OPERATION / MAINTENANCE AGREEMENT

A. D. Mall, Gorakhpur
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THIS OPERATION/MAINTENANCE AGREEMENT is executed at Gorakhpur on this

20th day of July, 2019.

BETWEEN

M/s AD SERVICES, a partnership firm having its Registered Office at Basement-2, AD

Mall, Purdilpur, Gorakhpur, Uttar Pradesh, 273001, through its Authorized Signatory Mr.
Somendra Mohan Das authorized vide letter dated 05/02/2019 (hereinafter referred to as
the “Maintenance Agency” which expression shall, unless repugnant to the context or
meaning thereof, be deemed to include its successors and assigns) of the FIRST PART

AND
………………………………………………………………………………hereinafter
referred to as 'said User' (which includes Owner/ Occupier and which expression shall
unless it be repugnant to the context or meaning thereof be deemed to mean and include
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his/her/its/their respective executors, administrators, legal heirs and representatives) of the

SECOND PART.

AND
M/s A.D. Sons Reality Private Limited’, a company duly registered under Companies
Act, 2013, and having its Office at Gallantt Landmark, 1 st Floor, Bank Road, Gorakhpur,
through its Authorized Signatory Mr. Neerendrra Mohan Das (hereinafter referred to as
the “Confirming Party” which expression shall, unless repugnant to the context or
meaning thereof, be deemed to include its successors, assigns or any subsequent body
which may be incorporated by the partners effective any change in the constitution of the
firm, of the THIRD PART.

WHEREAS M/s A.D. Sons Reality Private Limited’, a company duly registered under
Companies Act, 2013, and having its Office at Gallantt Landmark, 1 st Floor, Bank Road,
Gorakhpur has executed an Agreement dated …………..(hereinafter referred to as the
"Unit Agreement") in favour of the said User for the purchase of Commercial Unit
bearing No……………………………………. (hereinafter referred to as the "said Unit")
in the Commercial Complex named as “AD Mall” (hereinafter referred to as the "said
Complex") situated at Mohalla Purdilpur, Gorakhpur (hereinafter referred to as the "said
Place Address").

AND WHEREAS the said Unit Agreement executed by the said User contained a
stipulation for the provision of Maintenance Services by the confirming party or by its
nominated Maintenance Agency and payment of operation/maintenance charges by the said
User to the Maintenance Agency and the said User has agreed to execute a separate
Operation/Maintenance Agreement for the maintenance of the said Complex.

AND WHEREAS the confirming party has nominated the Maintenance Agency and has
assigned the right of maintenance services of supply of ground water, sewerage system,
power distribution network, waste management, horticulture, Parks, security, common areas
and facilities, equipment, machines, fixture, Mall promotions and publicity etc. in said
Complex and accordingly the Maintenance Agency has entered into the shoe of the
confirming party to provide the maintenance services to the buyers/ occupiers of the
commercial units of the entire Complex and operate the same systematically by collecting
operation/maintenance charges from the said Users in lieu of their services and to do all
such acts, deeds etc. as may be necessary to provide maintenance services in vital, distinct
and lawful manner.
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AND WHEREAS the said User has deposited with the confirming party an Interest Free
Maintenance Security
………………………………………………………………………….in respect of the said
Unit in the said Complex.

AND WHEREAS the Maintenance Agency on receipt of IFMS of the User from the
confirming party shall not use or divert the said IFMS except in the cases as mentioned in
this agreement and shall always keep it deposited.

AND WHEREAS the said User has approached the Maintenance Agency with a request to
provide maintenance services to the said Unit as well as the said Complex and on the
assurances that the said User shall abide by the terms and conditions of this Agreement and
shall regularly and without fail pay the bills within the specified time, raised by the
Maintenance Agency, the parties have now decided to execute this Agreement on the terms
and conditions recorded hereunder.

NOW, THEREFORE, THIS AGREEMENT WITNESSETH AND IT IS HEREBY

AGREED AND DECLARED BY THE PARTIES AS FOLLOWS:

1. Appointment and Scope

a) It is clearly agreed and understood by the said User that the confirming party has
assigned all its rights and obligations under the said Unit Agreement with regard to
maintenance of the said Complex in favour of the Maintenance Agency and the
Maintenance Agency has agreed to take over all such rights and obligations and
discharge and perform all duties and obligations of the confirming party relating to
maintenance of the said Complex and for rendition of requisite services under the
said Unit Agreement.

b) The said User hereby acknowledges such assignment and agrees to get the said
Complex maintained and obtain requisite services under the said Unit Agreement
from the Maintenance Agency in place and instead of the confirming party.

c) It is agreed that the confirming party has no further liability and/or obligation for
maintaining the said Complex and for providing any service under the said Unit
Agreement and the confirming party is relieved and discharged of all such
liabilities and all such maintenance and services shall be rendered and/or provided
by the Maintenance Agency.
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d) The said User is aware that said Unit in the said Complex although ostensibly are
clearly demarcated as distinct from one another but all the infrastructure, utilities
and support facilities, namely the ground water supply, sewerage system, power
distribution network, waste management, infrastructure, horticulture, security,
common areas and facilities, equipment, machines, fixture etc. (hereinafter referred
to as the “said Infrastructure and facility”) are integrated and common to all the
said Users in the said Complex. The said User hereby agrees and conveys its
consent that the Maintenance Agency shall manage the said Infrastructure and
facility for the said Complex and the Maintenance Agency hereby agrees to
provide its services for managing the same, subject to the covenants and
consideration as envisaged hereinafter.

e) The Maintenance Agency and the said User hereby agree that the internal
management of the said unit being occupied by the said User shall be looked after
completely by the said User only. However, the said User shall abide by such rules
as will be intimated to it with a view to eliminate and/or minimize inconvenience
and nuisance to the other Occupants and/or said Users of the said Unit in the said
Complex.

f) The said User hereby agrees to pay the Operation/maintenance charges and all
other charges enumerated herein under with effect from ………
.

2. Operation/Maintenance Service & Facilities

2.1 "Operation/Maintenance Services" shall mean and include the following services
inclusive of general and administrative overheads (including salaries, wages etc.)

(a) Sewerage System, Sewerage Disposals and Treatment Plant Operations and
Maintenances: These relate to operation and maintenance of Sewerage System,
Sewerage Disposals and Maintenances.

(b) Drainage System Maintenance & Operation: These relate to operation and
maintenance of Drainage System Maintenance & Operation, collection of waste from
said Units.

(c) Electrical supply network and electric installation upkeep, maintenance and their
safety aspects.
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(d) Maintenance of all Arboriculture, Horticulture, Floriculture, parks and gardens.

(e) Common Areas Maintenance Services: These relate to operation and maintenance of
common areas on each floor, lobby, ducts, basements, staircases, roofs, mumties, lifts,
escalators, water circulatory pumps, firefighting equipment(s), car parking spaces and
other common facilities inside the covered area of the said Complex including the
infrastructures. etc. (as provided by the confirming party) more particularly described
in Annexure-I.

(f) Operation and maintenance of all equipment connected with the supply of electrical
energy to all Occupants including the said User of the said Complex under single point
connection. The Maintenance Agency shall apply for permission for supply of
electrical energy to Purvanchal Vidyut Vitran Nigam Limited and the permission,
which when received, shall be deemed to form a part of this Agreement. The operation
and maintenance of bulk supply and distribution of electrical energy shall be handled
by the Maintenance Agency or if the Maintenance Agency decides, at its sole
discretion, by any other company, nominee, agency to whom this work may be handed
over by the Maintenance Agency.

(g) Open area Maintenance Services: These relate to operation and maintenance of open
spaces within the boundary wall and surrounding the building of the said Complex
such as maintenance of compound wall, car parking spaces, roofs, overhead water
tanks, ducts, mumties, landscaping, electrification, transformers, ground water supply,
telephone wires, cables, sewerage, roads, paths, rain water pipes, Mall promotions &
publicity and other services etc. within the boundary wall of the said Complex. The
management of the electric energy and water within the said Unit is not in the scope of
the Operation/Maintenance Agreement.

(h) Any other services as may be required as exclusive services by the said User or as
common services by the said User along with other said Users including but not
limited to reserved covered/open car parking spaces allotted for exclusive use of the
said User (if any) and as may be required from time to time.

2.2. Power Backup Facility

The Maintenance Agency has agreed to provide power back-up to the said
Complex/said Unit at the cost and expenses of said Users.
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2.3. Safety and Security

(a) The Maintenance Agency shall frame rules for observing safety and security within
the said Complex and may circulate a copy thereof to the said User for compliance.
The said User shall not store any material within its said Unit or otherwise engage
in any activity, which is hazardous, explosive, combustible and/or otherwise
dangerous to the building and other said Users/Occupants thereof. The User shall
not employ any person who may in any manner create any nuisance within the
complex or for the occupants of the complex. The User shall before engaging any
servant/employee/agent etc. shall get proper police verification of the said person
and submit the details of such verification to the Maintenance Agency and only
after the clearance of the agency in writing, the User shall continue such
engagement.

