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LEASE AGREEMENT

BETWEEN

_____________________

AND

RELIANCE LEISURES LTD.,

FOR PREMISES AT:


______________________________________________

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THIS AGREEMENT OF LEASE (this “Agreement”) is made at Mysore on this
the [insert] day of [insert month and year]

BY AND BETWEEN

M/s B.M. HABITAT, a firm formed and registered under The Indian
Partnership Act of 1932,having its Registered office @ 22/B, Vinoba Road,
Jayalakshmipuram, Mysore-570012, represented by its Managing Partner,
Dr. C. B. Murthy (hereinafter called the “Lessor” which expression shall unless
repugnant to the context or meaning thereof, include its executors,
administrators, legal representatives, successors and assigns) of the ONE PART.

AND

RELIANCE LEISURES LTD., a Company incorporated under the Companies Act,


1956, having its registered office at No. 74, Prestige Feroze, 3rd Floor,
Cunningham Road, Bangalore - 560052, represented herein by Mr.
______________(Authorized Signatory),(hereinafter called the “Lessee” which
expression shall unless repugnant to the context or meaning thereof, include its
executors, administrators, legal representatives, successors and assigns) of the
SECOND PART.

WHEREAS:

A. The Lessor has represented to the Lessee that the Lessor is sole and
absolute owner of the Premises.

B. The Lessee is a duly constituted franchisee of FRANCHISOR, pursuant to


the terms of the Franchise Agreement.

C. The Lessee has requested the Lessor to lease the Premises and the Lessor
having agreed to grant such lease, has offered the same to the Lessee.

D. Relying on the representations and warranties of the Lessor set out in this
Agreement, the Lessee has agreed to take the Premises on lease on the
terms and conditions as set out in this Agreement.

E. The Parties desire to enter into this Agreement to confirm and record grant
of the lease and the terms and conditions under which the Lessee shall
take the Premises on lease from the Lessor and other understandings in
connection therewith.

NOW THEREFORE, IN CONSIDERATION OF THE PREMISES AND MUTUAL


AGREEMENTS AND COVENANTS HEREINAFTER SET FORTH AND FOR
OTHER GOOD AND VALUABLE CONSIDERATION, INCLUDING THE RENTS,
REVENUE SHARE, SECURITY DEPOSIT AND OTHER PAYMENTS, THE
RECEIPT AND SUFFICIENCY OF WHICH ARE HEREBY ACKNOWLEDGED,
EACH OF THE PARTIES HEREIN, HEREBY GRANT TO THE OTHER THE

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RIGHTS AND AGREE TO COMPLY WITH THE OBLIGATIONS AS SET FORTH
HEREUNDER :

1. DEFINITIONS

Unless otherwise set out in this Agreement, the terms below have the following
meaning:

“Commencement Date” means [insert date Agreement commences].

“Premises” means all that piece and parcel of immovable property being
premises having a Caret area of [ 8,311] square feet, situated on the First Floor
of the Commercial Complex at Jayalakshmipuram, Mysore, more fully described in
Schedule B of this Agreement.

“Purpose” means to conduct business of Reliance Timeout, Stationary, Music,


Greeting Cards, Books & CD’s etc.,.

“Rent Free Period” means a 120 days from the handing over of premises for fit
out complete in all respects or commencement of the business whichever is
earlier.

“Revenue share” means a percentage calculated on the net sales (gross


sales/billings minus local taxes on sales as applicable.

“Term” means the 30 year period commencing on the Commencement Date.

2. GRANT OF LEASE

In consideration of the rents hereinafter reserved and agreed to be paid by


the Lessee to the Lessor as set out hereunder, the Parties having agreed
to comply with the covenants and conditions mentioned herein, the Lessor
hereby grants by way of lease to the Lessee, the Premises for the Term .

3. RENEWAL

Upon the expiry of the Term of this Agreement, the Agreement may be
renewed by consent of all parties and subject to the execution of a new
agreement setting out the mutually agreed terms of such a renewal.

4. POSSESSION

4.1 The Lessor shall hand over physical vacant possession of the Premises on
the __th _________ 2011 (“Handover Date”).

4.2 The Lessee will be entitled to a Rent Free Period, commencing on the latter
of:

(a) the date on which the Premises are in such a state that the Lessee can
commence work on the Non-structural Alterations set out in clause 7.6, as
determined by the Lessee; or

(b) the date on which any rectification work or civil works required to be
carried out by the Lessor is completed.

