LEASE DEED

This LEASE DEED made at ____________, Gujarat on this the ____ day of ____ -

______________________________________________________________;

BETWEEN

1)__________________________________________________(LESSOR No.1) and

2) ___________________ (LESSOR No.2) both of Ahmedabad Indian

________________________

_____________________________________________________________________

___________

______________________________________________________________hereinaft

er collective called "LESSORS" (which expression shall unless it be repugnant to the

context or meaning thereof mean and includes his/her/their heirs, executors,

administrators, legal representives, successors and/or permited assign) of the ONE

PART;

AND

____________________________________________________ A Banking

Company incorporated under the Companies Act, 1956 and having been granted

banking license under the provisions of section 5(c) of the banking regulation act,

1949 ( 10 of 1949) and having its registered office at -

___________________________________, hereinafter referred to as the

"LESSEE"(which expression shall, unless it be repugnant to the context or meaning

thereof, be deemed to mean and include its successor or successor-in-interest,

subsidiaries, sister of group companies, associates, affiliates, permitted assigns and

legal representatives, etc) through its authorized signatory

__________________________________ of the OTHER PART;

WHEREAS in this deed, wherever the subject or context so permits or requires , the

words importing " singular " number shall include the " plural " number , and vice

versa; similarly, the word importing the " masculine " gender shall include the

feminine and " neuter " gender, likewise the words importing the " feminine " gender

shall include the " masculine " and " neuter " gender, and accordingly the words

importing the " neuter " gender shall include the " masculine " and " feminine "

gender.

LESSORS and LESSEE are hereafter collectively referred to as the " parties ".

RECITALS

WHEREAS the LESSORS has represented to the LESSEE that the LESSORS is

seized and possessed of and/or otherwise well and sufficiently entitled to as the

absolute owner of ALL THAT the piece or parcel of commercial property being

_________________________________ admeasuring in

____________________________________________________________________

_____________ constructed on leasehold land bearing final plot no. ____ part of town

planning scheme no.___ (allotted in lieu of survey no. ______ ) situate lying and

being at _____________________________________________, more particularly

described in the schedule-1 herein below and hereinafter referred to as " the said

property ", in a manner ree from all encumbramces and liabilities whatsoever or

howsoever and has a clean unrestricted and marketable right title and interest thereto

and is legally permitted and component to enter into this lease on the terms and

conditions contained hereto. The building kalpana complex in which the said propertu

situates, is hereinafter for the sake of brevity referred to as " the said building ";

AND WHEREAS the LESSORS has also represented to the LESSEE that the said

property has been constructed as per the approved plans only and is permitted by the

competent authority to be fit for use and occupation and is reserved/Approved for

commercial/office use ;

AND WHEREAS the LESSORS has represented to the LESSEE that it has obtained

all required statutory and other permissions, licenses, certificates, approvals for use

and occupancy of the said building; the LESSOR has further represented that all the

original title related documentes with respect to the said property are in absolute

possession and custody of bank of maharashtra,ambawadi branch ( hereinafter

referred to as the " mortgagee bank ")

AND WHEREAS the mortgagee bank has given the no objection certificate (NOC)

Dated ________________________ to the LESSOR to give the said property on lease

which the LESSOR shall be liable to keep subsisting and in force during the entire

tenure of this agreement and shall keep the LESSEE indemified towords the same.

AND WHEREAS the LESSEE has agreed to take on lease the said property for the

purpose of opening of one of its branch/office and conducting the banking and other

related business there from for a term of ___(In words _______) years.

AND WHEREAS based on the above representations made by the LESSORS and

beliving such representations to be true and correct and relying on full faith thereof,

LESSEE has agreed to take on lease the said property. subject to the terms and

conditions recorded in the articles as contained hereinafter and upon assurence of the

LESSORS that it shall strictly abide by the stipulations contained in this deed.

AND WHEREAS the LESSORS, upon assurance of the LESSEE that it shall abide by

the stipulations contained in this deed has agreed to give on lease to LESSEE the said

property on the terms and conditions recorded in the articles as contained hereinafter.

NOW, THEREFORE, THIS LEASE DEED WITNESSETH as follows:

the recitals hereinabove contained shall constitute an integral part of this lease deed.

ARTICLE 1

LEASE DURATION OF LEASE AND EXTENSION

A. In consideration of rent hereby reserved and subject to conditions to be

performed under this lease, the LESSORS hereby grants and the LESSEE

hereby takes on lease the said Property.

B. Subject to the provisions of this Deed, the lease of the said Property shall be

for a term of _________________.

C. The LESSEE shall, as the case may be, enjoy the lease of the said Property,

with right of use, along with other occupants of the said Building, The

common areas in the said Building.

ARTICLE 2

COMMENCEMENT OF LEASE AND HANDINGOVER OF

THE SAID PROPERTY

A. The lease for the said Property shall commence from ___________________

or from the date of execution hereof, whichever is earlier.

