Trainee Engagement Letter

Tuesday, February 28, 2023

Dear Aditya Kumar Vishwakarma,

Pursuant to your application for participation in the Training Program at Byjus, we are pleased to register you as an Trainee- MTP Sales / (“Trainee”) to
undergo training as part of the “Training” at Think & Learn Pvt. Ltd. (“Byjus” or “Company”).

The Training shall be subject to the terms and conditions specified below.

1. Engagement:

1.1. For the purposes of the Training, the Trainee shall be engaged for a fixed-term short duration as specified in this Letter. The induction to this Training is
not and shall not be, at any point, treated or construed as a contract of permanent employment between the Trainee and the Company or commitment for
continued employment in the future. The Trainee shall not have the authority to bind or represent the Company in any manner whatsoever, after the
termination/completion of Training under this Letter.

2. Background Check:

2.1. This Training engagement is based on the information furnished by the Trainee in his/her/their application. Trainee shall inform the Company in writing
about the changes in any particulars submitted in the application.

2.2. The Company may, at its discretion, conduct background verification, prior to or at any time after commencement of the Training Period, to verify,
including but not limited to, your professional certifications, designations or licenses, educational background, identity, proof of age, address, [past work
experience (if any)] and criminal records. The Trainee hereby provides his/her/their express consent to the Company for conducting such background
checks. The commencement and subsequent continuation of this Training is subject to validation of any information provided by you to the Company and to
the satisfactory outcome of the screening exercise (including background verification and criminal history check).

2.3. The Training shall also be subject to the production of necessary documents including educational and professional certificates and shall be deemed to
be rescinded automatically without any costs to the Company in the event such necessary documents are not provided to the Company.

2.4. If, at any time in future, it comes to light that any of the information provided by the Trainee in order to participate in this Training, is incorrect or any
relevant information may or has been purposely withheld, the Training shall be terminated without notice without any liabilities to the Company.

3. Program Details:

3.1. The Training shall commence on Tuesday, March 7, 2023 or such other date as may be subsequently communicated to you in writing by Byjus (“Start
Date”).

3.2. The Training shall be for a period of 2 Weeks (“Training Period”)

3.3. The training will be conducted on-site at the locations specified below:
TLPL, Kalyani Tech Park, opposite to Brookfield Hospital, EPIP Zone, Brookefield, Bengaluru, Karnataka 560037

3.4. On the Start Date, the Trainee shall be required to report at the location specified in clause 3.3(a) above at [IST 8:30 AM].

3.5. The Trainee will be assigned a supervisor on the first day of the Training Period and will be required to act in accordance with the instructions of such
supervisor. As a Trainee, you will carry out such tasks as may be entrusted to you from time to time.

3.6. Trainee shall be required to carry the below-mentioned documents on the Start Date:
a) Education Document
b) Pan Card
c) Aadhaar Card
d) Cancelled Cheque/Bank Statement/Bank Passbook

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4. Training Period:

4.1. The Training Period shall be 2 Weeks and this engagement will automatically expire upon the completion of the Training Period unless terminated earlier
as per the provisions of this Letter.

4.2. Notwithstanding anything contained in clause 4.1, the Training Period may be shortened or extended based on the Trainee’s performance and at
discretion of Byjus. In such an event, the Trainee shall be paid a prorated amount for those weeks. The decision of the Company in this matter shall be final
and binding.

5. Remuneration and other Benefits:

5.1. Your remuneration for the entire duration of the Training is INR 8,960.00 (Incl. any other applicable statutory deductions). The remuneration shall be paid
monthly on a pro-rata basis as per the number of days worked in the relevant month.

5.2. In accordance with the applicable law, the Company shall be entitled to deduct from the monthly
remuneration payable to the Trainee, the following contractual, statutory, and compulsory deductions:
a) Provident Fund and ESIC and other statutory deductions.
b) Income tax.
c) Dues to Company including loans at source at the rates applicable.
d) PF administrative charges and EDLI charges as per rules will be included in the above-
mentioned remuneration.

5.3. In addition to the remuneration mentioned in clause 5.1 above, the Trainee shall be paid the expenses incurred by the Trainee on behalf of theCompany
or its clients as authorized, in connection with the work performed as part of the Training, and upon presenting supporting vouchers/documents. The
Expense Policy of the Company applicable to the Trainee will be shared upon commencement of Training in accordance with the terms set out under this
Letter.

5.4. The remuneration payable under this Letter is purely a matter between Trainee and the Company and has been arrived at on the basis of your specific
background and professional merit. The Company expects that the Trainee maintains this information including any future changes to the remuneration, as
strictly personal and confidential.

