Agreement of lease

THIS AGREEMENT OF LEASE MADE at Kolkata on this........... day of .......... 2015

BETWEEN

Mr. Debashis Banerjee, S/o Mr. Prantosh Banerjee, 272 RAMCHAND DEY STREET,
KOLKATA 700151, P.S - Sonarpur, PO - Narendrapur Rathtala ,West Bengal
hereinafter called the “LESSOR” (which expression shall unless it be repugnant to the
context or meaning thereof and include his heirs, executors, successors,
administrators, assigns, legal representatives, associate concerns and concerns in
which these persons are substantially interested) the Party of the FIRST PART:

AND

M/S DIXON TECHNOLOGIES (INDIA) PRIVATE LIMITED, a company incorporated

under the provisions of the Companies Act, 1956 and having its registered office at B-
14 & 15, Phase-II, Noida-201305, India being represented herein acting through its
CFO Mr. Gopal Jagwan hereinafter called the “LESSEE” (which expression shall
unless it be repugnant to the context or meaning thereof and include their respective,
heirs, successors, assigns, executors, administrators, legal representatives, associate
concerns and concerns in which these persons are substantially interested) the Party
of the SECOND PART.

WHEREAS the Lessor is the owner and is absolutely seized and possessed of the
building 272 RAMCHAND DEY STREET, KOLKATA 700151, P.S - Sonarpur, PO -
Narendrapur Rathtala ,West Bengal and has all rights to lease and or sell and is
otherwise entitled to lease the said building (hereinafter referred to as the premises).

AND WHEREAS the LESSEE has applied to the Lessor for a lease of the said
premises having area of 3700 Sqft.(aprox) which comprises of 3 bathrooms, 3 halls, 1
roof top for the purpose of its office for a term of 3 (Three) years with effects from 20 th
Oct 2015.

AND WHEREAS the Lessor is in compliance of all the bye laws, Rules and
Regulations of the Government or any other authority/local body concerning the said
premises.

AND WHEREAS the Lessor and the Lessee individually referred to as ‘”Party” and
collectively referred to as ‘”Parties”.

AND WHEREAS in the interest of both the parties it is decided to reduce in writing the
terms and conditions of the present lease.

NOW, THEREFORE, THIS AGREEMENT OF LEASE WITNESSETH AS UNDER:-

 1. THAT the Lessee shall pay the Lessor a fixed monthly rent of Rs. 52,000/-
(Fifty Two Thousand Only) for the lease of the said premises with effect from 20 th
Oct 2015 upto 19th Sep 2018. The rent shall be payable by the 10 th of each English
calendar month and shall be paid along with service tax if any as applicable by the
law. However, if said monthly rent is not paid for any month by the Lessee to the
Lessor then this agreement shall stand terminated after giving one month notice to
the Lessee .

On the expiry of the period of three years as stated above, the Lessor shall have
the option to renew the agreement for further period on the same terms &
conditions as contained herein, except rent which shall be increased by 10% over
the leased rent paid.

2. THAT the Lessee shall pay to the Lessor a sum of Rs. 1,56,000/- towards
security deposit which is free of interest. The Security deposit shall not be adjusted
with the rent at any time including the last month rent and such security deposit will
be refunded at the time of the premises being vacated by the Lessee with all the
fittings and fixture etc. in good condition, and all dues having been cleared.

The demised premises shall be used only for office purpose of the “Lessee”. The
Lessee shall use the roof as per the requirement and as mutually agreed up on
between the parties.

3. THAT the Lessor shall keep the premises in good and substantial repairs
during the said term and shall annually white-wash and do all necessary repairs to
the demised premises and on the Lessee giving the Lessor notice in writing of any
special decays, defects the Lessor shall within one calendar month from the
receipt of such notice repair and amend the same.

4. THAT the Lessee shall be entitled to peaceful possession and quiet enjoyment
of the leased premises during the period of the Agreement free from any
interference, ,interruption and demand whatsoever by the lessor and /or, from any
Government authority or any statutory or non-statutory authority. The lessee shall
have, access to the leased premises (for use and occupation) at all times i.e.
twenty four (24) hours a day and seven (7) days per week through out the term of
this Agreement.

5. THAT the Lessee hereby confirms that the Lessee, on paying the rent and
observing all the terms and conditions herein shall peacefully and quietly have,
hold and enjoy the Leased Premises during the term of this Lease.

6. THAT the Lessee shall not store or cause or allow or suffer to be stored in or
about the premises any inflammable or dangerous articles or things which are
likely to injure or damage the said property or any person.

7. THAT the electricity charges will be paid by the LESSEE as per actual
consumption, from the date on which the lease becomes effective and obtain the
receipt thereto.
8. THAT the Lessee shall not assign or sublet or otherwise part with the
possession of either any part or whole of the leased premises in any manner
whatsoever. It is hereby clarified that use of the premises by Lessee shall not be
deemed to be subletting, assigning, under letting parting with the possession of the
premises.

9. THAT the Lessee and the Lessor shall comply with all the rules and regulations
of the local authorities.

10. THAT the Lessee shall not carry out any structural or other alterations
whatsoever to the leased premises without the written consent of the Lessor.

11. THAT the Lessor shall undertake any construction, repair or remodeling of the
building subject to the prior notice in writing to the lessee.