B. The LESSEE shall be entitled to a rent-free period of _______________ Days

of the lease to carry out its renovation, modification work. Notwithstanding

anything contrary stated anywhere, the Rent shall commence only after 60

________________ days, either;

(i) from the date of execution hereof; or

(ii) from the date of possession of the said Property, whichever is earlier.

Hence Payment of the rent shall commence from _________________ only.

ARTICLE 3

RENT, SECURITY DEPOSITE AND TAXES

A. (i) It is hereby agreed that the LESSORS shall charge, and the LESSEE shall

pay to the LESSORS, monthly rent at the rate and in the manner as started in

SCHEDULE- 2 hereunder written.

(ii) The monthly rent so payable by the LESSEE to the LESSORS shall be

subject to applicable income-tax deductions at source and other

statutory deductions, if any, and such other adjustments as may be

agreed to under the Lease Deed.

(iii) The monthly rent of the said Property shall be payable by the LESSEE in

advance by the 10th day of every English Calendar month.

(iv) Service Tax if any applicable on monthly rent in respect of said Property

shall be borne and paid by the LESSEE to the LESSORS upon receipt of

invoice from the LESSORS. The LESSEE shall not be responsible, for

whatsoever reason, to pay/reimbursement the service tax amount in

respect of invoices which are raised after 6 months or such period as

may be prescribed under CENVAT Credit Rules, 2004 from time to time

.in such cases, the LESSEE shall not be bear the service tax amount and

the LESSORS shall keep the LESSEE indemnified about the same. "

B. (i) The LESSEE has, in order to guarantee the due performance of all

its obligations enumerated in this Deed and in consideration of grant of

Lease of the said Property, agreed to deposit and maintain with the

LESSORS an Interest free Refundable Security Deposit as stated in the

SCHEDULE-2 hereunder and such interest free refundable security

deposit is payable by the LESSEE at the time of signing of this Lease

Deed.

(ii) The entire interest free refundable security deposit amount paid by the

LESSEE shall be refunded by the LESSORS to the LESSEE without any

interest , simultaneously upon the LESSEE surrendering peaceful, vacant

and physical possession of the said property on the expiry of the period

of Lease or earlier termination of the Lease, subject to such adjustments

of arrears of rent and such other charges as permitted in this Deed.

However, the LESSORS undertakes to inform the LESSEE in writing

the particulars of the amounts so adjusted from the said Interest Free

Refundable Security Deposit amount towards arrears of rent and other

charges permitted hereunder. In case of delay by the LESSORS in

refunding the said Interest Free Refundable Security Deposit amount to

the LESSEE, the LESSORS shall be liable to pay Interest to the

LESSEE at the rate of ____ per annum on the outstanding amount of

said Security Deposit with quarterly rests for such delayed period and

the LESSORS shall also be disentitled from asking the LESSEE to

handover the vacant possession of the said Property. further the

LESSEE shall, without prejudice to its other rights as may be available

in law, continue to occupy and withhold handing over of the possession

of the said Property till the said Security Deposit is refunded with

interest payable thereon, without any liability towards monthly rent or

any other charges whatsoever payable under this Lease deed.

(iii) It is expressly agreed by the LESSORS that they shall be jointly and

severally responsible for, including but not limited to, refund of entire

Security Deposit to LESSEE on termission or sooner determination of

this Deed . it is further agreed and understood that refund of security

deposit by any of the individual LESSORS of the their respective

potation of the security deposit shall not be construed as refund of

Security Deposit within the meaning of this Deed unless the entire

security deposit is not refunded to LESSEE and in such event the

provisions related to consequences of non refund of security deposit,

shall become operative .

C. The LESSORS shall pay all present and future house tax , municipal rates and

property taxes, penalties or any taxes and charges with respect to said

Property which may be applicable or that may be imposed by or payable to any

statutory/local/central Government authority or body in respect of the said

Property . the LESSEE will not be liable in any manner whatsoever for the

payment or non-payment of the above amounts by the LESSORS and the

LESSORS shall during and for the tenure this Lease, keep the LESSEE

indemnified of the same, in case the LESSORS is unable to pay the any

outgoings to any authority/Institution in spite of being notified, then the

LESSEE shall have the right to pay such amounts singlehandedly to such

authority which shall be a right but not an obligation on the part of LESSEE

and the LESSEE shall have its sole liberty to adjust such costs and aforeaid

outgoings as may be applicable thereto from the Lease Rentals or from such

payables as pay be remitted by the LESSEE to the LESSORS for enabling

peaceful operation of the LESSEE from the said property. This discretion of the

LESSEE shall be without prejudice to any other rights that are available at law

or at equity.

D. Maintenance Charges/utility Charges, if any, Shall be payable by the LESSEE

direct to the agency in charge of the maintenance of the said Property/ said

Building.

ARTICLE 4

OTHER OBLIGATIONS ON THE PART OF THE PARTIES

The Lessors hereby covenant with LESSEE as follows:

A. Notwithstanding anything contained anywhere, it is hereby agreed that for the

observance and performance of all the obligations of the LESSORS under this

Deed, all LESSORS shall be jointly and severally responsible.

