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Version 02
Internal regulation of
Bangladesh Special Economic Zone
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CONTENT PAGE
Section I. DEFINITIONS AND PURPOSES .................................................................................. 4
1. Definitions .............................................................................................................................. 4
2. Purpose of these Regulations ............................................................................................... 5
3. Compliance with Governmental Rules and Regulations ...................................................... 5
Section II OPERATIONS AND USES ......................................................................................... 6
4. Prohibitions............................................................................................................................ 6
5. Specific prohibitions .............................................................................................................. 6
6. Specially permitted operations and uses .............................................................................. 8
7. Responsibility for occupation and use of the Lot .................................................................. 8
8. Governmental approvals and permits ................................................................................... 8
Section III PROTECTIVE CONTROLS ON CONSTRUCTION OF IMPROVEMENTS .......... 9
9. Procedure for construction of Improvement.......................................................................... 9
10. Design Approval from BSEZ (“Design Approval”) ............................................................... 9
11. Approval of Authority for construction related applications ............................................... 10
12. During construction ........................................................................................................... 10
13. Completion of construction ............................................................................................... 12
Section IV PROTECTIVE CONTROLS ON SPECIFIC IMPROVEMENTS ........................... 13
14. Setback lines ..................................................................................................................... 13
15. Landscaping ...................................................................................................................... 14
16. Lot entrance and exit......................................................................................................... 15
17. Building .............................................................................................................................. 16
18. Parking .............................................................................................................................. 16
19. Fencing .............................................................................................................................. 16
20. Signs.................................................................................................................................. 18
21. Exterior lighting.................................................................................................................. 18
22. Loading and storage ......................................................................................................... 18
23. Power requirements 21
24. Water requirements ........................................................................................................... 19
25. Rainwater Drainage system .............................................................................................. 23
26. Security and safety measures........................................................................................... 23
27. Others ................................................................................................................................ 24
Section V ENVIRONMENTAL PROTECTIVE CONTROLS...................................................... 24
28. Wastewater........................................................................................................................ 24
29. Air pollution ........................................................................................................................ 27
30. Noise pollution ................................................................................................................... 27
31. Solid waste ........................................................................................................................ 27
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32. Others ................................................................................................................................ 28
Section VI REMEDIES ............................................................................................................... 29
33. Violation or breach ............................................................................................................ 29
34. Inspection and maintenance ............................................................................................. 29
Section VII TERM AND ASSIGNATION............................................................................... 30
35. Term................................................................................................................................... 30
36. Assignation of BSEZ’s Rights, Powers and Reservations ................................................ 30
Section VIII MISCELLANEOUS ............................................................................................ 30
37. Maintenance and Administration Charge .......................................................................... 30
38. Measures relating to unpaid charges and fees ................................................................. 31
39. Repairs to damages to common areas and facilities ........................................................ 32
40. Insurance........................................................................................................................... 32
41. Rules and regulations ....................................................................................................... 33
42. Mortgage ........................................................................................................................... 34
43. Constructive notice and acceptance ................................................................................. 34
44. Splits and assignment of the leasehold ............................................................................ 35
45. Cumulative rights and waiver ............................................................................................ 36
45. Confidentiality .................................................................................................................... 36
47. Interpretation ..................................................................................................................... 36
48. Arbitration .......................................................................................................................... 36
49. Language .......................................................................................................................... 37
50. Reserved right ................................................................................................................... 37
51. Effective date..................................................................................................................... 37
[Exhibit]
1. BANGLADESH SPECIAL ECONOMIC ZONE Lot Map
2. Submission of Documents to BSEZ
3. Setback Lines
4. Prohibit Area for Construction of Entrance
5. Water Connection
6. Power Connection
7. Wastewater Standard
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Section I. DEFINITIONS AND PURPOSES
1. Definitions
1.1 “BEZA” means Bangladesh Economic Zones Authority, a statutory body formed
under the auspices of the Bangladesh Economic Zones Act, 2010 having its
registered office at Level 12 Monem Business District 111, Bir Uttam C.R. Dutta Road,
Karwan Bazar, Dhaka-1205
1.2 “BSEZ” means Bangladesh SEZ Ltd., d a company incorporated with limited liability
under the laws of the Bangladesh having incorporation No. C-157516/2019 with its
registered office at Sonpara, Panchrukhi Via Rupganj Araihazar, Narayanganj-1460,
Bangladesh
1.3 “Industrial Zone” means an area in BANGLADESH SPECIAL ECONOMIC ZONE
specified in Exhibit 1.
1.4 “LAND SUBLEASE AGREEMENT” means the agreement for sub-leasing the land
use rights of the Lot signed by the Tenant.
1.5 “RENTAL AGREEMENT” means the contract for leasing the Rental Factory and/or
Rental Warehouse signed by the Tenant.
1.6 “Tenant” or “Tenants” means persons, entities or organizations, which have executed
LAND SUBLEASE AGREEMENT or RENTAL AGREEMENT for a Lot in Bangladesh
Special Economic Zone, or a Rental Factory, or a Rental Warehouse in Bangladesh
Special Economic Zone, and their successors and assignees.
1.7 “Lot” means the part of Bangladesh Special Economic Zone leased by the Tenant
pursuant to LAND SUBLEASE AGREEMENT or RENTAL AGREEMENT entered with
BSEZ.
1.8 “Rental Factory” means the factory buildings which are built by BSEZ in Bangladesh
Special Economic Zone with the intention of renting to the Tenant.
1.9 “Rental Warehouse” means the warehouse buildings which are built by BSEZ in
Bangladesh Special Economic Zone with the intention of renting to the Tenant.
1.10 “Regulations” means these internal regulations which are embodied herewith and
which may be replaced and amended from time to time by BSEZ. These Regulations
shall be applicable to the Tenant under LAND SUBLEASE AGREEMENT or RENTAL
AGREEMENT, which shall be incorporated by reference in, and made an integral part
of the LAND SUBLEASE AGREEMENT or RENTAL AGREEMENT, as though
repeated in full therein.
1.11 “Protective Controls” means the restrictions set forth in Section III and elsewhere in
these Regulations.
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1.12 “Improvements” means any kind of structures, such as buildings, paved areas, fences,
walls, poles, built, erected, installed or otherwise located and any landscaping or
planting in Bangladesh Special Economic Zone.
1.13 “Internal Roadways” means the Primary Streets and the Secondary Streets described
in this Article.
1.14 “Primary Street” means roads with two (2) or more lanes for one way. The roads with
one lane for one way are defined as “Secondary Street”.
1.15 “Buffer zone” means the area between curbstone line of Internal Roadways and
Tenant boundary line.
1.16 “Common Areas and Facilities” means areas and facilities within Bangladesh Special
Economic Zone which include, but are not limited to, the Primary Street, the
Secondary Streets, drainage system (including retention canal and retention pond),
water supply system (including WPP), sewage system (including STP),
Administration office building and such areas and structures owned by BSEZ as well
as the equipment, machinery and whatsoever movable located or installed in or on
them.
1.17 “WPP” means the common Water Purification Plant constructed, owned and operated
by BSEZ in Bangladesh Special Economic Zone.
1.18 “STP” means the common Sewage Treatment Plant constructed, owned and
operated by BSEZ in Bangladesh Special Economic Zone.
2. Purpose of these Regulations
The purpose of these Regulations is to achieve the following in the Industrial Zone:
2.1 To ensure regulation of legitimate and proper activities within the Bangladesh Special
Economic Zone and to ensure security for the properties and benefits of the Tenants
in Bangladesh Special Economic Zone under fair and equal conditions;
2.2 To ensure safety conditions, hygiene and effective use of facilities and amenities for
the Tenants in Bangladesh Special Economic Zone;
2.3 To protect the environment and scenery in Bangladesh Special Economic Zone and
its neighboring areas;
2.4 To ensure security and order in Bangladesh Special Economic Zone against any
action that will or might depreciate the value of Bangladesh Special Economic Zone
or the properties of the Tenants; and
2.5 To ensure the friendship and harmonious relationship with local society and
contribute towards the development of the surrounding area.
3. Compliance with Governmental Rules and Regulations
3.1 In addition to this Internal Regulation, the Tenant shall comply with any governmental
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laws, rules and regulations including not but limited to the Bangladesh Economic
Zones (Construction of Building) Rules, 2017 and Bangladesh National Building
Code (BNBC), 2020.
3.2 In the event that any provision hereof is determined by competent authorities or BSEZ
to be invalid or unenforceable under laws and regulations of The People’s Republic
of Bangladesh, then such provision shall be ineffective to the extent of such invalidity
or unenforceability, without affecting any other provisions of these Regulations, which
shall remain in full force and effect.