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4.3 Further if the Handover Date is delayed by more than 15 days, then every
day of delay beyond those 15 days shall entitle the Lessee to a one day
extension of the Rent Free Period. Accordingly the Rent shall commence
from such extended date of completion of Rent Free Period.

5. RENT

5.1 The monthly rent, including amenities charges payable in respect of the
Premises by the Lessee to the Lessor during the subsistence of this
Agreement shall be Rs. [insert] /- (Rupees [insert] only) per month,
subject to tax deduction at source as per the provisions of the Income Tax
Act, 1961 (“Rent”). The Rent Shall be payable in the following manner as
set out below:

(a) “Provisional Rent” shall mean a sum of Rs. 45.00 (Rupees Forty
Five Only) per square foot of Total Leasable Area of the Leased
Premises amounting to Rs.3,73,995/-
(Rupees Three lakhs seventy three thousand nine hundred and
ninety five Only) per month inclusive of CAM charges as reset in the
manner
hereinafter provided.
(b) “RevShare” shall mean a 11 % ( Eleven Percent) share of the
Proposed Lessee’s Business Revenue (“LBR”) as defined hereunder.
(c) “Escalation of Rent” shall not be applicable as it is pure revenue
share.
(d) ”CAM charges” are included in the Revenue share rent. However,
the cam charges shall be payable @ 7/- on Carpet from the date of
business commencement date till the revenue share rent
commencement date.

5.2 The Lessee shall be liable to pay Provisional Rent upon expiry of the Rent Free
Period set out in clause 4.3 above.

5.3 The Lessee shall be liable to pay the provisional CAM of Rs. 7/- per sq ft on
carpet to the developer after the rent commencement date and the same
shall be adjusted while settlement of the Revenue share rent.

5.4 The Lessee shall pay the Provisional Rent to the Lessor by cheque on or before
the 5th day of each month following the month for which it is due, unless
otherwise agreed to between by the Lessor and Lessee.

5.5 For the purpose of calculation of revenue share of 11% of net sales, the
Lessee shall submit a statement of sales as certified by the Lessee at the
end of every quarter, based upon which revenue share will be arrived at
and if such revenue share exceeds the provisional rent paid/payable for
the relevant quarter the difference shall be paid over by Lessee to Lessor
within 15 days of the end of such quarter.

5.6 In the event the Provisional Rent or difference of revenue share over and
above the provisional rent, is not paid in accordance with clause 5.2
above, the Lessee shall pay interest at the rate of 18% (Eighteen percent)

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per annum on the amount due, calculated on a pro rata basis from the
date when the payment fell due till the date of actual payment.

5.6 Notwithstanding anything to the contrary in this Agreement, Lessee shall be


solely responsible for the obligations as envisaged in this Agreement.

6. SECURITY DEPOSIT

6.1 In consideration of the Lessor granting to the Lessee, a lease of the Premises
in terms of this Agreement, the Lessee shall pay a sum of Rs.22,43,970__/-
(Rupees Twenty two lakhs forty three thousand nine hundred and seventy only)
being 6 months Provisional Rent for the Premises, by way of interest free
refundable security deposit (“Security Deposit”), in the following manner:

a. A sum of Rs. [2,00,000/- (Rupees Two lakhs only) paid as an initial


deposit vide Cheque No. [insert] dated [insert] drawn on [insert
bank], [insert location] drawn in favour of the Lessor and the Lessor
hereby acknowledges receipt of the aforesaid amount and hereby
acquits and discharges the Lessee of the same.

b. 2 months lease rent deducting the initial deposit of Rs. 2,00,000/-


which shall amount to a sum of Rs. 5,47,990/- (Rupees Five lakhs forty
seven thousand nine hundred and ninetyonly) vide Cheque No. ______
dated ________ drawn on [insert bank], [insert location] drawn in
favour of the Lessor paid on signing of this agreement and the Lessor
hereby acknowledges receipt of the aforesaid amount and hereby
acquits and discharges the Lessee of the same.

c. 2 months lease rent amounting to a sum of Rs. 7,47,990/- (Seven


lakhs forty seven thousand nine hundred and ninety only) shall be paid
by the Lessee to the Lessor on handing over of possession for fitouts.

d. 2 months lease rent amounting to a sum of Rs. 7,47,990/- (Seven


lakhs forty seven thousand nine hundred and ninety only) shall be paid
by the Lessee to the Lessor on execution of lease deed/registration of
the lease deed.

e.