B. The LESSEE shall keep the said property including the walls, floors, ceiling,

roof, and structure and the water and drainage mains and pipes and sanitarary

apparatus thereof in good, substantial repair and in property working order

and condition and wiring in the said Property in good repair and condition in

accordance with the Indian Electricity Act,2003 and the rules and regulations

there under as may be amended from time to time.

C. The LESSEE shall during the term of lease maintain the said Property in good

and habitable condition and shall execute all necessary repairs including white

washing colour washing paintings of walls/doors/window of the said building

and of common areas once in two years.

D. the LESSEE shall, subject to the power breakdown or shut down by the

concered authorities or any resonable cause beyond the control of the

LESSORS, ensure continuous and uninterrupted electricity supply to the said

property and other installations of other comon areas passages, compound

pertaining to the said building.

E. The LESSEE shall be entitled to carry out all civil and plumbing work like

demolition of wall building internal and of external staircases or such other

work as may be required by the LESSEE before commencement of the present

Deed, subject to written permission granted by the LESSORS to that effect.

The LESSEE shall also procure at their own cost all required permission and/or

license/s for carrying out such interior charges, addition, if any in the said

Property by the LESSEE from the relevant authorities at the earliest without

any delay for the same.

F The LESSORS hereby on this date state and deciare that they are the absolute

owners having the absolute rights and exclusive pssession inrespect of the said

Property to deal in any manner and he/She is not entered into any agreement for

sale, mortgage, lien, lease, charge, etc. in respect of said Property and the said

Property is free from all encumbrancesof whatso ever nature, save and except

the charge of the Mortgagee bank, and subsequent to the execution of these

presents if any encumbrances is found in respect of said Property, the

LESSORS hereby undertakes to indemnify and keep indemnified the LESSEE

harmless for any loss or dammage that they may incur. The LESSORS

represents, declares and conform that he/they/ is/are the resident Indian/s under

the Indian Income Tax Laws. The LESSORS under tahkes to forthwith intimate

to the LESSEE in writing in event of any charge in his/her/their/ residential

status under Income Tax and/or any other Indian Laws.

G. The LESSORS hereby conform that he/she shall be liable in getting all the

requisite permissions as may be required by the LESSEE towards its peaceful

operations from the said property in pursuance to the Lease;

(i) In the event there is any order/directive by any authority directing

dispossession of the LESSEE from said Property for want of interalia

commercial permission then the LESSORS hereby undertakes to take all

necessary steps to regularize the same at the cost of the LESSORS and

thereby protecting the rights of the LESSEE as per the terms herein;

(ii) In the event the LESSORS fails to protect the rights of the LESSEE then

within ____________ days from such order or knowledge thereof, the

LESSEE shall have the right to take all such steps for not getting

dispossessed from the said Property which shall be the right but not an

obligation on part of KMBL) at the cost of the LESSORS;

The LESSEE hereby covenants with the LESSORS as follows:

H. The LESSEE shall pay the reserved rent on the days and in the manner

aforesaid.

I. The LESSEE shall, as the case may be, either pay directly to the authorities

concerned or to the LESSO-Rs all charges for and in connection with electricity

consumed in or upon the said Property as shown by the separate meter or

meters thereof and to pay the rent of such meter or meters. The IESSEE shall

keep the interior of

J. the said Property in good and tenantable repair and condition (reasonable wear

and tear and damage by earthquake, tempest or other acts of God or inevitable

accident or by irresistible force of nature always excepted).

K. The LESSEE shall not be do or cause to permit to be done upon carried on, any

lawful activities or any such activities in the said Property.

L. The LESEE shall not do or cause or permit to be done upon the said Property

anything, which may create or cause nuisance or harm or damage to the said Property

or to the other occupants in the said building save and except normal banking and its

ancillary usage.

M. The LESSIE shall be solely responsible for the insurance of its stock. Furniture,

Fixtures, fittings and equipment in the said property at its own;

N. The LESSEE shall be solely liable and responsible for all acts and omissions

of itself. Its employees servants, customers, visitors and agents and for all

claims of any nature whatsoever made against it and no such claim shall be

enforceable against the said property under any circumstances whatsoever.

O. The LESSEE shall be liable for all taxes as applicable on LESSEE's business

activities. The LESSEE shall regularly. and without any delay or default pay

charges of electricity, gas charges, cable charges, internet charges, water

charges etc., consumed by the LESSEE in the said property as per the

respective bills issued by the respective authorities

P. It shall comply with all applicable laws and regulations as prevalent in state of

Gujarat inclusive of prohibition etc, and shall not store/keep any prohibited

articles in the premises in violation of such laws.

ARTICLE 5

TERMINATION OF LEASE

A. It lshereby agreed that the LESSEE shall have the sole option to terminate the

Lease at any time during the period of lease by searing upon the Lessons a

written Lease Termination Notice of 3 (Three) months to the same effect or by

paying 3 (Three) months rent in lieu thereof.