Section II OPERATIONS AND USES
4. Prohibitions
Any performance and operation within the Lot or any part of Bangladesh Special Economic
Zone which, at the sole discretion of BSEZ, may be contrary to the purposes of these
Regulations as set out in Article 2 shall be strictly prohibited. Any commercial activities by the
Tenant other than those approved by BEZA or any other relevant authorities in favor of the
Tenant or otherwise approved in addition to said approval shall be also prohibited. No portion
of Bangladesh Special Economic Zone or any Improvements thereon shall be used in such
a way as to violate the laws, rules and regulations issued by the authorities relevant to
environment, public health, safety and so forth.
5. Specific prohibitions
The operations and uses which are not in accordance with the purposes of these Regulations
as set out in Article 2, including not but limited to following operations and uses from Article
5.1 to 5.14, shall be specifically prohibited in Bangladesh Special Economic Zone. BSEZ shall
have the sole decisive power to judge in this respect, without prejudice to the authorized
operations and uses for each Lot in accordance with the LAND SUBLEASE AGREEMENT to
be executed with each Tenant. Any approval or disapproval by BSEZ shall be based upon
consideration of the objectives of Bangladesh Special Economic Zone and the effect of such
operations or uses on other Tenants or Lots subject to these regulations. The liability of BSEZ
and its successors or assignees with regard to the conduct of such approved operations or
uses shall be limited in accordance with Article 7.
5.1 Real Estate Business and/or Speculation in Land
Any investment in the Lot of Bangladesh Special Economic Zone or any facility or
building for the purposes of renting, leasing the whole or a portion of it or any other
real estate business or speculation.
5.2 Junk Yard
A facility primarily engaged in the business of collecting, gathering, storing, and/or
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selling of discarded used machinery, equipment, tools, parts and/or any movable or
other assorted similar items, excluding a facility to treat industrial waste by liable and
blue-chip technology.
5.3 Animal Facility
A facility raising and/or slaughtering any kind of animals including, but not limited to,
insects.
5.4 Asbestos Products
A facility for any work related to asbestos.
5.5 Blasting and Quarrying
A facility in the business of blasting or crushing of rocks, excavation or dredging of
gravels and sand or clay, screening or sorting of gravels or sand or quarrying of sand
which doesn’t have any appropriate countermeasures to prevent dust noise and/or
air pollution.
5.6 Petroleum, Asphalt and Fuel
Petroleum, asphalt, fuel and cooking gas refineries or storages which does not have
appropriate countermeasures for care of environmental pollution.
5.7 Dyeing
A facility for tanning and dyeing of leather, plants, plant fibers, or wool and the likes,
excluding the facility which can treat the color from its wastewater.
5.8 Weapon and Arms
A facility for production or storage of weapon and arms.
5.9 Illegal Drug
A facility for production or storage of illegal drug.
5.10 Entertainment
No entertainment spots such as nightclubs, karaoke and the like shall be located in
Bangladesh Special Economic Zone.
5.11 Residential building
Any Improvements or a portion thereof within Bangladesh Special Economic Zone,
except those expressly provided for by BSEZ or its assignee, shall not be used for
residential purposes except in instances where security guards, watchmen,
maintenance shift personnel and other similar persons need a temporary place to
sleep in, subject to the prior written approval of BSEZ in accordance with Section III.
The dormitory of employees of the Tenant and its contractor is also prohibited in the
Lot.
5.12 Warehouse and Yard Business
Warehouse whose scope of business is the only storage of cargo or Yard Business
where Tenant has no plan to construct any permanent offices and warehouse, shall
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not be permitted to be conducted, established or located in Bangladesh Special
Economic Zone.
5.13 Disapproved and discouraged industry
Any industry which is disapproved/discouraged to locate inside Bangladesh Special
Economic Zone by BEZA or any other relevant authorities.
5.14 Similar operations and uses
Any other operations, activities or facilities which, in the sole opinion of BSEZ, are
similar to any of the operations or activities of facilities in Article 5.1 to 5.13, shall not
be permitted to be conducted, established or located in Bangladesh Special
Economic Zone.
6. Specially permitted operations and uses
Operations and uses which are specifically prohibited herein may be permitted by BSEZ and
only then if strictly complying with all governmental laws, regulations and requirements. In
such case, written approval of BSEZ is required and such approval may be subject to
conditions imposed by BSEZ from time to time. In such event, the liability of BSEZ and its
successors or assignees with regard to the approval of such operations or uses shall be
limited in accordance with Article 7.
7. Responsibility for occupation and use of the Lot
The Tenant is solely responsible for the occupation and use of the Lot and the Improvements
constructed therein. As such, the Tenant shall keep BSEZ indemnified and hold BSEZ free
and harmless against all liabilities, losses, damages, claims, expenses and costs owing to or
which may be owed to any neighbor and/or any Tenant in Bangladesh Special Economic Zone
or any other third party arising out of or caused by the Tenant’s occupation and use of the Lot
and the Improvements therein.
8. Governmental approvals and permits
8.1 In no event shall the Tenant use the Lot for any operation without all necessary
approvals, permits and licenses which will be and may be required by the existing
laws and regulations of The People’s Republic of Bangladesh, including renewal or
updates of such approvals, permits and licenses when required.
8.2 The Tenant shall provide BSEZ with copies of all approvals, permits and licenses
concerning the operation and the use of the Lot for the Tenant in Bangladesh Special
Economic Zone, including such as the investment license issued by BEZA or any
other relevant authorities and its revision, if any. Submission of the above shall be ten
(10) calendar days after signing of LAND SUBLEASE AGREEMENT or RENTAL
AGREEMENT.
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Section III PROTECTIVE CONTROLS ON CONSTRUCTION OF IMPROVEMENTS
9. Procedure for construction of Improvement
Any and all Improvements shall be examined and approved by BSEZ before, during and after
construction work. The Tenant shall observe the procedures for the design and construction
work in the Lot as mentioned in this Section and, in addition, the provisions of Section IV and
Section V herein. All relevant laws and rules shall be also complied with by the Tenant in
construction and maintenance of Improvements.
10. Design Approval from BSEZ (“Design Approval”)
10.1 Submission of Design Approval Application
The Design Approval Application (“ DAA ”), accompanied by the items listed in Exhibit
2, shall be submitted by the Tenant to BSEZ prior to start of construction activity.
Plans stipulated in 10.1 should be submitted to BSEZ not later than two (2) months
before the start of factory construction. Should the Tenant decide to construct its
factory within the construction period of BSEZ’s infrastructure construction works,
BSEZ and the Tenant shall meet to acknowledge BSEZ’s “Rules of Construction for
Tenants’ Construction Works in Bangladesh Special Economic Zone” (“ Rules of
Construction ”) which is submitted from BSEZ to the Tenant accordingly and the
Tenant shall submit to BSEZ a rough schedule of the construction works not later
than ten (10) days prior to commencement of the construction works.
10.2 Review and approval by BSEZ
10.2.1 The Tenant shall submit three (3) original sets of dossiers and two (2) CD soft copies
of the DAA as specified in Article 10.1 to BSEZ. Then, BSEZ shall review the DAA
from the viewpoint of compliance/non-compliance with the Protective Controls and
other provisions in these regulations but will not examine the DAA from the viewpoint
of engineering/architectural sufficiency. Approval of the DAA shall be made in writing
by a signature of BSEZ and company seal of BSEZ. Such approval shall not be
unreasonably withheld by BSEZ.
10.2.2 BSEZ shall not be liable to the Tenant nor to any occupant of any Lot and/or any
Improvements affected by the Protective Controls, by reason only of approval or
disapproval of the DAA. The Tenant shall hold BSEZ free and harmless from any and
all claims arising from any damages or defects to any Improvements and shall be
solely responsible for the same.
10.2.3 After the approval for the DAA by BSEZ, BSEZ will return two (2) sets of the approved
DAA with BSEZ company stamp, and the Tenant shall submit necessary documents
including the approved DAA original to BEZA or any other relevant authorities in
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accordance with existing relevant governmental regulations. If any change or
discrepancy may occur between the approved DAA and said documents, the Tenant
shall submit details to BSEZ in accordance with Article 11.1 for approval prior to
submission to BEZA or any other relevant authorities.
10.2.4 The DAA process does not approve any specifications related to the power system.
The Tenant shall separately receive Design Approval for Power System.
10.3 Submission of Design Change/Modification Application
If any change of the approved DAA may occur, the Design Change/Modification
Application shall be submitted by Tenant to BSEZ prior to start of change/modification
of it.
11. Approval of Authority for construction related applications
11.1 Submission to Authority
After the Tenant receives the approved DAA from BSEZ, the Tenant shall submit the
approved DAA and other necessary documents to Authority in accordance with
existing relevant governmental regulations. If any change or discrepancy may occur
between the approved DAA and said documents, the Tenant shall submit details to
BSEZ in accordance with Article 10.1 for approval prior to submission to Authority.
11.2 Approval of Authority
After Authority has approved the application for construction related applications, the
Tenant shall submit a copy of the said approval letter to BSEZ prior to commencement
of any construction work on the Lot.
