SUNLIGHT TECHNOLOGIES INDIA PRIVATE LIMITED

PROPRIETARY INFORMATION AND INVENTION ASSIGNMENT AGREEMENT

As a condition of my service relationship with Sunlight Technologies India Private Limited and its
subsidiaries, affiliates, successors or assigns (collectively, the “Company”), and in consideration of the
Relationship (as defined below) and my receipt of compensation now and hereafter paid by the Company, I
am entering into this Proprietary Information and Invention Assignment Agreement (this “Agreement”) with
the Company effective as of _________________
May 22nd, 2023 (the “Effective Date”).
1. Relationship; Duties; No Conflicts.
(a) Relationship. This Agreement governs my service relationship with the Company,
whether as an employee, advisor, officer and/or director (such relationship, the “Relationship”). If the
Relationship is an employment relationship and it is terminated and the Company re-engages me as an
employee within a year thereafter, I agree that this Agreement will also apply to such later Relationship
(and such Relationship will be included in the definition of “Relationship” as such term is used herein), unless
the Company and I otherwise agree in writing.
(b) At-Will Relationship. I understand and acknowledge that, except as may be
otherwise explicitly provided in a separate written agreement between me and the Company, the
Relationship is and will continue to be at-will, as defined under applicable law, meaning that either I or the
Company may terminate the Relationship at any time for any reason or no reason, with prior written notice,
and without further obligation or liability, other than those provisions of this Agreement that explicitly
continue in effect after termination of the Relationship.
(c) Duties. I will perform for the Company such duties as may be designated by the
Company from time to time or that are otherwise within the scope of the Relationship and not contrary to
instructions from the Company. During the term of the Relationship, I will devote my best business efforts
to the interests of the Company and will not engage in other employment or in any activities detrimental to
the best interests of the Company without the prior written consent of the Company.
(d) No Conflicts. I represent, warrant and covenant that neither the Relationship, my
execution of this Agreement nor my performance of my obligations hereunder breach or will breach any
other agreement or obligation between me and any previous employer, client or other third party, including
without limitation any agreement or obligation to keep in confidence proprietary information or materials I
have acquired prior to or during the term of the Relationship, that may restrict my ability to enter into the
Relationship or my ability to recruit or engage customers, suppliers or service providers on behalf of the
Company, or otherwise relates to or restricts my ability to perform my duties for the Company or any
obligation I may have to the Company, and any agreement or obligation relating to non-competition, non-
solicitation, nondisclosure, invention agreements and/or fiduciary duties. I have attached a complete and
accurate list of all such agreements or obligations, if any, on Exhibit A attached hereto.
2. Confidential Information.
(a) Definition. “Confidential Information” means (i) any and all data and information of
any type whatsoever directly or indirectly related to the Company, its technology, intellectual property,
products, candidates, business, assets, finances, operations or opportunities, (ii) all Company Inventions
(as defined below) and all associated records, (iii) the existence and terms of this Agreement and the nature
and scope of the Relationship, (iv) any information that may be made known to me in the course of the
Relationship, including, without limitation, any such information that the Company has received from others
that the Company is obligated to treat as confidential or proprietary, and (v) any and all data and information
generated or obtained by or on behalf of me that contains, reflects, or is derived from any of the foregoing,
in each case whether in writing, or in oral, graphic, electronic or any other form, and whether disclosed,
generated or obtained before or after the date on which the Relationship commenced. Confidential
Information does not include information that is in or enters the public domain other than through (A) a
data security breach or (B) my or any third party’s breach of this Agreement or any similar obligations of
confidentiality owed to the Company.
(b) Nondisclosure and Nonuse. I will, at all times during the Relationship and
thereafter, (i) hold all Confidential Information in strictest confidence, (ii) not use or reproduce any
Confidential Information, except to the extent necessary to perform my obligations under this Agreement,
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and (iii) not disclose any Confidential Information to any person, firm, institution, corporation or other entity
