LEASE AND LICENCE AGREEMENT THIS AGREEMENT made and entered into at Place________________ this Date:______________, Between Mr.

/ Mrs. / M/s : _____________________________ age _______Years, Indian Inhabitant, Residing at _____ ______________________________________________________________________ and having office at ______________________________________________________________ ____________________________ Hereinafter for the sake of brevity referred to as THE LICENSOR (which expression shall unless it be repugnant to the context or meaning thereof shall deem to mean and include their respective heirs, executors, administrators and assigns) of the One Part. AND XYZ LTD., a Company incorporated under the provisions of the Companies Act, of 1956, having its Registered Office at 12, Abcd, Efgh, IJK, hereinafter for the sake of brevity referred to as THE LICENSEE (which expression shall unless it be repugnant to the context or meaning thereof shall deem to mean and include their present as well as future directors, their nominees administrators and assigns) of the Other Part. WHEREAS the said THE LICENSOR owns and possesses an premises at _________________________ _______________________________________________, Admeasuring approx, _______ sqft hereinafter for the sake of brevity referred to as the said premises. And whereas THE LICENSEE has approached THE LICENSOR for allowing them to use the said premises for a temporary period and to conduct their business

including setting up business of ABC activities and Distribution of all financial products of its HOLDING Company, at the above said premises with the amenities as per Annexure-1. AND WHEREAS THE LICENSOR has represented that they are entitled and have agreed to allow THE LICENSEE to use the said premises for a temporary the period as mutually agreed upon and to conduct its business from the said premises, on the terms and conditions mutually agreed between the parties hereto. AND WHEREEAS the parties hereto are desirous of recording the terms and conditions of their agreement in writing as below. NOW THIS DEED WITNESSETH THAT IT IS HEREBY AGREED BY AND BETWEEN THE PARTIES HERETO AS FOLLOWS:1. THE LICENSOR hereby agree to allow THE LICENSEE to conduct their bonafide and legitimate business for initial period of eleven months beginning from Date: ___________. Thereafter the period shall be extended automatically for a further period of 11 months by both the parties on the same terms and conditions for further 11 months for two subsequent extensions unless there is a notice to the contrary. A fresh agreement shall have to enter into for such extension upon expiry of 33 months. The licensee shall pay a refundable noninterest bearing Security Deposit of Rs. ____________ (Rupees______________________________________________).

2. It is agreed between both the parties that THE LICENSEE shall have option to terminate the Lease and License Agreement by giving 30 days notice in writing to The LICENSOR any time during the tenure of this agreement.

3. All such notices, requests and demands required to be issued under this agreement shall be delivered personally, or transmitted by either prepaid registered mails; or through reputed courier service to the respective local addresses mentioned above.

4. THE LICENSEE will pay to THE LICENSOR a compensation of Rs___________ (Rupees__________ ___________________________________only) per month. This amount shall be payable for every month before the 7th of the succeeding month.

5. The said premises will continue to be in possession of the said THE LICENSOR. However, THE LICENSEE will be occupying and using it as well as putting its own lock and key since it will be putting up its equipments like computers, fax machines, telephone lines, etc. and other movable in the said premises. It is expressly agreed and understood by the parties that THE

LICENSOR is allowing THE LICENSEE a license to use the premises for conducting their business there, but in no way is intended to confer any rights of tenancy, sub-tenancy, Lease or any other kind of rights whatsoever to THE LICENSEE.

6. THE LICENSEE hereby expressly agrees that they are only being allowed to conduct their bonafide business from the said premises that THE LICENSOR have not parted with any of their rights over the said premises. THE LICENSEE further agrees that shall not claim any such rights over the said premises.

7. THE LICENSEE is hereby allowed to renovate / put their own furniture, eg., tables, chairs, counter, equipments, computers, Air conditioner units, partitions, etc, in the said premises as THE LICENSEE shall deem fit. THE LICENSEE shall be entitled to remove their furniture, fixture, partitions, cabin, etc. and all other belongings at any time.

8. THE LICENSOR will arrange for all the Facilities and Amenities required by THE LICENSEE for peaceful conduct of the Business as per terms mutually agreed upon.

9. That the LICENSEE is at liberty to use the said premises on 24x7 basis.

10.The LICENSOR shall pay present Property tax and municipal tax for the tenor starting from the date of execution of the agreement, in respect of the Premises. Any increase in the property tax amount, as per Government notifications/instructions, shall be borne by the Licensor.

11.THE LICENSEE shall keep the said premises in good condition as existing today normal wear and tear expected. THE LICENSEE shall not make any structural changes to the said premises. THE LICENSEE shall not cause any damage to columns, beams, roof or outer wall of the said premises that may endanger the safety or strength of the building.

12.It is hereby and understood that the stamp duty and the registration charges on this Agreement shall be borne by THE LICENSEE and THE LICENSOR in equal proportion.

13.THE LICENSOR has no objection for THE LICENSEE to install their V-Sat, power generators and put their name plates, sign board, hoardings on the entrance and suitable places of the said premises.

IN WITNESS WHEREOF the parties hereto have set their respective hands and seal to this writing on the day and date first hereinabove mentioned.

SIGNED AND DELIVERED by

The within named THE LICENSOR LICENSEE By the within named THE

Name: in the presence of 1. 2.

Name: In the presence of 1. 2.