6.2 The Lessee agrees that it is not entitled to payment of any interest which may
accrue on the Security Deposit.

6.3 Upon the expiry of this Agreement or its earlier termination thereof, (as the
case may be), the entire Security Deposit shall be refunded by the Lessor
to the Lessee, without any interest. Such refund of Security Deposit shall
be simultaneous with the delivery of possession of the Premises by the
Lessee to the Lessor, in the manner required under this Agreement. The
Lessor shall not be entitled to deduct from the Security Deposit, any
amount except rental arrears, electricity charges, Air conditioning charges,
CAM charges due and payable by the Lessee, if any, and which remains
unpaid as on the date of delivery of possession of the Premises by the
Lessee to the Lessor.

6.4 In the event the Lessor fails to refund the entire Security Deposit in
accordance with clause 6.3, the Lessee shall be entitled to retain
possession and use of the Premises pending refund of the Security
Deposit, subject to deductions, if any, as aforesaid without being liable for

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payment of Rent or any other sum to the Lessor, and the Lessor shall pay
to the Lessee interest at the rate of 18% (Eighteen percent) per annum on
the said Security Deposit from the date when the same becomes payable
till the date of actual payment. The Lessee shall not be required to pay any
Rent for such period, until the Security Deposit is refunded to the Lessee,
simultaneous with the delivery of possession of the Premises by the Lessee
to the Lessor.

7. COVENANTS, RIGHTS AND OBLIGATIONS OF THE LESSEE

7.1 Purpose

The Lessee shall use the Premises only for the Purpose. The Lessee shall have the
right to play music in the Premises and hold events to promote its business. The
Lessor represent and warrants that no exclusive use or other agreement entered
into or granted by the Lessor restricts the use of the Premises by the Lessee.

7.2 Access to the Premises

The employees, officers, clients, customers, invitees, suppliers, contractors and


visitors of all kind whatsoever, of the Lessee shall have free and unimpaired
access to the Premises at all times. The Lessee shall be entitled to enjoy the
Premises peacefully as a tenant, to use the entrances, staircases, corridors,
passages and other common spaces in the building for the purpose of ingress to
and egress from the Premises.

7.3 Signage

The Lessee shall be entitled to display their signboards in the Premises at the
place and in the manner as may be determined by the Lessee at its sole
discretion. The Lessor shall render assistance to the Lessee in securing all
requisite approval, permissions or sanctions for such signage (if such approvals,
permissions or sanctions, are required to display the above signage). The Lessee
shall have the right to remove the signage on termination of this Agreement.

7.4 Telephone, Fax, Internet, Cable Lines

The Lessee shall have the right to apply for, obtain and install as many telephone,
fax, internet, cable lines, antenna, dish and other instruments and devices in the
Premises, as they may deem necessary for their business requirements in their
own name and at their own cost. The Lessee shall pay the charges pertaining to
such lines installed, directly to the appropriate authorities. The Lessee shall have
a right to remove the telephone, fax, Internet, cable lines, antenna, dish and
other instruments and devices so obtained by it on termination of this Agreement.

7.5 Repairs and maintenance

The Lessee shall attend to all day to day minor routine repairs such as fuses,
leakage of taps, replacement of consumable parts etc. to the Premises at its
own cost, as are required to keep the Premises in good and tenantable

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condition, but all major maintenance activities as mentioned to be within the
scope of Lessor’s covenants herein below shall be carried out by the Lessor
within a reasonable period of time.

7.6 Architectural Alterations /Non-structural Alterations

7.6.1 The Lessor understands that the Lessee, for the purpose of making the
Premises suitable for the Purpose, will need to carry out certain
architectural alterations and thus grants approval to the Lessee to effect
such architectural alterations and additions to the Premises
(“Architectural Alterations”). But such alterations should not be in the
nature of structural alterations. The cost and expenses incurred in respect
of the Architectural Alterations and additions shall be borne by the Lessee.
The Lessor shall render all requisite assistance to the Lessee to secure any
permissions or sanctions that may be required to complete the
Architectural Alterations under any applicable law that may be in force
from time to time.

