4 Startup adVANce | Cooperation Agreement Cooperation Agreement "Startup adVANce" This Cooperation Agreement (including these main provisions and the annexes hereinafter referred to as "Agreement") is concluded between the following Parties: (1) Daimler AG, Mercedesstrasse 137, 70565 Stuttgart ("Daimler") and (2) ________________________________________________________________ ("Startup") (Daimler and Startup hereinafter also individually referred to as "Party" and together as "Parties"). Whereas: (A) Daimler is organizing a challenge to initiate new partnerships with the most innovative startups in the field of "Last Mile Transportation of Goods and People" as well as to develop and realize prototypes in cooperation with these startups, which satisfy the future needs of B2C or B2B customers in this field ("Startup adVANce Challenge"). More precisely, the Startup adVANce Challenge focuses on all kinds of technology solutions (hardware and software; such technology solutions "Products") in combination as well as business models that address the following three Tracks around the Last Mile Transportation of Goods and People: (i) revolutionizing the cargo space of a van, (ii) Internet of Things (IoT) and (iii) transport sharing solutions. (B) The execution of the Startup adVANce Challenge occurs in three different phases ("Phase"). The first Phase is an idea and idea alignment stage ("Phase 1 (Alignment Phase)"), the second Phase is a concept stage with the aim that the Startup, in cooperation with Daimler, develops a more detailed "Concept" based on the idea proposed and aligned in Phase 1 ("Phase 2 (Concept Phase)"), and the third Phase is a prototype stage with the aim that the Startup, in cooperation with Daimler, converts the Concept into a functionally tested prototype of a Product ("Prototype") that is ready for a field test run ("Phase 3 (Prototype Phase)"). (C) The cooperation between the Startup and Daimler only consists of technical aspects in connection with the development of the Concept in Phase 2 (Concept Phase) and the development of the Prototypes as well as their production in Phase 3 (Prototype Phase). Business aspects, e. g. the development of the business model, is carried out by the Startup individually. Daimler will also provide specific financial assistance ("Grants") to startups that qualify for Phase 2 (Concept Phase) and Phase 3 (Prototype Phase), respectively. For the avoidance of doubt, the Startup adVANce Challenge is not an acceleration or an incubation program and therefore does not include any business coaching for the startups by Daimler. (D) The Startup adVANce Challenge, in particular the participation requirements the Startup must meet, the Phases, the evaluation criteria for each Phase and the requirements for Grant eligibility, are described in more detail in the document "Startup adVANce – Terms and Conditions" ("Startup adVANce Challenge T&C"). The Startup has been provided with and has declared its acceptance of these Startup adVANce T&Cs. (E) The Parties intend to further specify their mutual rights and obligations for their cooperation in Phase 2 (Concept Phase) and, potentially, Phase 3 (Prototype Phase) of the Startup adVANce Challenge. THEREFORE IT IS AGREED AS FOLLOWS: