LEAVE AND LICENSE AGREEMENT THIS LEAVE AND LICENSE AGREEMENT is executed at Mumbai on ______day of April, 2012 by and

Between MR. _____________________________________, an adult Indian residing at _____________________________________________, Mumbai 4000 _____, hereinafter referred to as the Licensor (which expression shall unless it be repugnant to the context or meaning thereof be deemed to mean and include his heirs, executors,

administrators, successors, nominees and assigns) of the ONE PART 1 AND THE BOMBAY DYEING a & Public MANUFACTURING Limited Company

COMPANY

LIMITED,

incorporated and registered under the provisions of the Indian Companies Act, 1866 and having its registered office at Neville House, J. N. Heredia Marg, Ballard Estate, Mumbai-400 001 his represented capacity as by as the _______________________in ___________________________,

hereinafter

Licensee (which expression, unless repugnant to the context or meaning be deemed to include its successors in interest and assigns) of the OTHER PART, If the context so requires the Licensor and the Licensee are individually referred to as the party and collectively referred to as the parties. WHEREAS the Licensor as an owner is absolutely seized and possessed of residential premises, being Flat No. _________admeasuring _____________sq. ft. (built up) on the ____(______________) situated in Mumbai floor 400 of 0___ the building Lane, ____________ _____________

___________________,
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(hereinafter

referred to as the said Flat) alongwith 1 (one)

Based on who is the owner of the said flat on title documents this para will require a change

stilt/open car parking space, on the stilt level bearing Stilt Car Parking No. _________ allotted to the Licensor and reserved for the said Flat (hereinafter referred to as the said Car Parking)2 described in the Schedule and more particularly hereunder written on

ownership basis. The Licensor has represented that the said Flat is free of any encumbrances, mortgage, charge or otherwise. AND WHEREAS the Licensor has furnished the said Flat and is willing to give the said Flat alongwith the furniture/s and fixtures and the said Car Parking on leave and license basis for _____ (______________) months to the Licensee. AND WHEREAS the Licensee is in need of a residential accommodation like the one comprised in the said Flat for housing its employee Mr. Niraj Dewan, and his family and has requested the Licensor to give the said Flat alongwith the furnitures and fixtures lying therein and listed in Annexure A as the List of Furnitures and Fixtures3 annexed hereto and the said Car Parking (the said Premises, the furnitures and fixtures lying therein and the said cCar Parking are hereinafter collectively referred to as the said premises) on leave and license basis to the Licensee. The Licensee
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To be filled as per the factual allotment To be confirmed if flat is alongwith the furniture and fixtures accordingly the Licensor to provide the list to be annexed to this Agreement

has satisfied itself regarding the title of the Licensor to the said Premises. AND WHEREAS the Licensor has, at the instance and request of the Licensee, agreed to grant this leave and license to the Licensee in respect of the said Premises, on certain terms and conditions appearing hereafter. AND WHEREAS the Licensor has obtained the

permission of Society allowing the said Premises to be used by the Licensee on Leave and license basis and a copy of which is annexed hereto as Annexure B.4 AND WHEREAS the parties hereto wish to record the said terms and conditions in writing. NOW, THEREFORE, THIS AGREEMENT WITNESSES AND IT IS AGREED BY AND BETWEEN THE PARTIES AS FOLLOWS:
(1) In consideration of the license fees herein reserved

and

subject

to

the

terms

and

conditions

mentioned herein, the Licensor hereby grant unto the Licensee, a leave and license to enter into to use and to occupy the Licensors said Premises being Flat No. ft. _______ (built floor up) of admeasuring on the the ____ building ___________sq.

(_______________)
4

To be procured by the Licensor if the flat is in the society

___________________

situated in

_____________

Lane, _______________, Mumbai 400 0___ and located in________________Co-operative Housing Society Limited (herein Society) stilt/open (hereinafter referred to as the said Flat) alongwith 1 (one) car parking space, on the stilt level bearing Stilt Car Parking No._____________, allotted to the Licensor and reserved for the said Flat bearing No. _________ (hereinafter referred to as the said Car Parking) and more particularly described in the Schedule hereunder written with furniture and fixtures as listed in Annexure A for a period of _____ months (___________________________) terms and conditions herein.
(2) The duration of this Leave and License Agreement

commencing from __________________ and on the

shall

be

for

the

period

of

_____ months

(___________________________) on _______________ however to referred (both what to days is as the

commencing from _________________and expiring inclusive) herein license subject stated

(hereinafter period).

(3) In consideration of the Licensor granting the license

to the Licensee to use and occupy the said Premises, the Licensee shall pay to the Licensor

the

license

fees

at

the

rate

of

Rs. per

__________________/__________________________________

(Rupees Only)

month (less Tax Deductible at Source as required to be deducted under law) for the license period (hereinafter referred to as the License Fees). The said license fees for the License period shall be paid on or before 10th of every month in advance.
(4) The Licensee shall deposit and keep deposited with

the Licensor an amount of Rs. ________________/(Rupees ______________________________ Only) as interest free refundable security deposit for the due and faithful observation and performance by the Licensee of the terms and conditions herein prior to taking possession of the said Premises. The said interest free refundable security deposit (hereinafter of a referred of to Rs. as the security deposit) shall be paid by the Licensee by way cheque ____________________/(Rupees _____________________ Only) in the name of the Licensor. (5)In the event of expiry of the Leave and License Agreement or if the Leave and License Agreement is terminated at any earlier point of time for any reason whatsoever as contemplated herein, then the security deposit shall be

refunded

by

the

Licensor

to

the

Licensee

simultaneously with the Licensee removing itself, its employee and his family members, servants articles and things from the said Premises and handing back clear, vacant and peaceful possession of the said Premises to the Licensor in good condition (normal wear and tear expected) and subject to the Licensee clearing and paying all the outstanding dues of license fees, electricity bills, and all other amounts due and payable by the Licensee to the Licensor as per the terms of this Agreement, if any and depositing all TDS Certificates and copies of all paid bills with the Licensor. (6)The Licensor shall on expiry or sooner determination of this Agreement refund the security deposit amount simultaneously against the Licensee handing over to the Licensor vacant and peaceful possession of the Premises, and subject to the Licensee clearing and paying all the outstanding dues of license fees, electricity bills, and all other amounts due and payable by the Licensee to the Licensor as per the terms of this Agreement, if any, and as stated in Clause 5 hereinabove. The Licensor shall be entitled to adjust from the said security deposit, all outstanding amounts due and payable by the Licensee herein, including arrears of outstanding license fees, if any,

electricity other bills as stated in clause 7 which have remained unpaid for the period in which the Licensee was occupying the said premises. In the event of any failure by the Licensor to refund the security deposit to the Licensee in-spite of the Licensee being ready to hand over vacant and peaceful possession of the said Premises and paying all the outstanding amounts due and payable by them to the Licensor and informing the same to the Licensor, then in that event the Licensee shall be entitled to charge interest at the rate of 18 % per annum from the date on which the Licensee was willing to give vacant possession of the said premises after the due discharge of all Licensees obligations under this Agreement.
(7) The monthly License Fees shall be inclusive of all the

outgoing of the Society, which shall be borne and paid by the Licensor. Any increase therein shall be paid by the Licensor. All electricity bills, telephone bills including the internet consumptions bill, mahanagar gas bill & cable charges in respect of the said Premises will be borne and paid by the Licensee from the date of commencement termination/sooner of the license expiry of i.e. or the ______________________till