7.6.2 The Lessee shall be entitled to effect certain non-structural alterations or


additions to the Premises as may be required, including but not limited to
improvements, interiors and fit outs to the Premises, fixing or installing such
devices, gadgets and equipment, furniture and fixtures in the Premises as the
Lessee may deem fit from time to time for the purpose of carrying on its business
(“Non-structural Alterations”). The Lessor shall render all requisite assistance
to the Lessee to secure any permissions or sanction that may be required to
complete the Non-structural Alterations under any applicable law that may be in
force from time to time. The costs and expenses incurred in respect of the Non-
structural Alterations shall be borne by the Lessee. The Lessor hereby consents to
all Non-structural Alterations.

7.7 Electricity, Water and Airconditioning

The Lessee shall, during the Term, bear and pay directly to the concerned
authorities, the charges for electricity and water consumed by the Lessee
at the Premises as per the separate meters installed in respect thereof,
and the sewerage charges relating to the Premises as charged by the
CMWSSB.

The Air conditioning charges shall be paid by Lessee to Lessor on


consumption bills raised monthly by Lessor, based on a conversion factor
of BTU to KWH from a central BTU meter.

7.8 Return of Possession

7.8.1 Upon expiry or earlier termination of this Agreement, the Lessee shall be
entitled at its discretion to remove all improvements and property brought in by it
on to the Premises, including the Non-structural Alterations, without causing any
major damage to the Property.

7.8.2 Notwithstanding anything stated in the Agreement, there shall be an


obligation cast upon the Lessee to restore or reinstate the Premises and handover
vacant possession of the Premises in good order and condition, normal wear and
tear excepted.

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7.9 Inspection of the Premises

The Lessee shall, after receiving at least 24 (Twenty Four) hours prior
notice in writing from the Lessor, permit the Lessor’s authorised
representative to enter upon the Premises at reasonable times and during
normal business hours, for inspecting the state and condition of the
Premises. The Lessor shall ensure that such inspection does not unduly
interfere with the Lessee’s running of its business.

7.10 Restrictions on the Lessee

The Lessee shall observe the following covenants and be bound by the
following restrictions:

(a) The Lessee shall keep the Premises clean and usable and shall
maintain at their cost the Premises in a state of good repair,
normal wear and tear excepted;

(b) The Lessee shall not carry out any unlawful, illegal or dangerous
activity in the Premises;

(c) The Lessee shall not store in the Premises goods or merchandise of a
hazardous, combustible or dangerous nature; and

(d) The Lessee shall not cause nuisance, disturbance or noise so as to


inconvenience or disturb the neighbors and other occupants, if any,
of the Premises.

8. COVENANTS, RIGHTS AND OBLIGATIONS OF THE LESSOR

8.1 Title to the Premises

The Lessor covenants that the Lessor has a valid title to the Premises, and
that the Lessor has good right, full power and absolute authority to grant
to the Lessee the Premises in the manner herein appearing. The Lessor
hereby agrees to indemnify and keep fully indemnified the Lessee against
any claims, losses or damages that the Lessee may suffer arising out of
any claims against the Lessor’s title or for any other reason to the
Premises or any interruption / obstruction in the peaceful enjoyment of the
Premises by the Lessor or any person claiming through or under the Lessor
or by any third party.

8.2 Peaceful Possession

The Lessee, on paying the Rent in the manner herein provided and on
observing and performing the covenants, conditions and stipulations
herein contained, shall have unimpeded use, complete and peaceful
enjoyment and occupation of the Premises during the Term at all hours
without any let, obstruction, eviction, interruption and/or disturbance,
claim and demand whatsoever by the Lessor or any person or persons
lawfully or equitably claiming by, from, under or in trust for the Lessor.
The Lessor hereby agrees to indemnify and hold harmless the Lessee

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against any claims, losses or damages that the Lessee may suffer on
account of disturbance or interruption for unimpeded use, complete and
peaceful enjoyment and occupation of the Premises attributable to breach
of any of the obligations of the Lessor.

8.3 Electricity

The Lessor shall provide and maintain during the Term an operational
electric power load of [_] KVA at the Premises for the exclusive use of the
Lessee.

8.4 Taxes & Outgoings

The Lessor shall bear and pay all municipal taxes, property taxes and
other taxes, levies, cesses, outgoings and charges payable in respect of
the Premises, and any increase / enhancement thereto, directly to the
concerned authorities. Lessee shall only be liable for payment of service
tax on the Rent and maintenance charges payable under this Agreement
for which an invoice shall be raised by the Lessor.