(b) Various fire fighting equipments are installed in common areas of Complex in the
said Complex to meet any fire incident or contingency. However, the said User
shall be responsible for carrying out its own fire fighting system inside the said
Unit.

(c) The security services will be under the direct control and supervision of the
Facilities Managers / Estate Managers appointed by the Maintenance Agency. The
functions of the security shall be to:

 Ensure general security standards and control access to the said Complex.
 Operate car parking and monitor vehicle presence therein.
 Oversee movement of the Visitors and Vehicles to the said Complex.
 Report any incident of theft/damage to the said Complex to the Maintenance
Agency.
 Monitor the adequate use of lifts.
 Take charge of emergency incidents until the Estate Manager / Facility
Manager or concerned authorities arrive.
 Be responsible for overall security of the said Complex. However, vehicles and
goods left in the vehicles parked in the said Complex shall be at respective
vehicle said User’s risk.

(d) The security of property within the said User’s said Unit shall be responsibility of
the said User. However, if by any reason or by any act of any person within the
said User’s said Unit, it is felt that the security of people and property other than
that within the said User’s property are at a risk, the security as provided by the
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Maintenance Agency may take appropriate action against the person creating
possible danger to the outside property/security.

(e) Provided that any additional security/manpower as may be desired by the said User
at a time other than any normal time or any additional security manpower desired
by the said User for any special occasion may be provided to the said User but only
at such cost which may be determined from time to time and depending upon what
type of additional security/manpower is called for.

(f) The said User shall indemnify the Maintenance Agency against any loss and/or
damage as may be suffered by other Users/Occupants or the Maintenance Agency
as the case may be, arising as a result of any act of negligence or breach of
obligation on the part of the User.

3.1 Use of Common Areas

The said User shall use the common passage, areas outside its own Unit but
otherwise forming part of the said Complex only for ingress in and egress out of his
said Unit and for no other purpose whatsoever. The said User shall not use the
above referred common passages and areas nor cause it to be used for furthering of
its commerce or for any storage purpose.

3.2 User’s Obligations

The said User hereby agrees and assures the Maintenance Agency that the said User
shall:
 Park his vehicles with security stickers allotted.
 Keep the parking area clean and use the area only for parking purpose only.
 Store and dispose debris as decided by the Maintenance Agency.
 Keep Garbage outside the Unit in wet and dry garbage bags as instructed.
 Use the Common area for activities without disturbing others and causing
damage.
 Allow periodic inspection by the Facility Manager along with the
representative of the unoccupied units.
 Enter all complaints in writing in the register provided.
 Co-operate with property manager in carrying out their responsibility.
 Educate the staff personnel to follow rules and behave manner fully.
 Ensure that drivers/ shop attendants have been issued identity cards and they
carry it every time inside the building.
 Use only the generally common areas and facilities within said Place
address/land which may be outside the land underneath the said Complex
Building earmarked as generally commonly used areas & facilities by all the
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occupants/ users on the said Complex. However, such generally common

areas and facilities earmarked for common use of all occupants/users shall not
include the exclusive reserved covered parking space (if any) individually
allotted to the respective occupants/users for their use. Further, the User
understands that he shall have no right, title or interest in other unsold spaces,
if any, and the same shall be dealt with by the confirming party at its own
discretion as it may deem fit.

 Park his vehicle only in the parking space in the said Complex on pay and
park basis.

And said User shall not in any case:

 Carry out any modifications on façade and structure.
 Store harmful material in commercial unit and common area.
 Hang sign boards at place other than the space specified for the purpose.
 Throw waste from the window/ balconies.
 Allow noise making works in commercial unit that causes inconvenience to
neighbours.
 Carry hazardous/ inflammable articles and smoking in the lift.
 Overload the lift and holding on for long at landings causing inconvenience to
other passenger.
 Litter lifts and graffiti inside lifts.
 Take pets in the lifts.

4. OPERATION/MAINTENANCE CHARGES:

4.1. The said User hereby agrees to pay Operation/Maintenance and Management
Charges (OMM) in timely manner and without any default to the Maintenance
Agency in order to avail operation and maintenance services from the Maintenance
Agency and contribution towards Capital Equipment Replacement & Repairs Fund/
Sinking Fund to the Maintenance Agency nominated by the confirming party for
organizing Operation/ Maintenance and Management, as per details given below:
Maintenance Agency shall be entitled to charge from users as follows and users
agree to pay the same to maintenance agency:

Item
 OMM Charges calculated @ Rs. 24/- per Sq.ft. per Month of the
Super Area of the said Unit + GST as applicable
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The Operation/Maintenance & Management Charges have been fixed in the context
of prevailing prices of the component as mentioned in clause 4.2 mentioned
hereinafter, at the time of commencement of the maintenance of the said Complex.
The date of commencement of maintenance and upkeep of the Complex or part
thereof shall be intimated by the confirming party to the said User and the
operation/maintenance charges shall be reckoned from that date. The Maintenance
Agency reserves the right to enhance the operation/maintenance charges payable by
way of further one time, annual or monthly charge, should the
Operation/maintenance charges fall insufficient for the proper maintenance of the
Complex during these two years.

4.2 The aforesaid Operation/Maintenance and Management Charges (OMM Charges)

shall include costs and expenses of following services:
i)House-keeping of common areas.
ii) Watch & Ward Security of the said Complex.
iii) Operation and maintenance of common facilities & equipments.
iv) Horticulture.
v) Annual Maintenance Contracts for equipments installed in the said Complex.
vi) Administrative expenses including salaries of maintenance and other staff.
vii) Common area lighting and electricity used for other common area facilities.
viii) Insurance of the building (excluding the Hotel).
ix) Supervision and Operation/Management charges to the Maintenance Agency
which shall be 15% of the total of (i) to (viii) above

The above costs have been estimated and divided over total super area of the said
Mall (excluding the Hotel) to arrive at the estimated OMM Charges stated above and
paid / payable by the said User as part of Operation/ Maintenance and Management
Charges.

4.3 The following costs and expenses are not included in OMM Charges and shall be
met out of the Sinking Fund / Capital Equipment Replacement and Repairs Fund as
described below in Clause as mentioned in 5.1 herein after:
i) Replacement of Lighting / Electrical fixtures – Fused
Bulbs, Tube Lights, Chokes, Starters, MCB’s, ELCB’s Switches, cables and
wires etc.
ii) Replacement of taps, pipes, fittings, valves etc.
iii) Cost of Horticulture consumables like Khaad/ fertilizer,
plants, good earth etc.
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iv) Cost of repairs of common area, boundary walls, drains,

parking areas, club/community areas, roads etc.
v) Servicing of transformer / electric panels / feeder pillars.
vi) Replacement of the equipments when needed such as lifts,
escalators, fire equipments, electrical panels etc.

4.4 It is agreed and confirmed by the parties that insurance of contents within the Units
is not included in the Scope of Operation/ Maintenance & Management Services.
The insurance for the same shall be the personal responsibility of the User.

4.5 The monthly recurring cost/bills of electricity, water, monthly charges payable to
Maintenance Agency towards sewage, drainage and water connections are not
included in the Operation/maintenance charges and shall be paid by the said User,
separately on pro rata basis of the super area of his Unit.

4.6. The monthly recurring cost of generator power back up to the Unit of the said User
shall be borne and paid by the said User separately as billed / apportioned by the
maintenance agency incurred on pro-rata basis.

The cost of generator power back up shall comprise of the following:

a) A fixed charge of Rs. ……./- per month which shall be payable by each said
User whether any generator power back up is used or not by the said User ;
and

b) The cost of units of Generator power back up shall be calculated as per

computation given below : -
 A = Total cost of running the generators during the month.
 B = Total Fixed charges stated in (a) above.
 C = Total units of generator power back-up consumed based on readings
of individual
Cost per unit of generator power back-up = A – B
C

5. Sinking Fund / Capital Equipment Replacement and Repair Fund

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5.1 The said User shall contribute as his contribution towards Sinking Fund/ Capital
Equipment Replacement and Repairs Fund, as and when any Capital equipment
within the building or the said Complex including but not limited to generating sets,
lifts, escalators, fire fighting arrangements, electric sub-station, VCB’s, transformers,
electric panels, pumps or any other plant/equipment of capital nature etc. require
repairs, replacement and up-gradation, the cost thereof shall be met out of the
Sinking Fund/ Capital Equipment Replacement and Repairs Fund. The repairing, re-
plastering, painting of exteriors of the buildings, boundary walls and all common
areas comprised within the buildings as well as in the said Complex, and all repairs/
replacement in the nature of civil construction are excluded from the Scope of
Operation/ Maintenance and Management described in herein and the cost thereof
shall be met out of the Sinking Fund/ Capital Equipment Replacement and Repairs
Fund. In case the funds available in the said Sinking Fund / Capital Equipment
Replacement and Repairs Fund are not sufficient to meet the requirement of the
occasion for any such repairs, replacement , up gradation the short fall shall be met
by contributions from the said User and other said Users on pro-rata basis.