determination

Agreement. In the event of Licensor being forced

or made to pay any electricity bills, telephone bills including the internet consumptions bills, mahanagar gas bills & cable charges in respect of the said Premises for the period which the Licensee was occupying the said Premises, the Licensor shall be entitle to recover the same from the Licensee, including adjusting / appropriating against the Security Deposit. (8) If upon the expiry of this agreement or its early termination as provided herein, the Licensee fails to vacate the said Premises and hand over the vacant, quiet and peaceful possession of the said Premises to the Licensor, then in that event the Licensee shall be liable to pay to the Licensor in addition to the payment of monthly license fee and all other amounts payable as per the terms of this Agreement by the Licensee to the Licensor, penalty being double the license fees payable per month by the Licensee to the Licensor i.e. Rs. _________________ (Rupees ___________________ Only) per month for such wrongful use of the said Premises from the date of the expiry of this Agreement or from the date mentioned in the notice for early termination of this Agreement till payment and/or realization. All liabilities of the Licensee as to utilities dues shall continue to be borne by the Licensee and in addition, the Licensor shall be entitled to

continue to hold the said Security Deposit amount till such unauthorized occupation by the Licensee. (9) Further, in case of any failure by the Licensor to refund the interest free security deposit to the Licensee in-spite of the Licensee being ready to hand over vacant and peaceful possession of the said Premises and paying all the outstanding amounts due and payable by them to the Licensor and informing the same to the Licensor then on termination or sooner determination of this agreement, the Licensee shall be entitled to continue to retain the possession of the said Premises without payment of any license fee until the refund of the deposit amount and shall further be entitled to charge interest at the rate of 18 %per annum on the security deposit amount, from the date of the Licensee was willing to hand over vacant and peaceful possession of the said Premises, till the entire security deposit amount together with interest, if any is refunded and paid to the Licensee. (10) The Licensee shall be entitled to use the various fixtures and fittings in the said Flat as per the list enclosed as Annexure A, as a part of Licensors leave and license granted to it vis--vis the said Premises; however, the Licensee shall

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use them in a reasonable manner, with due care and caution and maintaining them in good order and conditions, including servicing the same from time to time at its own costs. (11) The Licensee shall be entitled to consume electric energy through the connection, the fittings and the meter therefore installed in the said Premises; however, the Licensee shall bear and pay all duties, charges etc., in connection with the said use. Provided, however, that such duties, charges outstanding for payment during the period prior to the date of commencement of the license period shall be borne by the Licensor. (12) All present and future outgoing charges of the Society including Non-Occupancy charges and Property / Municipal Taxes, parking charges, contribution towards sinking funds, maintenance and upkeep charges, contribution towards common amenities and utilities fund and other such dues/charges/outgoings shall be borne and paid by the Licensor. (13) The Licensor confirms having handed over and the Licensee confirms having received the vacant quiet and peaceful possession of the said Premises on execution hereof;

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(14) The Licensee shall use the said Premises only for the residence of the said employee Mr. ____________________ and the members of the latters family, and the latters bonafide visitors and servants. At any time, Mr. its ___________________ discontinue

occupancy/employment for any reason or get transferred to any other office/branch of the Licensee, the Licensee are entitled replace the other employee in its place for the period mentioned herein and subject to the terms and conditions mentioned herein with prior written approval of the Licensor. Such approval shall not be unreasonably withheld. (15) The Licensee shall not do, or suffer to be done, anything in the said Premises, which is or is likely to be a nuisance or annoyance to the other occupiers in the said building. (16) The Licensee shall be entitled to make, fix and install additional fittings, fixtures and furnishings in the said Premises, such as shelves, screens, racks, blinds, and other lighting, or installations, however, they shall not be of a major, permanent or structural character, and, they shall be so installed as not to cause any damage to the said Premises. If any damage is caused to the said Premises while installing or removing the same,

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the same shall be paid by the Licensee to the Licensor and in the event of failure to pay by the Licensee, the amount. (17) Licensees Covenants: Licensee hereby Licensor shall be entitled to recover/adjust the same from the security deposit

covenants with the Licensor as under: (a) The Licensee has inspected the said Premises and has satisfied itself with regard to all aspects of the said Premises; (b) To use the said Premises with due care and caution and to keep and maintain the same in good order and condition and proper state of repair; (c) Not to part with or charge the premises or any part thereof to any one, except the Licensor; (d) To permit the Licensor and their agents and all persons authorized by the Licensor at all reasonable times after prior notice of 48 (forty eight) hours to enter upon the said Premises, to examine the state and condition of the said Premises and to do any repairs or work for which the Licensor may be responsible;

