BUSINESS MANAGEMENT AGREEMENT

This General Service Agreement is executed on this….day of May, 2023 by and

between:

M/s. Blacksmith, with the Restaurant name “(Unknown Café and Restaurant)”

situated at 6A-01A, Lal Kothi, Avadhpuri, Jaipur represented through its Proprietor Mr.

Krishan Raj Bunker (hereinafter referred to as the “FIRST PARTY” which

expression shall unless repugnant to the context or meaning thereof be deemed to

include its successors, assignees, legal heirs and executors) of the ONE PART.

AND

Mr. Gaurav Naruka S/o. Shri Dinesh Kumar Naruka R/o. Morta Road,

Bapu Nagar, LambaHari Singh, Tonk (Rajasthan) (Aadhar No. 3720 9658

3297) (hereinafter referred to as the “SECOND PARTY” which expression shall

unless repugnant to the context or meaning thereof, be deemed to include its

successors, assignees, legal heirs and executors) of the OTHER PART by connecting

its system with the FIRST PARTY on the production of this General Service

agreement

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The FIRST PARTY and the SECOND PARTY are hereinafter individually referred to

as ‘Party’ and collectively referred to as “Parties”.

WHEREAS:

A. WHEREAS, the First Party desires to avail the services of a suitable person for the

purpose of Managing the said Restaurant and Second Party desires to take on

Management the same from First Party upon the terms, covenants and conditions

as set forth hereinafter, and

WHEREAS, Parties hereby desire to memorialize the terms, covenants and conditions

by this Agreement.

NOW, THEREFORE, in consideration of the provisions contained in this

Agreement and for other good and valuable considerations contained herein, the

Parties agree as follows: -

1. DEFINITIONS

In this Agreement, unless the context requires otherwise, the following terms and

expressions shall have the meanings set forth below:

1.1 “Agreement” shall mean this Agreement along with all Annexure(s)

and/or Schedules and/or Appendices, if any, attached hereto and shall

include any amendments, addendums or supplements thereto, executed by

the Parties, in writing, after the Agreement Effective Date.

1.2 “Liability” means any liability whether absolute or contingent, whether

accrued or not accrued, and whether due or to become due relating to the

Restaurant/ Café Business.

2. CONSIDERATION, RESPONSIBILITIES AND LIABLITIES:

2.1 In consideration of the amount to be paid by the First Party to the

Second Party in the manner set out herein and subject to the provisions

of this Agreement, the First party hereby agrees to give on management

the said restaurant for its running, and the Second Party hereby agrees

to take the management of the said restaurant for its running, absolutely

and forever including legal and beneficial rights, title and interest.

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 2.2 The Parties agree that all liabilities or liabilities under any statute in force

in relation to the restaurant including but not limited to any obligation, or

indebtedness of any kind, character or description, whether absolute,

contingent, accrued, liquidated, unliquidated, known, unknown, executory

or otherwise or any tax litigations / statutory dues, and shall include but not

be limited to the following, in relation to the Business will be on the part of

the Second Party only :

 All obligations with respect to the Employees arising out of or relating to

their employment with the Seller prior to the Closing;

 All litigation liabilities for claims pertaining to or arising from any dispute

in lieu of running of the restaurant.

3. INDEMNIFICATION

Parties shall indemnify each other and save themselves and their Affiliates and

hold harmless, any Customers from and against any adverse effects that the other

party or any of their Customers may hereafter incur or be laible for, to the extent

caused, by reason of, arising out of or resulting from (a) a Breach (b) any

negligent Act, omission or Error of the other Party or their Associates.

4. MISCELLANEOUS

4.1 General Conditions of business if any, use by either of the Parties under

whatever name or header, shall not apply to this Agreement.

4.2 The Agreement will replace any prior agreements between the Parties

covering activities similar to the Services.

5. RESTRICTIVE COVENANTS

5.1 The Parties agrees and aware that retaining each other’s Confidential

Information and /or disclosing such Confidential Information to Third Parties-

for any other purpose other than the proper performance of the Services

constitutes a Criminal Offence.

5.2 Any intellectual in respect of the work products developed by any of the party

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 in the performance of the Services shall exclusively vest in the concerning

party.

6. MODIFICATION

Notwithstanding any other provisions of this agreement, the parties acknowledge

that this contract is subject to modification by mutual agreement to the parties.

Such modification shall also be subjected to review upon any subsequent renewal

of this agreement; however nothing in this agreement shall be construed as a

commitment to execute future agreements with vendor or to extend this

agreement in any way.

7. SERVERABILITY

The invalidity of any section, subsection, clause or provision of this agreement

shall not affect the validity of the remaining sections, subsections, clauses or

provisions of the agreement.

8. GOVERNING LAW and DISPUTE RESOLUTION

8.1 This Agreement and any disputes or claims arising out of or in connection

with its subject matter are governed by and construed in accordance with

the Laws of India.

8.2 The Parties irrevocably agree that the Courts at Jaipur, Rajasthan has

exclusive jurisdiction to settle dispute or claim that arise out of or in

connection with this Agreement or its subject matter.

8.3 If any dispute, controversy or claim of whatever nature arises under, out of

or in connection with this Agreement or any related document thereto,

including a dispute as to the validity or existence or termination of this

Agreement, or any breach or alleged breach thereof, the Parties shall use all

reasonable endeavors to resolve the matter amicably. If the Parties fail to

reach an agreement within 30 days from the date when such Dispute had

first arisen, the Dispute shall be submitted to arbitration and then also if the

Parties fail to reach an agreement within sixty (30) days from the

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 appointment of arbitrator, then further resolution should be done in

accordance of laws of India and the venue of courts be in city of Jaipur,

Rajasthan.

IN WITNEESES WHERE OF the parties hereto have signed this agreement on

the dates respectively mentioned against their name.

1) Mr.

(FIRST PARTY)

1) Mr.

(SECOND PARTY)

Witness 1 :Sign -

Name :

Father Name :

Address :

Aadhar No :

Witness 2 : Sign -

Name :

Father Name :

Address :

Aadhar No :

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