6. Interest Free Maintenance Security For Facilities Management

6.1 In order to secure due performance by the said User in paying promptly the OMM
Charges / Bills, unpaid Government levies, charges by whatever name called as
demanded by the Confirming Party and other charges as raised by the Maintenance
Agency from time to time, the said User has deposited before taking over the
possession of the said Unit and agrees to always keep deposited with the
Maintenance Agency an Interest Free Maintenance Security (IFMS) for Facilities
Management. In case of failure of the said User to pay any OMM Charges / Bills and
other charges whenever demanded by the Maintenance Agency on or before the due
date, the said User in addition to permitting the Maintenance Agency to deny him the
right to avail the maintenance services and other common facilities, also authorizes
the Maintenance Agency to adjust IFMS against such defaults. Whenever due to
such adjustment, the IFMS Deposit falls short of the aforesaid sum, and then the said
User hereby undertakes to make good the resultant shortfall within fifteen days of
demand by the Maintenance Agency. The Maintenance Agency reserves the right to
increase the IFMS Deposit if required from time to time in keeping with the increase
in the cost of maintenance services and the said User agrees to pay such increases
within fifteen (15) days of demand by the Maintenance Agency. If the said User fails
to pay such increase in the IFMS Deposit or to make good the shortfall as aforesaid
on or before its due date, then the Maintenance Agency shall be entitled to charge
interest at the rate of @ 18% per annum for the period of such delay and to
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stop/disconnect all maintenance services to the said Unit till such sums due
alongwith interest as stipulated hereinabove are paid by the said User.

6.2 Use of Interest Free Maintenance Security for Setting off the
Operation/maintenance charges Dues:
The said User agrees to pay to the confirming party/Maintenance Agency interest free
Maintenance Security in order to secure adequate provision of the maintenance
services and for due performance of the said User in paying the operation/maintenance
charges, unpaid Government levies, charges by whatever name called as demanded by
the Confirming Party and other charges as raised by the maintenance agency from time
to time. Further, in order to ensure smooth function and mechanism of payment of
Operation/maintenance charges, the said User who do not stay or occupy the unit in
the said Project from the confirming party due to reasons whatsoever, hereby
authorizes the Maintenance Agency to consider/ treat the aforesaid Interest Free
Maintenance Security as Advance Operation/ maintenance charges for all purposes
from two months from the date of offer of possession of the said Unit and further the
said User hereby authorizes the Maintenance Agency to adjust the
Operation/maintenance charges along with applicable taxes, cesses etc. payable to the
Maintenance Agency from the date of commencement of maintenance services in the
said Project against the aforesaid and hereby agrees that the Maintenance Agency
shall not deliver the bills for the Operation/ maintenance charges on monthly/
quarterly basis till such period the interest free Advance Operation/maintenance
charges are fully exhausted. After the exhaustion of Advance Operation/maintenance
charges, the said User hereby agrees to pay operation/maintenance charges in respect
of the said Unit regularly on monthly/ quarterly advance basis as per the Bills/
Invoices raised by such Maintenance Agency and in case of non-payment of
operation/maintenance charges within the time specified, the said User shall pay
operation/maintenance charges along with interest at the rate of 18% per annum.
Further non-payment of operation/maintenance charges shall also disentitle the said
User to the enjoyment of common services including electricity, water etc.

7. Electricity and Power back-up through DG set charges

a. An electronic meter shall be installed, sealed, maintained by the Maintenance
Agency at each point of supply at the said Unit of the said User and shall remain
the property of the Maintenance Agency so long as the contract of supply subsists.
The Maintenance Agency reserves to itself the right to fix the position of the said
meter. The consumption of electricity unit through Single Point Supply from the
connection of the Complex and through the Diesel Generator Set by the said User
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in the said Unit through the Electricity Meter shall be monitored separately by the
Maintenance Agency for this purpose.

b. The bill for electricity consumption through Single Point Supply and Diesel
Generator Set within the said Unit will be based on reading in meters installed and
will be as per the tariff stated in Annexure - A of Annexure II to this Agreement.
The electricity consumption of the common areas will be paid by the Maintenance
Agency to the concerned Electricity Department.

c. The Maintenance Agency reserves its right at any time to increase, amend, cancel
or add to any of these Schedule & Conditions based on revision of tariff and
condition of supply of power back-up between Electricity Authority & the
Maintenance Agency.

8. Water Charges: The said User shall have to pay water charges as per actual
consumption of water consumed in the space occupied by him as per the meter reading
through a separate water meter provided/to be provided for this purpose. In case where
or so long as no separate water meter is provided or are feasible, the said User agrees
to pay to the maintenance agency his/her/its share of water charges as may be
apportioned by the maintenance agency on ad-hoc basis. The maintenance agency will,
however, take into consideration the total charges of consumption in relation to the
water consumed by the said User. (It is clarified and agreed by the said User that the
decision of the maintenance agency in this regard shall be binding on the said User).
The bills for such charges will be raised by the maintenance agency on the rates
decided by it and will be payable within fifteen days of demand. In case the water
meter is defective, the basis will be the average consumption.

9. Insurance
The Maintenance Agency will get the said Complex, machinery and equipment,
fixtures installed in common/open area therein insured against fire and other
extraneous perils on behalf of all the occupants as also on its own behalf. The said
User hereby agrees to pay to the Maintenance Agency the proportionate insurance
premium as per actual on one month advance basis, with reference to the super area of
the said Unit, as determined by the Maintenance Agency. In the event of accrual of
any claim as a result of fire or any other extraneous perils as aforesaid for which
insurance has been taken, the said User hereby authorizes the Maintenance Agency to
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lodge claim under the insurance policy and collect proceeds there under both on
his/her/its behalf and on behalf of the Maintenance Agency. The Maintenance Agency
shall remit the amount collected on behalf of the said User to the said User. The said
User further agrees that any discharge given by the Maintenance Agency to the
insurance Company will be binding on the said User. The said User shall be
responsible for having necessary insurance cover to his household property/ assets
inside the said Unit in the said Complex at his own cost and expenses.

10. Revision in Charges

The rates of maintenance and sinking fund charges per sq. ft. of the Super Area of the
said Unit has been fixed in the context of the current prices of commodities and
services, official levies, fees and taxes, cost of running of machinery, equipments
installed in the said Complex. The said User specifically agrees that the Maintenance
Agency may suitably increase the aforesaid rates of maintenance from time to time, as
may be required by the circumstances, to cover the escalation/variation in rates and
charges of the services and/or increase of present levies or imposition of new ones by
the Government/ Local Bodies. The Assessment by the Maintenance Agency of the
fairness of such increase shall be binding on the said User. There may be an upward
increase in operation/maintenance charges in future. The percentage of increase will
be close to the percentage of increase in the points of living index. However, in the
event of any steep increase in the rates of electricity or in any other item of expense or
any special levy of any kind resulting in the increase in expenses in that item more
than the rate of in commercial unition, the said User would be liable to pay the
Maintenance agency additionally on that account. The minimum annual increase
would be 5% on the last paid charges. The charges will be revised in the month of
April of every year.

11. Right to use of Maintenance Services subject to payment of operation/maintenance

charges and other Charges
(a) The said User agrees that his/her/its right to use the common facilities shall be
subject to regular and timely payment of Operation/maintenance charges as billed
by the Maintenance Agency. If operation/maintenance charges or any part thereof
is not paid regularly, the said User agrees that he/ she/ it shall lose the right to use
any of the common facilities/services including right to receive/consume
electricity supply/ power back-up inside the said Unit as long as the
operation/maintenance charges are paid along with interest @ 2% per month on
the outstanding amount till the date of payment, and all the covenants herein are
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observed. Upon receipt of outstanding amount along with interest as aforesaid by

the Maintenance Agency, the right of the said User to use such common
facilities/services shall be allowed.

(b) In the event of there being any dispute between the tenant and its landlord as a
consequence of which said User determines that the landlord is liable to pay the
dues on date to the Maintenance Agency, the said User shall continue to pay the
dues to the Maintenance Agency irrespective of the rights and defenses as may be
available to the said User against its landlord.