B. The LESSORS, During the term of the lease, shall not have any right to

terminate the lease. save and except as provided in clause 5(c) herein below.

C. in case the LESSEE fails to pay the rent for 2 (two) consecutive months then

the LESSONS shall serve a 30 days written notice to the LESSEE for

discharge of the due amounts. However, if the LESSEE still fails to discharge

its rent liablity on the expiry of the notice, the LESSORS at their discretion,

shall thereupon terminate ehe lease. The LESSEE. Shall also be liable to pay

the overdue payments along with interest @18% per annum and handover the

physical possession of the said Property to the LESSORS. The LESSORS

shall be further entitled to terminate the lease as soon as the LESSE cases to

carry on the permitted business farm the said Property.

D. The LESSEE, on the expiry or sooner termination of the Lease, shall be liable

to vacate the said property and handower the peaceful possession of the said

security Deposit by the LESSORS to the LESSEE. On falure of the LESSEE

to vacate the said Property except for on account of failure of LESSORS to

refund the said Security Deposit, the LESSEE shall be liable to pay to

LESSORS compensation equivelent to twice the rate of monthly rent payble at

the time of ternination of the lease.

ARTICLE-6

SIGNAGE

A, The LESSEE shall have the right to display its name, logo coporate symbol on

the sign board(s) in and around the said Building and the said property at the

following locations, without any extra cost or rent or amounts payble to the

LESSORS:

(i) one signage on the entire focade of the said property. In case of corner

property signage will be installed on all visible sides of the said property.

(ii) One Lolly Poop/traffic stopper

(iii) 4 (Four) number of signage plates on the facode of the said prooerty.

ARTICLE-7

USAGE AND ACCESS

A. The LESSORS represents the the sald Property is permitted to be used for

office/Commercial purposes as per the applicable laws, rules and regulations

The LESSEE swill not use the said property for any other purpose, other othan

as specified in this Deed. The LESSORS undertakes to pay all property taxed

as applicable by the concerned authorities, for LESSEE, to use the said

property for office/commercial purpose.

B. It is hereby agreed that during the currence of the Lease Deed, the said

property shall be used for all activities necessary for carrying on the business

of LESSEE Such activities may, for the purposes of the Deed, be deemed to

include –but would not be limited to Banking, Automatic Teller Machine Cetre

and related Service, etc.

C. The said Property shall be used by the LESSEE only for its own use and for

those of its subsidiary/sister/joint venture/group companies or concerms.

Nothwithestanding anything contained herein, in the event of the LESSE

implementing any scheme of reconstruction, conveersion or other arrangement

ar consolldation, merger or amalgamantion or otherwise with any other entity,

neither will any pettion or resolution or oder for the same nor any chage in the

constitution of the LESSEE invalldate any provison of this Deed, and this

Deed shall continue to operate as if this Deed had been signed by such new

entity/company.

D. The LESSEE shall also be entitled to allocate any potion in the said prooperty,

withou creation of any right thereto to companies/agencies that provide diredct

services to the LESSEE’s operation. The LESSEE shall have the right to

assign/permit part of the said Property during the subsistence of this

Agreement/Deed and any extensions threof to its group company(s) associate

companies, affilates, assigns.

E. Further Provided that all assigning/premited use right will be co-terminus with

the oexisting Less Deed between the LESSORS and the LESSEE and shall

stand automatically terminated on termination of this Lease Deed. The

LESSEE shall continue to be soley responsible to the LESSORS for the

performance and observance of all the terms and conditions of these persents.

F. The LESSE’s employee(s)/staff guests and visitors shall have unrestricted and

uniterrupted accss to the said property 24 (twenty-four) hours a day. During

the subsistence of the Lease Deed or any renewal or extension thereof. Further,

the LESSEE’s employee(s)/Staff, guests and visitors shall have to the right to

use the common areas such as the entrance areas, staireases, coridors, life etc.

leading to the said property along with the other tenants of the said Building at

all times during the substience of the Lease subjct to the payment of rent and

other charges by the LESSEE as sitpulted in the Deed.

G. The LESSORS shall provide car parking spaces in/around the said Building at

no extra cost or rent for the use of the LESSEE, and the LESSEE’S

employe(s)/staff shall have the right to use the said parking spece at ll times

during the subsistance of the Lease.

H. The LESSORS shall LESSE to carry out, at the cost of LESSE but without in

any way demaging the structure of the said Property, erection of internal

partitions and/or other internal alterations and additions, conmstruction of

storng rooms, as may necessary for the business of LESSEE further, the

LESSE shal be entitled to have fible opetic connectivity. Internet Connection,

Cable Connection or any other connection and to lay down wires, etc. For the

same as may be required by the LESSEE for its business purposes, subject to

applicable rules and regultion.

I. The LESSORS shall provide adqeuate space on the roof top of the said

Building or at other convenient space there at as the case may be for LESSEE

for installation of the RF Tower/V-Sat Antenna at Rs. _________ (Rupees

_____________________________________) per month and to have

unfettered access to and from the said terrace/space for the purpose of putting

up or installing the said antenna and for the purposes of maintenance and

repair etc. Thereof. However, if any charges as payble for installation of

antenna to any authority/society agency the same shall be paid by the LESSE

the height of the RF Tower will be maximum of 20 mtrs.