8.5 Repairs

The Lessor shall, at their expense, carry out all major repairs and maintain
in good condition, the roof and walls of the Premises, and be responsible
for repairs relating to leakage of roof, damage to the walls, bursting of
water pipes or defective sewerage system in the Premises. The Lessor
shall give 48 (forty eight) hours notice to the Lessee intimating the Lessee
of the proposed repairs to be undertaken, and shall have the repairs
carried out so as to cause minimum obstruction or disruption, if any, to the
Lessee’s peaceful occupation and use of the Premises. If the Repairs cause
undue interference with the Lessee’s day to day running of its business,
the Lessee shall be entitled to pay no Rent for the period the repairs cause
such disruption.

8.6 Insurance

Throughout the Term of this Agreement, the Lessee shall not be


responsible for insurance of the Premises. Lessee shall not be responsible
for any damage to the premises by reason of fire, accident, strike, war or
any other violence, floods, earthquake, or any act or condition beyond the
reasonable control of the Lessee. Lessee shall insure its Non-architectural
Alterations and the stocks lying at the Premises in addition to installing fire
fighting equipment as required to protect its merchandise, and fixtures in
the Premises.

8.7 Representations and Warranties

The Lessor represents and warrants that:

(a) the Premises is free from all encumbrances, attachments, court or


acquisition proceedings or charges of any kind;

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(b) the Lessor has not entered into any agreement or arrangement for
lease or sale in respect of the Premises with any third party;

(c) there is no impediment, legal or otherwise, for letting out the


Premises;

(d) the Premises is capable of being used for the Purpose and all
necessary approval(s) have been obtained by the Lessor from all regulatory /
governmental authorities, and that they have obtained and shall at all times keep
in force, all requisite approvals relating to the Premises and all portions thereof,
for the intended use by the Lessee, so as to ensure that the Lessee can enjoy
peaceful possession of the Premises without any let or hindrance from any
authority or any other government or statutory bodies; and

(e) the Lessee, on paying the Rent and abiding by the terms and
conditions of this Agreement, shall peacefully hold and enjoy the Premises during
the Term of this Agreement and any extended period thereof, without any
interruption whatsoever, by or from the Lessor or any person/s claiming under,
through or in trust for the Lessor.

9. TERMINATION OF AGREEMENT

9.1 Termination for cause

9.1.1 The Lessee shall be entitled to terminate this Agreement upon one months
notice in writing, if the Lessor defaults in the performance of any of its
obligations under this Agreement and such default is not cured within 30
(Thirty) days after the receipt of a notice of default issued by the Lessee.

9.1.2 The Lessor shall be entitled to terminate this Agreement if (a) the Lessee
defaults in payment of rent for a period of three (2) consecutive months
and the arrears so due are not paid with one (1) month of receipt of notice
in respect thereof alongwith interest @18% p.a.; or (b) the Lessee
commits a material breach of the terms and conditions hereof which is not
cured within 30 (Thirty) days of receipt of notice in that regard. A ‘material
breach’ for the purposes of this clauses shall be such a breach which
endangers the safety and stability of the Premises or is against the rules
and regulations/code of ethics as framed by Lessor/Mall Manager.

9.1.3 If the whole or any portion of the Premises shall, at any time, be
destroyed or damaged by a Force Majeure Event (as defined in clause 11
below), so as to be rendered inaccessible or uninhabitable, the Lessee
shall have the right to terminate this Agreement with immediate effect,
without any cost or liability on account thereof.

9.1.4 The Lessee shall be entitled to terminate this Agreement immediately on


written notice during the Term and renewals, if any, without any payment,
forthwith upon the happening of the following:

(a) peaceful possession and enjoyment of the Premises is disturbed,


interrupted or hampered in any manner whatsoever due to any non-compliance
with local land laws or other statutory requirements/compliances or otherwise not
having been maintained during the Term of this Agreement by the Lessor;

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(b) there is a defect in the Lessor’s title to the Premises; or

(c) any or all representations of the Lessor are found to be untrue /


incorrect.

9.2 Termination without cause

9.2.1 The Lessee shall not be entitled to terminate this Agreement before expiry
of a period of [12] months from the Commencement Date, except for reasons
stated in clause 9.1 above (‘Lock-in Period’). In the event, Lessee terminates
this Agreement without cause, prior to completion of the Lock-in Period, in such
an event, Lessee shall be responsible for payment of Rent for the balance of the
unexpired period of the Lock in Period.

