ty & Indian-Non Judicial Stamp Haryana Government Date: 25/01/2018 Certificate No. GOY2018A689 (OULU ASA A Stamp Duty Paid : & 101 GRN No 33172269 pone (MOAR Penalty: ro neat Fe 20 om Name ‘Super Highway Labs private limited H.No/Floor ; Rf snore nee Sector/Ward : Na Landmark: Ambedkar marg raj nagar 2 /Nillage : Palam col oun 9 . colony Distriet: New dei State: Delhi Purpose: LEASE AGREEMENT to be submitted at Other The authenticy ofthis document can be ver! Tay of tis document canbe verified By scancing ths QrCode Through smart phone or on the website htpsiegrashry.ci LEASE DEI Rent Value + Rs, 1,52.048/- per month. Term B(three) years Stamp Duty ee StampNo/Date :_________——-_* ‘This Lease Deed (“Lease Deed’) is executed at Gurgaon om this S1St day of Tan 2018. BY AND BETWEEN (4) MS. NIKITA KUMAR, d/o Shri Deepak Kumar and (2) MS. YOGYATA KUMAR, G/o Shri Bharat Bhushan Kumar and both resident of Farm No. 1, Grand Westend Green, Behind Air Force Station, Rajoki, New Dethi- 110088 (hereinafter jointly referred aa the “Lessor” which expression shall, unless it be repugnant to the context or meaning hereof, be deemed to include their representatives, successors and assigns etc,), being the Party of the First Part..LEASE DEED Rent Value E 048/- ni Term :3(three) yeal Stamp Duty . StampNoJDate | :_________—_— ‘This Lease Deed ("Lease Deed) is executed at Gurgaon on this day of 2018. BY AND BETWEEN (1) MS. NIKITA KUMAR, d/o Shri Deepak Kumar and (2) MS. YOGYATA KUMAR, {i/o Shri Bharat Bhushan Kumar and both resident of Farm No. 1, Grand Westend Green, Behind Air Force Station, Rajokri, New Delhi- 110038 (hereinafter jointly referred gs the “Lessor” which expression shall, unless it be repugnant to the context or meaning hereof, be deemed to include their representatives, successors and assigns etc), being the Party of the Fist Part. wetAND MWS, SUPER HIGHWAY LABS PRIVATE LIMITED, 3 compaly incorporated under the Companies Act, 1956 and having its registered office at RFZ-390, Ambedkar Marg, Raj Nagar-Il, Palam Colony, New Delhi-110077 (hereinafter called the “Lessee”, which expression shall, unless it be repugnant to the context or meaning hereof, be deemed to include its representatives, successors and assigns et.) acting through its authorised representative Mr. se sss vee ea\adhar Card NO. syesveeeseenmeseesen), duly authorized vide board resolution dated being the Party of the Second Part. ‘The ‘Lessor’ and the ‘Lessee’ are hereinafter collectively referred to as the “Parties” and individually as “Party” WHEREAS: A. That M/s Spaze Towers Private Limited “Developer” have constructed and developed a i7/TeS complex in the name and style of ‘Spaze I-Tech Park’ situated ‘on Sector -49,Sohna ~Gurgaon Road, Gurgaon, Haryana. B, The layout plan of the Complex is attached hereto and marked as Annexure A C. ‘The Lessee has a requirement of an office space and is desirous of taking on lease a collective area admeasuring, 23,560 square feet of super are comprised of unit nos. 601 to 610, 611A, 6118, 611C, 611D, 612, 612A, 613, 614, 614A, 615, 616, 616A, 617 and G12 situated on the 6th (sixth) floor, Tower B, in the Complex (hereinafter referred to as the “Entire Premises”). D. The Lessor represents that they are the absolute owners and in possession of unit No 608,609 & 610 admeasuring total area 2,924 square feet of super area on the 6 (gixth) floor situated in Tower B, Spaze I-Tech Park, Sector-49, Sohna ~Gurgaon Road, Gurgaon (hereinafter referred to as the said “Demised Premises”). FE. _ Each Party hereby represents to the other Party that itis competent to execute this Lease Deed. F. The Parties have agreed to execute this Lease Deed in respect of the Demised Premises on mutually agreed terms as provided hereunder: NOW THIS DEED WITNESSETH AS UNDER 1 TERM OF THE LEASE Okwot \1.1 In consideration of the part Security Deposit paid and the balance security deposit to be paid, monthly lease rent and car parks rent hereinafter reserved and payment of the maintenance security deposit, maintenance charges and other charges to the maintenance company and subject to the performance of the covenants contained herein, the Lessor hereby demises unto the Lessee the Demised Premises , by way of lease, together with the rights to use the entrance, elevators, passages, staircases, landings, lobbies, lifts and other common & open areas etc. pertaining to the Complex and forming part of “Spaze I-Tech Park” for an initial period of 3 (three) years commencing from the Lease Commencement Date ie. the date of handover of peaceful possession of the fully fitted out Demised Premises (hereinafter referred to as “Term’). It is agreed between the Parties that, upon the execution of this Lease Deed, the Lessor shall complete the agreed fit-outs and handover the peaceful vacant possession of the Demised Premises to the Lessee on or prior to 01.02.2018 (hereinafter referred to as “Lease Commencement Date”). It is clarified that the actual date of handover of the fitted-out Demised Premises shall be the Lease Commencement Date. 12 (i) At the sole option of the LESSEE, the term of this Lease Deed shall be extended for a further for 2(two) consecutive terms of 3 (three) years each. (hereinafter collectively referred to as the “Renewal Term”) on the same terms and conditions as contained herein, except monthly lease rent and non interest bearing refundable security deposit which shall be escalated in accordance with Clause 2 below. However upon the renewal a fresh Lease Deed shall be executed and registered by the Parties prior to the expiry of respective Renewal Term and the same and shall become effective from the day immediately following such expiry. (iii). ‘That subject to Lessee agreeing to pay monthly lease rent and non interest bearing refundable security deposit which shall be escalated in accordance with Clause 2 and further subject to due compliance with the terms and conditions of this Lease Deed, Lessor shall have no objection to the renewal of lease for further Renewal Term as stipulated above. (iv). That, it is clarified that this Lease Deed cannot be terminated by the Lessee for any reason whatsoever before the expiry of 2(two) years (“Lock-in Period”) from Lease Commencement date. In case Lessee chooses to vacate the Demised Premises at any point of time prior to expiry of Lock-in Period, in that event also the LESSEE shall be liable to pay the agreed monthly lease rent for the balance and un-expired stipulated Lock in Period. In the event, the LESSEE vacates the Demised Premises during the Lock-in Period, the Lessor shall be entitled to deduct from, the said non interest bearing refundable security deposit the wbw). (vii). outstanding rental payable by the Lessee for the balance/unexpired Lock- in-Period. Lessor shall be entitled to deduct from non-interest bearing refundable security deposit unpaid/outstanding maintenance charges or any other amount payable by the Lessee in terms of this Lease Deed. Notwithstanding anything to the contrary contained in this Lease Deed, the Lessee shall have the right to terminate this Lease Deed after the Lock-in Period or even during Lock-in-Period if the Lessee is unable to use the Demised Premises for IT/ITES purposes for office use of the Lessee for its business activities due to (i) reasons not attributable to the Lessee, (ii) defect in title of the Lessor in the Demised Premises or breach of representation and warranties of the Lessor contained in this Lease Deed, (iii) the Demised Premises not being legally permitted to be used for IT/ITES purposes of office use of the Lessee for its business activities, or (iv) occurrence of force majeure such as act of God, war, arson, embargo, change in law, judicial pronouncements, strike, riots, civil disturbance and the like which inhibits or restricts the use of the Demised Premises by the Lessee for IT/ITES purposes for office use of the Lessee for its business activities and upon such termination (j) the Lessee shall handover the physical possession of the Demised Premises to the Lessor upon the Lessor refunding the Security Deposit to the Lessee in the manner as stated in this Lease Deed, and (ji) the Lessee shall not be liable to pay any rentals for the balance/unexpired Lock-in-Period, if any, to the Lessor. That during the Lock-in-Period, the Lessor shall not be entitled to terminate the Lease Deed as long as Lessee regularly pays rent and complies with terms and conditions mentioned in this Lease Deed. ‘That in case Lessee intends to terminate this Lease Deed for the Demised Premises after expiry of Lock-in Period; the Lessee shall give 3 (three) months’ prior notice to the Lessor before to such termination. Upon the expiry of term of lease and its earlier termination as stated in this Lease Deed, the Lessee shall handover vacant and peaceful possession of the Demised Premises only to the Lessor. It is hereby clarified that the Lessee shall be entitled to give the said 3 (three) months’ prior notice to the Lessor before to such termination 3 (three) months’ prior to the expiry of the Lock-in Period so that such termination can take effect from the date of expiry of the Lock-in Period. That in case Lessee wishes to renew this Lease Deed after expiry of the initial 3 (three) years period, in that event the Lessee shall be bound to inform the Lessor in writing 3 (three) months prior to the expiry of initial lease term of 3 (three) years or the first renewal term of 3 (three) years, as the cage may be, intimating its intention to seek further renewal of easy Lgefor a period for the respective Renewal Term. In the event of renewal contemplated above Lessee shall be bound to get registered fresh lease deed(s) for the renewed term (s) one month prior to the expiry of the previous term of lease. 2. RENT & SECURITY DEPOSIT. 24 22 ‘The Lessee shall pay to the Lessor monthly rent as calculated below (hereinafter ‘Rent”). The Rent shall be payable per month in advance on or before the 10% (tenth ) day of each English calendar month of the Term without any formal demand by the Lessor subject to deduction of applicable taxes at source as is required by law. The Lessee shall provide the certificate of such tax deduction to the Lessor on quarterly basis. It is clarified that, upon the expiry of every 3 (three) years from the Lease Commencement Date ie. during the respective renewal terms the monthly lease rent payable by the Lessee to the Lessor in terms of this Lease Deed shall escalated by 15%(fifteen percent) over and above the monthly lease rent payable during the previous lease term. The Lessee shall commence payment, to the Lessor, of the monthly lease rent from the actual Lease Commencement Date i.e. tentatively by 1* February, 2018 (‘Rent Commencement Date”). ‘The monthly Lease rent agreed to be paid by the Lessee to the Lessor, during the ‘Term and the respective Renewal Term, is as under: It is clarified that, the monthly lease rent is exclusive of GST. Any other tax (including any other statutory taxes, levies, cess, etc. as may be applicablellevied in future) as applicable on the payment of the said monthly lease rent shall also be payable by the Lessee, over and above such monthly lease rent payable to the Lessor, subject to TDS deduction, as applicable. a) For the initial Term commencing from 01/02/2018 and expiring on 31/01/2021 : Rs 1,82,048 /- per month at the rate Rs. 52/- per Sq. Ft. applicable to the super area of the Demised Premises on equally basis. b) For the first Renewal Term commencing from 01/02/2021 and expiring on 31/01/2024: Rs. 1,74,855 /- per month at the rate Rs. 59.8 /- per Sq. Ft. applicable to the super area of the Demised Premises on equally basis. ©) For the Second Renewal Term commencing from 01/02/2024 and expiring, on 31/01/2027: Rs, 2,01,083/- per month at the rate Rs, 68.77/-) per Sq.Ft. appligaple to the super area of the Demised Premises on equally basis.23. That in the event of delay in payment of monthly rent in advance by 10% (tenth) of each English Calendar month as stipulated above. Lessee shall be liable to pay interest at the rate of 18% (eighteen percent) per annum over the delayed period provided the delay is not long enough to constitute a breach of this Lease Deed as provided hereinafter. In case delay in payment of monthly lease rent constitutes a breach of terms of this Lease Deed as contemplated in clauses hereinafter mentioned, in that event the Lessor shall be entitled to not only terminate /forfeit this Lease Deed but also to recover the outstanding payments alongwith interest calculated @ 18% per annum. 24 That the Lessee agrees and undertakes to the Lessor a sum of Rs. 6,08,192/- as Interest Free Refundable Rent Security Deposit (hereinafter called ‘Security Deposit) which is equivalent to 4 (four) months’ Rent. The Security Deposit shall be paid, by the Lessee to the Lessor, in the following manner on equally basis:- 1) A-sum of Rs. 1, 52,048/- equivalent to 01(One) month rent has already been paid at the time of execution of LOI dated 28.11.2017, ii) An amount of Rs, 4, 86144 /- (equivalent to 03(three) month’s rent shall be paid by the Lessee to Lessor at the time of handing over of possession of demised premises by Lessor to Lessee ‘The Lessee shall keep deposited with the Lessor, above said Security Amount equivalent to 4 (four) months’ lease rent prevalent / payable during the term/respective renewal terms. The Lessee shall enhance the aforesaid Security Deposit amount over the existing deposit amount paid on the same basis as enhancement of Rent specified hereinabove ie. by escalating the Security Deposit by 15% over and above the amount of Security Deposit already lying deposited with the Lessor during the previous term of 4 (four) years simultaneously with the escalation in the monthly lease rent. Such escalation in the security deposit amount shall be paid by the Lessee to the Lessor at the time of execution of the ease deed for the respective Renewal Term. 25 That the Security Deposit amount shall bear no interest and shall be refunded by the Lessor to the Lessee without any interest upon expiry or termination of this Lease Deed in the following manner: (a) Out of the total Security Deposit, an amount equivalent to 3 (three) months’ Security Deposit shall be adjusted by the Lessor with the lease rent payable by the Lessee to the Lessor during the last three months prior to such termination or expiry of the Lease Deed and simultaneously upon adjustment of the same the Lessee shall hand over the vacant and peaceful possession of the Demised Premises to the Less and(b) Out of the total Security Deposit, the balance amount equivalent to I (one) months’ Security Deposit shall be paid by the Lessor to the Lessee within 30 (thirty) days of such termination or expiry of the Lease Deed. (© Provided that when this Lease Deed is terminated by the Lessee in accordance with Clause 1.2 (iv) of this Lease ‘Deed during the Lock-in Period then: (i) Out of the total Security Deposit, the amount equivalent to 3 (ree) months’ Security Deposit shall be paid by the Lessor to the Lessee simultaneously with such termination or expiry of the Lease Deed and the Lessee handing over of the vacant physical possession of the Demised Premises to the Lessor and (i) Out of the total Security Deposit, the balance amount equivalent to 1 (one) months’ Security Deposit shall be paid by the Lessor to the Lessor within 30 (thirty) days of such termination or expiry of the Lease Deed. 26 That time is the essence of this Lease Deed. In case Lessee fails to pay the increased Security Amount in the manner mentioned above, it will not be entitled to seek extension of lease and the same shall constitute a breach of the terms and conditions of this Lease Deed. 27 That in case any adjustment from the Security Deposit is made by the Lessor in terms of this Lease Deed or the Maintenance Agreement, including but not confined to interest on delayed payment of monthly lease rent, then in that event Lessee shall be liable to pay the amount of such adjustment to the Lessor within a period of 21 (Twenty One) days of the receipt of intimation from the Lessor pertaining to adjustment made from Security Deposit. Lessee shall be liable to Gnsure that till such time it occupies the Demised Premises, Security Deposit in the hands of Lessor is maintained equivalent to 3(three) months’ lease rent of the then prevalent / payable monthly lease rent. In case Lessee fails to make payment of adjusted amount within the period of 21 (Twenty One) days rrentioned above, in that event the same would constitute a breach of this Lease Deed and would entitle the Lessor to terminate this Lease Deed. 3 TERMINATION OF LEASE 3.1 That non-payment of lease rent and/or maintenance charges for 2(two) consecutive months shall be considered to be breach of the terms of this Lease Deed by the Lessee and shall entitle the Lessor to terminate the Lease Deed in accordance with the terms contained herein, That in case the Lessee fails to pay ent for a period of 2 (two) consecutive months during the Lock-in.—__ 7 Cy QlLuox bayFO \o\ mouilly lePeriod, Lessor shall have the right to terminate the Lease Deed by issuing notice of 15 (fifteen) days to the Lessee. 3.2 In the event of extension/tenewal of the Lease Deed, i.e. during the respective Renewal Term, the parties shall be entitled to terminate the Lease Deed, without assigning any reason thereof, by giving a3 (three) months advance written notice to the other party to this effect. The Lessee shall be liable to pay monthly rent for the notice period of 3(three) months irrespective of the fact whether it occupies Demised Premises till the expiry of aforesaid period of 3 (three) months or vacates the Demised Premises earlier. 33 That in the event, the Lessee terminates this Lease Deed before the expiry of Lock-in-Period; then subject to as stated in clause 1.2 (iv) of this Lease Deed, the Lessee shall pay the monthly lease rent for the balance months of the Lock-in- Period to the Lessor. That in case Lessee commits breach of any terms of this Lease Deed, the Lessor shall be entitled to terminate this Lease Deed after serving 30 (Thirty) days notice even prior to the expiry of Lock-in Period. In such event Lessor would have the right to re-possess the Demised Premises and would, subject to as stated in clause 1.2 (iv) of this Lease Deed, be legally entitled to recover the monthly rent for the remaining Lock-in Period from the Lessee. 34 This Lease Deed can be terminated in accordance with clause 1.2 (iv) and clause 1.2 (vi) of this Lease Deed. 35 This Lease Deed shall be co-terminus with the maintenance agreement executed by the Lessee with the Maintenance Agency appointed by the Lessor to maintain the Tower B building and the Complex and this Lease Deed shall stand terminated automatically on the date of termination of the said maintenance agreement. 3.6 If the whole or any portion of the said Premises shall, at any time, be destroyed or damaged by a Force Majeure event (act of God including storm, floods, earthquake, civil disturbance, war, labour unrest), so as to be rendered inaccessible or uninhabitable or otherwise be rendered inaccessible or uninhabitable, in whole or in part to the Lessee, provided such destruction or damage is not occasioned by the wrongful act or willful default of the Lessee, the Lessee shall have the right to terminate this Lease Deed with immediate effect, without any cost or liability to the Lessee. In the event the Lessee does not terminate the Lease Deed and is in possession and enjoyment of only part of the Demised Premises, the Lessee shall pay proportionate monthly rent for that part which is still in usable condition, until such time as the Lessor shall have put the Demised Premises fully in usable condition. 4, REFUND OF SECURITY DEPOSIT. Qwes |4a 42 43 44 45 Qbsoe That in case Lessor is constrained to terminate the Lease Deed due to any breach by the Lessee as per the lerms and conditions of the Lease Deed during the Lock- in-Period or in case Lessee vacates the Demised Premises during the Lock: in- Period, in that event, subject to the provision contained in clause 1.2 (iv) of this Lease Deed, the Lessee shall be entitled to refund of Security Deposit in accordance with the provisions of this Lease Deed and subject to adjustment of unpaid dues if any. Further in case of expiry of the term of the Lease Deed, the Lessor shall refund to the Lessee Security Deposit without any interest in accordance with the provisions of this Lease Deed, subject to deduction of dues (if any). Provided further, that the balance 1 (one) month’s Security Deposit in terms of Clause 2.5 (b) and Clause 2.5 (¢) (ii) of this Lease Deed shall be refunded by the Lessor to the Lessee on production of no dues certificate by the Lessee to the effect that no amount is outstanding and payable to Maintenance Agency or to the concerned Authorities on account of electricity, telephone, or water charges etc. The Lessee shall also furnish proof to the effect that no amount towards maintenance charges or any other account is outstanding or payable by it to the maintenance agency maintaining the building That in case any bills or dues are outstanding or payable by the Lessee to any Department / Maintenance Agency on account of its occupation of the Demised Premises in question, in that event the Lessor shall be entitled to deduct the same from the balance 1 (one) month’s Security Deposit payable by the Lessor to the Lessee in terms of Clause 2.5 (b) and Clause 2.5 (¢) (ii) of this Lease Deed. In case of any unpaid electricity, water bills or arrears of rent, maintenance charges etc. claimed by the Lessor, the same would be paid by the Lessee directly to the Lessor before the refund of the balance 1 (one) month’s Security Deposit payable by the Lessor to the Lessee in terms of Clause 2.5 (b) and Clause 2.5 (¢) (ii) of this Lease Deed. The Lessor shall at its option be entitled to deduct such outstanding and payable amounts from the balance 1 (one) month’s Security Deposit payable by the Lessor to the Lessee in terms of Clause 2.5 (b) and Clause 2.5 (¢) (ii) of this Lease Deed. That in case any damage is caused by the Lessee to the aforesaid Demised Premises, fixtures, fittings etc, the Lessee shall be liable to make good the same to ensure that Demised Premises is restored in the same condition as it were at the time of handover of the Demised Premises in terms of this Lease Deed subject to usual wear & tear in the normal course. In case Lessee fails to do so, in that event the Lessor shall be entitled to deduct the cost of rectifying/tepairing the said damage from the Security Deposit paid by the Lessee to the Lessor. That in case the Lessor fails to refund the Security Deposit subject to due compliance of terms ang-conditions of this Lease Deed by the Lessee, the Lessor \ 7shall be liable to pay to the Lessee interest at the rate of 18% (eighteen percent) per annum for the delayed period of refund, besides any other Legal remedy the Lessee may be entitled to. Lessor confirms to ensure that, the interest free Security Deposit shall be refunded in terms of this Lease Deed 5, ELECTRICITY, WATER, POWER BACK-UP, AIR CONDITIONING AND MAINTENANCE CHARGES. 5.1 That the Lessor shall undertake the Maintenance of the Complex through its appointed Maintenance Agency. Further the Parties hereby agreed that they shall ‘enter into the maintenance agreement on or prior to the Lease Commencement Date and the terms and conditions of the said maintenance agreement shall be complied by the Lessee as well, Lessee shall pay the Maintenance Charges and electricity charges to the Maintenance Agency calculated on super builtup area basis as per the terms and conditions mentioned in the Maintenance Agreement towards using and maintenance of the common area to the Lessor oF its nominated maintenance agency. In case Lessee fails to do so, in that event the ‘same shall constitute breach of terms and conditions of this Lease Deed, 5.2 That the Lessee agrees that it shall pay the maintenance charges to the Lessor or its nominated Maintenance Agency in terms of the Maintenance Agreement. In the event any Local/State Government Body/Authority takes/hands over the ‘maintenance of such facilities to any other Company, Body / Authority and here the payment of charges thereon have to be made by the Lessor, then the Lessee agrees to reimburse all such costs and charges as may be levied in respect of the Demised Premises to the Lessor, duly supported with copies of the televant communication from the Local Company, Body/Authority. Charges for Clectricity consumption shall be paid by the Lessee in addition to the Maintenance Charges. 53. That the Lessor and/or its nominated Maintenance Agency shall bill the Lessee for its electrical consumption for the said Premises on actual consumption basis as recorded in the sub-meter installed for the Demised Premises in terms of the maintenance agreement. 5.4 That the Lessee shall indemnify and hold harmless the Lessor from and against any damages, direct or indirect, including without limitation, to reasonable attorney's fee and court costs, incurred by the Lessor as a result of the “non: compliance of any applicable law, statutory provision, bye-laws, guidelines etc. However, it is made clear that any lapse on the part of the Lessee within the Demised Premises, or any fire electrical or otherwise or any kind of hazard originating from the said Demised Premises shall not impose any legal and financial liability on the Lessor and the Lessee agrees to keep the Lessor indemnified and harmiess in this re Qj.wor Similarly, the Lessee shall ensure that 1056 58 59 5.10 Qype tL ye \ its operations shall not pose any fire, electrical, structural, pollution, e-waste and health hazards. The Lessee shall be solely responsible for all legal and financial consequences arising therefrom and the Lessee agrees to keep the Lessor indemnified and harmless in this regard in all respects. ‘That in case additional fire fighting and fire detection systems are required to be installed within the Demised Premises over and above the fire fighting system provided in the said premises, the expenses for doing the same shall be incurred by the Lessee. On early termination of Lease Deed or on expiry of period of Lease Deed and at the time of vacation of the Demised Premises by the Lessee, such additional fire fighting equipments may be taken away. That right of the Lessee to use elevators, to enjoy air-conditioning, lighting, toilets, parking, staircase etc. shall be subject to timely payment of maintenance charges / revised maintenance charges etc. to the maintenance agency. That in case the Lessee fails to make payment of maintenance charges within the stipulated period and any facility/amenity is disconnected/ discontinued by the maintenance agency; in that event the Lessee shall be liable to pay any reconnection charges as may be levied by the maintenance agency for resumption of the disconnected facility/amenity. ‘That in case at the time of vacation of the Demised Premises by the Lessee or on expiry or earlier termination of lease, there remains any outstanding clectricity/water bills/ maintenance charges or any other dues / bills the Lessee shall make payment of such bills and if no such bill has been received, in that event Lessee shall pay to. the Lessor charges as per meter readings as on date of vacation of the Demised Premises by the Lessee. For the purpose of payment of dues /maintenance charges etc. the Lessee shall be liable to pay the said charges for the period of its occupation with reference to bills previously raised by the concerned agencies, if no bill has been received from the concerned agencies till date of vacation of the Demised Premises by the Lessee. ‘That the Lessee shall not be liable to deduct/withhold any payment on the ground that the Lessor is not properly maintaining the Complex. However, in case a written intimation on defective maintenance services is received from the Lessee, the Lessor shall facilitate suitable corrective action by the Maintenance Service Agency ‘That upon vacation of Premises by the Lessee on expiry of lease or on its earlier termination, the Lessee shall be liable to produce no dues certificate to the Lessor that no amount whatsoever is outstanding and payable by it to concerned government Agencies or to the developer/its subsidiary and associate companies entrusted with the task of maintenance of the Complex.5.12 That in the event of maintenance charges and electricity charges remaining unpaid by the Lessee for a period of 2(two) months from the date when the same is due, the Lessor shall have the right to terminate this Lease Deed with 21 (Twenty One) days notice to the Lessee and without prejudice to all / any right available to the Lessor under this Lease Deed and the Lessee shall have no objection to the same. That in case Lessee commits any breach of the Maintenance Agreement the same shall be required to be rectified by the Lessee within 21 (Twenty One) days of written intimation