12. During construction
12.1 Commencement of construction
12.1.1 The Tenant shall undertake to obtain all permits and authorizations necessary for the
construction of its Improvements and its operations and perform all works in
conformity with the provisions of such permits and authorizations as well as any
applicable laws and regulations. The Tenant shall provide BSEZ with copies of all
approvals, orders and correspondence from any governmental entity concerning its
construction in the Lot.
12.1.2 The Tenant shall inform BSEZ in writing not less than fourteen (14) calendar days
prior to the commencement of construction, provided all approvals concerning
commencement of construction has been issued by BSEZ and BEZA or any other
relevant authorities. Should there be any changes, the Tenant shall keep BSEZ
informed of any revised commencement date in writing soon after every revision.
12.1.3 The Tenant shall submit the construction schedule to BSEZ for monitoring. The
Tenant shall also notify BSEZ of the contractor’s names and contact details of its
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authorized person. Should there be any changes, the Tenant shall submit a revised
schedule including the contractor’s name to BSEZ soon after every revision.
12.1.4 The Tenant shall start its physical construction works for its factory building within six
(6) months after the signing date of LAND SUBLEASE AGREEMENT or RENTAL
AGREEMENT or after the commencement date of construction provided in the
business plan approved by BEZA or any other relevant authorities, whichever comes
later. In addition, the Tenant shall complete the first stage of the factory construction
within eighteen (18) months from the start of construction. In the event that, the
Tenant has a plan to construct multiple factories in the Lot in phase by phase,
construction of the first factory building shall be required to follow the schedule
mentioned herein. In addition, the Tenant shall start its production activity (including
test operation) within 6 months after completion of the first factory building or the
commencement date of production activity provided in the business plan approved
by BEZA or any other relevant authority, whichever comes later.
12.2 Protective control during construction work
12.2.1 The Tenant shall ensure that no obstruction is caused to any common utility and
property in Bangladesh Special Economic Zone and takes sole responsibility for all
the work and employees and agents of its contractor(s) and/or sub-contractor(s) in
Bangladesh Special Economic Zone.
12.2.2 As its own responsibility, the Tenant should take out insurance cover for its own
property in Bangladesh Special Economic Zone (including BSEZ property) in respect
of loss and liability risks. The Tenant shall provide BSEZ with a copy of such insurance
policies if BSEZ request the same. In addition, the Tenant shall, at its sole expense,
purchase and maintain insurance policies for all kinds of property in Bangladesh
Special Economic Zone which may be affected by construction works as reasonably
required by BSEZ at all times as described in Article 39.
12.2.3 No excavation shall be made except in connection with the approved construction of
the Improvements and, upon completion thereof, exposed openings shall
immediately be backfilled and leveled. Any kind of excavation work in the buffer zone
as specified in Article 1.14 must have the prior approval from BSEZ and with BSEZ’s
supervision during the work. Excavation work in buffer zone must be done by the
Tenant using manual labor or by other methods provided that the Tenant shall
exercise due care not to damage the underground utilities when undertaking such
excavation work. The Tenant shall compensate BSEZ for any damages or losses to
the underground utilities of BSEZ arising from the excavation works on the part of the
Tenant or its employees/agents.
12.2.4 Any work not complying with Article 12 of these Regulations shall be suspended or
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remedied upon the sole and exclusive decision of BSEZ, at the responsibility and cost
of the Tenant.
12.2.5 The Tenant shall indemnify BSEZ against all proceedings, claims, cost and expenses
which BSEZ may incur or for which BSEZ may be held liable as a result of the Tenant’s
construction works and/or any act, neglect or default of the Tenant, its employees,
contractors, agents or their respective employees.
12.2.6 Removal of Earth
(a) The Tenant shall not fill up the Lot from earth outside of Bangladesh Special
Economic Zone without the prior written approval of BSEZ.
(b) The Tenant shall not make holes or puddles or lowlands by digging in the Lot,
unless the Tenant has an inevitable technical reason to do so and obtains the
prior written approval of BSEZ.
(c) The Tenant shall not carry out any earth, sand or clay from the Lot. However,
BSEZ may allow the Tenant to move earth from the Lot to the place designated
by BSEZ at its sole discretion.
(d) The construction work of any structure or Improvements on the Lot shall be
diligently pursued to completion so that the structure or the Improvements shall
not remain in a partly finished condition.
12.2.7 The Tenant shall not discharge the wastewater to the outside of their Lot, BESZ’s
rainwater drainage or BSEZ’s wastewater pipeline during their construction works
except the prior approval by BSEZ. The Tenant shall install septic tank or other proper
facilities in the Lot and shall keep wastewater including kitchen water and toilet water
in the tank. The Tenant shall arrange to collect the wastewater by the authorized
industrial waste treatment company and/or any authorized organization. The Tenant
shall protect septic tank to avoid overflow of water inside to the ground or seep into
underground by rainwater and/or wastewater.
13. Completion of construction
13.1 Delays in completion
13.1.1 Should there be any delay in the schedule of completion of construction work as set
out in the construction schedule submitted to BSEZ, the Tenant shall inform BSEZ in
writing of the same, stating the justifiable reason(s) for the delay and indicating therein
a new completion schedule.
13.1.2 Should there be any delay of completion of construction work beyond any time limit
of constructing the Improvements stipulated in Article 12.1.4 or such period as
otherwise agreed to in writing by BSEZ, BSEZ may declare the Tenant in default of
the conditions of its lease and may exercise any or all of its rights and/or remedies
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under Section VI hereof.
13.1.3 In case the Tenant is declared in default by BSEZ as set in Article 13.1.2, the Tenant
shall forfeit the unfinished building(s) and all other structures in the Lot as well as all
expenses paid for the construction and vacate the Lot. Otherwise, BSEZ shall be free
to assume possession of the Lot and the unfinished Improvements. BSEZ may
require the complete removal of the building, structure or any movable property found
in the Lot and reinstatement of the Lot to its initial condition before commencement
of construction at the sole expense of the Tenant.
13.2 Requirement upon Completion
13.2.1 The Tenant shall remove and demolish, at its own responsibility and cost, all waste,
materials, temporary buildings and other facilities arising from its construction work
as soon as practicable after completion of the Improvements.
13.2.2 As soon as construction of the Improvements is completed, the Tenant shall notify
BSEZ in writing of the same for inspection and approval.
13.2.3 Should any material discrepancy be found from the DAA submitted in accordance
with Article 10, and if the discrepancy is in default of Internal Regulations of
Bangladesh Special Economic Zone, the Tenant shall immediately correct, at its own
responsibility and cost, the deficiencies noted by BSEZ without any objection prior to
final inspection and approval of BSEZ.
13.2.4 Any inspection and approval of BSEZ as set out in this Article shall be carried out
before any inspection from the governmental authorities.
13.3 Following the completion of construction of the Improvements agreed by BSEZ, no
new structures, whether permanent or temporary, may be erected in the Lot. No
construction, improvement, alteration or change to the Improvements may be made
without the prior written approval of BSEZ in accordance with Article 10 herein and
governmental Authorities.
Section IV PROTECTIVE CONTROLS ON SPECIFIC IMPROVEMENTS
14. Setback lines
14.1 The Tenant shall observe the following setback lines (Exhibit 3):
For property lines fronting the outer boundary twenty (20) meters
from property line of the Lot
For property lines fronting the Primary Street Fifteen (15) meters
from property line of the Lot
For property lines fronting the Secondary Street Ten (10) meters
from property line of the Lot
For property lines fronting a neighboring Lot Six (6) meters
from property line of the Lot
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14.2 No structure of any kind, no part or projection thereof, shall be constructed or installed
closer to a property line from the setback line of the Lot than herein provided. No
construction or no installation of machinery and equipment such as water or air
conditioner related equipment and/or generator, cooling tower, boiler etc. shall be
permitted. The following structures and Improvements are specifically excluded from
these setback provisions with the prior approval by BSEZ. However, regarding the
property lines fronting the other boundary with the perimeter dike, only (c) and (e) are
specifically excluded from these setback provisions.:
(a) Flag poles
(b) Any underground structures such as underground water reservoir, pipelines and
conduits
(c) Landscaping
(d) Streets, alleys, driveways, sidewalks and pavements without roof
(e) Fences, subject to Article 19
(f) Gates and guardhouses used solely for security purposes
(g) Parking place without roof, subject to Article 18
(h) Wastewater pit without roof
(i) Electrical connection rooms for 33kV supply system and transformer
(j) Facility for exterior and security lighting, subject to Article 21
(k) Rainwater drainage
(l) Controller panel of septic tank without roof
(m) Spirit House/Shrine or any other structure for the purpose of religion.
The size of Spirit House/Shrine shall not exceed 3 meters (Length) x 3 meters
(Width) x 3 meters (Height) including base slab.
(n) Utility pipelines with pipe sleepers which do not exceed the height of solid
masonry footing of fence.
