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INDIA NON JUDICTAL Government of Maharashtra ae Taasioy, VIALS e-Stamp sac eg Corton A. Contficete No. oot INA MIS AGRONAZZI2L Certificate Issued Date + 9-Apr2019 01:31 PM ‘Acoount Reference SHCIL(F1V mhenclO1/ NARIMAN POINT/ MH-MUM | Unique Doe. Reference { SUBIN-MHMHSHCILO1 18986315974977L Purchased by + AZB AND PARTNERS | Description of Document 1 Article 36(A) Leave and License Agrooment 4) | Progerty Description «PREMISES ADMEASURING 7728 SQ.FTEQUIVALENT T5) —, PREMISES AOD SLR EXPRESS TOWERS NARIMAN POINTM-21 i ‘Consideration Price (RE.) 1: 1,49,74,080 : % {One Crore Forty Three Lakh Seveny fighty Zo only) Sy o First Party INDIAN EXPRESS NEWSPAPE! \ Second Party ._: AZB,AND-PARTNERS ‘Stamp Duty Paid By + /AZB AND PARTNERS, ‘Stamp Duty Amount{RS.) 3° 80,000 . (ity Thouss ony) Please write or ype below thisline== Lemé ano Lacente Autegmeny TCworan Corkess NewsPadecs Mumngar Gaslay Lesenseh : AZG And Pager net be cews en. “ye 0001050527 -. tt Nn sar Cesena cn ne Ass cae ns EH Ss Se ae RE cae 5208) Ine aurmny te a Stns ws SRG at tae nt ke wee gt TOTUINTI ED RoRe f Spor ashen kaw owen ours] L055 40 FE WAH SUN HES i aaa ea UME am puro Ra) 000s serene MAUI Tiaoeremay aun wounsst st Troe ae 69 eo NOUS! Taw Sa UNAS or fea Seanuva anv gay wous panne croe-uavso 00189308 rns OHS. SUN 10> spacseceesetelNTCTENSHMAANTDE FLESH rouse rune adioveu 50 POH yews rset z20 sewn saa ms we eT NH TEP OE ORD MDE IED OMS VULHSVYWHVN -TIDHS 150 1 aed This - ave and, Ucense Agreement apa dy ese Mewes formar CAoreemeitie Preset) BETWEEN INDIAN EXPRESS NEWSPAPERS incorpo (MUMBAI) LIMITED, 9 compary under proven ofthe Companies At, 1956 MAT) tang is Regisered oce ot EXT Towers Nariman Pot, Mumba 400024, (hereinater a a ang Licensor” which Te nol, Mur 400021, (reer meaing theca! mean, Und eo indude ees NE SEDUONE yl rapresrtave and peed axa) ome O° Part AND, 234 floot, AZB & Partners, a registered partnersp fim ha mao tn, in Sputnonzed | TT nee o4 were Print Mumba! 400 ai, urcugh ts dial ye , _Mapy Authorised signatory: erelnafter re context. oF meaning thereof mean, bind 2° the context omer assigns) of the ONE ‘Gach expression shal unless f be repugnant %O. Inte pares and thelr helrs and successors in Interest ar ‘The Ucensor and the Ucensee are hereinafter wherever Pan er Spary” and coliectvely 0s the “Partles- WHEREAS: " A By an agreement made at Bombay O°. By 2 sree et and te Urea, Oe CNET, Sto ; Covert MONS oe Leer 2 I OS suc fo Lene anes ok of te BAY, Neoey aged 219220 and 9-29 Saran Su Da OF BOTY ie bok wit te Cr a lee ofan is FEET Survey Nod Seat se al Rel a CNereno . Bison, upon the Wensor 2o'e butaing Here, fo reer upon in i pcoraancn wh OAS B. The Licensor herein completed the Towers” hereinafter refer the sald Agreement. cerifente dated 6 May, 3972 was issued Ey the Executive Engineer, dete Department, Bombay bear 'No.PE/S/3-F/4028A/oF Pathe building for the Licensor On ee oeied ouk in accordance wih He ent of Mt the 2% day of September, © ann ‘2 o Ne. G 3 3 2 y, /, N cA completion Presidency Division of th Jorn, certifying that the construction 330, 243 and 244 at Nariman Point, Bombay are approved by the Architect of the Govern Lease made at Bombay on the eth day of by of Maharashtra ard the Licensor, seid hoe piece of fand known and belng, merger of four Plots ‘bearing Plot Nos. 219-220 merge! Of elerraton Estate of the Governor OF Se Bact gn Sub-Disrict of Bombay containing Py Register 3 square yards) oF thereabouts and Wher PE ‘of land is, i cers Fee Gouecor of Bombay under te Rent Rot ee Rey No.1910 of the Fort Division (hereinafir referred to fogetver with building and erections, thereon ‘oaeitgnances Vere, fora period of lnety nine (39) Yoo appara an option to renew for a further term on ehe terms ‘and conditions ‘and provieions contained therein. | : i : : . i e_ The Licensor rearesents thatthe sald Lease is stil val ane subsisting and in full force The censor ees otie of termination thereof has been recelved by the Licensor. Fr ‘The Licensor Is the sole and absolute lessee and/or otherwise in of premises : The Loans Ise 2% “put up). onthe 2a aor ofthe sid bulking “EXDTEES. Towers parmesurng 7728 24.5 perenne feted to a5 “the said promises” Sr Te stunted Nareigodn Schedule "A ere and demarcated In the plon annexed Merto- 6. se Llcensee Is desirous