(“Person”) without written authorization of the Board of Directors or the Chief Executive Officer of the
Company (except if I am the Chief Executive Officer, in which case written authorization of the Board of
Directors will be required) in each instance. I will immediately give notice to the Company of any
unauthorized use or disclosure of any Confidential Information. I will assist the Company in remedying any
such unauthorized use or disclosure of the Confidential Information. My nondisclosure obligations under this
Section 2(b) do not apply to the extent that I am required to disclose information by applicable law,
regulation or order of a governmental agency or a court of competent jurisdiction; provided, however, that
I will provide reasonable advanced written notice thereof to the Company, consult with the Company with
respect to such disclosure, provide the Company sufficient opportunity to object to any such disclosure or
to request confidential treatment thereof (if applicable), and cooperate with the Company in objecting to,
narrowing the scope of, or obtaining a protective order or confidential treatment of such information.
(c) Third Party Information. My agreements in this Section 2 are intended to be for
the benefit of the Company and any third party that has entrusted information or material to the Company
in confidence. I further agree that, during the term of the Relationship and thereafter, I will not use or
disclose to the Company any confidential, proprietary information or trade secrets of my former or current
clients or employers or any other Person, and I agree not to bring any such information onto the Company’s
property or place of business and/or cause such information to be stored on the Company’s Facilities
Information Technology and Access Resources (as defined in Section 2(i) below), in each case without the
written consent of such client or Person.
(d) Other Rights. This Agreement is intended to supplement, and not to supersede, any
rights the Company may have in law or equity with respect to the protection of trade secrets or confidential
or proprietary information.
(e) Sexual Harassment or Sexual Assault. I understand that nothing in this
Agreement prohibits or restricts me from disclosing sexual harassment or sexual assault occurring in the
workplace, at work-related events off the employment premises coordinated by or through Company, or
between employees, or between an employer and an employee.
(f) Government Investigations. Nothing in this Agreement prohibits or restricts me (or
my attorney) from filing a charge or complaint with the Labour Commissioner, any self-regulatory
organization, or any other central or state regulatory authority (“Government Agencies”). I further
understand that this Agreement does not limit my ability to communicate with any Government Agencies or
otherwise participate in any investigation or proceeding that may be conducted by any Government Agency
without notice to the Company. This Agreement does not limit my right to receive an award for information
provided to any Government Agencies.
(g) Security and Access; No Expectation of Privacy. I will (i) comply with all Company
security policies and procedures as in force from time to time, including, without limitation, those regarding
computer equipment, telephone systems, voicemail systems, facilities access, monitoring, key cards, access
codes, Company intranet, internet, social media and instant messaging systems, computer systems, email
systems, computer networks, document storage systems, software, data security, encryption, firewalls,
passwords and any and all other Company facilities, IT resources, and communication technologies
(“Facilities Information Technology and Access Resources”), (ii) not access or use any Facilities and
Information Technology Resources except as authorized by the Company, and (iii) not access or use any
Facilities and Information Technology Resources in any manner after the termination of the Relationship by
the Company, whether termination is voluntary or involuntary. I will notify the Company promptly in the
event I or any of my personnel learn of any violation of the foregoing by others, or of any other
misappropriation or unauthorized access, use, reproduction or reverse engineering of, or tampering with
any Facilities and Information Technology Access Resources or other Company property or materials by
others. I further acknowledge and agree that (A) I have no expectation of privacy with respect to the
Facilities Information Technology and Access Resources and that my activity and any files or messages on
or using any of those systems may be monitored or reviewed at any time without notice; and (B) the
Facilities Information Technology and Access Resources and any physical property situated on the
Company’s premises and owned by the Company, including, without limitation, disks and other storage