9.2.2 After expiry of the Lock-in Period, The Lessee shall be entitled, at any time
during the Term of this Agreement, or any renewed term thereof to terminate this
Agreement upon [three] months prior notice to the Lessor or by paying [insert]
months’ Rent in lieu thereof without assigning any reason.

9.2.3 The Lessor shall not be entitled to terminate this Agreement during the
Term or any renewed term thereof except for reasons stated in clause 9.1.

9.4 Consequences of termination

9.4.1 Upon any termination of this Agreement for any reason, the Lessor shall
refund to the Lessee all unadjusted money refundable by the Lessor to the
Lessee in accordance with the terms of this Agreement, and
simultaneously, the Lessee shall hand over possession of the Premises in
accordance with clause 7.8. Thereupon, the Lessor and Lessee shall be
released from all obligations and liabilities to the other occurring or arising
after the date of such termination, provided that no such termination will
relieve either Party from any liability arising under this Agreement
occurring prior to termination. Any provision of this Agreement, which is
expressly or by implication to continue in force after termination, shall
continue in full force and effect.

10. DISPUTE RESOLUTION

10.1 Except as otherwise specifically provided in this Agreement, the following


provisions apply if any dispute or difference arises between the Parties
arising out of or relating to this Agreement (the “Dispute”).

10.2 A Dispute will be deemed to arise when one Party serves on the other
Party a notice stating the nature of the Dispute (a “Notice of Dispute”).

10.3 The Parties hereto agree that they will use all reasonable efforts to resolve
between themselves any Disputes through negotiations.

10.4 Any Disputes whatsoever arising under or in connection with this


Agreement which could not be settled by Parties through negotiations,
after a period of seven (7) business days from the service of the Notice of
Dispute, shall be finally settled by arbitration in accordance with the
Arbitration and Conciliation Act, 1996 and any amendments thereto and:

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(a) All proceedings shall be conducted in English and a daily transcript in
English shall be prepared;

(b) There shall be three (3) arbitrators, one to be selected by Lessor, one
to be selected by Lessee and the third to be selected by the two arbitrators
appointed by Lessor and Lessee, who shall serve as Chairman of the Arbitration
Panel;

(c) The venue of arbitration shall be in Bangalore, India; and

(d) The decision of the arbitrators shall be final and binding on the Parties.

11. FORCE MAJEURE

If the performance by either Party, of any of its obligations under this


Agreement is prevented, restricted or interfered with by reason of, fire,
accident, strike, war or other violence, any law, or regulation of any
government, or any act or condition whatsoever beyond the reasonable
control of such Party (each such event shall be called a “Force Majeure
Event”), then such Party shall be excused from such performance to the
extent of such prevention, restriction or interference; and provided further
that such Party shall use reasonable efforts to avoid or remove such cause
of non-performance and shall continue performance hereunder whenever
such prevention, restriction or interference are removed. The Lessee shall
not be required to pay Rent or any portion thereof during the continuance
of the Force Majeure Event, if such Force Majeure Event renders the entire
Premises or a portion thereof unusable, until the Lessor repairs or renders
the Premises or a portion thereof, usable by the Lessee in terms hereto.

12. INDEMNITY

Lessor and Lessee shall defend, indemnify, and hold harmless the other
from and against any claim, liability, demand, loss, damage, judgment or
other obligation or right of action, which may arise as a result of breach of
this Agreement by such Party. In addition, the Lessor shall defend,
indemnify, and hold harmless the Lessee from and against any claim,
liability, demand, loss, damage, judgment or other obligation or right of
action, which may arise due to non-compliance with any statutory
requirements, defect in title, absence of any requisite sanctions, permits,
permissions and approvals relating to the Premises and all portions
thereof, for the intended use by the Lessee, so as to ensure that the
Lessee can enjoy peaceful possession of the Premises without any let or
hindrance from any authority/ies or any other government or statutory
bodies or misrepresentations of and by the Lessor.

13. NOTICES

13.1 Any notice or other information/document required or authorised by this


Agreement to be given shall be given in writing, in English and by:

a) Delivering it by hand (a written acknowledgement in receipt thereof

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shall be sufficient evidence that the notice or other information has been duly
given); or

b) Sending it by a recognized courier or by registered post; or

to the relevant Parties at the addresses referred to in clause 13.3 below.