of taking the said premises on a Leave and License basis ne oe The lcenene ed to. give the same upon the terms and condtions. hereinatey mentioned and the Licensor has full authority and is entitled to give the sald mrad and he ena so cnr oY an promise “Sage oe 1 pire A PERIOD : In consideration ofthe license fee hereby & by Ucensef the Leensor as mentoned Nr 18 consoeration of covenants berets contained 3 fond perfor rere te ‘and Ucensor as herein. ed to be sting’ formed ensee andthe UCens0F, seraee a bare non-ransterat license to occupy and Use, exclusvely Ueensee, 7720 (bul) ecunaien 5,796 the building known as “Express Towers” situated at Nariman [hereinafter referred to as “the sald premises, ‘and more part eta et Neonat me i ta Preto 27 ea) Srestve on end from September 9, 2011 CUcerts ‘Commences Devod of sixty months ending on Sertember ® 2. LICENSE FEES, YAKES ETC oe ae sald rons ae Mumba 2k innate of ene inst een oe Suet gary aan five onty)] per square foot por ‘month amounting ©, i ie Siig ciety et te en or ieee meen ayeciuenmme ‘submission of the till (5) - month. ra ano ee sm bese a ; spaces ee shale nn ee ya cent) ia (RS. B25 (ee 8,492 taupees we Si Cae Sn oe pote os vom by the Licensor at Payment of License Fees: ing incometax ot 5 “pe ers fon sta ve, pa ae See 3 2a Te ters Se fie tas SS a3 itis Riser ater oes cet er Be fo oe shared $2 muni or carl levies that iON eis expres cored ak we cuenta wis expressed the ure st TES ee ona ee af ne ee ET a i nowerer 2 Sevigny paginemmnsesramfonncw= of cage athe earinesal emonsaes amount of to bear for the period of 25 Subsequent to clause 24 above, Suseguctmert allan fees that may De WPS relating to granting of Leave and ee tre aid premises to the Licensee A ‘maximum of se thirty [30] days. 32, EXCLUSION: ee oe ry anor croge at ay be CEE 8 ESA pense soe, ret, teronst atiack of any oer, Siar Cause ‘the furnkure, ead reer cer gods and aries of te eee ng oe said premises. - 13, INSUFFICIENT: In the event the central aircondonitg ainuousty for more than seven days in any calendar rhe Gays totally during one calendar year, then the License97 Solr of Rs 500/- (Rupees five hundred only) for each d Seven continuous days In a month or 30 (tity) Cavs SEiculzton of the days of In operation, planned closure be exuded. 14, TERMINATION: 14. Locke In Period — The intial 24 (twenty four) the notice per eae fe Ucengee shal be Habe to pay the aggregate amount equivalent fo Care foe for the unexpired period out ofthe said lock In period. 142. The entire tenure of this Agreement will be a foc In period for Licensor ond the Treeeer Can not terminate th Agreement except as set out hereinbelow in causes {5 or 22 (material breach or creation of right on change in av). 143, Notice period: The Licensee may terminate this Agreement at any time during, We seesteace of tis Agreement by giving 6 (se) months prior notice n writing fr the Gurpose to the Licensor Its expressly agreed that the Lcensae shal contest Pav icense fees and outgoings due under this Agreement during the notice petiod, 15, MATERIAL BREACH : Notwithstanding the provisions of dause 14 above, the Licensor and the Licensee shall be Meuted to terminate this Agreement in the event of any material breach of tis Sgreement by tre othe party provided however tat on the occurrence of such > breach) ts censor or Licensee as the case may be, shall give 2 notice in writing to the other party t remedy the breach within thity (30) cays of receipt of the notice, and upon Paiute of the other party to remedy frectty the same wkln the said period of thirty (30) days such right of termination may be exercised by the affected party. eee nats we on apnoea os oe nea ome YE ELSON rea ea ra 16. wv. 18. 