J. The LESSEE shall have the right to install an Automated Teller Machine

(ATM) for Twenty-Four (24) hour use of the LESSE’S clients and customers

at any time of the right or day, in the said Property.

K. The LESSEE shall further be tneitled to additions and alterations required

permises for computerization, includeing calbling, permission for securing

addtional power requirments and installtioon of Local Area Network.

L. The LESSEE shall have right to install a Generator Set and the LESSORS

shall provide adequate space in the said property for installation of the same

without changing any extra cost.

M. Further the LESSE shall also at its own cost and charges be at liberty to

paind the said Property interneally and also to install in the said Property

domestice or eletric appliances other fittings and fixures including screens,

rasks, shelved or partitions, telephone lines communication and other

equipments, calbes, fixtures, fittings lights, fans and such conveniences

reasonable required by it for or in connection with the proper and full use

occupation and ejoyment of the said Property for office purposes. The

LESSEE shall be entitled at any time during the contination of the lease

period and upon its expiry or earliller revocation or termination to remove at

its cost and expense all or any of the foregoing without causing any dammage

to the said Property normal wear and tear excepted.

Further Provided that the LESSEE shall upon vacating therefore Property

remove such fittingsand fixtures owned and installed by the LESSEE (fit-outs)

and LESSEE witll not be reponsible for any loss on account of any such

removal however the LESEE shall provide the clear four wall structure and

hand over the said Property in habitable condition (normal wear and tear

excepted).

N. The LESSORS shall have no objection to LESSEE installing servo stablizer,

electical and AC Pandl with the said Property.

O. The LESSEE shall attend to all day to day and minor repairs including fuses,

fittings and fixture including leakage of water taps etc. At is own cose, but

major structural repairs such as leakeges of roof, any cracks in the walls shall

be attended to promptly within eight hourse and rectified within minumum

time by the LESSORS at its own cost. If the LESSORS does not and/or, for

any reasons, is not able to attend to such repair as pointed out by the LESSE in

writng withn two days than the LESSEE may get the repairs done on its own

and deduct the cost from the rent payble under the Leage.

P. It is specifically agreed between the parties that requirsite permissions, if any,

for carrying out any internal charges, repairs, addtions alterations coustruction

of strong rooms etc, by the LESSEE shall be obtained by the LESSEE at its

own costs. Further the LESSEE shall abide by and perform all applicable rules

and bye-laws and ll legal conditiuons and obligations applicable to the use of

the said Property.

Q. The LESSORS and its authorized agants shall be permitted to enter the said

Property for the purpose of inspection and maintenance of the said Property

during normal business hours and only after prial written notice of 48 (forty-

eight)hours for the same by the LESSORS.

R. The LESSES shall have the right to use the open apsce in compound for

stacking materials, debric, etc, during the course the interor decoration work or

any renovatian/s of the interior of the and only after that may be undertaken by

the LESSEE whitout in any way causing nuisance or annoyance to other

occupants of the said Building.

S. The LESSEE shall have the right to improve the said Property and make

alterations as per their designs and specifications, subject to prior written

permission from the LESSORS further, the LESSOR shall pay an amount of

Rs.__________ (Rupees for ___________________________________ Only)

to the Lease/Vendor appointed by the Lessess for doing the Lessors scope of

civil of civil work. In addition to the above the Lessor shall provide to the

LESSEE with the following in the said Property at no extra costs

i. The LESSORS shall provide space for 6 (Six) number of earth pits ouside the

said property.

ii. The LESSORS shall provide for water connection and connection form

overthead water tank.

iii. The LESSORS shall provide plumbling and drainage point;

iv. The structed stabillity certificate if applicable shall be provided by. The

LESSORS for constructon of stong room and installation of generator set. If

anuy structure strengthening is to be done then the same shall be done by the

LESSORS at their own coast.

v. The LESSORS shall take all necessary permissions or steps to ensure hassle

free work during the interior fit-outs

ARTICLE-8

ELECTRICITY CONNECTION AND CHARGES

A. The LESSORS shall arrange to provide 25 KW (30 KVA) 3 phase of electric

load for the said Property for the exclusie use of the LESSEE.

B. The LESSEE garees to pay during the period of lease the charges for the

electricity consumed in the said Property as per mater reading of the separate

electric meter provided for thie purpose by the ______________ for the said

Property as per commericial rates of the concerned electirical supplying

authority.

C. In case the LESSE desires to get addtional load of electricity for the said

Property sanctioned from concerned electricity supplying authority or any

other apporpriate authority, the LESSEE shall tet the same at its own cost and

the LESSORS will give a no objection letter for the same. It is agreed and

understood that if for taking such additional load the LESSEE is required to

pay any Deposit to the authorities, than at the termination of the lease the

LESSEE shall be entitled to refund of the same from the electricity authorities

and the LESSORS shall render all help and co-operation to the LESSEE for

the same.