15. Landscaping
15.1 The conditions of landscaping including not but limited to the total coverage of
Landscaping shall be complied with the applicable laws or regulations of the People’s
republic of Bangladesh which is effective. The Tenant shall be responsible for
landscaping the Lot and maintaining the same in a well-kept condition including, but
not limited to, trimming, watering and fertilization. The landscaping in the Lot shall be
harmonized with Bangladesh Special Economic Zone public landscaping.
15.2 The Tenant shall cut and trim the grass in the open areas regularly to maintain the
landscape even before the start of the factory construction.
15.3 The Tenant shall maintain the following areas as a landscaping area in the Lot:
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For property lines fronting Primary Street. At least five (5) meters
from the property line
For property lines fronting outer boundary. At least four (4) meters
from the end of dike
For property lines fronting Secondary Street and a
neighboring Lot
At least three (3) meters
from the property line
For the avoidance of misunderstanding, curbstone is not included in a landscaping
area in the Lot.
15.4 In the landscaping area, the Tenant shall not install or build any structure or building
on the ground including parking space without roof structure except for the structures
or buildings referred to in Articles 14.2 (a), (b), (c), (d), (e), (f), (i), (j), (l), (n) and (o)
subject to BSEZ’s prior approval in accordance with Article 10.
15.5 The entire area between the property line and the building of any Improvements shall
be landscaped with an effective combination of trees, ground cover and shrubbery.
15.6 All part of the plant and tree including, but not limited to, branches, boughs and leaves
shall be kept by the Tenant. No ivy and similar kind of creeping plant shall be
planted/erected for landscaping in the area close to the property lines in the Lot.
15.7 If, in the sole opinion of BSEZ, proper care and maintenance of any landscaping area
is not being exercised, BSEZ may, upon having first given fourteen (14) calendar days’
notice in writing to the Tenant, take such steps to correct such improper maintenance,
at the expense of the Tenant, as in its sole discretion it may deem reasonable and
necessary.
15.8 For Lots including outer boundary of Bangladesh Special Economic Zone with +8.0
meters above sea level perimeter dike, the Tenant must maintain the dike at its own
cost.
16. Lot entrance and exit
16.1 Exhibit 4 of these Regulations identifies prohibited areas for construction of
entrance(s) to the Lot. To ensure a safe and efficient flow of traffic, construction of
entrance(s) to the Lot along the highlighted area in Exhibit 4 is prohibited including
but not limited to constructing entrance(s) within one and half (1.5) meters from the
property line bordering with a neighboring Lot, from construction at the location of the
streetlight, electrical pole, hydrant and/or any other physical structure of BSEZ. The
Tenant shall construct constructing roadside curbs etc. to protect the above structures
of Bangladesh Special Economic Zone common facilities. If necessary, the Tenant
shall strengthen the Buffer Zones which contain utilities of BSEZ and manhole so as
not to damage the areas when the vehicles pass on top. Design and plan for such
design works shall require the written approval of BSEZ.
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17. Building
17.1 Maximum Building Area
The total building coverage of building “footprint” shall comply with the applicable laws
or regulations of the People’s republic of Bangladesh as amended from time to time.
For the avoidance of doubt, the total building coverage of building “footprint” shall not
exceed fifty percent (50%) of the total area of the Lot in accordance with the
Bangladesh Economic Zones (Construction of Building) Rules, 2017 at the Effective
Date. The permissible floor-to-area ratio shall not exceed one hundred eighty per cent
(180%) of the total area of the Lot.
17.2 All external walls of the Improvements that are visible from outside of the Lot shall be,
in the opinion of BSEZ, architecturally and aesthetically suitable including color and
shall be properly maintained at all times.
17.3 Canopies not exceeding three (3) meters from the improvement may be excluded
from the footprint. On the other hand, the entire area of any canopy exceeding three
(3) meters from the improvement shall be included in the footprint.
18. Parking
18.1 On-street parking without permission of BSEZ is strictly prohibited within Bangladesh
Special Economic Zone. The Tenant shall take full responsibility for its visitors,
contractors and employees. Any vehicle parked on the street without permission shall
be removed at BSEZ’s sole discretion without prior notice and all costs involved in
removal shall be compensated by the relevant Tenant(s).
18.2 The Tenant shall designate a sufficient number of paved and dust-free all-weather
parking places within the Lot in accordance with the applicable laws and regulations.
18.3 Open spaces on the setback areas excluding landscaping areas can be utilized for
parking place without a roof.
19. Fencing
19.1 The Tenant shall build the fences fully enclosing its Lot on the property lines as set
out herein, only except for the entrance and exit as stated in Article 16, the boundary
fence built by BSEZ and the provisions of Article 19.3.1 apply. Before Tenant starts
construction of Fences, Tenant and BSEZ shall confirm property line by written
evidence. After property line confirmation, Tenant shall be able to start construction
of the Fences.
19.2 Internal Roadway Fences
19.2.1 The Tenant shall erect the fences along Internal Roadways and between the Tenant’s
Lot and BSEZ common area in accordance with Article 19.1. The fences shall be
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erected on the established property line of the Tenant’s Lot. During construction of
the Fences, BSEZ shall assign supervisors to ensure that Fences are erected in
accordance with Internal Regulations of BSEZ.
19.2.2 The height of fences along Internal Roadways shall be two point four (2.4) meters
from ground level.
19.2.3 Fences along Internal Roadways shall be open-type fences made of painted wrought
iron bars. These roadway fences shall be kept upright by galvanized pipes anchored
to the ground with appropriate concrete or solid masonry footing not higher than thirty
(30) centimeters from ground level.
19.2.4 No concealing fences such as those constructed from bamboo, wooden or concrete
block shall be erected at the front of any property line facing the road. No barbed wire
fences shall be erected.
19.3 Fences between Lots
19.3.1 The fences shall be constructed to separate Lots of the Tenants. The center line of
Fences between Lots shall be coincidentally constructed by the first Tenant entering
the Lot on the established property line between Lots. Subsequent Tenants entering
neighboring Lots shall bear 50% (fifty percent) of construction cost of joint fences
when the Subsequent Tenant commence its commercial operation. If subsequent
Tenant does not like the joint Fences constructed by previous Tenant, the Tenant shall
construct another Fences adjacent to existing joint fences with previous Tenant before
submitting the Application for Completion Inspection to BSEZ and does not have to
share construction cost for joint fences with previous Tenants. As fences between the
Lots, non-concealing fences are highly recommended.
19.3.2 Fences between Lots shall be of materials acceptable to BSEZ, plaster finish or
painted where appropriate, and based on aesthetic standards. Barbed wire shall not
be used.
19.3.3 The height of fences between Lots shall be two point four (2.4) meters from ground
level.
19.4 Fences fronting the outer boundary
19.4.1 The Tenant shall build the fence onto the top of the perimeter dike to fully enclosing
the Lot. The fence shall be a type of solid fence and made of steel or similar material,
with at least one (1) door for maintenance of perimeter dike.
19.5 Cost for Fence Erection, Maintenance
19.5.1 For Fences erected by BSEZ to be used by the Tenant including not but limited to the
external fences on boundary lines, 50% of the fence erection cost shall be borne by
the Tenant.
19.5.2 For fences with cost-sharing between the first Tenant and the subsequent Tenant,
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maintenance cost shall be shared equally between the two Tenants.
20. Signs
20.1 Signs or other advertising devices shall not be permitted without specific written
approval of BSEZ and, if required, from any relevant authorities and in strict
compliance with applicable laws and regulations. Signs eligible for approval will be
only those identifying the name, logo, business and products of the Tenant. Signs
shall not be permitted to extend above the top of the building to which they are affixed
or placed on. Signs shall attach to the building and shall not be erected individually.
20.2 No signs shall be erected or maintained within the Lot except in conformity with the
following:
20.2.1 Signs visible from the exterior of the Improvements may be illuminated, but signs or
any other contrivance shall not be devised or constructed so as to rotate, gyrate, blink
or move in any animated fashion.
20.2.2 No signs shall be located closer than six (6) meters to any neighboring premises.
20.2.3 The location, type, size, design and material of all signs shall first be approved by
BSEZ, and then by the relevant authorities, if required.
20.2.4 Temporary signs are allowed during the construction period only with prior written
approval from BSEZ and, if necessary, from the relevant authorities. After completion
of the construction period, the temporary signs must be removed by the Tenant.
21. Exterior lighting
21.1 All exterior and security lighting shall, at BSEZ’s opinion and upon prior consultation
with the Tenant, be compatible and harmonious with the Improvements and
Bangladesh Special Economic Zone.
21.2 All electrical lines for exterior and security lighting for Lots along the Primary Street
shall be located underground, while Lots along the Secondary Street may be located
above ground. The electrical lines for exterior and security lighting shall be designed,
erected and maintained in accordance with the Plans duly approved in writing by
BSEZ in accordance with Article 10.
22. Loading and storage
22.1 After completion of the Improvements, loading and unloading activities shall not be
allowed in a setback area as set out in Article 14.