13.2 Any notice or information given by post / courier in the manner provided
by clause 13.1(b) which is not returned to the sender as undelivered shall
be deemed to have been given on the third day after the envelope
containing it was so posted. Proof that the envelope containing any such
notice or information was properly addressed, pre-paid, and
couriered/posted, and that it has not been returned to the sender, shall be
sufficient evidence that the notice or information has been duly given.

13.3 The address and other details of the Parties for the purpose of
communication, unless otherwise notified in writing to the other Party shall
be the address referred to first above.

14. ASSIGNMENT

In the event the Lessor decides to sell, assign, convey, transfer or


otherwise dispose of his right, title and interest in the Premises during the
subsistence of this Agreement, such sale, assignment, conveyance or
transfer in any manner of the Premises shall not affect the rights of the
Lessee under this Agreement. The Lessor shall obtain appropriate written
documents from such transferee/s stating that they shall step into the
shoes of the Lessor, that they unconditionally agree to the terms and
conditions of this Agreement, and be responsible for refund of the Security
Deposit in terms hereof as stated above, and that they shall ensure that
the Lessee shall continue to use the Premises during the remaining Term
of this Agreement and any renewed term thereof.

15. MISCELLANEOUS

15.1 This Agreement has been executed in two sets, the original being retained
by the Lessee, the duplicate by the Lessor. 15.2 The stamp duty and
registration charges payable in respect of this Agreement shall be shared
by bot the Lessor and Lessee in the equal proportion of 50:50.

15.3 No part of this Agreement shall be amended, varied, substituted or


changed in any manner except by a written instrument duly signed by the
Parties to the agreement.

15.4 If any provision of this Agreement shall for any reason be held to be
invalid, illegal, or unenforceable in any respect, such invalidity, illegality,
or unenforceability shall not affect any other provision hereof, and this
Agreement shall be construed as if such invalid, illegal or unenforceable
provision had never been contained herein. Any invalid or unenforceable
provision of this Agreement shall be replaced with a provision that is valid
and enforceable and most nearly gives effect to the original intent of the
invalid / unenforceable provision.

15.5 This Agreement constitutes the entire agreement and understanding of the
Parties in respect of this Agreement and supersedes any and all prior

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negotiations, correspondence, agreements, understandings duties or
obligations between the Parties in respect hereof.

SCHEDULE A PROPERTY

All that piece and parcel of property bearing No. 22/B, consisting within it
property Nos.2270/2-B, D22/1-B, 2270/E, D 22/E, 2270/2-A-1, D22/2C-1,
2270/2, D22/1-A and 2270/2A-D22/A totally measuring 6246.18 Square
metres or 67209sft. situated at Gokulam Road, Jayalaxmipuram,
Devarajamohalla, 3/4 Mysore, alongwith a Commercial complex constructed
thereon and bounded as follows:

East by : 80ft. road (Gokulam Main Road)


West by : Property Belonging to BM Hospital
North by : Property partly belonging to BM Hospital and partly private
property
South by : Property partly belonging to BM Hospital and partly private
property

SCHEDULE B PROPERTY

All that piece and parcel of property forming a portion of Schedule A Property,
bearing Shop bearing No. _, situated on the First floor of Urban Oasis Mall,
admeasuring Carpet area of 8,311 sq ft.) being part of ‘A’ Schedule property,
along with the right to enjoy common facilities and amenities in Urban Oasis.

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IN WITNESS WHEREOF THE LESSOR, LESSEE AND FRANCHISOR HAVE
AFFIXED THEIR SIGNATURES TO THIS AGREEMENT ON THE DAY, MONTH
AND YEAR FIRST ABOVE MENTIONED IN THE PRESENCE OF THE
FOLLOWING WITNESSES:

LESSOR LESSEE FRANCHISOR

________________________ _________________________
B.M.HABITAT___________ _ __

By its Managing Partner,

Name: Dr. C. B. Murthy

Signature: RELIANCE
Signature: _______ Signature: _______ LEISURES LIMITED

Name:

Designation: ______
________

Witnesses:

1. 2.
______________________ _________________________
_____ __
Signature: Signature:
______________________ _________________________
_____ __
Name: Name:
______________________ _________________________
_____ __
Address: Address:

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