D. The LESSORS and the LESSEE undertake not to do any act or omit to do

any act or thing which may interupt or disconnect the electircity of the other in

the said building/said property.

ARTICLE-9

INSURANCE AND SAFETY

A. The LESSEE may, if it wishes. Obtain at its own cost, any insurance sover in

respect of googds and belongings in the said property and in respect of a

claim under such insurance the LESSEE shall only be entitled to receive and

retain any amount settled by the insurer.

B. it is hereby agreed that the LESSORS shall neither do nor permit to be done

any act or thing. Which may render void or voidable anu isurance of the said

property. In the event the LESSORS does or permits to be done any act or

thing, which may render void voidable any issurance of the said Property.

then LESSORS shall be liable to pay demages with respect to the same to the

LESSEE.

ARTICLE-10

PEACEFUL ENJOYMENT OF THE PROPERTY

A. In condideration of the rent herein agreed and all payments as payble to the

LESSORS being paid by the LESSEE regularly and other terms and

conditions and convents as cast on the LESSEE being observed and perfomed

by the LESSEE, the LESSEE shall pacefully enjoy the said property during

the lease period and its extension if any, without any interruption by the

LESSORS or any other person. The LESSORS agrees and undertakes to

ensure that the LESSEE witl have quiet and peaceful posseession of the said

property, without any kind of hindrance whatsover subject to the LESSEE’S

compllance of terms and conditions of this lease deed.

ARTICLE-11

INDEMENFICATION

A. It is hereby agreed that the LESSORS shall keep the LESSEE ideanitified and

harmless in the repscts on account of any negiliance on the part of the

LESSORS or his employees or authority agents.

B. It is hereby further agreed that the LESSORS shall keep LESSEE idemnified

and hold herenless, against all claims, actual losses regonsable damages, costs

expenses on accout of any infimity or defect in the statutory requirments or on

account of any defect in construction or not being constructed as per the

approved plans or not being permitted for commercial use with repsect to the

said property and/or the said building

C. The LESSORS shall keep the LESSEE saved harmless and idemnified against

any such loss, damages, expenses, claims, actions, if the LESSORS act or omit

to act in any way in respect of the said Property relating to their title, ukeep,

maintenance, isurance, taxed government charges and other levies whereby the

use there of LESSEE as per provisions of this Leas Deed is adversely affected.

D. The LESSORS have respreented that they are the lawful Dwners and fully and

totally entitled to, saized and possessed of the said Property free from all

encumberances whatsover and that there is no charge, mortage trust etc.

Thereon, save and except the charge of the Mortage Bank, and the LESSORS

shall keep the LESSEE saved, harmless and indeminifed against any such loss,

damages rexpeses, claims, actons with the LESSEE may suffer on accotant of

such representation of the LESSORS.

E. The LESSORS hereby agree and undertake to indiminify and keep the

LESSEE fully indeminified, saved and hamless of, from and against all loss,

costs damage expense, risk and and all consequences that might arise to the

LESSEE on aacount of any suits, notice, non payment of taxes, any loan

repayments insurance and/or any defect in title to the said Property, any

infirmity/defect in the statutory requirment in repsct of the said Property and/or

any declaration, statement or asuance being incorect and/or any declaration

statement or assurance being incorect and/or any beach by LESSORS of any

declaration, statement assuarcne of convenant herein and/or on account of any

non-performance of non-observance or breach by LESSORS of any terms,

cluase, claim demand or risk arising to the LESEE with reference to the

LESSORS here by agree and undertakes to indeminify and keep the LESSEE

fully indeminifled, of from all costs damage, expense in management cost

shifting costs and all other costs including but not limited to loss of goodwill

which the LESSEE may suffer upon the LESSOR’s unable to provide

peaceful use and occupation of the said Property to the LESSEE on any act,

ormission conduct of the LESSOORS in the event of such occurrence the

LESSEE shall intimate to the LESSORS and the LESSORS shall forwith

clear all defects in title/unlawful interfence to the said perperty. In spite of

notice if LESSORS still fails to clear such defects then the LESSEE shall have

its sole liberty to adjuct any such costs as may be applicable there to from the

lease Rentals or from such payble as may be remitted by the LESSEE to the

LESSORS for enablind peaceful operation of the LESSE from the said

property, such payment so to be made by LESSEE shal be at iuts sole

discreation and not an obligation or part of the LESSEE. Notwithstanding

anything mentioned herein the LESSEE shal have the sole right to with hold

the payment of such lease renatls or any paybles to the Peroperty is renestaed

to the satisfaction of the LESSEE. This descretion of the LESSE shall be

witout prejudict to any other rights that are available at law or at equity.

ARTICLE 12

LEGAL FORMALIATIES

A. It is hereby agreed that the LESSSORS shall provide to the LESSEE’S Legal

Counsel,copy of all relevant documents and assistance as may be required by

LESSEE .