19. Proceedings by a Ertan nts a ope cf competent ursicion m india or goes inte auicaon Busses 2 composition with eres or ceases to carry cna substi prt of Teorgenization meee CUBOSES Of and followed by 8 reconstruction, amalgartee, Provided ane ee roy eeeldaton required or approved by law oF Anat Brie management and contra rane he same; and/or () any receiver, Nat, recenership, en ‘nto possession of the soi. premises whether by wee, of the Sor, enforcement ot scurty or any snl process and/or (6 ne exer Se Ucensee Sha ans 2 Camaged os set out in Clause 7 hereinabove. In Suey cases, the DEERE, srall not be requires to pay the aggregate amount of the License Fee Sor = Lock in Period even were te termination is during the Lock in Perfo ‘The Ucensor shall also have the copten to teninate the Ncense Immediately in the evert (G) Ueensee hs baw dered to entero bart one PY Broceadngs by a curt ot campetet jason m ia of eenPere, 8 60 Oi fein othe presi tyesslved eters mn 0 compostion wi 8 SET egeses 16 cry on a substan pare of Hs buses Cx fF ae BUSH vy 2 reconstucdon, emalgemation, reorganization, mefser Tequired or approved by law or otherwise proved management anf contol Same; and/or” (b) any recetver, Iquicator oF other person ener ‘ssid premises whether by virtue of receivership, enforcement of s¢ process, (c) change in law as contemplated in dause 22 below. REMOVAL AFTER EXPIRATION OR TERMINATION, : On termination or earler determination of this Ucense, the Ucensee Ena Papers, belongings, aries end things Incudlng the Licensee's fur ere ToT = premises [except felse callings, loorings and ducting, fitings and fitures Belonging the ensor and ai condoning units If any provided by the Licensor] and vacate and hand over actual vacant and peaceful charge and possession of the said premises to te ems of furniture and fitures at its discretion on expiry or eariler determination, ‘he TEE Shall nave be deemed to have been abandoned by the Licensee as provided in Gause 8 (0) above. The Licensee agrees and undertakes to compensate the Licensor for Sa fomsce caused to the seid premises and/or the bulding and/or staircase by the Tenses ts servants, employees, and agents at the me of vacation. The amount of Sich damage shall be decided mutually or as determined by an Independent archet A ually appointed by the parties and shall be reasonable and at actuals. The Licenses da arcrranes to clear any bili and outgoings not fmited to electricity, telephone ines ae nich may relate to their period of occupation of the sald premises but which Rave. been received after vacation andjor remain outstanding. Simulta n the Licensee vacating the sald premises in the manner stated herein, toe Ucensee, the sald security depost by Pay Ordersbiesy est ited hereunder if any. The Licensor may also withnol#/4i jcity bills, electicity for air conditioning and other outst for the period of the Licensee's use and occupation ard/ng ‘Yecation Calculated 2s per meter reading; such amoungs smfygbe ‘Sxczeding two months, and after adjusting the 2 ‘Shall be refunded to the Licensor. In case the ‘handing over possession of the said Premises, th ‘ny amount, as specified in this clause, from the SY prota hereinabove. NON REMOVAL AFTER TERMINATION : It is expres [ieensee fails, refuses or neglects to hand over actual vacaiTt =r peaceful charge and possession of the said premises on expiry of this agreement or eartier termination For any Porson in spite of the Licensor being ready end wiling to refund the security depost to the Licensee by Pay Order subject to deductions if any, then in that event the Licensor Shall be entitled to recover damages or mesne profits equivalent to twice the licensee fees/eompensation, until such time the Licensee vacates the sald premises and hands lover actual vacant and peaceful possession thereof to the Licensor. NON REFUND OF SECURITY DEPOSTT : It is expressly agreed that In the event the Djaensor fails to refund the said security deposit [subject to deductions if any permitted herein above), and the Licensee Is willing to hand over actual vacant and peaceful charge Gnd possession to the Licensor of the said premises, then the Licensee shall be entitled to oatmue with Its occupation of the said premises without any lability of payment of Trance Fees and any other charges and taxes and shall be entitled for such refund with bhtarest @ 12%6 (twelve) per cent per annum, from the date on which the refund becomes due til actual peyment of realization and Licensee shall notwithstanding have the right to Sie appropriate fegal remedy. It Is hereby agreed that the Licensee shall be required to pay drarges for electricty, air conditioning and other utities only tf it continues to use the sald premises as office from the date an which the refund of the sald security deposit becomes due till actual payment or realization. ASSIGNMENT: This license is exclusive to the Licensee and the Licensee shall have no Fight to assign, transfer or sub license