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EXHIBIT 10.18
L E A S E
This indenture of lease made at Madras on the day of 17th June 1997 (One
thousand nine hundred and ninety seven) between the PRESIDENT OF INDIA through
the Development Commissioner, Madras Export Processing Zone, Ministry of
Commerce, presently Xxxxxxxxxxxxxx Xxxxxx Xxxxxxxx, 00, Xxxxxxxx Xxxxxxxx,
Xxxxxxxx, XXXXXX 000 045, hereinafter called "Lessor" (which expression shall
unless the context does not so admit include his successors in office and
assigns) on the one part and M/S. COMPLETE BUSINESS SOLUTIONS (INDIA) PRIVATE
LIMITED and represented by its General Manager-Administration Shri X.X. Xxxxxxx
S/x. X. Xxxxxxxx, who has been authorised under special Power of Attorney and
resides at 00-X-0, Xxxxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx 600 004, hereinafter
referred to as the "Lessee" (in which expression are included, unless such
inclusion is inconsistent with the context of the meaning thereof his/their
heirs, executors, administrators and assigns/its executors and assigns) of the
other part. WHEREAS by an Indenture of Lease made at Madras on the Seventeenth
day of June, 1997 between the Development Commissioner, Madras Export
Processing Zone, therein and hereinafter referred to as the Lessor of the one
part and the Lessee of the other part, the lessor in consideration of the
premises and of the rent therein referred to and of the covenants and
agreements on the part of the Lessee, the Lessor did demise up to the Lessee
all that place of Land known as Plot No. A/35 in the Madras Export Processing
Zone Area within the village limits of Kadapperi, Taluk Saidapet, District
Chengalpattu containing by admeasurement 1956.25 Sq. meter or thereabouts and
more particularly described
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in the First Schedule thereunder written for use as Madras Export Processing
Zone, Government of India.
WHEREAS the Government of India have constituted the Madras Export Processing
Zone, hereinafter called the MEPZ in the land acquired for the purpose with the
object of encouraging the export industries in India and for earning from the
MEPZ in the interest of the national economy by establishing industrial units
in the said zone and WHEREAS the Lessee have approached the lessor for demising
to it/him/them all the piece of land known as Plot No. A/35 in the land
acquired for the purpose within the village limits of Kadapperi of Taluk
Saidapet, District Cehngalpattu containing by admeasurement square meters OR
thereabouts and more particularly described in the second schedule hereunder
written in the bounded area of the said Export Processing Zone and forming part
of the land demised to the Lessor and more particularly described in the First
Schedule hereunder written to establish manufacturing/processing establishments
for the manufacture of export goods, at the rent and upon the terms and
conditions hereinafter contained and to grant to it/him/them all facilities and
a variety of concessions.
AND WHEREAS the Lessor has agreed to demise to the Lessee the said piece of
land known as Plot No. A/35 with effect from 1 April 1995 in the said land
within the village limits of Kadapperi of Taluk Saidapet, District Chengalpattu
containing admeasurement 1956.25 Square Meters or thereabout and more
particularly described in the schedule hereunder written, AND WHEREAS, it has
been agreed by and between the parties hereto the stamp duty and registration
charges shall be borne and paid by the Lessee.
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NOW THIS DEED WITNESSETH AS FOLLOWS:
1. In consideration of the premises and of various facilities and a variety of
concessions made available to the Lessee and the rent hereby reserved and of
the covenants and agreements on the part of the Lessee hereinafter contained,
the Lessor both hereby demise all the piece of land known as Plot No. A/35 in
MEPZ forming part of survey Nos. 164/I withi the village limits of Kadapperi of
Taluk Saidapet, District Chengalpattu contained by admeasurement 1956.25 square
meters or thereabouts and hereinafter referred to the said premises, and more
particularly described in the second schedule hereunder written TOGETHER with
the building and structures now or at any time standing and beting thereon
Excepting and Reserving unto the Lessor all mines and minerals in and under the
said land or any part thereof. To HOLD the said premises hereunder expressly
demised unto the Lessee for the term of 15 years computed from the date of
allotment, 1 April 1995 upto 31 March 2010, paying therefore, the Quarterly
Rental during the said term unto the Lessor through demand drafts of
Nationalised Bank or as may be otherwise required by the lessor the said
Quarterly Rent of Rs. 15,650/- (effective from 1-1-96, the prerevised quarterly
rent upto 31.12.95 being Rs.8803/-) in advance being the rent by the Lessor
without any deductions whatsoever. The lease rent shall be revisable next with
effect from 1-1-98 and every three years thereafter, subject to a maximum of
25% of the last lease rent payable in respect of the demised premises.
2. The lease with intent to bind all persons into whatsoever hands the
demised premises may come doth hereby covenant with the lessor as follows:
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(a) During the said term hereby created to pay unto the Lessor
the said rent and all other charges tha may be fixed from time to
time by the Development Commissioner at the times on days and in
manner herein before appointed for payment thereof clear all
deductions.