ARTICLE 13

CHARGE ON PROPERTY

A. It is agreed that in the event the LESSORS Sells and/or transfers Its reght title and

interest in the said Property or any part or share theereof to any third party or

paarties, the said sale and/or transfer of lsuch right title and interest shall be subject

to the rights of the LESSEE contained herein, Further the LESSEE shall be

Intimated of any such proposal of sale and/or transfer by the LESSORS before

hand.

B. It is further,agreed between the LESSORS and the LESSEE, that with prior written

intimation to the LESSEE the LESSORS shall shall have right to

sell,mortgage,lien and/or transless its right title and interest in the said Propoerty or

;any part or ;share thereof ;to any third party or parties. Further, the

Sale/Transfer/Conveyance Deed/Moretgage Deed/etc. which may be executed in

respect of the said Property in favour of any third party, shall specifically contain a

clause that the LESSEE is in possession of the said Property by virtue of the

present lease Deed and the said third party (the intended transferee of the said

Property) shall abide by the provisions of the present or extended LEasesDeed.The

said Security Deposit paid by the LESSEE to the LESSORS in terms of this lease

shall then be transferred to the Transferee. Further the LESSORS shall solely bear

and pay all charges leveies duties including stamp duty prescribed by the LESSEE

herein in relation to or ;in connection with ;such sale, mortgage, charge or ;thedir

poarty lrights including towards attomment of the present terms and conditions by

the intgended purchasor/ transsferee.

C. It is further agred between the LESSORS and the LESSEE that in the event of

transfer of the said Property as a whole or in parts tghereof, during the subsistence

of the present lease,to any one or more than one person, all the ;transferees,

collectively, to any one by the poresent lease and in case any one of ;lthe

;tgransferee singly, refunding prorata his or lher share of the Security Deposit,

he/she/its portion lof ;the lsaid Property/said Building, as the case may be

Irrespective ;of any sale of the said Property, in part or as a whole, the lease of the

said Property shall continue to be only one lease for all lInterest and purposes, and

;shall not be servered,

D. The LESSORS shall also arrange a letter and/or any such documents as may be

prescribed by the LESSEE from the purchaser or transferee confirming acceptance

of the terms and conditions of lthe present lease and of ;ltransdfer of security

deposit to it.

ARTICLE 14

FORCER MAJEURE

A. It is hereby agreed that in the event the said Property or any part thereof being

destroyed or damaged for reasons beyond the control of the LESSEE or force

majeure conditions so as to render the said property unfit for the purpose for

which the same was leased or if the LESSEE is prevented from using the same

for a period of thirty daYS due to any of the above mentioned reasons or due

to any action or regulation of any concerned authority then, the LESSEE shall

have the option ltgo determine this Lease Deed without suffering any

damages.The LESSORS shall thereupon refund to the LESSEE without any

interest all moneys after adjustingarrears of rent and other ;such charges as

permitted under this Deed, if however,payment is made later than fifteen (15)

days from the date of l such determination by the LESSORS to the LESSEE,

such refund shall carry interest @______% per month with quarterly rests.The

LESSEE shall be entitled to retain the actual or constructive possession of the

said Property till the security deposit is refunded to the LESSEE without being

liable to pay rent or any other charges during the period of such retention.

B. Provided that no rent or any other charges shall be payable to the LESSORS

BY THE LESSEE FOR such period of theirty days for which the LESSEE is

prevented from using the said Property or any part thereof.

ARTICLE 15

WAIVER

A. It is hereby agreed that failure of either party to anforce at any time or for any

period of time the terms and conditions contgained herein shall not be

construed to be waaiver of any of the terms and conditions or of the right

thereafter to enforce each and every term and condition of this Deed.

ARTICLE 16

ENTIRE AGREEMENT

A. THIS lease deed shall, from the datge of signature thereof,operate in

substitution of all terms,conditions, understandings previously agreed to

or in force between the LESSORS and tgher LESSEE (which shall be

cleemed to have been lterminated by mutual consent as from the said date or

signature) but without porejudice to the rights liabilitgies and obligations (if

any) of either party accured prior to at date.

ARTICLE 17

SEVERABILITY

A. If any terms or provision in this Deed shall be held to be illegal or

unenforceable, in whole or in part,under any enactment or rule of law, such

tgerm or provision orf part thereof shall, to that extent, be deemed not to form

part of ;ltghis Deed but, the validity and enlorceability of the reminder of this

Deed shall not be affected.

ARTICLE 18

NOTICE

A. Any notice or other communications required or permitted in terms of

these

Presents shall be deemed to have been duly served if (a) delivered in

person or (b) sent by registered or certified mail,return receipt requested,

and addressed as follows.

If to LESSEE

If to LESSORS

Or if sent to such substituted address as any of the Parties has given to the

others in writing in accordance with this Article.

ARTICLE 19

EXPENSES

A. The Parties hereto shall bear their own costs and experses for the

investifations, negotiations and examinations contgemplated by this

transaction, including costs of their respective accountants and attorneys

or any other Legal expenses.