to the Lessee by the maintenance agency or the Lessor. In the event Lessee fails to respond to the said notice or to rectify the breach imputed to the Lessee in that event Lessor shall be entitled to terminate the Lease Deed after serving 15 (fifteen) days notice to the Lessee. This shall be without prejudice to authority of the Lessor to terminate Lease conferred by virtue of clause 5.12 hereinbefore mentioned. PAYMENT OF HOUSE TAX AND OTHER STATUTORY LEVIES That property / house tax imposed by Municipal Council Gurgaon related to ownership ‘of the Demised Premises shall be borne by the Lessor. The applicable Goods and Services Tax and other taxes related to operations of the Lessee from the Demised Premises shall be incurred by the Lessee. SUB-LETTING AND USE OF DEMISED PREMISES 71 That the Lessee shall use the Demised Premises for office use for IT/ITES purpose only. The Lessee shall not use Premises for any other purpose. 7.2 That the Lessee undertakes not to do or cause to be done in or upon the aforesaid Demised Premises any act, matter or thing whatsoever which may be or becomes nuisance or annoyance to the owner or occupier of any adjoining or neighboring premises or it shall need any interference by the police or local authorities. The Lessee also undertakes to comply with all laws, bye-laws, statutes, rules and regulations. This shall however, not limit in any way the normal use of the Demised Premises or its facilities for IT/ITES purposes by the Lessee. 7.3 ‘That the Lessee shall not carry on or permit to be carried on in the Demised Premises or any part thereof, any activity which is unlawful or obnoxious anti social, illegal or prejudicial to the norms of decency or etiquette, The Lessee shall not store any goods of hazardous or combustible nature in the Demised Premises except those permitted under law for daily use. 74 That in case any criminal or civil action is instituted by any authority, court, civic body, agency, person etc, on account of any act, deed or thing done in contravention of law by the Les the Demised Premises, in that event the 12 Qhwoz "78 76 entire civil and criminal liability for the same shall be of the Lessee exclusively. In case any fine, penalty etc,, is imposed by any authority on account of the foregoing, in that event the Lessee shall be liable to satisfy/pay the same. In case of failure of Lessee to pay/satisfy such fine, penalty etc,, Lessor shall be entitled to make payment of such unpaid fine, penalty etc. and deduct the same from the Security Deposit. The Lessee shall comply with all conditions / rules / regulations etc. of Central / State Government / Local authorities / Management Agency etc. Lessor shall not be responsible for any non-compliance by the Lessee. Lessee shall keep Lessor indemnified against any such claim, demand or actions caused due to non-performance / non-compliance on the part of the Lessee. ‘That the Lessee shall not sublet, assign or otherwise part with possession of the Demised Premises in favour of any third party. The Lessee shall not be entitled to create any third party interest of any nature in whole or part of the Demised Premises. The Lessee shall not be entitled to raise any loan with regard to the Demised Premises. The Lessee shall not enter into any arrangement leading directly or impliedly to creation of co-tenancy rights in respect of or in relation to the Demised Premises. However, the Lessee may use the Demised Premises for operation of its group companies and subsidiaries with written consent of the Lessor, which consent shall not be unreasonable withheld by the Lessor. The Lessor shall not enter into partnership or franchise arrangement with any third party / person without written consent of the Lessor in respect of aforesaid Demised Premises. ‘That upon receipt of communication for offer of fitted out possession, the Lessee may inspect the fit-outs provided in the Demised premises and shall post inspection immediately take possession of the Demised Premises. However, defect if any, in the said fit-outs shall be informed to the Lessor in writing within 2(two) days of the inspection, which the Lessor shall be obligated to rectify within 5 (five) days there from. REPAIRS, ALTERATIONS AND MAINTENANCE OF PREMISES. 81 82 ‘That the Lessee shall not without the written consent of the Lessor make any structural alteration / addition in the Demised Premises. The Lessee shall be liable to keep the Demised Premises and its fixtures and fittings in good condition. Upon expiry of Lease Deed or the extended period of lease, the Lessee shall be liable to remove such temporary partitions as may have been fixed by it and shall be bound to restore the Demised Premises to its original condition (except usual wear and tear during the ordinary course) at its own expense. That the Lessee shall carry out day to day maintenance of the Demised Premises and fixtures and fittings installed therein including painting and polishing of the Demised Promises at its own expense during the period of occupation of the84 on 92 93 Gysues Demised Premises by the Lessee. The Lessee shall handover the Demised Premises together with fixtures and fittings therein in good order and condition, normal wear and tear excepted, on the expiry of Term of this Lease Deed or on its early termination. That the Lessee shall deliver back the possession of the Demised Premises upon expiry of lease or on its early termination, only to the Lessor. ‘That the Lessor hereby agrees and confirms that the Lessee shall have the right to modify and refurbish the Demised Premises at its own costs and expenses for the purposes of operating its Business, The Lessee shall not be entitled to carry on any permanent construction activity in the Demised Premises. The Lessee shall not undertake any renovation activity which