22.2 After completion of the Improvements, outside storage shall not be allowed in a
setback area and Tenant shall make an effort to minimize visibility from the Internal
Roadways, outer boundary roads.
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23. Power Requirements
23.1 The Tenant only can use power supplied through BSEZ’s common power supply
distribution line, and the Tenant shall not use and supply the power out of the Lot.
23.1.1 When the Tenant would like to connect to BSEZ’s common power supply distribution
line, the connection point should be in accordance with the Exhibit 6 and approved
by BSEZ into the documents submitted by the Tenant prior to the commencement of
the construction. The connection work for power supply between the BSEZ’s common
power supply distribution line and power connection arrangement for the Lot
(including installation of energy meters as necessary) shall be carried out on the
Tenant’s account by the contractor approved by BSEZ under the instruction of BSEZ.
Such connection work shall be carried out with the attendance of BSEZ and/or its
assigns.
23.1.2 The Tenant shall construct the electrical substation of required size for consumption
of allocated load. For the design and installation of the electrical substation, in
addition to the approval from BSEZ, the clearance shall be taken from government
authorities in accordance with BEZA OSS guideline and any other applicable laws
and regulations to get the power connection.
23.1.3 Power supplied through the BSEZ’s common power distribution line to the Tenant is
metered by the energy meter provided by BSEZ. The switchgear panel shall have a
separate metering compartment with padlock facility for the installation of the energy
meter. At any time, BSEZ shall have the right to inspect such the energy meter.
23.1.4 The Tenant shall submit a registration application (its form is issued by BSEZ
accordingly) for new substation or increasing the capacity of current transformer
substation at least six (6) months in advance with the Tenant who has their own
transformer substation.
23.2 For the periodical or emergency maintenance of BSEZ’s common power supply
distribution line and related facilities, BSEZ has the right to shut down the power
supply by BSEZ’s sole discretion. BSEZ shall provide reasonable notice of the
schedule of any periodic maintenance of the power supply facility to all Tenants. In
any event, BSEZ shall not be liable to the Tenant for any loss, liabilities, damages,
costs or expenses arising out of or related to the periodic or emergency maintenance
of the power supply facility.
23.3 The yearly power on/off plan by the Tenant shall be approved by BSEZ in advance.
Especially, the Tenant is responsible to provide BSEZ the information of plan for the
next year’s maintenance, testing and overhaul power system before 15th December
of the previous year for checking and reviewing including not but limited to schedule,
purpose, scope of work.
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23.3.1 At least thirty (30) calendar days before implementing actual work in accordance with
the yearly power on/off plan set forth in 23.3 of this Internal Regulation, the Tenants
must submit the official letter and obtain approval from BSEZ for the work with content
including not but limited to construction method, details schedule, purpose, scope of
work, name, and contact number of P.I.C. during the work.
23.3.3 In case of work is relating to the measuring panel, BSEZ and the Tenant should make
the minute for removing the seal of the measuring system before work and seal back
the measuring system after the work.
23.3.4 After completing the work, the Tenant shall report the work done results and request
BSEZ electrical staff on duty to recover power, and the Tenant shall make the work’s
report and keep in the operation file. The report is considered as evidence document
in any cases. The Tenant must submit to BSEZ the official test result (original or hard
copy with notary) within fourteen (14) calendar days after the execution of the test.
23.4 In case of any unexpected power on/off which is not submitted in the yearly power
on/off plan in accordance with 23.3 of this Internal Regulation, the Tenant shall submit
the official letter at least fifteen (15) calendar days in advance and obtain approval
from BSEZ for the switching power with content including not but limited to
construction method, schedule, purpose, scope of work, name and contact number
of P.I.C. during work.
23.4.1 After completing the work, the Tenant shall report the work done results and request
BSEZ electrical staff on duty to recover power, and the Tenant shall make the work’s
report and keep in the operation file. The report is considered as evidence document
in any cases. The Tenant must submit to BSEZ the official test result (original or hard
copy with notary) within fourteen (14) calendar days after the execution of the test.
23.5. In case of power on/off for repairing and/or replacement work to prevent the potential
risk of power failure, Article 23.4 of this Internal Regulation shall be applicable as well,
and in any cases the Tenant replaces the old electrical equipment/material to any
other electrical equipment/material which technical characteristic are different from
the previous one.
(i) the Tenant shall submit the document, which is includes equipment/material’s
specifications, before carrying out the work.
(ii) the Tenant shall submit the testing result of electrical equipment/materials of the
above work for BSEZ’s inspection.
23.5.1 When the Tenant completes the repairing and/or replacement work, the Tenant shall
report to BSEZ for checking and inspecting the result of the work, and in case the
results are not qualified but the Tenant still recover power for the general low-voltage
circuit breaker and/or transformer and/or MV cabinet in the Tenant’s substation, for
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safety, BSEZ’s stuff on duty have the right to cut off power of Tenant’s substation.
23.5.2 The Tenant must submit to BSEZ the official test result (original or hard copy with
notary) within fourteen (14) calendar days after the execution of the test.
23.6 In case of any power off when having high risk of power trouble or incident happening,
the Tenant can be allowed to cut off power inside their substation immediately when
the Tenant finds out the potential trouble or incident occur, which may impact to
human life or power system according to procedure for incident settlement. Right after
the power cut off, the Tenant should report to BSEZ.
23.6.1 When BSEZ’s staff on duty finds the potential trouble or incident occur, BSEZ’s staff
on duty has the right to cut off power of the Tenant’s transformer substation
immediately without incurring any responsibility caused by the suspension. BSZE will
send to Tenant the Notice about the reason of sudden power cut accordingly.
23.7 In case of power on/off for installing new transformer substation inside the Tenant’s
plot after obtaining the design approval(s) from related parties in accordance with this
Internal Regulation and any applicable laws and regulations, the Tenant must submit
the official letter at least fifteen (15) calendar days in advance and obtain the approval
from BSEZ for the power on/off registration with the content including not but limited
to construction method, schedule, purpose, scope of work, name and contact number
of P.I.C during the work.
23.7.1 After the completion of the construction and the result of inspection for power on is
accepted, the Tenant P.I.C must submit the official test result (original or hard copy
with notary), inspection results and request BSEZ’s electrical stuff on duty to power
on.
23.8 For the avoidance of doubt, BSEZ shall not be liable to the Tenant for any loss,
liabilities, damages, costs or expenses arising out of or related to the activities in this
Article 23.
24. Water requirements
24.1 The Tenant must not establish any water wells or similar facilities on any portion of
the Lot and shall only use water supplied through BSEZ’s common water supply
pipeline.
24.2 For the periodical or emergency maintenance of water supply facility, BSEZ has a
right to shut down the water supply. The Tenant shall provide water storage tanks and
the capacity of the water storage tank shall be more than a half of the daily peak
demand of Tenant’s water consumption. BSEZ shall provide reasonable notice of the
schedule of any periodic maintenance of the water supply facility to all Tenants. In
any event, BSEZ shall not be liable to the Tenant for any loss, liabilities, damages,
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costs or expenses arising out of or related to the periodic or emergency maintenance
of the water supply facility, including, for the avoidance of doubt, any such loss,
liability, damage, cost or expense due to the failure of the Tenant to maintain
appropriate water storage tanks.
24.3 Water supplied within Bangladesh Special Economic Zone shall be for the exclusive
and sole use of the Tenants within Bangladesh Special Economic Zone and shall not
be taken out of the Lot.
24.4 Connection work for water supply service between the common water supply pipeline
and water service connector for the Lot (including installation of water meters as
necessary) shall be carried out on the Tenant’s account by the contractor approved
by BSEZ under the instruction of BSEZ. Such connection work shall be carried out
with the attendance of BSEZ and/or its assigns.
24.5 The Tenant shall be responsible for maintaining the water service connector and the
water supply pipeline as shown in Exhibit 5.
24.6 Water supplied through the common water supply pipeline is metered by the water
meter provided by BSEZ as set out in Article 23.4. At any time, BSEZ shall have the
right to inspect such water meters.
24.7 The Tenant acknowledges and agrees that the water supplied by BSEZ is not for
drinking purposes, but for industrial purposes only.
24.8 Rainwater re-use system shall be approved by BSEZ upon prior discussion. Tenant
shall install a water meter in that system and covered properly with two (2) padlocks
at Tenants’ own cost. One padlock will be kept by the Tenant and the other padlock
will be kept by BSEZ. The tenant shall bear wastewater treatment charges based on
the volume of installed water meter.
24.9 If the water meter suddenly goes out of order, the water consumption for Tenant at
that time would be calculated as the formula below:
Assumed Water consumption of Tenant (m3) = A / B * C
A: Water consumption of Tenant within latest three months (m3)
B: Total days of latest three months shall be calculated from the date of beginning of
1st month to the date of the end of 3rd month, excluding the dates in which Tenant
had long holidays.
C: The Total days which the water meter was damaged shall be calculated from the
date of the end of 3rd month to the date of replacing water meter by new water meter,
excluding the dates in which Tenant had long holidays.