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(e) To keep the interior fixtures of the said Premises in good tenable condition reasonable wear and tear expected; (f) Not to do or permit/suffer to be done by any act, deed, matter or thing which would or might adversely affect or vitiate in whole or in part any insurance effected in respect of the said Premises the said building or any part thereof from time to time; (g)Not to store or permit/suffer to be stored in the said Premises or any part thereof, any machinery, goods, objects or materials which are of combustible, hazardous, inflammable, explosive or dangerous nature; (h)To make good any damage (normal wear and tear always excepted) caused to the said premises or any part thereof or to the fixtures and fittings therein caused by the negligence or willful default of the Licensee, its employee or his family members, servants, visitors. Not to hold the Licensor responsible or liable for any theft, loss, damage or destruction of the said Premises or any property of the Licensee or of any other persons lying in the said Premises or for any damage to the Licensee or employees, servants, visitors, invitees and other persons using the Premises for the time being from any cause whatsoever

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(i) The de-jure possession of the said Premises shall always remain with the Licensor and the Licensor shall at all times during the term of the license hereby granted have full charge and control over the said Premises. The Licensee shall hand over the keys of the said Premises to the Licensor on expiry or earlier determination of the license hereby granted. (18) The Licensee shall bear and pay for all the normal repair and maintenance expenses in the said Premises. responsible expenditures. However for If any the any Licensor structural repair shall be work repair

structural

becomes necessary then in that event the Licensee shall inform the Licensor of the same and give 30 (Thirty) days time to do the same, save and except the force majuere conditions. Upon failure of the Licensor to do the said work within the said stipulated time the Licensee shall be entitled to get the same done after getting the plan and estimate approved by the Licensor and under the supervision of the Licensor and shall be entitled to recover the amount from the Licensor. The Licensor shall be obliged to reimburse the same within a period of 30 (Thirty) days from completion of the work. In the event the Licensor fails to reimburse the amount spent by the Licensee then in that event the Licensee shall be

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entitled to deduct/adjust for the license fees for the subsequent license period and/or recover the same from the Licensor. (19) The Licensee shall not assign, or otherwise transfer, the permission hereunder received by it from the Licensor in respect of the said Premises, to any other person / body, for any reason whatsoever. (20) The Licensor has warranted and represented to Licensee as follows: (a) It is absolutely entitled to grant license

as herein created of the said Premises in favour of the Licensee as the absolute and exclusive owner thereof and the title of the said premises is clear and marketable; (b)There are no actions, suits or other proceedings filed, threatened or ending before any Court of Law or before any tax, revenue or other authorities concerning/touching the said Premises; (c) There are no orders of injunction, direction or attachment issued by any

1 6

Court of Law, tax, municipal or other authorities affecting the said Premises. (d)That presently the Licensor has not created a charge on the said premises in respect of any loan / facility availed by him from any other banks and financial institutions. However the Licensor is entitled to do so as stated in clause 33 hereinafter, subject to the Licensees rights herein remaining unaffected & unfettered. (21) The Licensor shall not be responsible or liable for any loss, damage or destruction of the Licensees properties in the said Premises nor will be liable for any bodily injury sustained by any person in or visiting said Premises for any reason whatsoever. (22) It is clearly agreed and understood that there is no demise or transfer of any right, title or interest of the Licensor in the said Premises in favour of the Licensee under this Agreement, and the Licensee shall not set up any claim to that effect. It is further clearly agreed and understood by both the parties hereto that this is only a temporary arrangement for Leave and License and is not intended to create any tenancy, sub

1 7

tenancy, easmentry or any other rights, titles or interest in favour of the Licensee. The Licensee hereby agrees and undertakes that it shall not ever claim any right, title or interest in the said Premises. interest In the event of any right, title or becoming created in favor of the

Licensee by operation of any law or by creation of or amendment in any statute, notification, order or otherwise howsoever, subject to terms of this agreement, the agreement shall be deemed to have been terminated and the license hereby granted shall be deemed to have been revoked and possession of the said Premises deemed to have been given to the Licensor 24 (twenty four) hours prior to coming into effect of any such law, enactment, amendment, notification, order, as the case may be. In any such eventuality, however, the Licensor shall refund to the Licensee the deposit after adjustment as stated above, The Licensee is not entitled to nor will they claim protection of the Maharashtra Rent Control Act, 1999 or any other laws. (23) The Licensee shall be entitled to terminate this Agreement at any time without assigning any reason by giving the Licensor an advance notice of 2 (two) month in writing, unless expressly provided otherwise in this Agreement.

