nanoPix Confidential Agreement – Cashew nut De-shelling Machine.

Proposal Overview
The proposal is to design, develop and supply “CASHEW NUT DE-SHELLING MACHINE” to
nanoPix, meeting nanoPix requirements for Manufacturing test and qualities

Kinetic Machines will ideate, design and prototype the “Cashew Nut De-shelling Machine”
to nanoPix as and when requested as per attainable lead times and as detailed in the
commercials section.

Kinetic Machines will share rights of IP ownership of the final product with nanoPix which
will be customized to meet the requirements while retaining the manufacturing and supply
rights

Deliverables & Task Ownership

Below is the list of deliverables for the solution with ownership of the deliverables

1. The Duration of the Completion of Project Deliverables will be up to 6 months from

the date of Kick off.

2. Demonstrate the following Solution: Kinetic Machines

a) 99.9 % efficiency
3. Design Specification closure: nanoPix, Kinetic Machines
a) Functional requirements closure and sign-off for each phase: nanoPix,
Kinetic Machines
b) Custom requirements: nanoPix
c) User UI requirements: Kinetic Machines with support from nanoPix
d) Field testing requirements and test plan with timelines: nanoPix

4. Design & Development: Kinetic Machines with inputs from nanoPix

a) Cashew De-shelling machine

b) Customization needed for Cashew nut De-shelling machine as

attachment to nanoPix machine

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nanoPix Confidential Agreement – Cashew nut De-shelling Machine.

5. Field Testing: nanoPix, Kinetic Machines

a) Delivery of Cashew nut De-shelling Machine Test Setup: Kinetic Machines

b) Field testing feedback and production qualification closure: nanoPix

c) Fault injection and fault identification testing: Kinetic Machines along with
nanoPix

6. Production: Kinetic Machines

Decision about production and delivery of the Machines will be decided on a later
stage analyzing several factors such as the business feasibility and alignment of the Business
model with Kinetic Machines existing policies, Minimum and Maximum number of Order,
Terms and conditions of the Post Sales Service etc.

IP Ownership

Kinetic Machines will develop the “Cashewnut de- shelling machine” and shall own all IP
related to the machine which was developed by Kinetic Machines. The IP of the product
“Cashewnut de-shelling machine” built for nanoPix shall be shared with nanoPix after the end of
project and release of all associated payments.. The libraries and BOM will be shared strictly
under the clause of NDA and nanoPix shall not modify, sub license or reverse Engineer any of
the machine and components which are not explicitly assigned to nanoPix.

In case Kinetic Machines decides not to pursue further development of the Machine, It shall
award nanoPix a “Right of first refusal” for licensing the related IP from Kinetic Machines
regarding the Cashewnut De-shelling Machine.

In case Kinetic Machines decide not to pursue Manufacture the Cashewnut De- shelling
Machine or any of its subcomponents, it shall transfer all knowledge required for
manufacturability of the machine and its components as applicable, No further licensing
costs will be applicable for such licensing and production by nanoPix. The IPs will still be
owned by relevant parties and this will amount only to royalty free licensing to manufacture
by nanoPix.

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nanoPix Confidential Agreement – Cashew nut De-shelling Machine.

Commercials:
One time initiation fee amount of INR __________/- in words (

will be paid for the development of the machine.

Exit Clause:

Pre-closure by Kinetic Machines:

In case Kinetic Machines decides to foreclose the project at any phase due to any reasons
in meeting the aligned design specifications, it shall handover all the IP created for this project
till such point of time to nanoPix.

Pre-Closure by nanoPix:
In case nanoPix decides to foreclose the project at any phase due to reasons not with
holding the above clause, nanoPix will forfeit all rights to the any IP associated with this project,
as defined in the IP Ownership section.