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25. Rainwater Drainage system
25.1 Connection work for the drain between the final manhole with sedimentation pit and
the common drain shall be carried out by the contractor approved by BSEZ under the
instruction of BSEZ. Such connection work shall be carried out with attendance of
BSEZ and/or its assigns. The Tenant shall be responsible for constructing the final
manhole with sedimentation pit including trash trap within the Lot and its design shall
be subject to BSEZ’s approval in accordance with Article 10. The trash trap just before
discharging to BSEZ’s drain system shall be installed, at the Tenant’s own expense,
with (1) screen net to catch floating objects and (2) grease trap to effectively catch
oily substance.
25.2 If BSEZ finds necessary to check the inside of the trash trap constructed by the Tenant,
then the Tenant shall admit BSEZ’s entrance into the Lot.
25.3 The Tenant shall properly and cleanly enclose and maintain all drains within the Lot,
and also between the boundary and the common drain as shown in Exhibit 5.
25.4 The Tenant shall not dump any garbage, leftover food or similar waste into the drain.
25.5 The Tenant shall connect its drainage system to BSEZ’s drainage facility only, not to
BSEZ’s manhole.
25.6 Except in cases where Tenant obtains prior written approval from BSEZ, in no event
shall the Tenant discharge any wastewater into the drainage system.
25.7 Tenant shall construct the temporary rainwater drainage within the Lot to prevent
rainwater overflow to the outside of the Lot after the signing date of LAND SUBLEASE
AGREEMENT.
26. Security and safety measures
26.1 The Tenant shall provide security and maintain safety prevention measures and
devices suitable for use, construction and operations in the Lot.
26.2 The Tenant shall install and maintain an effective fire alarm system and firefighting
system for each building in the Lot with approval from authority.
26.3 Any building within the Lot shall be equipped with a properly designed lightning
arrester with approval from authority.
26.4 Entry control
To control security inside Bangladesh Special Economic Zone, BSEZ may check all
persons and vehicles at the main entrance of Bangladesh Special Economic Zone.
The Tenant shall follow the control method explained by the BSEZ accordingly such
as installing the web application and registering the required information, and pay the
Entrance Control Charges for all the vehicles not only the vehicles belonging to the
Lessee itself but also belongings to related companies such as its customers,
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subcontractors, construction companies, logistics companies etc.
27. Others
27.1 At its sole discretion, BSEZ may allow exceptions to the Protective Controls set out
in this Article for reasons of emergency or impracticability of strictly complying with
such provisions or other similar allowable instances.
27.2 The Tenant shall comply with all the requirements imposed by all utility providers
within Bangladesh Special Economic Zone (e.g., power, telecommunications,
industrial gas, etc.). In the event BSEZ starts distribution of utilities, the Tenant shall
comply with all the requirements imposed by BSEZ.
27.3 The Tenant shall observe the service connections for utility provided by BSEZ as
shown in the Exhibits XXX. For any utility connection to other service providers which
is not shown in the Exhibits XXX, the Tenant shall separately discuss with BSEZ and
the service providers in detail on the connection method. The Tenant and its
contractor shall not be allowed to configure or manipulate any connection point
without BSEZ’s written approval and attendance of BSEZ and/or its assigns.
Section V ENVIRONMENTAL PROTECTIVE CONTROLS
28. Wastewater
28.1 Connection to Common Wastewater Discharge Pipeline
28.1.1 The Tenant shall utilize the common wastewater discharge pipeline as provided in
Bangladesh Special Economic Zone by BSEZ and shall not utilize any alternative
sources or methods of drainage of wastewater unless otherwise agreed to by BSEZ
in writing and upon obtaining necessary permit(s)/approval by the relevant authorities.
28.1.2 Connecting work for the Tenant’s wastewater discharge pipeline between the
Tenant’s wastewater pit and the common wastewater pipeline shall be carried out on
the Tenant’s account by the contractor approved by BSEZ under the instruction of
BSEZ. Such connection work shall be carried out with the attendance of BSEZ and/or
its assigns. The Tenant shall be responsible for constructing the wastewater pit in the
Lot and its design shall be subject to the BSEZ’s approval in accordance with Article
10. Measures shall be taken to prevent rainwater from flowing into the pit such as;
erection of the pit 15cm above ground or usage of water proof material on the top of
the pit.
28.1.3 The Tenant is obliged to install the inspection manhole within the Lot and its design
shall be subject to BSEZ’s approval in accordance with Article 10. The inspection
manhole just before discharging to BSEZ’s common wastewater pipeline shall be
installed, at the Tenant’s own expense, with (1) screen net to catch floating objects
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and (2) grease trap to effectively catch oily substance. Measures shall be taken to
prevent rainwater from flowing into the manhole such as; erection of the manhole
15cm above ground or usage of water proof material on the top of the manhole.
28.1.4 If BSEZ finds it necessary to check the inside of the inspection manhole constructed
by the Tenant, then the Tenant shall admit BSEZ’s entrance into the Lot following at
least twenty-four (24) hours’ prior notice in writing (save in the case of any
emergency) from BSEZ of the time and date of such inspection.
28.1.5 The Tenant shall install water-stop-valve or water-stop-plate inside the inspection
manhole at the Tenant’s own expense.
28.1.6 The Tenant shall not discharge wastewater not meeting the standards set out in
Article 27.3 to the common wastewater discharge pipeline.
28.2 Protective controls
28.2.1 The Tenant shall not dump any garbage, leftover food or similar solid waste (except
for human and animal waste) into the common wastewater discharge pipeline.
28.2.2 The Tenant shall properly and cleanly enclose and maintain all wastewater discharge
pipelines within the Lot, and also between the boundary and the common wastewater
discharge pipeline, as shown in Exhibit 5 so that these do not emit foul odors.
28.2.3 Fouled water, including, but not limited to, the following types of wastewaters, shall
not be discharged into the common wastewater discharge pipeline. In case Tenant
discharges fouled water into the common wastewater discharge pipeline or into the
common drainage by mistake, Tenant shall report to BSEZ immediately in no time:
(a) Solid materials
(b) Fouled water
(c) Calcium carbide
(d) Petroleum spirit or any inflammable solvents
(e) Inflammable, explosive or injurious liquids, solids or gases
(f) Radioactive substances not complying with Article 27.3
(g) Non-biodegradable pigments
(h) Insecticides, and/or fungicides
(i) Waste liable to form viscous or solid coating or deposits
(j) Waste liable to discolor
(k) Substances likely to damage the wastewater discharge pipeline or interfere
with the free flow of contents or cause damage to the STP.
28.3 Wastewater quality
28.3.1 The quality of the effluent from the STP shall be in accordance with the applicable
laws and regulation in The People’s Republic of Bangladesh.
28.3.2 In order to achieve the requirement under Article 27.3.1, prior to the disposal of
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wastewater to the wastewater pit to be built as per Article 27.1.2, the Tenant must
pre-treat by such as the septic tank for domestic wastewater and other special
wastewater treatment plant for industrial wastewater to ensure that the levels of such
pre-treated wastewater do not exceed the standards stipulated in the Exhibit 13. If
any value of parameter stipulated in the Exhibit 13 has discrepancy with the laws and
regulations in The People’s Republic of Bangladesh, the laws and regulations, the
standard of which is stricter, shall prevail. If the submitted wastewater monthly result
of the Tenant has found to be with over parameters, BSEZ shall summon and discuss
the countermeasure to the violation. The Tenant shall also pay additional wastewater
charge to BSEZ based on the degree of violation, which BSEZ decides at its
discretion.
28.4 Monitoring
28.4.1 For wastewater quality monitoring parameters, the Tenant is required to monitor the
wastewater at the wastewater pit by taking samples of water monthly according to
Notification of Wastewater Quality Parameter which is issued by BEZA. The test
report must be sent to BSEZ directly from the laboratory within fifteen (15) calendar
days of each month. If BSEZ does not receive the monthly monitor record from the
Tenant, BSEZ has the right to monitor the wastewater of the Tenant and the Tenant
shall bear the cost of monitoring. BSEZ may also monitor the wastewater of the
Tenant by random sampling and/or regular sampling.
28.4.2 BSEZ reserves the right to check the quality of the Tenant’s wastewater at the point
of discharge into the common wastewater discharge pipeline of Bangladesh Special
Economic Zone. The Tenant agrees to allow free and unrestricted entry at any time
to inspectors duly authorized by BSEZ to check all water piping systems and
wastewater treatment plant in all buildings on the Tenant’s Lot to ensure proper
compliance with effluent standards following at least twenty-four (24) hours’ prior
notice in writing (save in the case of any emergency) from BSEZ of the time and date
of such inspection. If the Tenant violates any of the provisions found herein, without
prejudice to any right of BSEZ to suspend water supply to the Tenant and/or terminate
LAND SUBLEASE AGREEMENT or RENTAL AGREEMENT, the Tenant shall be
liable to pay compensation to BSEZ for such breach as determined by BSEZ and this
compensation is payable upon demand by BSEZ.