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media, filing cabinets or other work areas, are subject to inspection by Company personnel at any time with
or without notice.
3. Inventions.
(a) Definitions.
(i) “Company Inventions” means any and all Inventions I have derived (A) for the
Company, (B) during the course of, or as a result of, the Relationship or from use of the Company Property,
or (C) during the term of the Relationship that relate in any manner to any of the Company’s actual or
proposed businesses, products, services, research, or development, except in each case as otherwise
provided in Section 3(h) below.
(ii) “Company Property” means any and all property and resources of the
Company, including, without limitation, Facilities Information Technology and Access Resources, the
Company’s products, and the Confidential Information.
(iii) “Derived” or “derived” means acquired, obtained, conceived, reduced to
practice, developed, created, synthesized, designed, derived or resulting from, based upon or otherwise
generated (whether directly or indirectly, or solely or jointly with others, or in whole or in part).
(iv) “Intellectual Property Rights” means any and all patent rights, copyrights, Moral
Rights (as defined below), rights in trademarks, rights in domain names, trade secret and know-how rights,
and any other form of intellectual property rights recognized in any jurisdiction throughout the world,
including, without limitation, any applications and registrations for any of the foregoing.
(v) “Inventions” means any and all discoveries, inventions (whether or not
protectable under patent laws), developments, improvements, works of authorship, software, information
or data, know-how, ideas, mask works, trademarks, service marks, trade names, trade dress or other
technology, intellectual property or results.
(vi) “Moral Rights” means any and all rights to claim authorship to or to object to
any distortion, mutilation or other modification or other derogatory action in relation to a work, whether or
not such action would be prejudicial to the author’s reputation, and any similar rights, existing under
common or statutory law of any country in the world or under any treaty, regardless of whether or not such
right is denominated or generally referred to as a “moral right.”
(vii) “Other IP” means any and all Inventions that (A) I own, control or in which I
have or may have an interest on or after the Effective Date and (B) are not Company Inventions or Retained
IP.
(viii) “Retained IP” means any and all Inventions that (A) relate in any manner to
any of the Company’s actual or proposed businesses, products, services, research, or development, (B) I
own, control or in which I have or may have an interest on or after the Effective Date and (C) are not
assigned to the Company hereunder.
(b) Ownership. All right, title and interest in and to the Company Inventions vest in the
Company, and the Company Inventions will constitute a “work made for hire” (as the term is defined in the
United States Copyright Act), and to the extent the Company Inventions may not be a “work made for hire,”
I hereby irrevocably assign, convey and transfer to the Company, or its designee, all right, title and interest
in and to the Company Inventions and all associated records, together with all Intellectual Property Rights
embodied therein or related thereto, with the right to bring actions and recover damages for any past,
present, or future infringement, misappropriation, or violation of such Intellectual Property Rights.
(c) Non-Assignable Rights. To the extent I do not or cannot assign any of the rights,
title and interest (including Intellectual Property Rights) in and to the Company Inventions to the Company,
or if the Company Inventions are not owned by the Company on or after the Effective Date, then I hereby
grant to the Company, for no further consideration, an exclusive (even with respect to me), unrestricted,
royalty-free, worldwide, perpetual, irrevocable license (with the right to grant sublicenses through multiple
tiers) to make, have made, use, offer for sale, sell, import, reproduce, create derivative works based upon,
publicly distribute, publicly perform, publicly display, and otherwise exploit the Company Inventions.
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Further, to the extent I cannot or do not license any of the rights, title and interest (including Intellectual
Property Rights) in and to the Company Inventions to the Company (whether on or after the Effective Date),
I irrevocably waive, and agree not to assert against the Company (including any successor in interest), its
affiliates, and its and their respective officers, directors, employees, agents, suppliers, vendors, customers
and (sub)licensees, to the fullest extent permissible pursuant to applicable laws, such non-licensable rights,
title and interest.
(d) Waiver of Moral Rights. Without limiting Section 3(c) above, I irrevocably waive,
and agree not to assert against the Company (including any successor in interest), its affiliates, and its and
their respective officers, directors, employees, agents, suppliers, vendors, customers and (sub)licensees, to
the fullest extent permissible pursuant to applicable laws, any and all Moral Rights in and to the Company
Inventions.
(e) Retained IP; Other IP. I have attached hereto, as Exhibit A, a complete list
describing all Retained IP in reasonable detail. If no such list is attached, I represent that there is no such
Retained IP as of the Effective Date and I have no rights in any existing Inventions that may relate in any
manner to any of the Company’s actual or proposed businesses, products, services, research, or
development. I understand that my listing of any Retained IP on Exhibit A does not constitute an
acknowledgement by the Company of the existence or extent of such Retained IP, nor of my ownership of
such Retained IP. I acknowledge and agree that if, during the term of the Relationship, I use any Retained
IP or Other IP, or I include any Retained IP or Other IP in any product or service of the Company, or my
rights in any Retained IP or Other IP may block or interfere with, or may otherwise be required or reasonably
necessary or useful for, the exercise or exploitation by the Company of any rights in the Company Inventions
or other rights assigned to the Company under this Agreement, then I will promptly so inform the Company
in writing. Whether or not I give such notice, and unless the Company and I agree otherwise in writing as
to particular Retained IP or Other IP, I hereby grant to the Company, for no further consideration, an
unrestricted, royalty-free, worldwide, perpetual, irrevocable license (with the right to grant sublicenses
through multiple tiers) to make, have made, use, offer for sale, sell, import, reproduce, create derivative
works based upon, publicly distribute, publicly perform, publicly display, and otherwise exploit all such
Retained IP and Other IP.
(f) Maintenance of Records. I will keep and maintain adequate and current written
records of all Company Inventions, which will be and remain the property of the Company, and I will not
remove such records from the Company’s place of business except as expressly permitted by Company
policy which may, from time to time, be revised at the sole election of the Company for the purpose of
furthering the Company’s business. I will promptly furnish, describe, and disclose to the Company all
Company Inventions.
(g) Further Assurances. For no additional consideration, I will execute all papers
(including, without limitation, assignments) and do all things required, in the Company’s sole discretion, in
order to evidence, perfect, obtain, protect, defend, convey and enforce the rights of the Company in the
Company Inventions (including all Intellectual Property Rights embodied therein or related thereto). I
irrevocably designate and appoint the Company and its duly authorized officers and agents as my agent and
attorney in fact, to execute documents or take any lawfully permitted action to evidence, perfect, obtain,
protect, defend, convey and enforce the rights of the Company in the Company Inventions (including all
Intellectual Property Rights embodied therein or related thereto) that I am unable or unwilling to perform,
all with the same legal force and effect as if I executed such documents. The foregoing is deemed a power
coupled with an interest and is irrevocable.
(h) Exception to Assignments. I understand that the Company Inventions will not
include, and the provisions of this Agreement requiring assignment of inventions to the Company do not
apply to, any invention developed entirely on my own time without using the Company’s equipment,
supplies, facilities, or trade secret information, except for those inventions that either (a) relate to the
Company’s business or demonstrably anticipated research and development, or (b) result from any work
that I perform for the Company To assist in the determination of which inventions qualify for such exclusion,
I will advise the Company promptly in writing, during and after the term of the Relationship, of all Inventions
that I solely or jointly conceived or developed or reduced to practice during the term of the Relationship.

