Please read this Policy (“Policy”) on Meesho Loyalty Program (“Loyalty Program”) carefully before
accessing, enrolling, using or participating in the Loyalty Program. This Policy is to be read in
conjunction with and to be construed in accordance with the provisions of the Supplier Agreement
(“Supplier Agreement”) as entered into between the Participant Supplier (as defined hereinafter) and
the Company.

This Policy is a Supplier Policy / Policy as understood under the Supplier Agreement and
as per the terms of the Supplier Agreement, the Participant Supplier (as defined hereinafter) agrees
to comply and be bound by this Policy. Without prejudice to the aforesaid, by enrolling, using,
accessing or participating in the Loyalty Program, the Participant Supplier (as defined hereinafter)
agrees to be bound by and comply with this Policy, as updated by Meesho from time to time, at its
sole discretion. The Participant Supplier’s continued participation in the Loyalty Program will be
indicative of the Participant Supplier’s acceptance of such revised terms.

1 DEFINITIONS AND INTERPRETATION

1.1 Unless the context otherwise requires, the following words and expressions shall have the meanings as set out herein below:
a. “Eligible Users” means such select category of Users based on such factors and eligibility criteria as may be deemed relevant and determined by the Company, at its sole discretion, to whom Company intends to offer Loyalty Program.
b. “Participant Supplier” means a Supplier who has at its sole discretion agreed to register, enrol and participate in the Loyalty Program.
c. “Specified Products” means subject to Paragraph 2.2, such products on which an Eligible User will be eligible and able to earn Meesho Smart Coins which products shall be such products or category of products as mutually agreed between the Participant Supplier and the Company in accordance with the terms herein.

1.2 Capitalized terms used in this Policy but not defined herein shall have the respective meaning as assigned to such term under the Supplier Agreement.

1.3 Any word or phrase defined in the body of this Policy shall have the meaning assigned to such term in such definition throughout this Policy, unless the contrary is expressly stated.

1.4 The terms governing the Loyalty Program shall be read without prejudice to and in conjunction with the Supplier Agreement. If there is any conflict or inconsistency between a term in the body of this Policy and a term in the Supplier Agreement, the term in the Policy shall prevail.

2 TERMS GOVERNING THE LOYALTY PROGRAM

2.1 Loyalty Program

a. The Participant Supplier acknowledges and agrees that the participation of the Participant Supplier in the Loyalty Program is entirely voluntary and the Participant Supplier at its sole discretion has agreed and decided to enroll and participate in the Loyalty Program taking into account and after consideration of all the benefits and implications of such enrolment, which may include increased visibility for the Specified Products on the Platform.

The Participant Supplier has carefully read and understood the terms of this Policy prior to making its decision and determination to enter into and participate in the Loyalty Program.

b. The Participant Supplier acknowledges and agrees that upon enrolment in the Loyalty Program, the Participant Supplier shall be mandatorily required to participate in the Loyalty Program for a minimum period of 30 (thirty) days from the date of such enrolment or such other period as determined and intimated by the Company, or such extended period as the Participant Supplier consents to (“Participation Period”).

c. The Participant Supplier acknowledges and agrees that the participation of the Participant Supplier in the Loyalty Program will be subject to compliance with any other terms and conditions (including FAQs) that may be communicated by Company to such Participant Supplier from time to time, through any notice sent by courier, certified mail, by facsimile or email to the last-known correspondence, fax or email address provided by the Participant
Supplier to the Company, or by posting such terms and conditions on an area of the Platform that is publicly accessible or accessible to the Participant Supplier.

d. Pursuant to the Loyalty Program, the Eligible Users will be able to earn certain benefits and
rewards in the form of virtual coins (“Meesho Smart Coins”) on the Platform. Meesho Smart
Coins may be earned by the Eligible Users inter alia through the purchase of the Specified
Products. The Participant Supplier understands, acknowledges and agrees that its continued
compliance with the terms of the Policy is indispensable and critical for the smooth
operation and functioning of the Loyalty Program on the Platform.

e. The Company shall have sole right and discretion to determine and ascertain the mode and
manner of operating and offering of Loyalty Program including Meesho Smart Coins and
features thereunder, and the Participant Supplier shall not have any say in that regard.

Without prejudice to the generality of the foregoing, the Company shall have the right in its sole discretion to determine or undertake the following:

(i) the quantum or amount of Meesho Smart Coins that can be earned by the Eligible User on the Specified Product, based on such criteria as deemed fit and appropriate by the Company;

(ii) change the criteria which determine the number of Meesho Smart Coins that can be earned on a Specified product at any point of time;

(iii) the nature and category of the products against which Meesho Smart Coins may be redeemed and accordingly be eligible for redemption on the Platform;

(iv) any limitations, restrictions and cap to be placed on the Users in relation to the redemption of Meesho Smart Coins (whether generally or in each instance);

(v) the expiry /lapse period of Meesho Smart Coins;

(vi) the Participation Period for the Participant Suppliers in the Loyalty Program, and

(vi) the nature, category or type of Products in relation to which Meesho Smart Coins can be redeemed.

2.2 Specified Products

a. The Company reserves the right to determine the Products (including the nature and category
of Products and catalogues) which shall be regarded as Specified Products and accordingly be
covered under the Loyalty Program.
b. The Company may exclude, remove or disallow any product(s) or category of product(s) from
the Specified Products at its sole discretion.