28.4.3 Further, should the Tenant be found to be discharging wastewater not in accordance
with the standards set forth in Article 27.3, BSEZ shall be entitled to prohibit the
Tenant from discharging the wastewater into the common wastewater discharge
pipeline and/or to suspend or water supply to the Tenant. Without prejudice to any
right of BSEZ to terminate LAND SUBLEASE AGREEMENT or RENTAL
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AGREEMENT in accordance with the conditions set forth in LAND SUBLEASE
AGREEMENT or RENTAL AGREEMENT, the Tenant shall then be held responsible
for all claims and payments made by BSEZ in connection with any damage to the
common wastewater discharge pipeline, STP and other related pipes and systems.
The Tenant shall also be held liable for any environmental damage or claim by any
third party including, but not limited to neighbors, neighboring premises, the residents
in surrounding areas and/or the relevant authorities.
28.5 For Rental Factory, other conditions may apply and subject to discussion.
29. Air pollution
29.1 As for air pollution control, the Tenant shall have its own arrangement to satisfy the
standard stipulated by the regulation in The People’s Republic of Bangladesh. The
Tenant shall have its own arrangement, if necessary, such as installing odor pollution
control devices if its plant operations produce foul odors, which are defined in
Environmental Conservation Rules (ECR) 1997 as updated or replaced from time to
time in order to be indiscernible at a point one (1) meter outside from any property
line of its Lot.
29.2 BSEZ will, if necessary, exercise the right to check the situation of the Tenant’s
output of air pollutant and exhaust gases, foul odors at any point within the Tenant’s
Lot to ensure proper compliance with the standard.
30. Noise pollution
The Tenant shall effectively control the noise emitting from any source within the Lot with
sound-absorbing materials or other suitable means and shall comply with the applicable laws
or regulations of the People’s republic of Bangladesh including not but limited to BNBC 2020
and ECR 1997 as updated or replaced from time to time.
31. Solid waste
31.1 The Tenant shall have its own arrangement with an authorized waste treatment
company for removal and disposal to sanitary landfill or other disposal systems.
31.2 Outside storage of solid waste shall be allowed with BSEZ’s prior approval only when
it is stored in solid waste receptacles or trash containers which must be large enough
to facilitate storage and collection and which must be installed within the Lot.
31.3 The Tenant shall ensure that the said receptacles or outdoor trash containers are
placed away from the neighboring premises as set forth in Article 15 and shall be
designed and located so as not to be visible from the Internal Roadways.
31.4 The Tenant shall make sufficient provision for the safe and efficient disposal of all
wastes, including, but not limited to, pollutants generated from its Lot to the
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requirement and satisfaction of BSEZ and the relevant governmental authorities. In
the event of any default by the Tenant under these regulations, the Tenant shall be
responsible for taking remedial measures within fourteen (14) calendar days after
being notified by BSEZ except if BSEZ requires the Tenant to take emergency
measures at BSEZ’s sole discretion. Otherwise, BSEZ may take such remedial
measures deemed necessary at BSEZ’s sole discretion and charge all costs and
expenses incurred thereby to the Tenant.
32. Others
32.1 The use of ozone-depleting substances shall be regulated and implemented in
accordance with the provisions of the Montreal Protocol and existing governmental
regulations.
32.2 As for vibration control, the Tenant shall have its own arrangement to satisfy with the
applicable laws or regulations of the People’s republic of Bangladesh.
The Tenant shall have its own arrangement, if necessary, such as installing Vibration
Control Devices for equipment that will require such devices if its plant operations
produce ground vibrations that can be felt at a point one (1) meter inward from any
property line of its Lot. The Tenants and its contractors shall also hold liable for any
damage or claim by any third party including, but not limited to neighbors, neighboring
premises, the residents in surrounding areas and/or the relevant authorities due to
any noise and vibration impacts.
32.3 With reference to usage, producing, storing, disposing and handling of dangerous or
hazardous materials in Bangladesh Special Economic Zone, the Tenant must strictly
comply with applicable laws, regulations, notices and any requirements from BSEZ
from time to time and, at its sole responsibility and expense, shall treat, safety
manage, eliminate or dispose of all dangerous or hazardous materials and waste
including, but not limited to, industrial waste.
32.4 The Tenant and its contractor or transport firm shall not dump or drop or scatter any
garbage and the similar such as, but not limited to, excess soil in any part of
Bangladesh Special Economic Zone and its vicinity with the exception of any
designated places according to any provisions in these regulations. In the event of
failure by the Tenant or its contractor or transport firm, the Tenant shall take full
responsibility to remove such garbage or reimburse any cost paid by BSEZ.
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Section VI REMEDIES
33. Violation or breach
If the Tenant breaches or fails to comply with any provision of these Regulations or the
applicable laws or regulations and requirements of any competent governmental authority, in
addition to its right to claim compensation from the Tenant for any loss or damage incurred
as a result of such breach or failure, BSEZ has the right to send a notice of default to the
Tenant identifying the Tenant’s breach and setting out the remedy required of the Tenant. If
the Tenant has not remedied the breach within fourteen (14) calendar days of the date of the
notice, BSEZ may (but is not obliged to) exercise the following rights and remedies in addition
to the rights and remedies contained in the LAND SUBLEASE AGREEMENT or the RENTAL
AGREEMENT signed by the Tenant.
(a) To enter upon the Lot where such said violation or breach exists and, at the expense
of the Tenant, to remedy the Tenant’s breach or failure to comply and to maintain and
enforce such remedy until corrective measures or safeguards have been instituted
by the Tenant and accepted as adequate and satisfactory by BSEZ; and/or
(b) To bring proceedings against the person or persons who have directly or indirectly
caused such breach or prevent such persons from continuing such breach and to
cause such breach to be remedied, and to recover any and all damages and
expenses.
In the event of the exercise of any of the remedies above, BSEZ shall not be liable for any
damages for such exercise, provided in good faith or for such entry onto the Lot and remedy
of the breach.
34. Inspection and maintenance
BSEZ and/or its assigns reserves the right to enter, inspect and maintain once in six (6)
months into the Lot and the Improvements for the purposes of determining compliance by the
Tenant with the Protective Controls of these regulations or any laws, rules and regulations of
the Government of The People’s Republic of Bangladesh.
BSEZ and/or its assigns also reserves the right to enter, inspect and maintain at any
reasonable time and, except in case of emergency at BSEZ’s sole opinion, with at least
twenty-four (24) hours’ prior notice in writing (save in the case of emergencies) the Lot and
the improvements for inspection. Such prior written notice (save in the case of emergencies)
shall provide the subject matter of the inspection and/or maintenance. The Tenant may also
appoint an employee or representative to accompany BSEZ and/or its assigns during such
inspection or maintenance.
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Section VII TERM AND ASSIGNATION
35. Term
These regulations and every term and provision hereof (as may be amended from time to
time by BSEZ’s sole discretion) shall continue in full force up to 15th March 2072 or any
extended period, if any.
36. Assignation of BSEZ’s Rights, Powers and Reservations
The rights, powers, and reservations of BSEZ herein contained may be assigned to any
person, corporation, or association which is an owner (or is made up of owners) of property
within Bangladesh Special Economic Zone. Such assignee shall accept the assignment and
assume BSEZ’s duties pertaining to such rights, powers, and reservations so assigned. The
assignee shall, to the extent of such assignment, have the same rights, powers and
reservations, and be subject to the same obligations and duties as are given to and assumed
by BSEZ herein.
Section VIII MISCELLANEOUS
37. Maintenance and Administration Charge
37.1 BSEZ shall charge each Tenant a charge (“Maintenance and Administration Charge”)
that will cover administrative charges deemed necessary for the effective
management of Bangladesh Special Economic Zone and maintenance and upkeep
of the common areas. The Maintenance and Administration Charge is separate from
any other charges that BSEZ may impose including, but not limited to, charges for
supply industrial water, connection of any infrastructure and the like (Exhibit 7).
37.2 The Maintenance and Administration Charge shall be based on the area size of the
Lot of the Tenant. Amount shall be calculated, charged and paid on yearly basis, and
the Tenant shall pay the total amount of the Maintenance and Administration Charge
for the upcoming 12 (Twelve) months at one time before end of March of each year.
37.3 The tenant shall pay BSEZ a deposit equivalent to three (3) months of the
Maintenance and Administration Charge after the Tenant signs the LAND SUBLEASE
AGREEMENT or the RENTAL AGREEMENT. In the event the Tenant fails to pay
Maintenance and Administration Charge and any other charges that BSEZ may
impose including, but not limited to, charges for supply industrial water, connection of
any infrastructure accordingly, BSEZ has the right to forfeit this deposit. Otherwise,
this deposit will be repaid to the Tenant from BSEZ eventually.