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 (i) Publicity. I hereby consent, for no additional consideration, to any and all uses and
displays, by the Company and its agents, of my name, voice, likeness, image, appearance, and biographical
information in, on or in connection with, any and all media throughout the world, whether now known or
hereafter devised, at any time during and after the term of the Relationship. I hereby forever release the
Company and its directors, officers, employees, and agents from any and all claims, actions, damages,
losses, costs, expenses, and liability of any kind, arising under any legal or equitable theory whatsoever at
any time during or after the period of my employment by the Company, in connection with the Company’s
exploitation of its rights under this Section 3(i).
(j) No Challenges. I will not challenge, or perform any actions that would affect, the
validity or enforceability of the Company Inventions or the Intellectual Property Rights associated therewith,
or the ownership by the Company (or its designee(s)) of the Company Inventions or the Intellectual Property
Rights associated therewith.
4. Company Property; Returning Company Documents; Termination Certification. Any
property situated on the Company’s premises and owned by the Company or to which the Company
otherwise has rights, including disks and other storage media, filing cabinets or other work areas, is subject
to inspection by Company personnel at any time with or without notice. At the time of termination of the
Relationship or within five (5) days of the Company’s request, I will (a) deliver to the Company (and will
not keep in my possession, recreate or deliver to anyone else) (i) any and all Company Inventions and (ii)
any and all Company-provided equipment, including, computers, laptops, iPads, tablets, cell phones, e-
mails, cloud-based storage, and other electronic storage devices and (b) return or destroy, at the Company’s
election, any and all Confidential Information in my possession and any and all materials containing or
summarizing any Confidential Information or Company Inventions in my possession (including, without
limitation, such materials contained on my personal computers, laptops, iPads, tablets, cell phones, e-mail,
cloud-based storage, or other electronic storage devices). In the event of the termination of the Relationship
for any reason, I will sign and deliver the Termination Certificate attached hereto as Exhibit B; provided,
however, my failure to sign and deliver the Termination Certification will in no way diminish my continuing
obligations under this Agreement.
5. Notice to Third Parties. I agree that during the periods of time during which I am restricted
in taking certain actions by the terms of this Agreement (the “Restriction Period”), I will inform any entity
or person with whom I may seek to enter into a business relationship (whether as an owner, employee,
independent contractor or otherwise) of my contractual obligations under this Agreement. I also understand
and agree that the Company may, with or without prior notice to me and during or after the term of the
Relationship, notify third parties of my agreements and obligations under this Agreement. I further agree
that, upon written request by the Company, I will respond to the Company in writing regarding the status
of my employment or proposed employment with any party during the Restriction Period.
6. Restrictive Covenants.
(a) Employees, Consultants. During the term of the Relationship, and for a period of
twelve (12) months immediately following the termination of the Relationship for any reason, whether with
or without cause, I will not, directly or indirectly, solicit, induce, recruit or encourage any of the Company’s
employees or consultants to terminate their relationship with the Company, or attempt to solicit, induce,
recruit, encourage or take away employees or consultants of the Company, either for myself or for any other
Person.
(b) Other Parties. During the term of the Relationship, and for a period of twelve (12)
months immediately following the termination of the Relationship for any reason, whether without or without
cause, I will not negatively influence any of the Company’s clients, licensors, licensees or customers from
purchasing Company products or services or solicit or influence or attempt to influence any client, licensor,
licensee, customer or other person either directly or indirectly, to direct any purchase of products and/or
services to any Person in competition with the business of the Company.
7. No Change to Duration of Relationship. This Agreement does not alter, amend or expand
upon any rights I may have under any existing agreements between me and the Company or under
applicable law.

