OFFICE LEAVE AND LICENSE AGREEMENT

THIS DEED OF LICENSE (AGREEMENT) IS MADE AND EXECUTED ON ________________, at NOIDA

BY AND BETWEEN:

SUNIL AGARWAL, S/o Late Shri D.C. Agarwal, R/o C- 50, Sector 50, Noida hereinafter referred to as the
‘LICENSOR’ / ‘OWNER’ (which expression shall unless excluded by or repugnant to the subject or context be deemed
to include his heirs, executors, administrators, representatives, successors and assigns) of the FIRST PARTY;

AND

M/s ___________________________________a Private Limited Firm through its Authorized

Signatory_________________, S/o Mr. ______________, R/o
________________________________________________ and duly authorized by the Board of Directors of the
Company through board resolution dated ______________ (Annexure-A) (hereinafter referred to as the “LICENSEE’,
which expression, where the context admits, shall include their heirs, executors, administrators, representatives,
successors and assigns) of the SECOND PARTY

The Licensor and Licensee are hereinafter collectively referred to as the “Parties” and individually as the “Party”.

RECITALS:

WHEREAS the Licensor is the absolute Owner, well and truly seized and possessed of and otherwise duly entitled, to
License commercial property bearing address office no. 109 / 110, 1st Floor, Tower-B, The ithum, Plot No. A-40,
Sector 62, Noida, Uttar Pradesh-201301, which is more fully described in Annexure ‘B’ referred to hereinafter as the
“Schedule Premises”. The Licensor has the absolute and un-encumbered right to License the Schedule Premises in
favor of the Licensee herein.

AND WHEREAS the Licensor and Licensee after mutual discussions have agreed to license the Schedule Premises,
with effect from _________________________________. The Licensor and the Licensee are desirous of reducing such
terms into writing hence this leave & License agreement.

NOW, THEREFORE, THIS DEED OF LICENSE WITNESSETH AND THE PARTIES HERETO AGREE AND DECLARE
AS FOLLOWS:

In consideration of the License fee herein reserved and of the covenants on the part of the Licensee to be performed
and observed, the Licensor hereby grants a License unto the Licensee the Schedule Premises along with all the
furniture, fit-outs and equipment as detailed in Annexure B and hereinafter referred to as the said Facilities and the
Licensee hereby takes on License of the same on the terms and conditions hereinafter contained.

1. PERIOD OF LICENSE:

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The term of the License shall be for period of thirty six (36) months commencing from
____________________________________ (both days inclusive) (“License Period”). There will be lock -in period of
twenty four (24) months which if the Licensee vacates the premises the security deposit will not be refunded and the
License Fee for balance period will be payable by the Licensee.

2. LICENSE FEE:
The Licensee shall pay the Licensor a License fee aggregating to Rs. ________ [Rs.____________________]
(hereinafter referred to as “License fee”) on or before 1st day of every month, in advance. Further details regarding
License fee are set out in Annexure C of this agreement.
Licensee fee is subject to GST & also TDS as per the prevalent laws of India from time to time.

3. SECURITY DEPOSIT:
Details of the Security Deposit are set out in Annexure D of this agreement. A security deposit of Rs. ___________ (Rs.
_______________________________) which will be paid to the Licensor, upon the signing of this Agreement.

The Security Deposit shall be held by the Licensor, during the period of License and shall be returned within seven (7)
days via authorized representative from the day of vacating the scheduled premise after adjustments towards any
damage to the premises, fittings and fixtures, non-payment of maintenance charges and electricity charges, if any, as set
out in Annexure B and as per clause 1.0 above. Security deposit will not be adjusted in License fee at any point in time.

4. LOCK-IN: The Premises will have a hard lock-in of 24 months & if the Licensee vacate the premises earlier for any
reason whatsoever the security deposit will be forfeited.

5. RENEWAL:
On expiry of the License period, the Licensor or its authorized representative and the Licensee shall have the option to
renew the Leave and License Agreement at terms and conditions mutually agreed upon then.

6. LICENSE FEE INCREASE:

The License fee will increase at the rate of 05% at the expiry of each period of 12 months from the date of
commencement of the Agreement, i.e., 05% increase per year.