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(24) Notwithstanding anything stated herein, in the event of the Licensee committing breach of any terms / condition of this Agreement, the Licensor shall be entitled without prejudice to their other rights hereunder, to terminate this agreement and require the Licensee to return the quiet, vacant and peaceful possession of the said Premises to them; subject to Licensor refunding the deposit amount to Licensee after adjustment. However, for this purpose, the Licensor shall give an advance written notice of 30 (thirty) days to the Licensee bringing to his notice any such breach of condition in order to enable the Licensee to remedy the same. If the breach is remedied/corrected within the said notice period, then the notice shall be deemed to have been waived. If however the breach continues then the Agreement shall be deemed to be terminated immediately at the end of such notice period. In such event all the consequences of termination shall follow. (25) In the event of the Licensor committing breach of any terms / condition of this Agreement, the Licensee shall be entitled without prejudice to his other rights hereunder, to terminate this agreement and return the quiet, vacant and peaceful possession of the said Premises to Licensor. In event of such termination, the

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Licensor shall refund the security deposit subject to adjustments as stated in this Agreement. However, for this purpose, the Licensee shall give a months advance notice to the Licensor bringing to his notice any such breach of condition in order to enable the Licensor to remedy the same. (26) In the event, the Society, undertakes any major structural repairs, the nature of which may cause inconvenience to or hamper the beneficial use and/or enjoyment of the said Premises licensed hereunder for a continues period of 2(two) months, during the subsistence of the license period as stated herein, the Licensee shall have a right to terminate this agreement after giving 15 (fifteen) days advance written notice to the Licensor. In event of such termination, all the consequences of termination as stated herein shall follow. (27) All communication intended to be served by either party hereto shall be deemed to have been duly served on the other on the same being sent personally or by courier mailed or by registered post or any other recorded delivery to the other, at the others address set out hereinabove. To the Licensor

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MR. _____________________
____________________________, ---------------------------------------------, Mumbai 4000_____, To the Licensee Mr. ____________ BOMBAY DYEING & MANUFACTURING COMPANY LIMITED, Division Bombay Realty at Wadia International Centre, 4th floor, Pandurang Budhkar Marg, Worli, Mumbai 4000 25 (28) On the Licensees leave and license hereunder coming to an end by efflux of time or terminated, the Licensee shall return the quiet, vacant and peaceful possession of the said Premises to the Licensor against the Licensor refunding the Security Deposit amount to the Licensee, subject to deduction recoverable as stated in this Agreement. (29) The Licensee shall render due compliance to all provisions, under various law, rules, regulations and the like of the various public bodies, in the matter of its entry into, use and occupation of the said Premises by the Licensee under this Agreement.

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(30) The stamp duty, if any, and the registration fees, if any, in respect of the original and duplicate hereof shall be borne and paid by the Licensor and the Licensee equally. The Licensor and the Licensees shall each keep an original agreement (the said being executed in two counterparts, fully stamped and registered shall be retained by the Licensee) and each party shall pay its own Advocates fees, if any. (31) The Licensee shall also render due compliance with the bye-laws rules, regulations, resolutions and other stipulations of the said society (to be formed) relating to only use of the said Premises by the Licensee. The Licensee shall not be held responsible for the payment of any charges to the society, which shall always be the responsibility of the Licensor, except as stated hereinabove. (32) Nothing herein contained shall be construed as creating any right, interest, easement tenancy or sub-tenancy or statutory tenancy of the said Premises in favour of the Licensee or transferring any interest in the said Premises in favour of the Licensee, other than the permissive right of use and enjoyment of the said Premises on license basis only hereby granted nor shall the Licensee be deemed to be in exclusive possession of the