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 8. Representations and Covenants.
(a) Facilitation of Agreement. I will execute promptly, both during and after the end
of the Relationship, any proper oath, and verify any proper document, required to carry out the terms of
this Agreement, upon the Company’s written request to do so.
(b) Voluntary Execution. I acknowledge and agree that I have carefully read all of the
provisions of this Agreement, that I understand and have voluntarily accepted such provisions, and that I
will fully and faithfully comply with such provisions.
9. Electronic Delivery. Nothing herein is intended to imply a right to join or participate in any
of the Company’s equity incentive plans during the term of the Relationship; provided, however, if I do
participate in such plans, the Company may, in its sole discretion, decide to deliver any documents related
to my participation in the Company’s equity incentive plans by electronic means or to request my consent
to participate in such plans by electronic means. I hereby consent to receive such documents by electronic
delivery and agree, if applicable, to participate in such plans through an on-line or electronic system
established and maintained by the Company or a third party designated by the Company.
10. Miscellaneous.
(a) Governing Law; Consent to Personal Jurisdiction. The laws of the Republic of
India, without respect to its provisions for conflict of laws, will govern this Agreement. Each party hereby
expressly consents to the exclusive personal jurisdiction and venue of the courts located in the state of Uttar
Pradesh (the “Chosen Courts”) for any lawsuit permitted by this Agreement or arising from or relating to
this Agreement or the enforcement or breach thereof, agrees that all claims in respect of any such lawsuit
will be heard and decided only in any such Chosen Court, waives any claim of inconvenient forum or other
challenge to venue in any such Chosen Court, and agrees not to bring or maintain any such litigation before
any tribunal other than the Chosen Courts (except, for clarity, in any proper appeal from a Chosen Court).
(b) Entire Agreement. This Agreement, together with its attachments and exhibits,
constitutes the entire agreement and understanding of the parties relating to the subject matter herein, and
supersedes all prior or contemporaneous discussions, understandings and agreements, whether oral or
written, between them relating to the subject matter hereof.
(c) Amendments and Waivers. No amendment to this Agreement will be effective
unless in writing signed by both parties to this Agreement. The Company will not be deemed to have waived
any rights or remedies it may have in law or equity, nor to have given any authorizations or waived any of
its rights under this Agreement, unless, and only to the extent, it does so by a specific writing signed by the
Board of Directors or the Chief Executive Officer of the Company, it being understood that, even if I am the
Chief Executive Officer of the Company, I will not have authority to give any such authorizations or waivers
on behalf of the Company under this Agreement without specific approval by the Board of Directors. No
delay or failure to require performance of any provision of this Agreement will constitute a waiver of that
provision as to that or any other instance. Any subsequent change or changes in my duties, obligations,
rights or compensation will not affect the validity or scope of this Agreement.
(d) Successors and Assigns. I will not transfer, assign or delegate any right or duty
under this Agreement, by operation of law or otherwise, without the prior written consent of the Company,
and any attempted transfer, assignment or delegation without such consent will be void and without effect.
The Company may freely transfer, assign, or delegate this Agreement or any rights or duties thereunder, in
whole or in part, without my consent. This Agreement will be binding upon my heirs, executors,
administrators and other legal representatives, successors and assigns, and will be for the benefit of the
Company, its successors, and its assigns.
(e) Notices. Any notice, demand or request required or permitted to be given under this
Agreement will be in writing and will be deemed sufficient when delivered personally or by overnight courier
or sent by email, or 48 hours after being deposited in the U.S. mail as certified or registered mail with
postage prepaid. All notices to the Company must be addressed to the Company’s headquarters, care of its
Chief Executive Officer. All notices to any other party must be addressed to the most recent address set
forth in the Company’s books and records.