5.5. The Company will deduct taxes as appropriate and consistent with applicable tax laws and regulations (including as set out under 5.4 of this Letter).
Trainees will be responsible for his/he/their tax liabilities under all applicable tax laws and regulations.

6. Company Policies:

6.1. Trainee will be governed by the Company’s policies, regulations, and procedures on the working hours, anti-sexual harassment, leave, travel, transfers,
misconduct, etc., presently in force or as introduced/amended from time to time for the trainees.

7. Absence from duty:

7.1. During the Training Period, if the Trainee absents himself/herself/themselves from reporting for the Training without prior leave approval or proper
intimation, then those day/days will be treated as absence from work. The days of absence will be treated as loss of pay days.

7.2. The Trainee shall be expected to report to his/her/their Training supervisor on resuming the Training after any unauthorized absence and provide valid
reasons for absence in writing.

7.3. Where the Trainee is absent from the Training for more than 1* day without any authorization from the Training supervisor, such absence shall be
treated as an automatic disqualification to participate in the Training and the Training shall be discontinued with immediate effect without any compensation
to the Trainee.

7.4. Trainee will be entitled to get 1 casual leave/sick leave per month. If you join the program from the 1st to the 15th of a month, you are entitled to get the
leave credit for that month. If you join the program between the 16th to the end of the month, you are not entitled to the leave credit for that month. You will
not be eligible for any other paid leaves during the Applicant Training Program.

8. Obligations of the Trainee:

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8.1. Trainee shall abide by all reasonable and lawful directions given to him/her/them by the supervisor or any other official of the Company nominated by the
Company for the purposes of the Training.

8.2. Trainee will conduct himself/herself/themselves in good standing at all times and abide by the law of the land whether in relation to the Training or
otherwise.

8.3. In the event any complaint or proceeding is initiated against the Trainee during the Training Period, whether civil or criminal in nature, the Trainee shall
be required to immediately inform the Company of the same.

8.4. Trainee shall not undertake any other assignment during the subsistence of the Training that conflicts with the tasks assigned as part of the Training.
Any contravention thereof will lead to the forthwith termination of the Training.

8.5. Trainee will be required to follow the rules of discipline prescribed by the Company and conduct himself/herself/themselves in accordance with the
decorum of the workplace and maintain the highest standard of ethics. The Company reserves the right to forthwith terminate the Training at any given point
of time during the Training Period in the event Trainee is found involved in any unethical practices, fraudulent activities, misrepresentation etc.

8.6. Trainee shall contribute to the best of knowledge, skills, abilities and expertise for the promotion of the Company’s business.

8.7. The Company believes in openness and good communications as the most effective means of addressing work related issues and concerns. The
Company’s grievance procedure, as set out in the Company Policies, has been introduced to benefit all individuals engaged with the Company (including
trainees), and is intended to provide all with a systematic way of airing grievances and reaching a solution in as short a time as possible.

8.8. Trainee shall be responsible for the safekeeping and return in good condition and order of all the properties of the Company, which may be in Trainee’s
case, custody, care or charge. For the loss of any properties of the Company in Trainee’s possession, the Company will have a right to assess on its own
basis and recover the damages of all such materials from the Trainee and to take such other action as it deems proper in the event of the Trainee’s failure to
account such material or property to its satisfaction.

8.9. Trainee shall not, during the Training with the Company under this Letter, directly or indirectly engage himself/herself/themselves in or devote any time
or attention to any part-time employment or business or position of monetary interest, other than that of the Company. Further, Trainee shall not divulge,
communicate or pass any information in any form, related to any aspect of the Company to anyone outside the Company.

8.10. Trainee shall endeavor to uphold the good image of the Company and shall not by his/her/their conduct adversely affect the reputation of the Company
and bring disrepute to the Company, in any manner whatsoever. Trainee shall not conduct himself/herself/themselves in any manner amounting to a breach
of confidence reposed in the Trainee or inconsistent with the interest of the Company. Trainee shall at all times deal with the Company’s money, material,
and documents with utmost honesty and professional ethics.

8.11. During the course of the Training under this Letter, if the Trainee, at any time render yourself incompetent to perform your duties or if you should
misconduct yourself or be disobedient, intemperate, irregular in attendance, commit a breach of the terms of your engagement under this Letter or of any of
the stipulations herein contained, the Company shall without prejudice to any of its rights under the terms herein contained, be entitled to terminate your
engagement forthwith without notice or payment in lieu of notice and deduct from your remuneration or other emoluments, if any, then due to you, including
the amount of any damage that the Company may have sustained.

8.12. During the course of the Training under this Letter, if the Trainee, at any time render himself/herself/themselves in inappropriate behavior/ conversation
with the customer, the Company shall without prejudice to any of its rights under the terms herein contained, be entitled to initiate any disciplinary action
including, but not limited to warning, suspension or disqualification of the Trainee’s candidature forthwith without notice or payment in lieu of notice and
deduct from the remuneration or other emoluments, if any, then due to the Trainee, including the amount of any damage that the Company may have
sustained.