B. Expenses relating to execution and registration of Lease Deed (including

stamp duty, registration Charges and miscellaneous expenses) shall be borne

by the LESSORS and the LESSESS, equality. However, in case the LESSORS

fails to descharge its obligation to bear or pay his/her/share in trhe aforesaid

expenses relating to execution and registgration of prfesent Lease Deed,the

LESSEE shall have a right to deduct the same from the amounts payable by

LESSEE to LESSORS under To fhe present Lease Deed.

ARTICLE 20

HEADINGS

A. The headings in this Deed have been included solely for case of

reference and shall not be considered in the intgerpretation or

constructions of this Deed.

ARTICLES 22

SUCCESSORS AND ASSIGNS ASSIGMENT

A. This Deed shall benefit and bind the LESSORS and the LESSEE and

their respective successors and permitred assigns. No Party to this Deed

shall assign its rights, obligations or interests herein including, without

limitation, mornies under this Deed without the prior written consent of

the Other Party except as agreed in Article 7.

ARTICLE 23

JURISDICTION

A. Any dispute arising howsoever in connection with lthe interpretation or

implementation or purpoted termination of this Deed, the Parties shall

attempt in the first instance to rfesolve such dispute by friendly

consulations,

B. If such dispute is not resolved through friendly consultations within thirty

(30) days after commencement of discussions or such longer period as the

Parties agree to in writing then any Party may refer the disute for

rfesolution by arbitration in accordance with the reovisions of Clasue 23 ©

C. All such disute shall be referred to and finally resolved by arbirtration by

a sole arbitrator to be apointed by the LESSEE and the LESSOR by

mutual consent.The arbitrationprocedings staff be conducted in

accordance with the Arbitration and Concillation Act. 1996 as may be

applicable from time to time or any other enactment replacing it. The

language of the arbitration shall be English.

D. The arbitration Award shall be final and bindingb on the parties the

parties agree to be bound thereby and to act accordingly.

E. Each party shall bear its costs of such Arbitration When any dispute is

under arbitration, except for the matters under dispute, the parties shall

continue to exercise their remaining respective rights and fulfill their

remaining rfespective obligations under this Deed to the extent practicable.

F. The place of arbitration shall be ____________ and any award made

whether interim or final shall be deemed for all puirposes beteen the

Parties to be made, in ______________

ARTICLE 24

MISCELLANEOUS

A, Modifications The terms of this Lease Deed shall not be altered or added

to

and nor shall anything be omitted there from except by means of a

Supplementary Deed in writingv duly signed by the parties hereto.

B. Original Lease: It has been agreed betgween the LESSORS and the

LESSEE that the original Lease Deed shall be kept with the LESSEE.

SCHEDULE -1

DETAILS OF POREMISES

ALL THAT piece and parcel of commercial property

being___________________________________________in aggregate to 1198

Sq.ft. carpet on the ground floor of the building known

as___________________constgructed on leasehold land bearing Final Plot

No.________________ Planning

scheme________________________________________situate lying and ;being

at Mouje___________________________Taluka City,

District_________________ as more splecifically shown in ‘RED colour in the

plan attached to these presents. The said Property is surrounded on four sides

in the manner as follows.

On the NORTH by :______________________________

On the SOUTH by :___________________________

On the EAST by :______________________________

On the WEST by :__________________________

SCHEDULE -2

DETAIL OF RENT AND SECURITY DEPOSIT

LESSORS % age of

Rent/

Security

Deposit

Shwring

By the

LESSORS

Security

D EPOSIT

Monthly Rent for

First 36 months of

Lease of lease term from ___________

to

___________

Next 36 months of lease term escalltion @15%) from __________

to ___________

Last 36 months of the lease term (escalation @15%) From _________

To

__________

50% Rs.4,80,000/-

(Rupees Eighty thousand only)

Rs.80,000/- (Rupees Eighty Thousand only)

Rs.92000/- (Rupees Ninety Two Thousand only)

Rs.1,05,800/-

(Rupees One Lakh Five

Thousand

Eight Hundred only)

TOTAL

100%

Rs.9,60,000/-

(Rupees Nine Lakh Sixty Thousand

only)

Rs.1,60,000/-(Rupees One lakh Sixty Thousand

only)

Rs.1,84,000/-(Rupees One Lakh Eighty Four Thousand only)

Rs.2,11,600/- (Rupees Two Lakh Eleven Thousand Six Hundred

only)

In WITNESS WHEREOF ,each of the Parties heretgo has caused this Deed to

be executed as of lthe date first writtewn above.

SIGNED AND DELIVERED by

The LESSORS

_____________________________________

(LESSOR NO.1)

____________________________________

(LESSOR NO.2)

Witness:

1.

2.

SIGNED AND DELIVERED

For LESSEE BY

ON BEHALF OF_______________Pursuant Resolution

Of the Premisers C0mmittee dated…

Witness:

1. 2.

As per Section 32 A() of the Reportration Act, the photographs of the

LESSEE and thereto for identification

LESSORS

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LESSEE