(c) The said User hereby agrees that the costs and expenses at the time of its moving
into the said Unit or vacating the same shall be borne by the said User and it shall
ensure that it does not cause any hindrance to the enjoyment of the said Complex
by other said Users and said Users in any manner whatsoever.

12. Procedure of Billing & Payment of Bills.

12.1 It is recorded herein that Maintenance Agency shall start Facilities Management
of said Complex and the liability for payment of monthly OMM Charges/
expenses shall commence from that date. Maintenance Agency shall raise a
consolidated bill (OMM Bill) by 7th day of the each calendar month through
prepaid electricity system for OMM Charges and other charges/ contributions
payable by the said User under this Agreement. It is made clear to and agreed by
the said User that the OMM Charges shall become payable w.e.f. the date
mentioned in Clause 1(f) irrespective of the fact whether possession of the said
Unit is taken over or not, or whether the said Unit is occupied or is vacant.

12.2 Any payment to be made by the said User against any bills raised by
Maintenance Agency shall be done either by Crossed local Cheque or Demand
Draft or Banker’s Cheque payable locally or through electronic transfer in favour
of the maintenance agency.

12.3 In case any Cheque issued by the said User is dishonored or returned by the
Banker of the said User on any ground or reason whatsoever then said User shall
pay to the Maintenance Agency a dishonor charge of Rs. 300 /- or such other
amount to as may be revised by Maintenance Agency from time to time along
with the bill amount and Payment Delay Charges, if any, without prejudice to its
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right of Maintenance Agency to seek redressal under the Negotiable Instruments

Act, 1881. Further it is acknowledged and clearly understood by the User that the
cheque issued by the User towards payment to maintenance agency under this
clause shall for all purposes be deemed to have been issued for clearing
outstanding debts and the Maintenance Agency shall be fully within its rights to
resort to legal proceedings under section 138 of the Negotiable Instruments Act.

12.4 The said User shall be at liberty to enter into any agreement and/or arrangement
with its tenants or licensees with regard to payment of OMM Charges, Bills but
Maintenance Agency shall recognize only said User i.e. the owner of the said unit
as person liable and responsible for payment of the same and in case of any
default in payment of OMM charges / Bills, Maintenance Agency shall recover
the same from the said User only.

13. Application for supply of electricity through Single Point Supply to form part of
this Agreement:

13.1 The Maintenance Agency shall apply for permission from the Purvanchal Vidyut
Vitran Nigam Limited or any other Licensing and/or Regulatory Authority; or
permission to receive bulk supply of electric energy and to distribute it to the said
Complex/ said Unit. The Maintenance Agency intends to undertake the
responsibility of receiving in bulk the supply of energy from the Concern
Authority or any other licensing authority and to supplement it by generation
through standby DG sets and to distribute the electricity to the various occupants
of the said Complex in terms of their application for supply of electrical energy
(Annexure - II). The Maintenance Agency shall supply electrical energy as a
part of its maintenance services and not as a separate function. The right of the
said User to receive the supply of electrical energy shall be subject to payment of
operation/ maintenance charges billed by the Maintenance Agency and
performance of all covenants of this Agreement. If the operation/maintenance
charges are not paid regularly by the said User, he/she/its shall have no right to
avail the maintenance services including the supply of electrical energy provided
by the Maintenance Agency. The said User agrees that in case of non-payment of
any portion of maintenance bill in respect of any of the maintenance services
provided by the Maintenance Agency, the said User shall be liable for
disconnection of all or any of the maintenance services including supply of
electrical energy to the said Unit. However, so long as the operation/maintenance
charges are paid and the covenants of this Agreement are observed the right of
 17

the said User to avail of the maintenance services including the supply of
electrical energy shall continue.

13.2 As per the Rules and Regulations of the Government Electricity Authorities the
confirming party/Maintenance Agency is required to receive bulk supply of
electrical energy at the said Complex from Concerned Authority and distribute
the same to individual Units in the said Complex.

13.3 Simultaneously with this agreement, the said User has made/ shall make
application to the confirming party/Maintenance Agency and signed/ agreed to
sign a separate Agreement/ Terms and Conditions for supply of electricity to his
said Unit which shall form an integral part of this agreement. Annexure-1

13.4 Further, the said User has agreed to abide by all the conditions of sanction of bulk
supply including but not limited to waiver of the said User’s rights to apply for
individual/ direct electrical supply and/ or connection directly from Purvanchal
Vidyut Vitran Nigam Limited or its designated Companies (if any), or any other
body responsible for supply of electrical energy. An undertaking in this regard
has been/ shall be signed and executed by the said User simultaneously with this
agreement. Annexure-1

13.5 The said User has agreed to pay /paid before possession of the said Unit or on
demand to the confirming party/ Maintenance Agency proportionate share as
determined by the confirming party/ Maintenance Agency of all deposits and
charges paid/ payable by the confirming party/ Maintenance Agency to any other
Concerned Body/ Commission/ Regulatory /Licensing Authority constituted by
the State Government failing which the same shall be treated as unpaid portion
of the total price payable by the said User for the said Unit and the possession
/conveyance of the said Unit shall be withheld by the confirming party/
Maintenance Agency till full payment thereof is received by the confirming
party/ Maintenance Agency from the said User.

13.6 Further the said User agrees that the Maintenance Agency shall be entitled to
withhold electricity supply to the said Unit till full payment of such deposits and
charges are received by the Maintenance Agency.
 18

13.7 The said User agrees to pay any increase in the deposits, charges for bulk supply
of electrical energy as may be demanded by the Maintenance Agency from time
to time.

14. Obligations of the Maintenance Agency

The Maintenance Agency shall:

14.1 Maintain, modify and/or replace the equipments and components forming part of
the Infrastructure from time to time so as to ensure the smooth and beneficial
enjoyment thereof by the said User;

14.2 Endeavour to organize its maintenance jobs at such intervals of time as may
cause least interruption of service to the said User;

14.3 In the event of any maintenance job taking longer time or that such a job has to
be unavoidably carried out during the peak hours, then it shall inform the said
User in advance (24 hours) of the same;

14.4 Wherever feasible, in advance inform the said User about a maintenance job
proposed to be undertaken by it, which may affect the normal enjoyment of the
Infrastructure.

15. Limited responsibility of the Maintenance Agency

15.1 It is made clear that the Operation/ Maintenance & Management in the said Complex
shall be organized by Maintenance Agency through various outside/ outsourced
specialist agencies under separate agreements / arrangements to be entered into with
them. The responsibility of the Maintenance Agency and will be limited only to the
extent of supervision to the best of its abilities subject to human failures and short
comings, that the operation and functioning of these agencies is in conformity with
the agreements / arrangements entered into with them and to change any agency if its
performance is not satisfactory.

15.2 The Watch & Ward Security of the said Complex shall comprise of general security
of the said Complex. The responsibility of providing Watch & Ward Security
services to the said Complex shall be entrusted to some outsourced Security Agency
and the security agency may not guarantee or ensure full proof safety and security of
 19

the said Complex or said Users carrying out commercial activities in the said
Complex or their belongings and properties. Neither The Maintenance Agency shall
have any financial/ criminal liability for any loss to life and property by reason of
any theft, burglary, fire or any other incident of crime / mishap occurring in the said
Complex or any part or portion thereof due to any lapses/ failure/ shortcoming on
part of the staff of the security agency and / or the Maintenance Agency.

15.3 The Maintenance Agency shall in no case be held responsible or liable for any fire or
any kind of hazard, electrical, pollution, structural originating from the Unit of the
said User or other Units/ Common Areas of the said Complex. The said User agrees
to keep Maintenance Agency indemnified and harmless against any loss or damage
that may be caused to the Maintenance Agency, the Maintenance Agency and other
Users of the said Complex or their family members or any other persons or their
properties in this regard.

15.4 The Maintenance Agency shall have no legal liabilities whatsoever arising from acts
of omission, commission, negligence, and defaults of the aforesaid agencies in
providing the stipulated / expected services. The Maintenance Agency shall not be
liable for any default/ deficiency in Operation/ Maintenance & Management of the
said Complex by reason of any force majeure circumstances, human failures and
shortcomings or any other circumstances beyond their control. The Maintenance
Agency shall also not be liable for any loss, damage or physical injury which may be
caused to the said User or his family members, domestic staff, guests or any other
persons / visitors on account of any human error or fault on the part of the employees
of Maintenance Agency or the employees of the any of the outsourced agencies
providing services to the said Complex or by reason of any circumstances beyond
their control.