this Agreement. The Licensee may however sub Tense or novate the license granted herein to its Assodate partnership firm or limited lability firm which shal be defined to be any entity which is controlled By or ts In com Peony find management of the key partners In Mumbal of the Licensee, but not to ahiA\>, 2. a. 2 a. 25. thi ted pty, trative required by the Ucasee, the ert all execute 2 fest fenve and eenae agreement wth such Assodat, fOr the remaining term of, Oe faeemer on enn and cantons tak ae ena 1,8 ST conto contained heen, The Ucesee sol poe such formation, ecumerts 0 Me Ucensor about the costtiton of the Asie wo erontte thor te control OF cen nena iy ee eo oat 4 novation inc on sion charges if ar 22 fur ietonae or onton cade sap Sty a oe SALE / TRANSFER SUBJECT TO LICENSE: If the Licensor desires t¢ sell and wanster {he sald premises during the subsistence af lense, they shall be entitled to 40 501 tw the license herein, and in that event, the Licensee shel perform Its obligations 9 Fa geese Tere te enaferce os the LERRSO Wel 2 purchase transferee. shall perform the oulgations of the Licensor and "such purchaser/t3 ‘shall confirm the same to the Ucensee In writing. ‘Likewise, In the ‘event the oeraed sin te alsenunt the License fee/compensation payable by te Lecensee 25 rows therein then In that event: upon writen Intimation of Wie Licensa the Licensee shall pay the License feelcampensation to the nomince/s of the prec oe vwartings as may be reasonably be necessary In that behalf In fyvour a eee —3 “The Ucensor undertakes that it shall Not ‘during the subsistence bf this A‘ Shy charge or mertgage which wit adversely affect the leense sxe | 7¢ | ‘dem ey PR the said premises or ‘thereof or transferring 2ny interé screln in Tavour oF Wie thes remiss oF Pt ce ore permis FM Of USE occupation Nerepy granted. It is specifically agreed and ‘declared that the Licensee ‘shall not be deem Grantee possession of the sald premises of 20Y Pore thereof and shall ent inex possess Serr or oe NS SPE ence tc any SRY on ae rated oF nen fo Be eented S¥0 2 ‘except the teense hereby granted. LICENSEE NOT TO CLAIM RIGHTS: The Ucensee hereby SGtess and undertakes thet ® CENSEE MOT J ary nor, or terest Ne mK PST, iin the event of a0Y fight, ttle oF Interest becoming created OF ne empiated in favor of the Licensee Py Crothernise howsoever, the Parties shall * ake every effort to meet 2nd or thers Mabie manner In abscute good fet Ber the vrrear anal permit the Licensee to continue Yo Oo, ceersetbie period to enable smooth vacation of the Pret reaconteffracin such event shall not claim oF an, oh rt ‘statutory provisions and the Licensee veepearmment in tis regard, in the event of Inabty ty resol relngulshmert ane partes, then not wintandieg, Gals 2S ot it spa be deemed to have been terminated and Ee Pe eatGiven te the Licensor twenty four (24) ROUFS por Tao enactment, amendment, obiication, order, 2 tert cali, noreever, the Lxcensor shall refund to the Li Seducbons as per the terms of this Agreement, STAMP DUTY & REGISTRATION CHARGES : It 15 Scpaation chorges payable n respect ofthe agreement Tiaensee and each party shall bear end pay thelr respect orcement shall be executed In dupicate, and the ongina) 22 egisstion and the duplicate shall be retained by the Vee COMPULSORY REGISTRATION : It shal be the responsibilty of te Veen comet tre Agreement as required by la. However the Licensee, uncenones ‘wm extend {ea Arend perform all reasonable acts necessary for resistraton ane OS {ul coopera nal attend before the Sub Registrar of Assurances, Old Customs HOUsS, Fort, Mumbai and admit execution. SURISOICTION : This Agreement Is subject to Indian Laws and exchshvely to Se jurisdiction of the Courts of Mumba [ADDRESS FOR NOTICES & CORRESPONDENCE : Al notices and correspondents ADDRESS Fortes hereto shall be deemed to be duly /sufficentiy sewed on the Party aaron es if served by Registered Post AD. /Speed, Past AD/Hand Dellvry 3 ime rr Pes offer and marked to the "Kind Attertlon : Mr Diion Perla, Yee Presaere {Thoancey”_ each party wil not In wring to the other any change ints adresses or (ance) ach ar eros tention te nce Is mared fr tis Purpose. a To the Licensor Kind Attn : Mr, Dion Pereira, Vice President Finance INDIAN EXPRESS NEWSPAPERS (MUMBA) LIMITED ROVR wag — 8

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