7. TERMINATION:

The Parties agree that, in the event of failure to pay the License fee due within 7 (seven) days from the day of due by the
Licensee, the Licensor shall have the right to terminate the License and forfeit the security deposit in such as event.

6.1 The Licensor or its authorized representative shall have the right to claim damages and deduct up to 100% of the
security deposit of the Licensee or terminate the License with a 24 hour notice to Leave the premises or both in the
event of any of the following happening:

a) Written complaint from the housing society/association or the building maintenance agency against the Licensee.

b) In the event of the Licensee using the scheduled premise for reasons other than the purpose specified, i.e.,

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 commercial office space.

c) Non Payment of any of Maintenance chargers, Electricity charges, TDS or GST for a period of more than 07
days from the date of generation of the bill.

6.2 In the event of termination, the Licensor or its authorized representative shall the Licensee shall restore the
premises in the same as his former estate without prejudice to his right to recover all arrears of License fee and the
interest free security deposit shall be refunded to the Licensee within three (3) working days of vacating the
premise after deducting the unpaid License fee & other charges as may be applicable.

6.3 In case of termination of the Agreement before 24 months, the security deposit will be forfeited.

8. MAINTENANCE & UPKEEP OF THE SCHEDULED PREMISE:

The Licensee shall use the Schedule Premises carefully and diligently and shall not cause any willful damage to the
Schedule Premises and the Facilities. However, normal wear and tear is accepted.

If the Licensee causes the damage due to reasons other than natural wear and tear, the Licensor or its authorized
representative shall be entitled to recover the damage charges from security deposit.

The Licensee will not alter any design, colour or any other change in the premises without the written consent of
Licensor.

9. UTILITY COSTS AND SOCITEY MONTHLY CHARGES:

The Licensee shall bear all society maintenance charges and utility costs - electricity, water, telephone and other utilities
(Gas, cable, internet etc.,) consumed by him/her in the Schedule Premises based on actual rates of the concerned
statutory authority, during the term of the License and any renewal thereof. The Licensee shall be responsible for
payment of the dues. The Licensor or its authorized representative reserves the right to deduct any unpaid utility costs
from the security deposit.

10. USE OF THE PREMISES:

During the License period and any extension thereof, the Licensee shall use the Schedule Premises for commercial
office purpose ONLY.

11. LICENSOR’S REPRESENTATIONS:

The Licensor hereby represents and declares that it has the right and authority to grant the License of the Schedule
Premises and the Facilities and that the Schedule Premises are free from any encumbrance.

The Licensor shall be liable to pay all maintenance, electricity, telephone and water charges that would have arisen with
respect to the said Schedule Premises prior to the commencement of the License, i.e., all maintenance charges before
01 July 2022.

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12. OTHER TERMS & CONDITIONS:

The Schedule Property is located in a building and the Licensee therefore agrees to be subject to the existing by-laws
and internal rules of the building association / maintenance agency wherever applicable.

The Licensee and its representative shall submit his basic details including emergency contact number & proofs of
identity and address to the Licensor before the agreement start date. The Licensee agrees that failure to submit these
details shall lead to cancellation of the Licensee Agreement. Annexure E+F

The Licensee will have no right to sub License the premises to any person and any such activity will be null and void and
the Licensor will have the right to recover any damages that may arise. The Licensee will not use this premises for any
illegal and immoral purposes / space or any other purposes prohibited by the local authorities / society.

Licensee may use the premises for registering it as its Head Office and Registered Office, however indemnifies the
Licensor against any claim made by any statutory authority in this regard. Licensee will take due permissions required by
law to this effect.

Premises cannot be mortgaged or given possession of by the Licensee to any other party and Licensor has the right to
inspect the property at any time.

In case of change of ownership of the premises, the new owner will have the right to accept or terminate this agreement
and the Licensee in such a scenario will be bound by the decision of the new owner.

13. NOTICES:

Any notice to be issued either to the Licensee or to the Licensor or its authorized representative shall be addressed or
sent to their respective addresses and/or email IDs or via hand delivery (Annexure F).