16. Transfer / Assignment of the said Unit By the said User

16.1After possession and / or conveyance of the said Unit, if at any stage the said User
decides to sell and / or transfer the said Unit, he shall be bound and obliged to clear and
make payment of all OMM Charges / Bills raised by Maintenance Agency and obtain
No Dues Certificate from the Maintenance Agency, before sale or transfer.
16.2The said User shall inform the Maintenance Agency the names, address and other
particulars of the new purchaser and/or assignee of the said Unit within a period of 15
days from the date of such sale/transfer/assigne.The said User shall have no right to
obtain refund of the Interest Free Security for Facilities Management which shall stand
transferred in the records of the Maintenance Agency in the name of new purchaser
 20

and/or assignee of the said Unit who shall be deemed to be the said User in place and
stead of the erstwhile said User.
16.3Upon such sale or transfer the Purchaser./New Allottee/User of the said Unit shall
replace and stand instead of the said User who has executed this Agreement and all
rights, duties and obligations of the said User under this Agreement shall also stand
transferred and assigned to the New User who shall be bound and obliged to perform
and discharge all obligations and duties of the said User and shall be entitled to all the
rights of the said User as if the Purchaser/ Assignee is the said User under this
Agreement perform and discharge all obligations and duties of the said User and shall
be entitled to all the rights of the said User as if the Purchaser/ Assignee is the said
User under this Agreement.

17. The Maintenance Agency is not liable

The Maintenance Agency shall diligently take all steps and endeavor to achieve bench
marked efficiencies in managing the said Complex and providing its services.
However, the Maintenance Agency shall not be liable for any loss, harm, loss of profit,
damage or physical injury which may be caused to the said User, its representatives
and property on account of breakdown of power or on account any failure of the
machinery or on account of any disruption in services and management forming part
of the infrastructure.

18. Right of Entry and Inspection

The said User hereby agrees that the Maintenance Agency and/or its representatives
shall be entitled to enter the said User’s premises (said Unit) in the following events:
(i) Any mishap, accident, theft, fire and such other distressing and emergency
situations;
(ii) Disruption in services or utilities;
(iii) Detecting/setting right any fault in the fittings and fixtures within the control of
the said User which have a bearing on the Infrastructure.
(iv) To serve the collective interest of all the Users/Occupants.
The Maintenance Agency shall not be liable to the said User to pay any amount by
way of compensation and/ or damages purportedly arising as a result of any of the
above-referred circumstances. Further, in case of urgency or exigency situation, the
said User hereby authorizes the Maintenance Agency and its representatives,
employees etc. to break the lock, door, windows etc. of the said Unit to enter into the
said Unit in order to prevent any further damages/ losses to the life/ property in the
 21

said Unit/ Building/ Complex and the said User hereby agrees that the said action of
the Maintenance Agency and its representatives, employees etc. is fair and reasonable.

19. Signage
(a) The said User shall be entitled to display its signage at the entrance of the said
Unit.

(b) Except on the entrance of the unit as mentioned in clause (a) above or at such
other designated space for affixing signages, the said User and/or any person
claiming through it shall not use any sign, letter, device, sky signs by whatever
name called and in any form within and over the said Complex with a view to
display his Unit and matters related thereto in a manner which may amount to
attracting the attention of any third party without the prior written consent of the
Maintenance Agency.

(c) The said User further undertakes, assures and guarantees that he shall not put
any signboard/name-plate, neon light, publicity material or advertisement
material etc. anywhere in the said Complex or on the exterior of the said Unit or
common areas but only at the places provided by the Maintenance Agency for the
same.

20. Painting the Exteriors

The exterior of the entire said Complex bears a finish, which is not permanent in
nature. As and when such painting becomes necessary, the same shall be carried
out on charge basis payable in advance on proportionate super area basis by the
owners of the said Unit of the concerned floor on need basis.

21. Prepaid Metering System

21.1 The Maintenance Agency has implemented the pre-payment energy metering
system, for electricity distribution to the units in the complex. The metering system
consists of a single phase/three phase Prepaid Dual Electronic Energy Meter for
measurement of both mains & DG supply. The metering system is supported by the
vending system (token generation), which is to be placed in the vending office of
the Maintenance Agency within the Complex.
 22

21.2 The User has understood that the freedom display unit (prepaid meter) installed for
the unit of the User has a logic inbuilt whereby it does not get disconnected even if
the credit level becomes zero. This facility is extended only during night times or on
national holidays when the Maintenance Agency's office is closed.

21.3 The User shall be responsible for the malfunctioning of the freedom display unit
(prepaid meter) installed for his/their unit and any theft of electricity attributable to
the User, if found so, the Maintenance Agency shall be under full authority to
disconnect the electricity supply to the User’s unit. In such an event, the
Maintenance Agency can take legal action against the User and may also inform the
appropriate government authority about such theft and tampering. Any authorized
person of the Maintenance Agency can inspect the freedom display unit installed for
the unit of the User and the electrical wiring in the unit if he doubts that some theft
or misuse of the electricity is being done in the said Unit.

21.4 The Maintenance agency shall collect the prepaid charges for electrical energy
consumed and deposit the bills to Poorvanchal Vidyut Vitran Nigam Limited
timely.

22. Imposition of Govt. Duties, Taxes etc.

In the event of the Government/Concerned Authority/ development Authority
and/or any other authority constituted by and acting in the name of the Government
levying or imposing any duty and/or taxes or raising any issue pertaining to the
infrastructure of the said Complex, the Maintenance Agency shall diligently and
earnestly defend and/or respond to the same as the case may be. The Maintenance
Agency shall keep the said User duly informed of the steps as may be taken by it.
The costs and expenses of taking such action vis-à-vis the Government will be
borne by the said User on pro-rata basis.

23. Principal-to-Principal Basis

This Agreement is on a principal-to-principal basis. Neither party is the agent of the
other. This Agreement does not constitute any association or partnership or joint
venture between the two parties. It is further confirmed by both parties that neither
party has any financial or pecuniary interest in the ownership and profits or losses of
the other party at any time before, during or after the term of this Agreement.

24. Waiver
No delay on the part of either the said User or the Maintenance Agency in exercising
any right, power or privilege hereunder shall operate as a waiver thereof nor shall
 23

any waiver on the part of either part of any right, power or privilege hereunder
operate as a waiver of any other right, power or privilege hereunder, nor shall any
single or partial exercise of any right, power or privilege hereunder preclude any
other or further exercise thereof or the exercise of any other right, power or privilege
hereunder. The rights and remedies herein provided are cumulative and are not
exclusive of any rights or remedies, which the Maintenance Agency and the said
User may otherwise have in law or in equity.

25. Force Majeure

Any failure or delay on the part of the Maintenance Agency in performing any
obligation under this Agreement solely by reason of "FORCE MAJEURE" means
any event or combination of events or circumstances beyond the control of a
Maintenance Agency which cannot (a) by the exercise of reasonable diligence, or (b)
despite the adoption of reasonable precaution and/or alternative measures be
prevented, or caused to be prevented, and which adversely affects a party's ability to
perform obligations under this agreement.

26. General
(a) All costs, charges and expenses payable on or in respect of this agreement and on
all other instruments and deeds to be executed, if any, pursuant to this agreement,
including stamp duty thereon, legal fees, if any, shall be borne and paid solely by
the said User.
(b) The Maintenance Agency reserves the right to increase, revise, and modify
charges for any of the services to enable the Maintenance Agency to provide
necessary maintenance services.
(c) The said User shall pay the bills regularly and without fail and without any
reminders from the Maintenance Agency on or before the due date indicated in
the bill.
(d) All payments shall be made by the said User through Crossed Cheque/ Demand
Draft only drawn in favour of the Maintenance Agency payable at par and shall
be subject to realization.
(e) Without prejudice to and notwithstanding the right of the Maintenance Agency to
charge interest for the period of delay in payment of a bill by due date, in case the
said User fails to pay the bill on or before the due date indicated in the bill, then
the unpaid bill will be deemed to be a notice and the maintenance services
including power back-up supply to the said User shall, without prejudice to the
 24

right of the Maintenance Agency to recover charges as in the bill, be

disconnected after the expiry of seven days of the due date mentioned in the bill
without any notice to the said User. The supply shall not be reconnected unless
and until the amount shown in the bill together with interest at the rate of 2% per
month for the period of delay and all other connected expenses incurred/to be
incurred by the Maintenance Agency in disconnecting and reconnecting the
power back-up supply and maintenance services is paid by the said User. The bill
shall be treated as notice for disconnection of the maintenance services including
power back-up supply to the said Unit in the event of non-payment by the said
User notwithstanding the inclusion of any part of the charges in the bill of the
maintenance services including power back-up supply to the said Unit under
default being included in the subsequent bills sent by the Maintenance Agency.
(f) The payment of bill shall not be held up/ delayed if there are any differences or
disputes as to its accuracy. Any difference or disputes regarding accuracy of the
bill shall be settled separately. The said User shall pay in full the maintenance bill
presented and the Maintenance Agency shall not accept any part payment of any
Bill rose on the said User.
(g) The repair and the maintenance of the individual Unit and sewers, drains, pipes
and appurtenances thereto or belonging thereto shall be attended to by the said
User or his tenants themselves. Telephone/Telex, T.V. signals, internet
connectivity disruptions etc. shall also be attended by the said User or his tenants
etc. The said User or his/her/its tenants shall also be responsible for the safety of
his fixtures, fittings and contents in his said Unit.
(h) The Maintenance Agency will inform the said User in writing, if the cheque
issued by the said User in favour of Maintenance Agency is returned/ dishonored
by the banker. The said User shall be liable to pay interest on delayed period
@2% per month along with the bank charges, if any. But if the said User fails to
make the payments by fifteen days from the due date of payment, the
Maintenance Agency shall take legal action under provisions of Negotiable
Instruments Act, 1881 and/or Civil Procedure Code.
(i) The Maintenance Agency shall retain the original of this agreement and the said
User shall be provided with a duplicate copy thereof.
(j) The failure of the Maintenance Agency to enforce at any time or for any period
of time any provision(s) hereof shall not be construed to be waiver of any
provision(s) or of the right thereafter to enforce any or each and every
provision(s) of this agreement
 25