requires prior sanction from Municipal/ town planning authorities etc. The Lessee shall be bound to restore the Demised Premises to the same condition in which the same is being let out to the Lessee or to the bare-shell condition, as may be instructed by the Lessor in its sole discretion, normal wear and tear excepted, failing which the Lessor shall be entitled to do the same at the cost and expense of the Lessee and to deduct such amount from the Security Deposit. In case Security Deposit is insufficient to meet the expenses incurred by the Lessor, in that event the unrecovered amount shall be a first charge on the assets of the Lessee. USAGE AND ACCESS It is hereby agreed that during the duration/term of the present Lease Deed including any subsequent renewal/extension thereof, the Demised Premises shall only be used by the Lessee for IT/ITES purposes of office use for its business activities and not for any other use unless explicitly permitted by the Lessor in writing. Car parking slots, if any provided upon request shall be chargeable at the rate of Rs, 3,500/- (Rupees three thousand five hundred only) per car parking slot per month plus GST and other taxes ( including any other taxes, levies, cess, etc., as may be levied/applicable in future on such car parking rent). The Lessee agrees and understands that the car parking charges as recorded in this Clause 9.2, upon intimation by the Lessor, shall be payable by the Lessee to the Maintenance Agency appointed for the Complex. SIGNAGE: Subject to the Developer/ nominated Maintenance Agency approving, the size and specifications of the signage, the Lessee shall be allowed to put up its signage in the directory at the ground floor lobby of the Building. Save and except as provided hereinabove, the Lessee shall not install any signage in the Demised Premises in the nature of glow signs, billboards etc, It is abundantly clarified that no signage shalt be allowed on the fagade of the Building, 410. uu. 12. INSPECTION OF THE LEASED PREMISES ‘That the Lessee shall permit the Lessor or its representatives with or without workmen to enter into and upon the Demised Premises at all reasonable times for the purpose of examining the state, and condition of the Demised Premises with a prior written notice CREATION OF MORTGAGE/ENCUMBRANCE OR TRANSFER OF PROPERTY. 11.1 That in case Lessor transfers or alienates the Demised Premises or any part thereof or in case Lessor assigns its right, title and interest in the Demised Premises during the currency of present Lease Deed or during extended period of Lease Deed, the Lessor shall intimate the Lessee about the same in writing. 11.2 That the Lessor shall ensure that the future owner or successor-in-interest of the Demised Premises shall be bound to abide by the terms of this Lease Deed including further extensions on payment of enhanced rent as stated hereinabove and any expenses on account of such transfer shall be paid by such future buyer/owner. 11.3 That in the event of such a transfer, the Lessor shall transfer the Security Deposit to the new purchaser/successor-in-interest and will get a confirmation to this effect from the concerned purchaser/successor - in — interest indicating the receipt of aforesaid amount as well as its undertaking to comply with terms and conditions of this Lease Deed. 11.4 That in the event of transfer of Demised Premises, the transferee/purchaser shall attorn the Lease Deed on the same terms and conditions as contained in this Lease Deed. REPRESENTATION OF LESSOR REGARDING LEASED PREMISES. ‘The Lessor hereby represents and warrants that: 12.1 Lessor is lawful owner of the Demised Premises and has got a good and marketable title in respect of the same. 12.2 Lessor is lawfully entitled to lease out the Demised Premises and is fully entitled to execute and get registered this Lease Deed. The Demised Premises can be used for IT/ITES purposes of office use of the Lessee for its business activities. 123 At present, the demised premises is not subject to any attachments, court or acquisition proceedings and is not subject to any litigation or demands or attachments under any of the prevailing statutes either State or Central, However, this is to clarify that, this clause or any other clause in this lease deed, shall not restrict the rights of the respective owners of the demised premises at any point of time, to charge/mortgage/encumber their units for the purpose ofobtaining loan(s), financial assistance etc. from any Bank/Financial Institution/NBFC ete. 43, PEACEFUL AND VACANT POSSESSION/ENJOYMENT 13.1 The Lessor has represented to the Lessee that it shall enjoy the uninterrupted, quiet, peaceful, physical, vacant and legal possession of the Demised Premises without any interference whatsoever for its business operations as per applicable Jaws subject to timely payment of monthly lease rent and compliance/payments in accordance with terms and conditions incorporated in this Lease Deed and the Maintenance Agreement, 132 The Lessor hereby confirms that the Lessee, subject to payment of the agreed monthly lease rent and compliance of the terms and conditions contained herein, shall be entitled to peaceful possession and quiet enjoyment of the Demised Premises during the period of the Lease Deed free from any interference, objections, eviction, claim, interruption and demand whatsoever by the Lessor or any person lawfully or equitable claiming by/ off from/under or in trust for the Lessor. The Lessor shall duly observe and perform the obligations on its part herein contained and shall extend all its co-operations to enable the Lessee to fulfill the terms and conditions and obligation on its part contained herein. 