8.13. During the Training under this Letter and at all times thereafter:
a) Trainee shall not, directly or indirectly, in any capacity or manner, make, express, transmit, speak, write, verbalize, or otherwise communicate in any way
(or cause, further, assist, solicit, encourage, support or participate in any of the foregoing) any remark, comment, message, information, declaration,
communication or other statement of any kind, whether verbal, in writing, electronically transferred or otherwise, that may reasonably be construed to be
derogatory, disparaging, denigrating, maligning or critical of, or negative towards the Company or the business or business relationships of the Company or
any shareholder, or any of their affiliates, investors, employees, directors, agents, or partners including business partners.
b) Trainee shall not assist, or cooperate with, any other person in committing any act, which, if committed by the Trainee, would constitute a violation of this
clause; and
c) Trainee shall not do or cause to be done any act, deed or thing which would affect any employee’s obligations to the Company and shall promptly inform
and keep informed the Company of any act, deed, thing or event which would prejudicially affect the interests of the Company. Any violation to the provision
will lead to legal/disciplinary action.

8.14. Trainee shall be required to sign a ‘Non-Disclosure and Confidential Information Agreement’ with the Company, prior to joining the Company. Training
with the Company shall be contingent upon the Trainee executing the aforesaid agreement.

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9. Confidential Information:

9.1. During the Training, Trainee may come into possession of information confidential to the Company and agree to keep confidential, Company’s
proprietary and confidential information obtained at any time during the period of Training in the Company. Confidential information includes, and is not
limited to course materials, videos, financial documents, and other relevant documents. Trainee shall not disclose such Confidential Information to any
person. Trainee shall not make any copies of the Confidential Information. Trainee shall not disclose, reproduce, or use any Confidential Information for any
purpose except solely in connection with work assigned to the Trainee during the Training. Obligations with respect to confidentiality shall be more fully
detailed under the [Non-Disclosure and Confidential Information Agreement] executed by you with the Company and you shall at all times be bound by the
provisions laid therein.

10. Intellectual Property Rights:

10.1. All the intellectual property rights in the material developed by the Trainee, class material, and related documents shall at all times remain the property
of the Company. Trainee shall provide all assistance and execute all deeds and documents required to vest the intellectual property rights with the Company.
In the event any of the intellectual property rights are not assignable under applicable laws, Trainee shall provide exclusive, transferable, assignable, royalty-
free rights in such intellectual property in perpetuity to the Company. Trainee shall not assert any right, title, or interest over such intellectual property rights.

11. Indemnity :

11.1. Trainee hereby agrees to indemnify and keep indemnified and hold the Company harmless from and against any loss, claim, damage, costs, taxes,
duties, additions, penalties, interest thereon or expenses of any kind, including reasonable attorney’s fees, incurred/sustained or caused to be
incurred/sustained by the Company on account of:
a) Any act or omission by the Trainee;
b) Contravention of any of the terms, conditions, covenants of this letter or the Non-Disclosure and Confidential Information Agreement;
c) Any representation or warranty or information furnished to the Company found to be false;
d) Violation/non-compliance with any laws/rules/regulations while rendering the services; and/or
e) Failure to adhere to the standards/specifications/policies of the Company.

12. Termination: The Training can be terminated in the following manner:

12.1. The Company will be entitled to disqualify/discontinue the Trainee’s participation in the training program by giving 48 hours’ notice in writing, or by
payment of 48 hours’ remuneration in lieu of such notice with or without cause.

12.2. In the event the Trainee desires to opt-out of the Training, you will be required to give the Company 48 hours’ notice in writing or 48 hours’
remuneration in lieu of such notice.

12.3. Pursuant to termination of Training under clause 12, the Trainee shall be disqualified and not be eligible to be hired by the Company in the future.

12.4. In the event of disqualification on disciplinary grounds including but not limited to embezzlement, fraud, gross negligence, willful misconduct, criminal
offenses - alleged or guilty, or a material violation of Company policies or the Trainee is found to be absconding from the Training or for any other reasons
causing grievous loss/damage/disrepute to the Company/associates, the Trainee’s disqualification will be immediate and without any notice or
compensation.

12.5. Training Certificate will be provided only on completion of the training period. If the resignation is initiated by you or the Trainee has been relieved as
part of the Absenteeism policy, for violating the company policies, or for disciplinary issues during the training, you will not receive the Training Certificate.

12.6. On expiry or early termination of Training, as the case may be, Trainee will immediately surrender to the Company, all materials, correspondence,
books, documents, records, assets etc. belonging to the Company or relating to its business.