2.3 Supplier Contribution

a. By enrolling and participating in the Loyalty Program, the Participant Supplier agrees to make a contribution to the Company for each Specified Product sold on the Platform. This contribution will be a mutually agreed percentage of the price of the relevant Specified Product at the time of the Participant Supplier’s enrollment to the Loyalty Program, known as the “Supplier Contribution.” The Supplier Contribution may vary across different categories or types of Specified Products.

b. The Company may, from time to time, increase or revise the Supplier Contribution by providing written notice to the Participant Supplier. In the event of an increase, the Participant Supplier has the option to opt out of the Loyalty Program by issuing a notice to the Company. However, if the Participant Supplier continues to participate, it will be deemed as accepting the increased or revised Supplier Contribution without any further action or notice.

c. The Supplier Contributions received from all Participant Suppliers will be deposited into a designated escrow account known as the “Designated Escrow Account.” The funds in this account will be utilized for the redemption of Meesho Smart Coins by Eligible Users. The Company holds the Supplier Contributions in trust on behalf of and for the benefit of the Participant Suppliers.

d. The Designated Escrow Account, including its debits and credits, will be operated and managed by an independent escrow agent as per the agreement(s) between the Company and the escrow agent. Additionally, an independent third-party entity will monitor and administer the Designated Escrow Account in accordance with the agreement(s) between the Company and the third party.

2.4 The Participant Suppliers are responsible for fulfilling orders from Users on the Platform by maintaining sufficient stock of the Products as per the Supplier Agreement and Supplier Policies. Participation in the Loyalty Program does not affect these obligations.

2.5 The Participant Supplier has the option to opt out of participating in the Loyalty Program on certain specified days, as communicated by the Company. During these specified days, the Participant Supplier is not required to pay the Supplier Contribution. To opt out, the Participant Supplier must provide written notice to the Company at least 10 (ten) days prior to the specified day in question.

3 MISCELLANEOUS

3.1 The Company does not warrant or guarantee any results or successes out of the Loyalty Program
(including without limitation any increase in the sales of all or any of the Specified Products as
offered by the Participant Supplier) and the Company disclaims all liabilities and responsibilities
in that regard.
3.2 The Company reserves the right to suspend or disqualify (temporarily or permanently) any
Participant Supplier from the Loyalty Program if: (i) any fraudulent or abusive activity is carried
out by such Participant Supplier; or (ii) if the Participant Supplier has violated the applicable laws,
Supplier Agreement, this Policy or any other Supplier Policy. The decision of the Company shall
be final and binding on the Participant Supplier.
3.3 The Company disclaims all liabilities or losses that may arise due to or in connection with the
enrolment or participation of the Participant Supplier in the Loyalty Program.
3.4 The Company reserves the right at any time to modify, withdraw or terminate the Loyalty
Program including any feature or aspect thereunder at its sole discretion, with or without any
notice and without any liability or obligation in this regard (including without limitation on
account of any queries or concerns raised by any regulatory authority or for ensuring compliance
with applicable laws).
3.5 Without prejudice to the Paragraph 3.4 above, the Company reserves the right in its discretion
to amend, modify or withdraw any feature or aspect of the Loyalty Program at any time (on one
or more occasions) with or without any notice to any Participant Supplier.
3.6 The Loyalty Program and the Meesho Smart Coins granted hereunder are purely in the nature of
loyalty benefits intended to be granted to the Eligible Users and the same is not a Prepaid
Payment Instrument (PPI) / wallet or any other payment mode / payment instrument as
understood under Indian payment and settlement systems laws as well as notifications and
directions issued by the Reserve Bank of India.
3.7 The Participant Supplier understands and acknowledges that its participation in the Loyalty
Program and in connection with the earning and/or redemption of the Meesho Smart Coins shall
in all events be subject to compliance by the Participant Supplier of the applicable laws. The
Participant Supplier represents and warrants that its enrolment or participation in the Loyalty
Program does not result in violation of any applicable laws by the Participant Supplier.

3.8 The Company reserves the right to unilaterally update, change or replace any part of the Policy
by publishing updates or changes on the Platform or communicating the same to the Participant
Supplier in writing and such amended provisions of the Policy shall be effective immediately upon
being posted on the Platform or being communicated to the Participant Supplier, unless
otherwise specified by the Company. It is the responsibility of the Participant Supplier to check
this page periodically for changes. The Participant Supplier’s continued use of or access to the
Platform or participation in the Loyalty Program following the posting of any changes constitutes
acceptance of those changes.
3.9 The Company, from time to time, may offer certain discounts, promotions, offers and cashbacks
to the Users on the Platform for marketing / promotional purposes.
4 COMMUNICATION
4.1 All queries, notices, concerns or questions about the Agreement by the Participant Supplier(s)
should be sent to the Company through the ticketing system provided under the supplier panel
on the Platform.
4.2 All notices or demands to or upon a Participant Supplier(s) shall be effective if either delivered
personally, sent by courier, certified mail, by facsimile or email to the last-known
correspondence, fax or email address provided by the Participant Supplier(s) to the Company, or
by posting such notice or demand on an area of the Platform that is publicly accessible or
accessible to the Participant Supplier(s).
4.3 Notice to a Participant Supplier(s) shall be deemed to be received by such Participant Supplier(s)
if and either when sent to the Participant Supplier at the address, email or other communication
details provided by such Participant Supplier to the Company, whether in physical or electronic
form, has been sent to such Participant Supplier(s), or immediately upon publishing of such
notice on an area of the Platform that is publicly accessible or accessible to the Participant
Supplier(s).