(k) If any provision of this agreement shall be determined to be void or

unenforceable under any law such provision shall be deemed amended or deleted
to the extent necessary to conform to applicable law and the remaining provisions
of this agreement shall remain valid and enforceable.
(l) This agreement constitutes the entire agreement between the parties and revokes
and supersedes all previous discussions/ correspondence and agreements between
the parties, if any, concerning the matters covered herein whether written, oral or
implied.
However, it is understood by parties that the terms of this Agreement shall be
read in consonance with and not in derogation of the Agreement to Sell (in case
of loaned units) and the Sale Deed (executed if any). Unless otherwise provided,
this agreement shall not be changed or modified except in writing and signed by
the parties hereof.
(m) Any notice, letter or communication to be made, served or communicated under
these presents shall be in writing and shall be deemed to be duly made, served or
communicated only if the notice or letter or communication is addressed at the
aforesaid address and sent by registered post.
(n) This Agreement in respect of the said Unit shall equally be applicable to and
enforceable against any and all occupiers, tenants/employees of the said User
and/ or subsequent purchasers of the said Unit, as the said obligations go along
with the said Unit for all intents and purposes.
(o) For all intents and purposes singular shall include plural and masculine gender
includes the feminine gender. These expressions shall also be deemed to have
been modified and read suitably wherever said User is a joint stock company, a
firm, any other body corporate or organization or an association.

27. Terms and Termination

27.1This Agreement shall be deemed to be continued and in force unless and until
terminated by the Parties.

27.2This Agreement shall stand terminated upon expiry of a period of three months
from the date of any of the events, viz. a. Upon the Maintenance Agency receiving
a resolution signed by Users owning not less than ¾ (three fourth) numbers of total
area comprised in the said Complex for termination of OMM service; or b. Upon
the Maintenance Agency issuing a general circular informing the said User and the
 26

owners/ Users of the other units in the said Complex about its decision to terminate
this agreement.

27.3This Agreement shall also stand terminated upon handing over of the Operation/
Maintenance & Management of the said Complex to Association/Society of Owners
or any Body Corporate or any local body or if the OMM is handed over for any
other reason whatsoever.

27.4Upon termination of this agreement the balance of IFMS Deposit standing to the
credit of said User’s account on that date with the Maintenance Agency shall be
remitted to the newly appointed Maintenance Agency after adjusting any
outstanding OMM Charges / Bills and any other outstanding charges within six
months of such termination.

27.5Save as aforesaid this Agreement shall continue and no individual said User shall
have any right to determine or terminate this Agreement.

27.6Save and except otherwise stipulated herein, the Maintenance Agency upon
termination shall be relieved and discharged of all their obligations and duties under
this Agreement and maintenance related covenants of the Purchase Agreement
referred hereinabove.

28. Arbitration
All or any disputes arising out of or touching upon or in relation to the terms of this
Agreement including the interpretation and validity of the terms thereof and the
respective rights and obligations of the parties shall be settled amicably by mutual
discussion failing which the same shall be settled through arbitration. The Sole
arbitrator will be appointed by confirming party. The arbitration proceedings shall
be held at an appropriate location in Gorakhpur.

29. Jurisdiction
Without prejudice to the arbitration clause here above, the Courts within the municipal
limits of Gorakhpur shall have sole and exclusive jurisdiction in all matters arising out
of/touching and/or concerning this Agreement.
 27

IN WITNESS WHEREOF the parties to this Agreement have set their hands on this deed
on the day, month and year first mentioned above.

WITNESSES:
1.
M/S AD SERVICES
(MAINTENANCE AGENCY)

(USER)
2.

M/S AD SONS REALITY

PVT LTD
(CONFIRMING PARTY)
 28

ANNEXURE - I
The scope of work to be undertaken by M/s AD SERVICES at “AD MALL, Gorakhpur”
(hereinafter referred to as the "said Complex") situated at Mohalla-Purdilpur, Gorakhpur,
Uttar Pradesh would cover :
A. MAINTENANCE AND SERVICES (FOR COMMON AREAS AND COMMON
SERVICES)
Hard Services

1. Routine maintenance and operation of DG sets.

2. Operation of water bodies, submersible pumps water filtration plant, fire pump.
3. Functioning of lifts and escalators.
4. Management of Pre – paid electricity system (excluding AMC).
5. Operation & management of ground water distribution system in the complex.
6. Operation and management of sewerage system including Sewage Treatment
Plant installed in the Complex. (excluding AMC)
7. Routine complaints of electricity, plumbing, housekeeping in the common areas.
8. Annual Maintenance Contract of critical equipment and systems installed in the
complex, such as lifts, DG Sets (excluding A – Check & B – Check) & Fire
Pumps and escalators.
9. Operation and routine maintenance of fire prevention equipment and systems
installed in the complex.
10. Management of access control security systems.
11. Regular upkeep of all electrical points in the common areas.

Soft Services
1. Management of Watch & Ward security
2. Garbage disposal from compound.
3. Regular sweeping and cleaning of common areas falling outside individual
commercial units.
4. Operation of water bodies (fountains etc.)
5. Regular maintenance and up – keep of garden and greens in the common areas,
promotion, market/advertisement.

Note : Services of electrician and plumber would be provided to the users on a nominal
charge basis subject to availability for attending to minor jobs, within their Units.
Material necessary for rectification of these minor defects would have to be provided
by the occupants.
 29

Any matter relating to municipal taxes, Concerned Authority Charges or Cess

permissions, licenses required from any municipal/local body with respect to the
individual Unit or the Complex as a whole shall not be within scope of services to be
provided by Maintenance Agency.

ANNEXURE – II
APPLICATION FOR SUPPLY OF TEMPORARY ELECTRICAL ENERGY
(On pre-paid basis)
NO:
DATE:
CONNECTION NO:
To
The Manager
M/s AD SERVICES (the Maintenance Agency)

I/We hereby agree to take from M/s AD SERVICES, (hereinafter called 'the Maintenance
Agency') the supply of Electrical Energy not exceeding the connected load/contract demand
of my/our installation as below at my Unit bearing No. GF-15 on Ground floor, in the
Commercial Complex “AD MALL, Gorakhpur” (hereinafter referred to as the "said
Complex"), having a super area of approximately 53.050 square meter (570.82 square feet)
carpet area of 34.447 square meter (370.66 square feet). I/we hereby further agree to pay
for the said supply in accordance with the rates and charges laid down in the Schedule of
Tariff, prescribed by the Maintenance Agency from time to time. I/we shall, when required
by the Maintenance Agency to do so lodge with their office a security deposit and charges
as mentioned in Schedule of Tariff. I/we hereby declare that the Terms and Conditions of
supply of Electrical Energy including Schedule of Tariff as stated in this Application, have
been signed and understood by me/us and I/we agree to be bound by them strictly in
accordance with these Terms and Conditions, which form an integral part of this
Application.

Total connected load not to exceed ….. KVA

Contract Demand Load - Not to exceed …. KVA
Supply required single phase/Three phase

Signature of applicant
DHROOP NATH JAISWAL S/o Late Dwarika Nath Jaiswal
Resident at 347 I, Lallu Bhawan,
Santos Nagar, Luchhipur, Gorakhnath, Gorakhpur U.P.
 30

For Use of the Maintenance Agency

Contract of supply is _______ KVA subject to the Terms & Conditions and Schedule of
Tariff accepted on behalf of the Maintenance Agency

M/S AD SERVICES
AUTHORISED SIGNATORY

TERMS AND CONDITIONS OF SUPPLY OF ELECTRICAL ENERGY:

M/s AD SERVICES (hereinafter referred to as "the Maintenance Agency") after receiving

permission for bulk supply of electrical energy from "Electricity Authority" or any other
licensing and/or Regulatory Authority, and also having standby captive generator sets along
with the operational & maintenance responsibility of the electrical system, agrees to
supply/distribute the electrical energy to the User based on the following terms and
conditions:

1. Definitions:

(a) The "Act" means the Indian Electricity Act, 2003 as amended from time to time.