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 (f) Severability. If any provision of this Agreement is deemed to be void or
unenforceable under applicable law, the parties agree to renegotiate such provision in good faith. If the
parties cannot reach a mutually agreeable and enforceable replacement for such provision, then (i) such
provision will be excluded from this Agreement, (ii) the balance of this Agreement will be interpreted as if
such provision were so excluded and (iii) the balance of this Agreement will be enforceable in accordance
with its terms to the extent permitted by applicable law. The Company and I have attempted to limit my
right to use, maintain and disclose the Company’s Confidential Information, and to limit my rights only to
the extent necessary to protect the Company from unfair competition. The parties deem the covenants
contained in Section 6 to be reasonable, but should a court of competent jurisdiction determine that the
scope of the covenants contained in Section 6 exceeds the maximum restrictiveness such court deems
reasonable and enforceable, the parties intend that the court should reform, modify and enforce the
provision to such narrower scope as it determines to be reasonable and enforceable under the circumstances
existing at that time.
(g) Construction. This Agreement is the result of negotiations between and has been
reviewed by each of the parties hereto and their respective counsel, if any. This Agreement will be deemed
to be the product of all of the parties hereto, and no ambiguity will be construed in favor of or against any
one of the parties hereto.
(h) Remedies; Fees. I acknowledge and agree that my violation of this Agreement may
cause the Company irreparable harm, and therefore I agree that the Company will be entitled to seek
extraordinary relief in court, including, without limitation, temporary restraining orders, preliminary
injunctions and permanent injunctions without the necessity of posting a bond or other security, in addition
to and without prejudice to any other rights or remedies that the Company may have for a breach of this
Agreement. I will notify the Company in writing immediately upon my becoming aware of any such breach
or threatened breach. Further, I hereby waive any claim or defense that there is an adequate remedy at law
for such breach or threatened breach. If any legal action (including an action for arbitration or injunctive
relief) is brought relating to this Agreement or the breach or alleged breach hereof, the prevailing party in
any final judgment or arbitration award in any such action will be entitled to receive from the other party
the reasonable attorneys’ fees (and all related costs and expenses), and all other costs and expenses paid
or incurred by such prevailing party in connection with such action or proceeding and in connection with
enforcing any judgment or order with respect to such matter.
(i) Advice of Counsel. I ACKNOWLEDGE THAT, IN EXECUTING THIS AGREEMENT, I
HAVE HAD THE OPPORTUNITY TO SEEK THE ADVICE OF INDEPENDENT LEGAL COUNSEL, AND I HAVE READ
AND UNDERSTAND ALL OF THE TERMS AND PROVISIONS OF THIS AGREEMENT.
(j) Counterparts. This Agreement may be executed in any number of counterparts,
either manually or electronically, each of which when so executed and delivered will be deemed an original,
and all of which together will constitute one and the same agreement.
[Signature page follows]