12. THAT the Lessee shall permit the Lessor and their duly authorized agents for
inspection of the leased premises and shall allow them to carry out any repair work
etc., during reasonable time with proper arrangements with reasonable advance
notice to the Lessee.

13. THAT the day-to-day repairs, such as leakages of water taps, malfunction of
water closets, replacement of fused bulbs, broken window panels and glasses etc.,
shall be done by the Lessee at its own cost. Notwithstanding any section hereof,
the Lessors, shall repair and / or replace, as required to maintain in good operating
conditions all structures (walls / ceiling, floors) and structural systems (plumbing,
electrical) except for problems caused by Lessee’s misuse or neglect.

14. THAT that the Lessor shall effect all major repairs such as leakages in
electricity, sanitary fittings, water pipes or cracks etc. at her own cost immediately
upon such defects are notified to him by the Lessee and if the Lessor fails or
neglects to make such repairs the Lessee may cause the same done and adjust
the expenses of such repairs from the rent or otherwise recover it from the Lessor.

15. Notwithstanding anything contained herein above, in the event of expiry of the
Agreement or termination of the Agreement, if the entire amount of Security
Deposit and/or any other sum due to Lessee is not refunded to the Lessee by the
Lessor within 15 days of the vacation of the Premises, the Lessee shall be entitled
to retain the possession of the Premises without any liability to pay the rent and/or
any other charges or amounts whatsoever, to the Lessor till the time such dues
and Security Deposit is paid to the Lessee.

16. THAT the Lessor shall pay all taxes, rates, insurance, licence fees, ground rent
and charges of whatever character assessed, levied, charged and imposed by or
payable to any lawful authority in respect of the demised premises and if the
Lessor fails or neglects to pay the same, the Lessee may after notifying the Lessor
 in writing, pay such amount as may be required and subsequently recover the cost
from the Lessor by appropriating against rent. In case the rent due is not sufficient
to recover the cost incurred by the Lessee then the Lessor shall pay the Lessee
the cost incurred within 7 days from making such demand by Lessee.

17. THAT the Lessee shall keep the interior of the demised premises in good order
and condition and shall ensure that all electrical fittings and sanitary fittings are in
perfect condition, normal wear and tear at the time of handing over the said
premises to the Lessor. In case any damage is caused to the leased portion which
is caused by the act of negligence of the second party, the second party will be
held liable to pay compensation to the first party.
18. THAT the Lessor agrees that the Lessee will have right to fix AC/Air Cooler,
STB (Set top box) repair tools & STB paint machine etc. in the demised premises
without affecting the premises structurally.

19. THAT on the expiry of the lease, the Lessee shall either replace at their own
cost or pay the Lessor for any breakages or damages done unless they are due to
normal wear and tear, fire or other casualties or inherent defects not caused by the
Lessee.

20. THAT the Lessee shall hand over to the Lessor, at the end of the period of the
lease, vacant and peaceful possession of the premises, along with the fittings in
good condition as at the time of handing over, subject to normal wear and tear, fire
or other casualty or inherent defects not caused by the Lessee.

21. THAT the Lessor represent and warrant that he is fully empowered, authorized
and able to make this lease and that they he will hold the Lessee free and
harmless of any demands, claims, actions or proceedings against them by others
in respect of quiet possession of the demised premises.

22. THAT the lessee shall not cause or allow to be caused any nuisance which
may adversely affect or disturb the environment of any other lessee or owner of the
said premises.

23. THAT the Lessor represents that currently there is no society governing the
premises. It is agreed between the Parties that as and when a society is formed to
maintain the premises then Lessor will be responsible to pay maintenance charges
to society at actuals.

24. THAT even before the expiry of the Agreement the Lessee shall have the right
to terminate the lease without assigning any reason and can vacate the said
premises by giving two months notice or rent in lieu to the Lessor.

25. THAT the Lessor may even before the expiry period of the Agreement have the
right to terminate the lease without assigning any reason and ask the “Lessee to
vacate the premises by giving two month notice.
26. THAT any dispute related for the aforesaid property shall be subject to the
jurisdiction of the Court at Kolkata.

27. THAT this Agreement shall be executed in duplicate and all such expenses
pertaining to the stamp duty and registration shall be paid by the Lessee alone.
The original shall be retained by the Lessor and the duplicate by the Lessee.

28. THAT all notices and communications under this Lease shall be in writing and
shall be deemed to be properly given when delivered personally or sent by certified
mail, return receipt requested, to Lessee at B-14 & 15, Phase-II, Noida, Uttar
Pradesh or to Lessor at 272 RAMCHAND DEY STREET, KOLKATA 700151

THAT this Lease contains the entire agreement and understanding between the
parties regarding the Premises and is subject to no agreements, conditions or
representations that are not set forth herein. This Agreement may only be amended in
writing and signed by both Lessor and Lessee.

IN WITNESS WHEREOF BOTH THE PARTIES HERETO HAVE SET THEIR

RESPECTIVE HANDS ON THE DATE, MONTH AND YEAR FIRST ABOVE
WRITTEN.

Lessee Lessor
For & on behalf of
Dixon Technologies (P) Limited

Mr. Gopal Jagwan

CFO

WITNESSES:
1.