(b) To pay all existing and future taxes, rates, assessments and
outgoings of every description for the time being payable either by
landlord or tenant or by the occupier in respect of demised premises
and any thing for the time being thereon.
(c) To utilise fully the floor space index as specified by
relevant rules and regulations for the time being in force within a
period of one year from the date of commencement of the lease
provided always that in the event the lease for cause beyond the
control the lessee is are unable to utilise fully the floor space as
aforesaid the Development Commissioner, Madras Export Processing
Zone (hereinafter referred to as the "Development Commissioner")
shall at his discretion extend such period for a further period as
he considers necessary within which extended period the Lessee shall
complete the work so as to fully utilise the floor space subject
nevertheless that the Lessee was/were not prevented from any cause
beyond his/their control to utilise fully the floor space as
aforesaid within the extended period allowed by him as aforesaid,
the Lessee shall be liable to pay the lease rent at five times the
normal lease rent as provided herein in respect of the area
remaining unutilised.
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(d) Not to make any excavation upon any part of the said land
hereby demised nor remove any stone, sand gravel, caly or earth
there from except for the purpose of forming foundations of building
or for the purpose of executing any work pursuant to the term of
this lease.
(e) During the said term hereby agreed to manufacture products as
authorised by the Development Commissioner from time to time.
(f) Not to manufacture/process any article, thing, materials,
components and instruments which do not in any way relate to the
industry other than the authorised one for which permission was
granted.
(g) to submit from time to time to the Development Commissioner,
plans and the schemes of the particular industry to be established
together with such details as may be required.
(h) to commence production within three months from the date of
completion of the factory premises.
(i) To export the entire production (whether
manufactured/processed including seconds, wastes and scrap material
to foreign countries in accordance with the provisions of law and
with the provisions of letter of approval/license subject to such
concessions and facilities as may be given by the Government to the
Lessee in the matter of disposal of seconds, wastes and scrap
material the customs duty, routing of applications or import
licenses etc. and such other concessions as may be notified
hereafter from time to time.
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(j) To furnish a legal undertaking as may be prescribed for the
fulfilment of export obligations set out in their application for
setting up industries in the zone.
(k) to arrange forwarding/clearance of manufactured/processed
goods for export or import of raw materials spares and such other
materials as are required for manufacture/processing by the
Development Commissioner or agencies authorised by the Development
Commissioner.
(l) Not to allow any of the products manufactured/processed in
MEPZ produced by the Lessee to enter or pass into and/or be sold in
any market in India or anywhere in India provided always that the
Development Commissioner may permit the Lessee to sell and/or
dispose of the products to enter or pass into and/or be sold in any
market in India or anywhere in India.
(m) To sell or dispose of the products manufactured/processed by
the Lessee in the local markets in India or as may be directed by
the Development Commissioner in the event the Development
Commissioner considers that the said products are essential or
necessary for national defence or for countering natural disaster or
considered urgent and necessary for the national economy upon
payment as may be mutually agreed upon and that the Lessee shall not
be entitled to make any other claim for compensation for delivering
the products as aforesaid in any manner whatsoever.
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(n) To permit the Development Commissioner or any officer
surveyor, workmen or other persons employed by him from time to time
at any time and without any prior notice being given to enter into
and upon the demised premises and to inspect the general state of
the demised premises and also processing plant and machinery etc.
and the books of account and other documents and vouchers concerning
the products manufactured by the Lessee.
(o) Not to do or permit anything to be done or stored (except
those for production of products approved for manufacture in the
demised premises) which may be in nuisance, annoyance, dangerous or
disturbance to the owners, occupiers, or residents or other premises
in the vicinity.
(p) To use the demised premises only for the purpose of
manufacturing, processing or assembling products for export and
other purposes incident thereto the same and not to use the said
demised premises or any part thereof for any other purpose.
(q) to keep the demised premises insured against loss or damage
by fire on account of explosions, electrical apparatus and
appliances and hazardous goods in the sum of at least Rs. 25 lacs
(Rupees twenty five lacs only) and to pay the premium and sum of
money payable for taht purpose so as to keep such insurance policy
alive and subsisting and as soon as such payments are made, deliver
to the Lessor the receipts for the same and
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that in the event of the Lessee failing or neglecting to keep the
said premises so insured or to delivery any such receipt as
aforesaid, then and in every such case, it shall be lawful for the
Lessor to insure the said premises for the amount aforesaid and all
sums of money expended by the Lessor I or about such insurance with
interest thereon at the rate of twelve percent per annum computed
from the time the Lessor had paid such sums, shall be repaid by the
lessee to the Lessor forthwith on demand.
(r) At the expiration or sooner of the termination of the said
term quietly to deliver upto the Lessor the vacant possession of the
demised land after removing all erections buildings and structures
erected on the said land and such delivery should be given within a
period of two months after the expiration of sooner of the
termination of the said term provided always that in the event the
lessee fails to deliver vacant and peaceful possession of the land
after removing the structure, buildings etc., as aforesaid, the said
building, structures etc., shall belong to the Lessor and the lessee
shall not be entitled to any compensation therefore provided always
that in case Lessee desires to sell the building, structures etc. to
the Lessor and the lessor is willing and agreeable to take over the
said buildings, structures etc. the Lessor shall pay to the Lessee
such compensation as is mutually agreed to and the Lessee shall do
all acts
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and things as are necessary for handing over the possession of such
buildings, and structures, etc.
(s) Not to sublet, transfer, assign or change alineate his
interest in the premises or part thereof without the prior consent
in writing of the Lessor first hand and obtain and subject to such
terms and conditions as the Lessor may prescribe in granting the
possession to the lessee for the transfer of the said demised
premises or any part thereof as hereinbefore mentioned.
(t) to intimate before hand in writing the Lessor within a
fortnight of the changes made or effected in the corporate structure
or the constitution of the Lessee.
(u) To submit the statements of accounts and such other details
within such time as may be stipulated by the Lessor during the term
of these presents giving all the necessary particulars as may be
required by the lessor.
(v) to allow the persons and vehicle entering and leaving MEPZ to
be examined by the staff of the Lessor or any agency authorised by
the Development Commissioner for the purpose of checking that no
products or any materials manufactured in the demised premises are
removed in the manner not authorised by these presents.
(w) To erect the factory premises or any other structure of
building in accordance with the plans approved by the Lessor and the
rules, bye-laws and regulations of the local authorities concerned
prescribed by the law.
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(x) Not to make any structural alterations or changes of any
nature whatsoever to the factory premises or any additions
alterations or changes of any nature whatsoever to the building
erected on the demised premises without the previous permission of
the Lessor have been obtained in writing, and if permitted to carry
out the same in accordance with building bye-laws of the local
authority or any other statutory regulations.
(y) To permit construction, if necessary, of utilities such as
electric substation etc. in the demised premises and to allow laying
of underground cables through the demised premises as may be
directed by the Lessor.
(z) To observe and perform all rules and regulations prescribed
under the Labour Legislation such as Industrial Disputes Act,
workmen's Compensation Act, Payment of Wages Act, Minimum Wages Act
or any other statutes governing the relationship of the employers
including the Factories Act and Fatal Accidents Act.
(aa) If the said rent hereby reserved shall be in arrears for the
space of 30 days whether the same shall have been legally demanded
or not or if within a period of ONE year from the date of the
commencement of the lease the entire demised premises are not
utilised for the purpose for which the same has been demised or if
the Lessee ceases to manufacture products for a period of six
continuous months for whatsoever cause arising, including a strike,
lockout or any injunction from
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Court in any sort of litigation, if and whenever there shall be a
breach of any of the covenants and conditions here before set out or
referred to including breach of any of the conditions of meeting the
exort obligations already undertaken by the Lessee and/or as may be
notified from time to time by the Lessor or the Lessee becoming
insolvent or is would up or amalgamated or merged with other body
corporate or otherwise pursuant to the Court's orders or under the
provisions of law then in force or under any agreement entered into
by the Lessee, the Lessor may re-enter upon any part of the demised
premises in the name of the whole and thereupon the demise hereby
granted shall absolutely cease and determine and in that case,
PROVIDED ALWAYS that the lessor shall in addition to the right of
determination of this lease and to effect re-entry as mentioned
aforesaid be entitled to recover as and by way of compensation such
amount as may be considered by the Lessor as appropriately
recoverable from the Lessee in the event the Lessee were not given or
granted all those various concessions and variety of facilities.
(ab) If the said rent hereby reserved shall be in arrears for a
period of 30 days whether the same shall have been legally demanded
or not the Lessor may take steps to recover the arrears of rent as
arrears of land revenue or move to the appropriate court of law for
recovery.
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(ac) A penal interest shall be payable on rent in arrears at 12%.
Penal interest on default would start, if the rent is overdue by 30
days, irrespective of the periodicity.
(ad) The Lessor doth hereby covenant with the Lessee that the
Lessee paying the rent hereby reserved and performing in the
covenants hereinbefore on the lessee's part contained shall and may
peaceably enjoy the demised premises for the said term hereby
granted without any interruption or disturbance for from or by the
Lessor or any person or persons lawfully claiming by from or under
the Lessors.
(ae) All disputes and differences arising out of or in any way
touching or concerning these presents (except as to any matters the
decision of which left to the sole discretion of the said Lessor, as
especially provided for in these presents) shall be referred to the
arbitration of two arbitrators one each to be appointed by the
respective parties to these presents. The arbitrators so appointed
shall appoint an umpire in the manner provided in the Arbitration
Act, 1940. It will be no objection that the person appointed as
Arbitrator on behalf of the Lessor is or was an employee of the
Government, that he had to deal with the matters to which the lease
herein relates and/or that in the course of his duties as such
employee of the Government he had expressed a view on all or any of
the matters in dispute or difference. In the event of either or
both of the arbitrators dying, neglecting or refusing to act or
resigning or being unable to act for
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any reason, the substitutes(s) to be appointed by the concerned
parties shall be entitled to proceed with the reference from the
stage at which it was left by the previous Arbitrator/Arbitrators.
The cost of and in connection with the arbitration shall be in the
discretion of the Arbitrators who may make a suitable provisions for
the same in their award subject to the aforesaid, the provisions of
the Arbitration Act, 1940 and the rules there under and any statutory
modifications thereof for the time being in force shall apply to the
arbitration proceedings under this clause.
(af) If the Lessee shall have duly performed and observed the
covenants and conditions on the part of the Lessee hereinbefore
contained and shall at the end of the said terms hereby granted by
desirous of receiving a new lease of the demised premises and of
such desire shall give notice in writing to the Lessor before the
expiration of the term hereby granted, the Lessor shall and will at
the cost and expenses in every respect of the Lease granted to the
Lessee a new lease of the demised premises for a further term of 15
years on payment of Quarterly rent as may be determined by the
Lessor AND WITH covenants, provision and stipulations hereinbefore
contained except this provision for renewal and such new lease shall
contain in lieu of this clause a covenant that at the end of the
said renewed term of 15 years the Lessor shall at the like cost and
expense grant to the Lessee further renewals and that every such
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renewal shall be for such terms and subject to such covenants,
provisions and stipulations.
Subject as aforesaid, the Arbitration Act, 1940 shall apply to the arbitration
proceedings under this clause.
IN WITNESS WHEREOF Shri. M.B. Xxxxxxx, I.A.S., Development Commissioner, Madras
Export Processing Zone (MEPZ), Government of India, Ministry of Commerce, on
behalf of President of India, set his/her hand and affixed the common seal of
office hereto o its behalf and the Lessee hath here unto set their hand/and the
common seal for the company the day and year first above written.
For COMPLETE BUSINESS SOLUTIONS (INDIA)
PRIVATE LIMITED
_______________________________________
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SCHEDULE (DESCRIPTION OF LAND)
All that piece of land know as Plot No. A/35 (Survey No. 164/1) in the Madras
Export Processing Zone, situated in Xx. 000 Xxxxxxxxx Xxxxxxx, Xxxxxxxx Xxxxx,
Xxxxxxxx Xxxxxxxxxxxx MGR, within the Sub-Registrar Tambaram and Registration
District of Madras South, containing by admeasurement 1956.25 Square Meters or
thereabouts and bounded as follows, that is to say
North by A - 34
East by A - 36
South by 15.4 Metre Road
West by 00 Xxxxx Xxxx
Xxxxxxxxx xx the Xxxxx by East to West by 63.8/48.3 M
on the East by North to South 63.8 M
on the South by East to West 31.75 M
on the West by North to South 37.75/27.25 M
Covering an extent of 1956.25 Square Meters.
For COMPLETE BUSINESS SOLUTIONS (INDIA)
PRIVATE LIMITED
________________________________________
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SIGNED, SEALED AND DELIVERED
Shri.M.B. Xxxxxxx, I.A.S.
Development Commissioner,
MEPZ.
Development Commissioner
Madras Export Processing Zone
on behalf of President of India
in the presence of:
1. Signature:
Name:
Address:
2. Signature:
Name:
Address:
SIGNED, SEALED AND DELIVERED
For COMPLETE BUSINESS SOLUTIONS (INDIA) PRIVATE LIMITED
By the above named Lessee
In the presence of
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1. Signature:
Name:
Address:
2. Signature:
Name:
Address:
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LEASE AGREEMENT
THIS INDENTURE of lease made at Madras on 17th of June, 1997 between the
PRESIDENT OF INDIA through the Development Commissioner, Madras Export
Processing Zone, Ministry of Commerce, presently at the Xxxxxxxxxxxxxx Xxxxxx
Xxxxxxxx, Xxxxxxxx Xxxxxxx 00, Xxxxxxxx Madras - 600 045, hereinafter called
"Lessor" (which expression shall unless the context does not admit including
his successors in office and assigns) on the one part and M/s. Complete
Business Solutions (India) Private Limited, Xxxxx 00, Xxxxx 0, XXX Xxxxxxxxx,
Xxxxxx Export Processing Xxxx, Xxxxxxxx, Xxxxxx - 000 000, and represented by
its General Manager-Administration, Xx. X.X. Xxxxxxx, S/x. X. Xxxxxxxx, who
has been authorized under special Power of Attorney and resides at 00-X-0,
Xxxxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx 600 004, hereinafter referred to as the
"Lessee" ( which expression are included, unless such inclusion is inconsistent
with the context of the meaning thereof its executors and assigns) of the other
part; WHEREAS the Government of India has constituted, the Madras Export
Processing Zone, hereinafter called the MEPZ in the land acquired for the
purpose with the object of encouraging the export industries in India and for
earning foreign exchange on the export of various kinds of products from the
MEPZ in the interest of the national economy by establishing industrial units
in the said zone; AND WHEREAS the Lessor has constructed a building known as
Standard Design Factory on a portion of the land in MEPZ for the purpose of
allotting the same to various entrepreneurs
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carrying on business of manufacturing and or processing articles, things,
materials components and instruments relating to various items of manufacture.
AND WHEREAS the Lessee have approached the Lessor for demising to it a portion
of the said building constructed and or erected on the Units Nos. 1, 12, 13, 14
and 15 SDF Buildings, Phase I (as per annexure attached), in the MEPZ within
the village limits of Kadaperi of Taluk Saidapet, District Chengalpattu,
Sub-Registration district of Tambaram containing the admeasurement 2453 sq.
Meters or thereabouts and more particularly described in the first schedule
hereunder written to establish manufacturing/processing establishment for the
manufacture of articles, things, materials, components, instruments relating to
the items for manufacture of export goods at the rent and upon the terms and
conditions hereinafter contained and to grant to it all facilities and a
variety of concessions.
AND WHEREAS it has been agreed by and between the parties hereto that the stamp
___ and registration charges shall be borne and paid by the Lessee.
NOW THIS DEED WITNESSETH AS FOLLOWS:
(i) In consideration of the premises and various facilities and a
variety of concessions made available to the Lessee and the rent
hereby reserved and of the covenants and agreements on the
part of the Leesee hereinafter contained, the Lessor doth hereby,
demise to HOLD the said premises hereunder expressly demised unto the
Lessee for the term of five years computed from the first day of month
& year of possession paying therefor the yearly rental during the said
term unto the Lessor through DD Central Bank of India, Madras as may
be otherwise required by the Lessor the said rent of Rs.380/ - per Sq.
Meter per annum payable on quarterly basis (effective from 1.1.96, the
prerevised quarterly rent upto 31.12.95 being Rs.300/ - per Sq. Meter
per annum) in advance being the Lease rent by the Lessor without any
deductions whatsoever. The lease rent shall be revisable next with
effect from 1.1.98 and every three years thereafter,
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subject a maximum of 25% of the last lease rent payable in
respect to the demised premises.
ii) The lease with intent to bind all persons into whatsoever hands the
demised premises may come doth hereby covenant with the lessor as
follows:
(a) During the said term hereby created to pay unto the Lessor the said
rent and all other charges that may be fixed from time to time by the
Development Commissioner at the times on the days and in manner herein
before appointed for payment thereof clear of all deductions.
(b) To pay all existing and future taxes, rates, assessments and
outgoings of every description for the time being payable either by
Lessor or Lessee or by the occupier in respect of demised premises and
any thing for the time being thereon.
(c) It is hereby agreed and declared that in the event the Lessor
insures and/or keeps insured the building including the demised
premises the Lessee shall be liable to pay to the Lessor amount of the
Premium/premiums in proportion to the area of the demised premises
within fifteen days on receipt of notice by the Lessor for payments of
the amount of premium(s) and that the Lessee shall pay the same without
objection provided always in the event of dispute arising between the
Lessor & Lessee regarding the liability of the Lessee to pay the said
amount of insurance premium, the decision of the Development
Commissioner shall be final and binding upon the Lessee.
(d) During the said term hereby agreed to manufacture products as
authorized by the Development Commissioner from time to time.
(e) to commence production within three months from the date of
completion of the factory premises.
(f) Not to manufacture/process any article, thing, materials,
components and instruments which do not in any way relate to the
industry other than the authorised one for which permission was
granted.
(g) To submit from time to time to the Development Commissioner, plans
and the schemes of the particular industry to be established together
with such details as may be required.
(h) To export the entire production (whether manufactured/processed
including seconds, wastes and scrap material to foreign countries in
accordance with the provisions of law and with the provisions of letter
of approval/license subject to such concessions and facilities as may
be given by the Government to the
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Lessee in the matter of disposal of seconds, wastes and scrap material
the customs duty, routing of applications or import licenses etc. and
such other concessions as may be notified hereafter from time to time.
(i) To furnish a legal undertaking as may be prescribed for the
fulfillment of export obligations set out in their application for
setting up industries in the zone.
(j) To arrange forwarding/clearance of manufactured/processed goods for
export or import of raw materials spares and such other materials as
are required for manufacture/processing by the Development Commissioner
or agencies authorized by the Development Commissioner.
(k) Not to allow any of the products manufactured/processed in MEPZ
produced by the Lessee to enter or pass into and/or be sold in any
market in India or anywhere in India provided always that the
Development Commissioner may permit the Lessee to sell and/or dispose
of the products to enter or pass into and/or be sold in any market in
India or anywhere in India.
(l) To sell or dispose of the products manufactured/processed by the
Lessee in the local markets in India or as may be directed by the
Development Commissioner in the event the Development Commissioner
considers that the said products are essential or necessary for
national defense or for countering natural disaster or considered
urgent and necessary for the national economy upon payment as may be
mutually agreed upon and that the Lessee shall not be entitled to make
any other claim for compensation for delivering the products as
aforesaid in any manner whatsoever.
(m) To permit the Development Commissioner or any officer surveyor,
workmen or other persons employed by him from time to time at any time
and without any prior notice being given to enter into and upon the
demised premises and to inspect the general state of the demised
premises and also processing plant and machinery etc. and the books of
account and other documents and vouchers concerning the products
manufactured by the Lessee.
(n) Not to do or permit anything to be done or stored (except those for
production of products approved for manufacture in the demised
premises) which may be in nuisance, annoyance, dangerous or disturbance
to the owners, occupiers, or residents or other premises in the
vicinity.
(o) To use the demised premises only for the purpose of manufacturing,
processing or assembling products for export and other purposes
incident thereto the same and not to use the said demised premises or
any part thereof for any other purpose.
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(p) Not to sublet, transfer, assign or change alineate his interest in
the premises or part thereof without the prior consent in writing of
the Lessor first hand and obtain and subject to such terms and
conditions as the Lessor may prescribe in granting the possession to
the lessee for the transfer of the said demised premises or any part
thereof as hereinbefore mentioned.
(q) To intimate before hand in writing the Lessor within a fortnight of
the changes made or effected in the corporate structure or the
constitution of the Lessee.
(r) To submit the statements of accounts and such other details within
such time as may be stipulated by the Lessor during the term of these
presents giving all the necessary particulars as may be required by the
lessor.
(s) To allow the persons and vehicle entering and leaving MEPZ to be
examined by the staff of the Lessor or any agency authorized by the
Development Commissioner for the purpose of checking that no products
or any materials manufactured in the demised premises are removed in
the manner not authorized by these presents.
(t) Not to make any structural alterations or changes of any nature
whatsoever to the factory premises or any additions alterations or
changes of any nature whatsoever to the building erected on the demised
premises without the previous permission of the Lessor have been
obtained in writing, and if permitted to carry out the same in
accordance with building bye-laws of the local authority or any other
statutory regulations.
(u) Not to cause any annoyance or hindrance to other tenants/lessees of
the lessor and to so conduct the activities which will impede and other
lessee of the lessor in manufacturing or processing the multi products
AND in the event the Lessee experiences or finds any difficulty in a
conducting its/his/their business and/or activities connected therewith
smoothly and efficiently by reason of the user of the said building or
any portion thereof by the other tenants of the building the same shall
be referred to the Development Commissioner and any directions or
orders issued by the Development Commissioner in relations thereto
shall be complied with the Lessee.
(v) To observe and perform all rules and regulations prescribed under
the Labour Legislation such as Industrial Disputes Act, Workmen's
Compensation Act, Payment of Wages Act, Minimum Wages Act and any other
statutes governing the relationship of the employers including the
Factories Act and Fatal Accidents Act.
(w) If the said rent hereby reserved shall be in arrears for the space
of 30 days whether the same shall have been legally demanded or not or
if within a period of ONE year from the date of the commencement of the
lease the entire demised
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premises are not utilized for the purpose for which the same has been
demised or if the Lessee ceases to manufacture products for a period of
six continuous months for whatsoever cause arising, including a strike,
lockout or any injunction from Court in any sort of litigation, if and
whenever there shall be a breach of any of the covenants and conditions
here before set out or referred to including breach of any of the
conditions of meeting the exort obligations already undertaken by the
Lessee and/or as may be notified from time to time by the Lessor or the
Lessee becoming insolvent or is would up or amalgamated or merged with
other body corporate or otherwise pursuant to the Court's orders or
under the provisions of law then in force or under any agreement
entered into by the Lessee, the Lessor may re-enter upon any part of
the demised premises in the name of the whole and thereupon the demise
hereby granted shall absolutely cease and determine and in that case,
PROVIDED ALWAYS that the lessor shall in addition to the right of
determination of this lease and to effect re-entry as mentioned
aforesaid be entitled to recover as and by way of compensation such
amount as may be considered by the Lessor as appropriately recoverable
from the Lessee in the event the Lessee were not given or granted all
those various concessions and variety of facilities.
(x) At the expiration or sooner of the termination of the said terms
quietly to deliver upto the Lessor the vacant possession of the demised
premises after removing the partitions and fittings and fixtures
pertaining thereto any alternations, changes or additions erected on
the demised premises by the Lessee and such removal should be done
without in any way damaging or defacing the premises and such delivery
should be given within a period of SIXTY days after expiration or
sooner determination of the said term, provided always that in the
event the Lessee fails to deliver vacant and peaceful possession of the
demised premises as aforesaid, the said partitions and fittings and
fixtures and any alterations, changes or additions as aforesaid on the
expiry of the above mentioned period shall belong to the Lessor and the
Lessee shall not be entitled any compensation therefor provided always
that in case the Lessor desires to retain the said partitions and
fittings and fixtures, etc. as aforesaid the Lessor shall pay to the
Lessee compensation thereof as may be determined by the Development
Commissioner and the Lessee shall not be entitled to raise any
objections against such retention and or the valuation determined by
the said Development Commissioner as aforesaid, provided always that
the Lessee shall continue to be liable to pay compensation for the
period of unauthorised occupation of the said premises till the date
the Lessor hands over vacant and peaceful possession of the demised
premises at such rates as may be charged by the Lessor.
(y) If the said rent hereby reserved shall be in arrears for a period
of 30 days whether the same shall have been legally demanded or not the
Lessor may take steps to recover the arrears of rent as arrears of land
revenue or move to the appropriate court of law for recovery.
24
(z) A penal interest shall be payable on rent in arrears at 12%. Penal
interest on default would start, if the rent is overdue by 30 days,
irrespective of the periodicity.
(aa) The Lessor doth hereby covenant with the Lessee that the Lessee paying
the rent hereby reserved and performing in the covenants hereinbefore on
the lessee's part contained shall and may peaceably enjoy the demised
premises for the said term hereby granted without any interruption or
disturbance for from or by the Lessor or any person or persons lawfully
claiming by from or under the Lessors.
(ab) All disputes and differences arising out of or in any way touching or
concerning these presents (except as to any matters the decision of
which left to the sole discretion of the said Lessor, as especially
provided for in these presents) shall be referred to the
arbitration of two arbitrators one each to be appointed by the
respective parties to these presents. The arbitrators so appointed
shall appoint an umpire in the manner provided in the Arbitration Act,
1940. It will be no objection that the person appointed as Arbitrator
on behalf of the Lessor is or was an employee of the Government, that
he had to deal with the matters to which the lease herein relates
and/or that in the course of his duties as such employee of the
Government he had expressed a view on all or any of the matters in
dispute or difference. In the event of either or both of the
arbitrators dying, neglecting or refusing to act or resigning or being
unable to act for any reason, the substitutes(s) to be appointed by the
concerned parties shall be entitled to proceed with the reference from
the stage at which it was left by the previous Arbitrator/Arbitrators.
The cost of and in connection with the arbitration shall be in the
discretion of the Arbitrators who may make a suitable provisions for
the same in their award subject to the aforesaid, the provisions of the
Arbitration Act, 1940 and the rules there under and any statutory
modifications thereof for the time being in force shall apply to the
arbitration proceedings under this clause.
(ac) If the Lessee shall have duly performed and observed the covenants and
conditions on the part of the Lessee hereinbefore contained and shall
at the end of the said terms hereby granted by desirous of receiving a
new lease of the demised premises and of such desire shall give
notice in writing to the Lessor before the expiration of the term
hereby granted, the Lessor shall and will at the cost and expenses in
every respect of the Lease granted to the Lessee a new lease of the
demised premises for a further term of five years on payment of yearly
rent as may be determined by the Lessor AND WITH covenants, provision
and stipulations hereinbefore contained except this provision for
renewal and such new lease shall contain in lieu of this clause a
covenant that at the end of the said renewed term of five years the
Lessor shall at the like cost and expense grant to the Lessee further
renewals and that every such renewal shall be for such terms and
subject to such covenants, provisions and stipulations. Subject
25
as aforesaid, the Arbitration Act, 1940 shall apply to the arbitration
proceedings under this clause.
IN WITNESS WHEREOF Shri. M.B. Xxxxxxx, I.A.S., Development Commissioner, Madras
Export Processing Zone (MEPZ), Government of India, Ministry of Commerce, on
behalf of President of India, set his/her hand and affixed the common seal of
office hereto on its behalf and the Lessee hath here unto set their hand/and
the common seal for the company the day and year first above written.
26
FIRST SCHEDULE
(Description of Building)
All that piece of parcel of land and premises numbered as Unit 1, 12, 13, 14
and 15 SDF Buildings, Phase 1, MEPZ, Tambaram, Madras - 600 045 in the Madras
Export Processing Zone in Survey No. 164/1 part within the he village limits of
Kadaperi, Taluk Saidapet, District Chengalpattu containing by admeasurement
2453 sq. Mtrs or thereabouts and bounded as follows, with partitions, fittings
and fixtures thereof listed in Second Schedule annexed to that to say -
On or towards the north say ... Plot A-35
On or towards the south say ... Corridor/Vacant space between
each Block
On or towards the east say .... Common Corridor & Pathway
On or towards the west say .... By Road
SECOND SCHEDULE
INVENTORY OF ELECTRICAL INSTALLATION FOR EACH UNIT
Name of the Occupant M/s. Complete Business Solutions (India)
Private Limited
Location Xxxx 0, Xxxxx 0, XXX Xxxxxxxxx, Xxxxxx
Export Processing Zone
S1. NO. Description Quantity
1 2 3
A. LIGHT FIXTURES, WIRING & OTHER ACCESSORIES FOR
EACH UNIT
1. "Philips" make single mounting soil type light fixtures type 11 Nos.
TMS 21/140 with accessories and fluorescent lampt
2. "Philips" make twin mounting soil type light fixtures TMC 2 Nos.
21/240 with accessories and fluorescent lamps.
3. "Philips" make twin mounting Industrial type light fixtures 32 Nos.
type TKC 22/240 with accessories and fluorescent lamps.
4. Mirror light fittings and 20w fluorescent lamp 2 Nos.
5. 5 Amps Piano type switches 81 Nos.
6. 5 Amps 3 pin sockets 10 Nos.
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7. 15 Amps piano type switches 14 Nos.
8. 15 Amps 3 pin socket 14 Nos.
9. Total No of light points 47 Nos.
10. Total No of fan points 29 Nos.
11. Total No of 5 Amps 3 pin plug points 10 Nos.
12. Total No of 15 Amps 3 Pin plug points 14 Nos.
B. MAIN BOARDS & MCB DISTRIBUTION BOARD ETC. FOR
EACH UNIT
1. 8 WAY SP MCB DB WITH ACCESSORIES:
i. 63 Amps Isolator 1 No.) 2 Sets
ii. 10 Amps SP MCB 6 Nos.)
2. 12 WAY SP MCB DB WITH ACCESSORIES:
i. 60 Amps Isolator 1 No.) 2 sets
ii. 15 Amps SP MCB 8 Nos.)
3. 200 Amps TPN sw fuse switch unit with HRC fuse (fixed on 1 No.
angle iron frame work)
4. 100 Amps TPM fuse switch unit with HRC fuse (fixed on 2 Nos.
angle iron frame work)
5. MAIN PENAL BOARD WITH FOLLOWING ITEMS:
i. 200 Amps TPN fuse switch unit with HRC fuse 1 No
ii. 100 Amps TPN fuse switch unit with HRC fuse 3 Nos.
iii. 32 Amps SPN switch fuse unit 4 Nos. 1 Set
iv. Ammeter-0 to 200 A with CTS & selector switch 1 No.
v. Voltmeter 0 to 600 V with selector switch 1 No.
vi. Indicating lamps with bulbs 3 Nos.
vii. Side lock fuses 3 Nos.
viii. Toggle Swtiches 3 Nos.
ix. 200 Amps busbar chamber with Al. Busbars 1 No.
TOILETS, PANTRY, AHU & HALL PORTION FOR EACH UNIT
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1. Wash basin with fittings (l/C tap) 2 Nos.
2. Indian Water Closet with fittings 3 Nos.
3. High level flush tank (Cost Iron) 3 Nos.
4. European Water Closet with fittings 1 No.
5. Porcelain low level flush cistern 2 Nos.
6. Mirror 2 Nos.
7. Brass Bib Cock 4 Nos.
8. Brass Stop cock 7 Nos.
9. Porcelain urinal 2 Nos. with automatic cistern 1 set
10. Nahini trap 5 Nos.
11. Kitchen sink with fittings (l/C) 1 No.
12. Wooden door (Flush) shutters 7 Nos.
12.A Wooden door (Flush) double shutter 1 No.
13. M.S. Rolling Shutter 1 No.
14. Anodised Aluminum glaxed door with all fittings D1 1 No.
D2 2 Nos.
15. Aluminum glaxed windows W1 1 No
W4 1 No
W2 16 Nos
W5 8 Nos.
W3 (Ventilators) 5 Nos.
29
SIGNED, SEALED AND DELIVERED
BY
behalf of President of Indian in the presence of
SIGNED, SEALED AND DELIVERED
By the above named Lessee and represented by its General Mangaer,
Administration,
in the presence of
1. 2.
THE COMMON SEAL of the above named License was, pursuant to a Resolution of its
Board of the Directors passed in that behalf of
affixed hereto in the presence of:
1. 2.
30
UNIT BLOCK DATE OF AREA QUARTERLY RENT XXXXXXX
XXXXXXXXX
0 0 XXX Xxxx.x 01.10 1994 500 sq. mtrs Rs 47,500/-
Xxxxx 0, XXXX
00 00, XXX Xxxxx 01.07 1994 500 sq. mtrs. Rs 47,500/-
Xxxxx 0, XXXX
00 00, XXX Xxxx.x 23,09 1986 500 sq. mtrs. Rs 47,500/- The last lease
Phase 1, MEPZ agreement executed
expired on 13 01 1997
14 11, SDF Bldgs. 01 08 1993 453 sq. mtrs. Rs 43,035/-
Xxxxx 0, XXXX
00 00, XXX Xxxxx. 15 02 1995 500 sq. mtrs. Rs 47.500/-
Phase 1, MEPZ