(b) The said User means Mr. Dhroop Nath Jaiswal.

(c) The Maintenance Agency means M/s AD SERVICES being the distributing
agency and its nominees, assignees, administrators, successors etc.

(d) Connected load means the sum of the rated capacities of all the energy consuming
apparatus in the said User's installation.

(e) Contract demand means the maximum demand load projected by the said User at
the time of Application.

(f) Electrical energy charges shall mean charges for energy consumed by the said User
whether supplied by the Maintenance Agency from Purvanchal Vidyut Vitran
Nigam Limited (hereinafter referred to "Electricity Authority") source or
through standby DG Set(s) etc. and is applicable to the units assumed by the said
User in any month.

(g) A month shall mean a Calendar month.

 31

(h) Supply Act shall mean The Electricity (Supply) Act, 1948 as amended from time to
time.

(i) The said Unit shall mean Unit bearing No. GF-15 on Ground floor, having a super
area of approximately 53.050 square meter (570.82 square feet) carpet area of
34.447 square meter (370.66 square feet) in the Commercial Complex “AD
MALL, Gorakhpur” (hereinafter referred to as the "said Complex"), situated at
Mohalla-Purdilpur, Gorakhpur.

2. Acceptance of Application:
(a) After the application is accepted by the Maintenance Agency, the said User shall pay
a Security Deposit as may be demanded by the Maintenance Agency which may
correspond to the deposit paid/payable Electricity Authority by the Maintenance
Agency. The said User also undertakes to make deposit towards hire of the
electricity meter to be provided by the Maintenance Agency.

(b) As the Maintenance Agency shall, on behalf of the occupants of the said Complex,
including the said User, apply for permission to distribute the electrical energy to the
said Unit / said Complex. The said User in pursuance to the requirements of
Electricity Authority and that of this Application, the said User hereby undertakes
not to apply to Electricity Authority directly for supply of any electrical energy in the
said Unit as per the format of Undertaking given in Annexure-B of Annexure II .

3. Point of Supply:
The Maintenance Agency shall give the supply of energy to the said User at one point as the
Maintenance Agency may decide and the switch board and meter etc. on the said User’s
commercial unit for the reception of the Maintenance Agency's supply shall be erected by
the Maintenance Agency. The said User undertakes to pay on demand to the Maintenance
Agency installation charges, testing charges, meter hire charges as set out in the schedule of
tariff annexed to this Agreement. All the installations of the Maintenance Agency shall be
maintained in good condition by the said User.

4. Approval of said User's installation:

Before any wiring apparatus is connected to the Maintenance Agency supply lines, it shall
be subjected to the inspection and approval by the Maintenance Agency's representative and
no connection shall be made from the Maintenance Agency's supply line by any person
other than authorised representative of the Maintenance Agency.
 32

5. Extension to the said User's Installation:

No addition/alteration in the Electric Installation Work or the load other than contracted
upon shall be carried out by the said User without the knowledge and written consent of the
Maintenance Agency. The said User cannot connect or sub-let the load, or permit
connection from its sanctioned supply to any other Unit. In the event of any unauthorized
extension to the installation or of any unauthorized increase in contracted demand or
sub-letting by the said User, the Maintenance Agency shall be entitled to disconnect the
supply to the said User's Unit and in the event of any damage to the Maintenance Agency's
system resulting from such unauthorized extensions, the said User shall pay to the
Maintenance Agency all expenses on account of and connected with such damage as
determined by the Maintenance Agency.

6. Defects in the said User's Installation:

In the event of any defects being discovered in the said User's wiring or apparatus
connected to the Maintenance Agency’s supply lines or of any earth or leakage occurring on
any section of the circuits so connected, the said User in the absence of any of the
Maintenance Agency's authorized employees, shall immediately disconnect such part of the
wiring or apparatus from the circuit and notify the Maintenance Agency. The Maintenance
Agency shall reserve the right to disconnect at any time such sections from its supply
systems.

7. Dual Meters:
A dual electronic meter shall be installed, sealed, maintained by the Maintenance
Agency at each point of supply at the said Unit of the said User and shall remain the
property of the Maintenance Agency so long as the contract of supply subsists. The
Maintenance Agency reserves to itself the right to fix the position of the said dual
meter.

(a) The consumption of electricity by the said User in the said Unit through the
Electricity Meter shall be monitored by a Computer installed by the Maintenance
Agency for this purpose.

(b) The said meter, shall not be connected, disconnected or unsealed by any person other
than the Maintenance Agency's authorized employees. The said User shall ensure
that meter seal is not broken or tempered with.

(c) The authorized employee of the Maintenance Agency shall be allowed by the said
User to have access to and be at liberty to read, inspect, test and if considered
necessary remove the meter for testing etc.
 33

(d) If the said User requires the said meter to be removed, he/she shall give notice to that
effect in writing to the Maintenance Agency, which may comply with such notice
subject to the said User paying prescribed charges in advance.

(e) Should the said User dispute the accuracy of the said meter, it may upon giving
notice in writing to the Maintenance Agency and paying in advance a prescribed fee,
cause a test of the meter to be made by the Maintenance Agency and if on such test
being made the meter should prove to be not correct, the Maintenance Agency may
adjust the said User's account with retrospective effect for a period not exceeding
three (3) months immediately preceding the date of such test or the date of removal
of such a meter for purpose of test as may be considered appropriate by the
Maintenance Agency in its sole discretion. Should the meter prove to be correct, the
amount paid by the said User for the test will stand forfeited?

(f) Should the Maintenance Agency at any time, detect the meter at the said Unit to be
incorrect the Maintenance Agency shall cause a test of the said meter carried out,
and should the meter prove to be not correct, the said User's account shall be
adjusted, as described above in sub-clause (f) above.

(g) Subject to the provision of sub-clause (f) and (g) above, the supply consumed by the
said User as indicated by the meter shall be binding on the said User.

(h) If the Maintenance Agency at any time detect the meter at a said User's Unit to be
in-operative (or the said User so informs the Maintenance Agency) it shall be
replaced with a correct meter. The electricity supplied to the said User during the
period in which the said meter had ceased to function shall be determined by taking
average consumption of the last three months preceding the period in which the
meter had ceased to function, or the average of the corresponding months of the
preceding year, whichever is higher.

Provided that if the meter ceased to function within the first three months of
commencement or resumption of supply, the averages of the electricity supplied
during the three months subsequent to the replacement of the defective meter by a
correct meter shall be taken as the basis of billing.

8. Liability of the said User for damage to the Maintenance Agency’s Apparatus
 34

The said User shall be solely responsible as determined by the Maintenance Agency for any
loss or damage, to any supply lines, main fuses, meters and/or other apparatus belonging to
the Maintenance Agency on the said Unit whether caused maliciously or through culpable
negligence or default on the part of the said User.

9. Prejudicial Use of Supply:

(a) The said User shall not keep connected to the Maintenance Agency supply any
apparatus which the Maintenance Agency may deem to be likely to interfere with or
affecting injuriously the Maintenance Agency's supply to other said Users.

(b) The said User shall not keep unbalanced loading on the three phases of the supply
taken from the Maintenance Agency, the maximum permissible difference in current
between any two phases being five per cent.

(c) The said User shall not make such use of the supply given by the Maintenance
Agency as to interfere with the safety or efficient working of the Maintenance
Agency’s supply lines or other works, or to act prejudicially to the Maintenance
Agency in any manner whatsoever.

10. Discontinuance of Supply

(a) If the entire pre-paid amount is exhausted, then the supply of electricity consumption
through bulk supply and through Diesel Generator Set shall be disconnected and the
said User has to pay the re-connection charges for its restoration. The Maintenance
Agency reserves the right to discontinue supply to a said User by giving seven (7)
days notice in writing if there are reasons to believe that the said User is
contravening any of the provisions of the Act or of these conditions of supply or is
committing a breach of this Agreement.

(b) Theft of Energy: In case any representative of the Maintenance Agency detects any
theft/pilferage of electrical energy on the said Unit, its connection is liable to be
disconnected immediately without any notice and the said User shall pay penalty as
determined under the Act. .

