” AND “WHERE IS”. IN ADDITION, AND TO THE FULLEST EXTENT

PERMITTED BY LAW, SELLER AND BLUBIRCH DISCLAIM ALL WARRANTIES

OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR

OTHERWISE, WITH RESPECT TO THE INVENTORY, THE SERVICE, THE SITE

OR ANY OTHER MATTER, INCLUDING WITHOUT LIMITATION THE

INVENTORY’S CONDITION OR QUALITY OR THE WARRANTIES OR

CONDITIONS OF NONINFRINGEMENT, MERCHANTABILITY AND FITNESS FOR

ANY PARTICULAR PURPOSE. NEITHER THE SELLER NOR BLUBIRCH

WARRANTS THAT THE SITE OR RELATED SERVICES WILL BE

UNINTERRUPTED OR ERROR FREE.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, BLUBIRCH

(INCLUDING THEIR RESPECTIVE PARENTS, SUBSIDIARIES, AND AFFILIATES,

AND OUR AND THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS AND

EMPLOYEES) ARE NOT LIABLE, AND BUYER AGREES NOT TO HOLD

BLUBIRCHRESPONSIBLE, FOR ANY DAMAGES OR LOSSES OF ANY KIND

(INCLUDING, BUT NOT LIMITED TO, LOSS OF MONEY, GOODWILL OR

REPUTATION, PROFITS, OTHER INTANGIBLE LOSSES, OR ANY SPECIAL,

INDIRECT, OR CONSEQUENTIAL DAMAGES) RESULTING DIRECTLY OR

INDIRECTLY FROM THE FOLLOWING, EVEN IF BLUBIRCH HAS BEEN ADVISED

OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES:

(a)    ANY INFORMATION OR CONTENT YOU PROVIDE (DIRECTLY OR

INDIRECTLY) USING THE SITE OR SERVICES;

(b)    YOUR USE OF OR YOUR INABILITY TO USE THE SITE OR SERVICES;

(c)    YOUR PURCHASE OF, USE OF, OR INABILITY TO USE INVENTORY,

INCLUDING BUT NOT LIMITED TO ANY INJURY OR DEATH INCURRED AS A

RESULT OF THE USE OR INABILITY TO USE INVENTORY;

(d)    DELAYS OR DISRUPTIONS IN PROVISION OF THE SERVICES;

(e)    VIRUSES OR OTHER MALICIOUS SOFTWARE OBTAINED BY ACCESSING

OR LINKING TO THE SITE OR SERVICES;

(f)     GLITCHES, BUGS, ERRORS, OR INACCURACIES OF ANY KIND IN THE

SITE OR SERVICES;

(g)    DAMAGE TO YOUR HARDWARE DEVICE FROM THE USE OF THE SITE

OR SERVICES;

(h)    THE CONTENT, ACTIONS, OR INACTIONS OF THIRD PARTIES,

INCLUDING AS RELATED TO INVENTORY LISTED ON THE SITE; AND

(i)     A SUSPENSION, DEACTIVATION OR OTHER ACTION TAKEN WITH

RESPECT TO YOUR ACCOUNT OR PASSWORD.

IN NO EVENT SHALL SELLER’S OR BLUBIRCH’S LIABILITY FOR ANY AND ALL

LOSSES OR DAMAGES RELATED TO THE USE OF THE SITE OR SERVICE, OR

THE BIDDING UPON OR PURCHASE OF ANY INVENTORY EXCEED THE

PURCHASE PRICE ACTUALLY PAID BY BUYER FOR THE INVENTORY AT

ISSUE. THIS LIMITATION OF LIABILITY SHALL SURVIVE EACH PURCHASE

TRANSACTION AND SHALL APPLY NOTWITHSTANDING THE FAILURE OF

ESSENTIAL PURPOSE OF ANY LIMITED REMEDY HEREIN.

SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF WARRANTIES

OR EXCLUSION OF DAMAGES, SO SUCH DISCLAIMERS AND EXCLUSIONS

MAY NOT APPLY TO YOU.

11. DISPUTES

11.1 All disputes subjected to Bangalore jurisdiction only