133. That in case the cheques issued towards payment of Security Deposit and monthly lease rent amount are dishonored for any reason whatsoever, in that event the Lessor shall inform the Lessee in writing to. make the payment within 15 (fifteen) days of receipt of such notice. Provided that, in the event the Lessee fails to make the payment with the abovesaid 15(fifteen) days, this Lease Deed shall be rendered null and void and the Lessee shall be liable to immediately restore the actual physical possession of the Demised Premises to the Lessor. 14, MISCELLANEOUS 14.1 If any provision of this Lease Deed or part thereof is rendered void, illegal or unenforceable in any respect under any law, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. 142 This Lease Deed constitutes the entire agreement between the parties and saves as otherwise expressly provided no modification, amendment or waiver of any of the provisions of this Lease Deed shall be effective unless made in writing specifically referring to this Lease Deed and duly signed by the Parties hereto This Lease Deed specifically makes redundant and ineffective all such previous agreements whether oral or in writing that might have been agreed or entered into by the parties.15. 16. 143 144 145 146 147 All indemmities provided by the Lessee in this Lease Deed shall survive before or after the early termination or expiry of this Lease Deed. Whenever any of the terms and conditions of the Lease Deed requires that Lessee obtain the consent of Lessor, unless otherwise expressly stated, such consent shall not be unreasonably withheld, delayed or conditioned. The phrase ‘term of the lease’ or ‘termy’ referred to in this Lease Deed unless repugnant to the context thereof include all ‘extended’ terms of the Lease Deed. ‘That the Lessee shall be fully responsible for all its operations including taxes related to the transactions involved in its operations in the said Premises and the Lessor shall in no way be responsible for the same. That the Lessee with the prior written approval of the Lessor display name and address of its IT/ITES operation only at such place(s) as mutually decided between the Lessor and Maintenance Agency shall not put up any or sign board, publicity or advertisement material on the external facade or inside the Demised Premises so as to be visible from outside on the external fagade of the Said Premises or anywhere in the common areas without the prior approval of the Lessor and Maintenance Agency in writing, Waiver: ‘That any delay in enforcement by any party or indulgence shown by any party in enforcement of terms of this Lease Deed shall not be considered as waiver of any breach or non-compliance of terms é& conditions of this Lease Deed. Such indulgence shown by any party shall not prejudice the rights of such party conferred by virtue of this Lease Deed. No delay on the part of the Lessor or the Lessee in exercising any right, power or privilege hereunder shall operate as a waiver thereof, nor shall any waiver on the part of the Lessor or the Lessee of any right, power or privilege hereunder operate as a waiver of any other right, power or privilege hereunder. REGISTRATION ‘That the stamp duty charges, registration charges and expenses incidental for getting executed and registered this Lease Deed shall be equally borne by the Lessee and Lessor. The original registered Lease Deed shall be retained by the Lessor and a duly attested copy thereof shall be provided to the Lessee. Upon each extension of term of Lease Deed, a fresh lease deed shall be executed and registered between the parties and expenses for stamp duty charges, registration charges and expenses incidental thereto shall be equally borne by the Lessee and Lessor. JURISDICTION So17. 18. 19. The Courts at Gurgaon and the Hon’ble High Court for the States of Punjab and Haryana shall have the exclusive jurisdiction to try and entertain any dispute, which may arise out of or in connection with the terms of this Lease Deed. VACATION AND HANDING OVER OF PREMISES. That subject to provisions regarding renewal / extension of Lease Deed, on expiry of lease Term this Lease Deed shal] be deemed to have been determined by efflux of time and no separate notice shall be required to determine and revoke this Lease Deed/tenancy. In case Lessee fails to surrender peaceful possession of the Demised Premises to the Lessor upon expiry of lease or on its earlier termination in accordance with the terms of this Lease Deed in that event Lessee shall be liable to pay an additional compensation, as its admitted liability, for occupation at the rate of double the prevalent monthly lease rent, for every month or part thereof, on the last paid monthly rent being paid at that time by the Lessee. The liability of the Lessee to pay compensation for use and occupation at the aforesaid rates shall commence from the date of expiry of lease or its earlier termination / forfeiture. SERVICE OF NOTICE That any correspondence required to be served by either of the parties to this Lease Deed shall be deemed to have been served / received by the addressee if the same is sent by registered post acknowledgement due at the address of the parties specified in the heading of this Lease Deed. In case of change of address of any Party, the same shall be intimated immediately by the concerned Party to the other Party. ISSUANCE OF RECEIPT ‘That the Lessor shall acknowledge and give receipts for each and every payment of rent by the Lessee, The issuance of duly stamped receipt and signed receipt by the Lessor shall be conclusive proof of payment of rent. BeIN WITNESS WHEREOF THE PARTIES HAVE SET THEIR HANDS TO THIS LEASE DEED THROUGH THEIR RESPECTIVE REPRESENTATIVES ON THE DATE, MONTH AND YEAR MENTIONED HEREINABOVE. for Lessor (MS. NIKITA\ [AR & MS. YOGYATA KUMAR ) {or an on behalf of the Lessee M/S. SUPER HIGHWAY LABS PRIVATE LIMITED (Authorised SigdAtory) Witnesses: 1 , asAnnexure - A