14. ENTIRE AGREEMENT:

The terms and provisions herein constitute the entire agreement between the parties with respect to the subject matter
hereof and cancel and supersede any prior understandings and agreements between the parties hereto with respect to
the subject matter hereof. There are no representations, warranties, terms, conditions, undertakings or collateral
agreements, expressed, implied or statutory, between the parties other than as expressly set out in this Agreement or in
any certificate required by this Agreement or in any agreement to be entered into pursuant to the terms hereof.

IN WITNESS WHEREOF the parties hereto have executed this Agreement at NOIDA on the day and year first above
written.

Signature: Signature:

_________________________________ _____________________________________
[Sunil Agarwal] [________________]

For: OWNER / LICENSOR For: LICENSEE

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Witness 1.__________________________________ 2.__________________________________

Name & Address Name & Address

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ANNEXURE A

Board Resolution authorizing Mr. __________________ to sign this Agreement

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ANNEXURE B

S CHEDULE PREMISES & FACILITIES

FURNISHINGS
Work Stations: 25+11=36
Tables : (2) in the cabins, (1) Open Area and (1) in the conference room, (1) Pantry table
Chairs : 52 – (02) Visitor chairs at reception, (04) in conference room, (01) at reception, (06) in two cabins, (03) in open
area with executive table, (36) at work stations
Cabinets & Consoles : (3) cabinets, (1) console at reception, (01) Pantry will hanging UNIT
Three Seater Sofa : 01
Blinds: 01
Reception: 01

FITTINGS
Air Conditioners: Duct & (01) Air Handling Unit (AHU)
False Ceiling : Yes (Ceiling In (2) cabins, Reception and conference room)
Flooring : Yes (Ceramic tile flooring and carpet flooring on mezzanine area)
Kitchen Equipment : No
Lights : Yes [(3) Ceiling Lights, (16) Cove lights, (6) Focus lights & (1) Jhoomar Light]
Doors : (05) glass doors
Partitions : (07) glass

OTHERS
Fire Alarm system, (6) Cameras with DBR, (1) Bio-metric device, gate locking system and (1) Intercom Device (with one
handset at reception), (1) Airtel Landline (Charges to be paid by Licensee)

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ANNEXURE C

LLICENSE FEE
Amount: Rs. ___________(Rs, ______________) per month
Payment Terms: Payable in advance before 01st of every month

Bank Details
Name : Sunil Agarwal
Bank : Axis Bank, Sector 51 Branch, Noida
Account Number : 911010007390726, IFSC Code : UTIB0001149
PAN Card Number – AEZPA5680F

LICENSE FEE EXLUSIONS:

1. Society maintenance charges (These will be paid by Licensor in advance for every month & the same will be
refunded to Licensor by Licensee)
2. Water charges. Electricity Charges, telephone charges.
3. Any items that is not covered under furnishing & fitting.
4. Day to day or weekly cleaning or maid charges
5. Periodic maintenance of Air Conditioning
6. Payments to all newspaper and water vendors etc.,

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ANNEXURE D

REFUNDABLE SECURITY DEPOSIT

Deposit : Rs. ______________/- (Rs. __________________________)
Deposit Terms : Interest free refundable deposit.
Payment Terms : At the time of signing of the agreement
Refund Terms : Within seven (7) working days from the day of vacating the premises and after deductions, If any.

PAN Number of the LICENSEE – _______________ (To be furnished when received)

GST Number – __________________ (To be furnished when received)

Deduction on move-out: Any damage other than normal wear and tear and society dues

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ANNEXURE E

IDENTITY PROOFS OF THE LICENSEE PAN card, GST certificate, Aadhar Card copies of both Directors &
Authorized signatory. (Both sides of the card)

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ANNEXURE F

ADDRESS FOR COMMUNICATION AND NOTICE

Licensor:

Name : Sunil Agarwal, C/o Late Shri D.C. Agarwal

Address : C-50, Sector 50, Noida – 201 301
Email : sunil@blackoliveventures.com
Phone : +91 9810496972

Licensee:

Name : M/s _______________________________________ through it Director Mr. __________________

Address : _____________________

Director Email : _____________________

Director Phone : +91 _________________

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