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 The parties have entered into this Agreement as of the Effective Date.

SIGNED:
Name:

(Signature)

Email: [email protected]
Note: please indicate your personal (not your work) email
address.

Agreed and Accepted:

THE COMPANY:
SUNLIGHT TECHNOLOGIES INDIA PRIVATE LIMITED

By:
Name: Kristofer Sandor
Title: Director
Email: [email protected]

153071303.1
 EXHIBIT A
LIST OF RETAINED IP AND
CONFLICTING AGREEMENTS OR OBLIGATIONS

The following is a list of (a) all Retained IP and (b) all agreements or obligations, if any, with a current or
former client, employer, or any other Person, that may restrict my ability to enter into the Relationship with
the Company or my ability to recruit or engage customers or service providers on behalf of the Company,
or otherwise relate to or restrict my ability to perform my duties for the Company or any obligation I may
have to the Company:
Identifying Number
Title Date or Brief Description

Except as indicated above on this exhibit, I have no Retained IP or conflicting agreements or obligations to
disclose pursuant to this Agreement.
___ Additional sheets attached
Signature:
Print Name: Pratiksha Mashra
Date: 5/19/2023

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 EXHIBIT B
TERMINATION CERTIFICATION
This Termination Certification certifies that I do not have in my possession, nor have I failed to (a)
return to the Company (as defined below) or destroy any Confidential Information (as defined in the
Agreement (as defined below)), (b) furnish to the Company all Company Inventions, or (c) return to the
Company any and all other works of authorship, domain names, original registration certificates,
photographs, negatives, digital images, devices, records, data, notes, reports, proposals, lists,
correspondence, specifications, drawings, blueprints, sketches, laboratory notebooks, flow charts, materials,
equipment, other documents or property, or copies or reproductions of any aforementioned items, including
such items contained on my personal computers, laptops, iPads, cell phones, e-mail, cloud-based storage,
or other electronic storage devices, belonging to Sunlight Technologies, Inc., a Delaware corporation, its
subsidiaries, affiliates, successors or assigns (collectively, the “Company”).
I further agree that (i) I have read, understand and complied with all the terms of the Company’s
Proprietary Information and Invention Assignment Agreement that I have signed (the “Agreement”),
including the reporting of any Retained IP and Company Inventions (each as defined therein), and (ii) I
acknowledge and will comply with my continuing obligations under the Agreement.
I further agree that, in compliance with the Proprietary Information and Invention Assignment
Agreement, I will preserve as confidential all trade secrets, confidential knowledge, data or other proprietary
information relating to products, processes, know-how, designs, formulas, developmental or experimental
work, computer programs, data bases, other original works of authorship, customer lists, business plans,
financial information or other subject matter pertaining to any business of the Company or any of its
employees, clients, service providers or licensees.
I further agree that for twelve (12) months from the date of this Certification, I will not either directly
or indirectly solicit, induce, recruit or encourage any of the Company’s employees or consultants to terminate
their relationship with the Company, or attempt to solicit, induce, recruit, encourage or take away employees
or consultants of the Company, either for myself or for any other Person (as defined in the Agreement).
Further, I agree that I will not use any Confidential Information of the Company to negatively
influence any of the Company’s clients or customers from purchasing Company products or services or to
solicit or influence or attempt to influence any client, customer or other Person, either directly or indirectly,
to direct any purchase of products and/or services to any Person in competition with the business of the
Company.
Further, I acknowledge that the Company has valuable trade secrets (as defined by applicable law
from time to time) to which I have had access. I understand that the Company intends to vigorously pursue
its rights under applicable trade secrets law if, during a period of twelve (12) months from the date of this
Certification, I directly or indirectly solicit or influence or attempt to influence any client, licensor, licensee,
customer or other person to direct any purchase of products and/or services to any Person in competition
with the business of the Company. Thereafter, the Company intends to vigorously pursue its rights under
applicable trade secrets law as the circumstances warrant.

Date: SIGNED:

(Signature)

(Print Name)

Email:
Note: please indicate your personal (not your work)
email address.

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