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said Premises. The Licensee is not entitled to nor will they claim protection of the Maharashtra Rent Control Act, 1999 or any other laws. (33) During the term of this license, the Licensor may sell, transfer, charge, mortgage, refinance or otherwise dispose of the said Premises or their interest therein, to a third party, subject however to the rights of the Licensee hereunder. The Licensee shall allow the Licensor or their agent to visit and show the said Premises to the intending Purchasers after giving 48 Hours notice. The Licensor shall intimate the Licensee about such sale, etc. Any intended purchaser or financer/bank as the case may be shall be required to abide by the terms of this Leave and License Agreement and the Licensor agrees to ensure that the rights of the Licensee under this Leave and License are preserved and are not affected or in any way disturbed for the entire duration of the license period, subject to the terms hereof (34) All disputes differences whatsoever which shall at any time hereafter (whether during the continuance of this Agreement or upon or after its discharge or determination) arise between the parties hereto, touching or concerning this Agreement or its construction or effect or

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interpretation

or

as

to

the

rights,

duties,

obligations, responsibilities and liabilities of the parties hereto or any of them under of by virtue of this Agreement or in relation to the subject matter of this Agreement, shall be referred to arbitration of a sole arbitrator to be jointly appointed by the parties in accordance with and subject to the provisions of the Arbitration and Conciliation Act, 1996 or any statutory modification or re-enactment thereof for the time being in force. The award of the Arbitrator shall be final and binding on the parties. The arbitration proceedings shall be held at Mumbai and will be subject to applicable state laws only. (35) This Agreement is subject to exclusive jurisdiction of Mumbai Courts only. (36) The provisions of this Agreement shall be

governed by, and construed in accordance with Indian laws. (37) Any provision of this Agreement may be

amended supplemented or waived if, and only if such amendment, supplemental provisions or waiver is/are in writing and signed, in the case of an amendment and/or supplementing the document to record the same shall be signed and executed by both the Licensor and the Licensee

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and in the case of a waiver, by the Party against whom the waiver is to be effective. (38) The invalidity or unenforceability of any provisions of this Agreement in any jurisdiction shall not effect the validity, legality or enforceability of the remainder of this Agreement in such jurisdiction or the validity, legality or enforceability of this Agreement, including any such provision, in any other jurisdiction, it being intended that all rights and obligations of the Parties hereunder shall be enforceable to the fullest extent permitted by law. IN WITNESS WHEREOF the parties hereto have executed these presents (in duplicate) the day and year first hereinabove written THE SCHEDULE ABOVE REFERRED TO: The premises bearing Flat No. ____________ admeasuring ____________ Sq. Ft. (built up) on the _______(____________) floor of the building __________________ Co. Op. Hsg. Soc. Ltd and located at _______________________Lane, Worli, Mumbai 400 025 alongwith 1 (one) car parking space, on the stilt level bearing stilt car parking No. _________, allotted to the Licensor and reserved for the said Flat Bearing No. ___________ and the furniture/s and fixtures therein as listed in Annexure A.

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SIGNED AND DELIVERED by the ) withinnamed Licensor MR. _______________ in the presence of : ) 1)______________________________________) 2)______________________________________) ) )

SIGNED AND DELIVERED for and behalf of the ) withinnamed Licensee, THE BOMBAY ) through ___________________________________ in the presence of : ) 1)______________________________________) 2)______________________________________) ) ) DYEING & MANUFACTURING COMPANY LIMITED

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RECEIPTS RECEIVED OF AND FROM THE LICENSEE one cheque bearing number___________ dated _______________ ______________/_________________ Bank, in the for a sum of Rs. (Rupees name of

_____________________________ Only) drawn on Licensor towards the interest free refundable security deposit payable by the Licensee to us. I SAY RECEIVED Mr.__________________ LICENSOR Annexure A List of Furniture and Fixtures

Annexure B Consent of the Society

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