13. Post Completion of Training:

Completion of the training does not guarantee continued engagement or an offer of permanent employment with the Company. However, basis a qualitative
and quantitative analysis of the performance during the Training and upon successful completion of the Training and fulfillment of the conditions mentioned in
this Letter, the Company may, at its sole discretion, consider providing an offer of permanent employment to the Trainee in a Business Development role,
which may be either in (i) Pre-sale; (ii) Direct-sale or (iii) Inside sale, as may be deemed fit by the Company and in line with the work requirements of the
Company at the relevant time. The compensation package for such permanent position, if any, offered by the Company will be as per the prevalent market
practices, industry conditions and business requirements of the Company. The work location may be either the location where the OJT Training was
conducted or any other location as may be determined by the Company from time to time. Provided that, nothing in this clause shall be construed as any
commitment or guarantee provided by the Company for any employment or any other engagement with the Company.

14. Return of Property:

14.1. Trainee shall, on ceasing to be a part of the Training for any reason and in addition to the obligations under the Non-Disclosure and Confidential
Information Agreement, forthwith return all Company properties, movable and immovable, including all Company information and data in any form, files,

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reports, memoranda, software, credit cards, door and file keys, computer access codes, laptops, desktops, and such other property which the Trainee
received or in possession or prepared in connection with the Trainee’s association with the Company. For the loss of any properties of the Company in the
Trainee’s possession, the Company will have a right to assess and recover the damages of all such materials from the Trainee and to take such other action
as it deems proper in the event of the Trainee’s failure to account such material or property to its satisfaction.

14.2. The terms of your engagement detailed above are strictly confidential and should be treated as privileged information between yourself and the
Company. You are expected to maintain such information appropriately. Trainee is requested to signify his/her/their acceptance of the terms and conditions
contained under this Letter by signing and returning to the Company the duplicate copy of this Letter. This offer of Trainee and all of the terms outlined
hereunder will automatically expire on Tuesday, March 7, 2023, in case of any failure on your part to confirm your acceptance thereof by or before Tuesday,
March 7, 2023 or your failure to report to the Company on Tuesday, March 7, 2023.

14.3. The Company reserves the right to withdraw this offer of Training made to you, without prejudice and without providing any reasons, whatsoever,
before receipt of your acceptance of the same.

14.4. This letter constitutes the complete understanding between the Trainee and the Company regarding the terms of the Training with the Company. This
supersedes any and all other agreements, either written or oral, between Trainee and the Company in this regard. Any modification of this letter will be
effective only if it is in writing, signed by both parties.

14.5. All disputes arising herein shall be governed by the laws of India and the jurisdiction to entertain and try such dispute shall vest exclusively in the courts
of Bangalore, Karnataka. We look forward to you joining the Training. We are certain that as a participant of the Training, you will find challenge, satisfaction,
and opportunity in your association with the Company.

Yours sincerely,

For and on behalf of

Acknowledgment and Consent

I hereby confirm that I have read, understood and accept the terms set out in this Letter and agree and accept the same.

_____________________________
Signature of the Trainee

This is system generated offer letter and does not require an authorized signature .
Annexure
Indicative Terms of the permanent position referred to in Clause 13 of the Letter

As mentioned in clause 13 of the Letter, pursuant to completion of the Training, the Company shall conduct a qualitative and quantitative analysis of the
performance of the Trainee during the Training Period, successful completion of the Training and fulfillment of the conditions mentioned in this Letter. Subject
to such assessment, the Company may, at its sole discretion, may provide an offer of a permanent employment position to the Trainee on the indicative
terms and benefits set out below:

1. Prospective Role: The individual may be engaged in the role of a Business Development Associate (“BDA”) , which may be either in (i) Pre-sales; (ii)
Centre-sales or (iii) Inside sales, as may be deemed fit by the Company and in line with the work requirements of the Company at the relevant time.

2. Prospective Compensation: [Subject to the business requirements and the prevailing market conditions, the prospective annual compensation offered with
a permanent position, if any, will be as per the prevalent market practice and will be subject to tax as required under the applicable law.] or [Subject to the
business requirements and the prevailing market conditions, the prospective annual compensation offered with a permanent position, could range from INR
3.75 Lakhs to 4.75 Lakhs (Fixed) & 1 Lakh (Variable) Annually.

3. Prospective Location: In the event a permanent position is offered by the Company, the work location could be either the location where the OJT Training
was conducted or any other location as may be determined by the Company from time to time. The Company will reserve the right to transfer the individual

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to any location, as the Company may deem fit, from time to time.

4. The terms stipulated in this Annexure are only indicative and shall not be construed as any commitment or guarantee provided by the Company with
respect to any employment with the Company.

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