11. Failure of Supply:

The Maintenance Agency shall not be liable for any claims for loss, damage or
compensation, whatsoever, arising out of failure or shortage in supply due either directly or
 35

indirectly to war, mutiny, civil commotion, riot, strike, lock-out, fire, flood, tempest,
lightening earthquake or other force majeure conditions or occurrence beyond the control of
the Maintenance Agency or inadequate or low quality of supply from Electricity Authority
to the Maintenance Agency.

12. Security Deposit:

Before commencement of supply of electrical energy to the said Unit, the said User shall be
liable to pay to the Maintenance Agency Interest-free Security Deposits, Meter Hire
Charges and other charges as set out in the schedule of tariff attached as Annexure – A of
Annexure II to this Agreement.

The said User agrees to pay / reimburse to the Maintenance Agency further deposits as may
be demanded by Electricity Authority from the Maintenance Agency under the Bulk-Supply
Scheme applicable to the said Complex. The said User agrees that he/she shall pay on
demand such Security Deposits as may be demanded by the Maintenance Agency if the said
User habitually defaults in the payment of his/her bills.

13. Bills:
The said User shall take Electricity Activation Coupon (one-time) and Pre-paid Coupons
from the Maintenance Agency for activation of electricity supply in the said Unit and for
running electricity consumption charges in the said Unit respectively. However the said
User shall have the option of choosing Post-paid Billing System, provided that the said User
shall deposit the average monthly consumption charges in advance equivalent to two
months with the Maintenance Agency. In case of Post-paid Billing System, the
Maintenance Agency shall render bill to the said User monthly, which shall be payable on
or before the due date as mentioned in the Bill. If the bill is not paid in full on due date and
seven days thereafter the said User shall thereafter render himself/ herself to have the
electric supply to the said Unit disconnected by the Maintenance Agency without prejudice
to the Maintenance Agency’s right to recover the amount of the bill as arrears. After full
payment, the objection, if any, with regard to the accuracy of the bill shall be made in
writing to the Maintenance Agency and the amount of such bill paid under protest within
the aforesaid period will be regarded as advance to the credit of the said User's account until
such time the objection is settled through arbitration process. Should the said Unit be so
disconnected, the connection shall not be restored by the Maintenance Agency, until full
settlement is made by the said User of all outstanding dues including interest for delay,
Security Deposit, (if same was earlier adjusted) & the charges for reconnection of supply as
may be prescribed etc.
 36

14. Right of the Maintenance Agency to nominate/assign/entrust the Work of Supply

of Electricity
The said User agrees that he/she shall not object if the Maintenance Agency at any time, in
its sole discretion hands over/nominates/assigns/entrusts the work of supply of electrical
energy to such nominee/assignee, other body corporate, agency, Association/Society of
Unit owners etc. as it may in its sole discretion deem fit and in that event this Agreement
shall continue to be valid and enforceable between the nominee/ assignee, other body
corporate, agency, society of occupants etc. and said User.

15. Interpretation:
The conditions of supply shall be subject to this Agreement, Operation/Maintenance
Agreement, the Act and the Supply Act. However, nothing in these Terms and Conditions
shall abridge or prejudice the rights of the parties as may be available under any law in
force in India.

16. Schedule of Tariff & Charges and Rights of the Maintenance Agency to Revise the
Schedule of Tariff and Charges
The Schedule of Tariff and Charges for supply of electrical energy is enclosed as Annexure
– A of Annexure II. The Maintenance Agency reserves the right at any time to amend,
cancel or add to any of these Schedule & Conditions based on revision of tariff and
condition of supply between Electricity Authority & the Maintenance Agency.

17. Access to said Unit

The duly authorized employee of the Maintenance Agency shall be entitled to enter the said
Unit of the said User at all reasonable time for the purpose of inspection of said User's
installation and inspecting and testing any apparatus belonging to the Maintenance Agency
lying in the said User's Unit or for doing all necessary or incidental work for giving or
maintaining supply to the said User.

18. Assignment or Transfer of Agreement:

The said User shall not assign or transfer in whole or part with the benefit of this agreement
nor shall the said User in any manner part with or create any partial interest there under or
sublet the same.

19. Service of Notice:

(a) Any notice by the Maintenance Agency to the said User shall be deemed to be duly
given, served in writing addressed to the said User, delivered by hand at or sent by
 37

registered post to the address specified in this Agreement or as subsequently notified

to the Maintenance Agency.

(b) Any notice by the said User to the Maintenance Agency shall be deemed to be duly
given if served in writing addressed to the Maintenance Agency and delivered by
hand at or sent by registered post to the registered office of the Maintenance Agency.

20. Disputes:
Excepting the cases of theft/pilferage of electric energy or interference with Meter etc.,
which are inter alia offences in the event of any differences or disputes arising between the
Maintenance Agency and the said User in respect of any matter connected with the supply
or interpretation of any of these terms and conditions which cannot be determined amicably,
or settled through an Agreement between the Maintenance Agency and the said User, the
matter shall be referred to arbitration. Reference to arbitration shall be without prejudice to
the right of the Maintenance Agency to effect recovery of the arrears of dues (through
disconnection of electricity supply or otherwise). The decision of Arbitrator shall be final
and binding on the parties. The arbitration proceedings shall be held at an appropriate
location in Gorakhpur and shall be in accordance with the Arbitration and Conciliation Act,
1996 and statutory modifications thereto. The Courts at Gorakhpur alone shall have the
jurisdiction for all matters of dispute arising out or touching and/or covering this
transaction.

For and on behalf of

M/S AD SERVICES
(The Maintenance Agency)

(Authorised Signatory) (said User)

 38
ANNEXURE – A (of Annexure II)
SCHEDULE OF TARIFF (AS APPLICABLE PRESENTLY)
I. ENERGY CHARGES:

1. Supply through Bulk supply of Electricity : As per Electricity Department norms

2. Supply Through Diesel Generator Sets : On Actual Cost Basis
3. Monthly Fixed Charges on electricity : As per Electricity Department norms
Main from Electricity Authority
(including Government Duty)

II. MISCELLANEOUS:

I. Meter Testing Charges : As per actual

II. Re-connection/ Disconnection Charges : As per actual
III. Operation/maintenance charges : Rs. 27/- per sq. feet
IV. Water Charges : As per actual
V. Insurance : As per actual

Note:
 The said User agrees to pay to the Maintenance Agency the deposit and hire charges as
determined by the Maintenance Agency. The said User is required to note that the
deposit and hire charges of electronic meters will not correspond to Electricity
Authority Schedule.
 In case of any amendment, addition, alteration or modification in the Schedule of Tariff
of Electricity Authority this Schedule of Tariff shall be deemed to be automatically
modified without any notice and shall be binding on the said User.

 Cost of the meter shall be recovered from the said User in full if it is damaged due to
excess power consumption by the said User over and above the sanctioned load.

 Rate for consumption of electricity supplied through Diesel Generator Sets is

calculated on the basis of per liter Diesel price averagely for the month (hereinafter
referred to current) date. In case of any increase or decrease in the diesel price, the rate
for consumption of Electricity supplied through Diesel Generator Sets shall be varied
accordingly
 39

ANNEXURE-B (of Annexure II)

UNDERTAKING

I DHROOP NATH JAISWAL S/o Late Dwarika Nath Jaiswal resident at 347 I, Lallu
Bhawan, Santos Nagar, Luchhipur, Gorakhnath, Gorakhpur U.P. have been allotted a
Unit bearing No. GF-15 on Ground floor, having a super area of approximately 53.050
square meter (570.82 square feet) carpet area of 34.447 square meter (370.66 square feet) in
commercial complex namely “AD Mall, Gorakhpur” named as (hereinafter referred to as
the "said Complex") situated at Mohalla-Purdilpur, Gorakhpur (U.P.) (hereinafter referred
to as the "said Place Address").

I am aware that M/s AD SERVICES (The Maintenance Agency) is entrusted with the task of
providing maintenance services to the entire Complex including the supply of electricity to all
the Units said Users for which purpose the Maintenance Agency shall be applying for
permission to receive bulk electric supply and distribute it to the various commercial unit
owners. The Maintenance Agency has informed me that they shall be responsible for
receiving and supplying the electricity supply in the Complex, for sanctioning electricity load,
for installation of meters, billing and recovery etc. I agree to receive the electricity supply
from the Maintenance Agency and I undertake that l shall not apply to Purvanchal Vidyut
Vitran Nigam Limited or any other distributing/ Regulating/ Licensing Agency/ Authority
for direct individual supply of electric power and I understand that I shall not be entitled for
such direct connection in view of the release of bulk electric supply to the said Complex.

(USER)

Address:
347 I, Lallu Bhawan, Santos Nagar,
Luchhipur, Gorakhnath, Gorakhpur U.P.