37.4 The Maintenance and Administration Charge can be raised 3.0% per each 5 (five)
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financial years from the first year of commencement of BSEZ’s commercial operation
at BSEZ’s absolute discretion, depending on the overall economic conditions,
inflation rates, any extraordinary expense that may be incurred, or upon any addition
to amenities, infrastructure, utilities and facilities in or surrounding Bangladesh
Special Economic Zone. For the avoidance of doubt, the Maintenance and
Administration Charge and all other fees to be imposed by BSEZ may be further
revised at BSEZ’s sole discretion from time to time as BSEZ deems fit to do so due
to general inflationary increases, any extraordinary expense that may be incurred in
managing Bangladesh Special Economic Zone, or upon the introduction of additional
facilities for the benefit of Bangladesh Special Economic Zone, such as, but not
limited to, expansion of existing common areas/facilities, Improvements and/or
increase in security measures, and the like. The revised Maintenance and
Administration Charge shall be applicable as informed by BSEZ. Such revision of
fees shall be subject to three (3) months prior written notice from BSEZ.36.5 Subject
to 40.2.1, all cost of repair, maintenance, improvement and additions to common
facilities and activities for the benefit of Bangladesh Special Economic Zone that
cannot be covered by Maintenance and Administration Charge collected from
Tenants, shall be equitably and proportionately distributed and billed to all Tenants
within the Bangladesh Special Economic Zone through special assessments.
38. Measures relating to unpaid charges and fees
38.1 In the event of any failure, for more than ten (10) calendar days, of any payments to
be made by the Tenant to BSEZ pursuant to these Regulations inclusive of the
attachments and any rules and regulations that may be issued by BSEZ, the said
payment shall be automatically subject to a two percent (2%) surcharge per month or
but not to exceed in any case the maximum rate permitted by the law of The People’s
Republic of Bangladesh as interest on the sums outstanding from the date due until
the date payment is made in full.
38.2 In the event of, and in addition to, Article 37.1, collection costs, if any, for overdue
outstanding shall be reimbursed to BSEZ by the said Tenant upon the request of
BSEZ. Any termination of LAND SUBLEASE AGREEMENT or RENTAL
AGREEMENT between BSEZ and the said Tenant shall not affect the rights and
obligations in this regard as set forth in this Article accrued prior to such termination
or any rights or obligations that BSEZ reasonably intends to maintain after the
termination.
38.3 If any Tenant (such Tenant, a “Non-paying Tenant”) does not make the necessary
payment within thirty (30) days after the due date, BSEZ shall be entitled to suspend
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water and/or other utility supply to be distributed by BSEZ and limit the use of other
utilities to such Non-paying Tenant. Furthermore, BSEZ shall also reserve the right to
terminate LAND SUBLEASE AGREEMENT or RENTAL AGREEMENT with such
Non-paying Tenant after ninety (90) calendar days from written notice by BSEZ. In
this regard, such Non-paying Tenant shall keep BSEZ indemnified and hold BSEZ
free and harmless against all liabilities, losses, damages, claims, expenses and costs
arising out of or related to any of BSEZ’s actions set forth in this Article 37.3.
39. Repairs to damages to common areas and facilities
39.1 Should there be, at any time, any damage to or loss of any of BSEZ’s property in
Bangladesh Special Economic Zone including, but not limited to, any property
belonging to or under the control of BSEZ by any act of the Tenant, its contractor, its
sub-contractor or its visitors, the Tenant shall compensate all the costs and expense
for remedy and restoration already paid by BSEZ or the sufferer of the said
damage/loss or shall remedy and restore the said property to the original condition,
to the satisfaction of BSEZ or the sufferer, by themselves. The method and amount
of such compensation shall be at BSEZ’s or the sufferer’s reasonable, fair and sole
discretion.
39.2 All the cost of repairs to damage to the common areas and facilities which is not
attributable to any act of a specific Tenant and cannot be covered by the Maintenance
and Administration Charge shall be shared among all Tenants including BSEZ within
Bangladesh Special Economic Zone on a pro-rata basis, based on the area size of
the Lot of each Tenant.
40. Insurance
The Tenant shall purchase and maintain; (a) During construction works, Contractor All Risks
Insurance and/or Erection All Risks Insurance policy including Third-Party Liability cover with
licensed insurer with minimum US$ 100,000. The Tenant shall provide BSEZ with a copy of
such insurance policies when Tenant applies Start of Construction. (b) During operation,
Third-Party Liability Insurance policy with licensed insurer with minimum US$ 100,000 as
combined single limit of liability for all kinds of property damages including bodily injury
including the liability to BSEZ. The Tenant shall provide BSEZ with a copy of such insurance
policies when Tenant applies Completion Inspection.
In case of RENTAL AGREEMENT contracts.
(a) During furnishing works, Contractor All Risks Insurance and/or Erection All Risks
Insurance policy including existing properties coverage and Third-Party Liability cover with
licensed insurer with minimum US$ 500,000 per every unit of Rental Factory. The Tenant
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shall provide BSEZ with a copy of such insurance policies when Tenant applies Start of
Renovation.
(b) During operation, Third-Party Liability Insurance policy with licensed insurer with minimum
US$ 500,000 per every unit of Rental Factory as combined single limit of liability for all kinds
of property damages including bodily injury including the liability to BSEZ. The Tenant shall
provide BSEZ with a copy of such insurance policies when Tenant applies Completion
Inspection.
41. Rules and regulations
41.1 Traffic Control
41.1.1 In principle, users of the Internal Roadways within Bangladesh Special Economic
Zone shall be limited to any members of BEZA or any other relevant authorities and
all Tenants of Bangladesh Special Economic Zone including employees, agent,
visitors, business invitees, authorized personnel and so on. BSEZ hereby reserves
the right to regulate the entry and exit of persons and vehicles to and from
Bangladesh Special Economic Zone, and for this purpose to promulgate such rules
and regulations concerning the entry and exit to and from Bangladesh Special
Economic Zone including, but not limited to, traffic rules that may be or as are in effect
now or as may be promulgated from time to time, and such rules and regulations shall
be binding on all the Tenants of Bangladesh Special Economic Zone, their employees,
agents, visitors, business invitees and whosoever.
41.1.2 BSEZ also reserves the right to restrict use of the Internal Roadways within
Bangladesh Special Economic Zone in case of emergency.
41.1.3 All kinds of chain/steel wheel vehicles are prohibited to roll directly on the Internal
roadways’ surface without BSEZ’s prior written approval. Vehicles are prohibited to
park in the Internal Roadways, in case a vehicle stops in the road, the driver shall
neither leave nor stop the engine.
41.2 Notice to the Tenant
41.2.1 Notice of all the current rules and regulations will be given to all Tenants by BSEZ,
which reserves the right to add to, alter, or rescind, from time to time, such rules and
regulations. Such changes in rules and regulations shall, except the case defined in
any other provisions herein or said notice therein, take effect ten (10) calendar days
after notice thereof in writing shall have been served. BSEZ undertakes to conduct a
meeting or notify in other methods to Tenants prior to implementation of material
changes to the rules and regulations. If, due to exceptional circumstances, such
changes need to be made immediately effective, such changes shall take effect upon
service of notice. For the avoidance of doubt, “exceptional circumstances” shall refer
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to a case where (i) BSEZ is required under the law of The People’s Republic of
Bangladesh or an order of any governmental authority or court to implement the
changes with immediate effect; or (ii) there is an imminent threat to health and safety.
41.2.2 The Tenant shall inform BSEZ of the name, title, E-mail address, facsimile number
and telephone number of the person(s) who takes the responsibility of communicating
with BSEZ. All the notice and correspondence shall be transmitted to the said
person(s) and/or Chief Executive Officer of the Tenant by E-mail and/or facsimile
and/or mail from the officer of BSEZ duly authorized by its Chief Executive Officer. In
case the official communication set out herein cannot be carried out due to
exceptional circumstances, any other appropriate communication method shall be
applied and confirmed in writing in due course.
41.3 Liability for non-observance
BSEZ shall not be liable to the Tenant or the Tenant’s employees, agents, visitors or
business invitees for any non-observance of the rules and regulations including these
Regulations in any part of Bangladesh Special Economic Zone.
41.4 Liability for discontinuation of any utility, including, but not limited to, supply of
industrial water, electric power and telecommunication
BSEZ shall not be held responsible for any loss or damage incurred by the Tenant
due to occasional discontinuation of any utility, including, but not limited to, industrial
water, electric power supply and telecommunication caused by the reasons beyond
control of BSEZ or for any reasons whatsoever.
42. Mortgage
To the extent that existing laws and regulations of The People’s Republic of Bangladesh allow,
the Tenant shall be entitled to mortgage the land use right attached to the Lot and/or any
Improvements in the Lot, subject to BSEZ's and BEZA’s or any other relevant authorities’ prior
written consent, with condition as mentioned in Article 42.
43. Constructive notice and acceptance
All terms and provisions of these Regulations shall be included and written in all mortgages
and deeds of trust now or hereafter executed upon real property and/or the Improvements
subject hereto, provided, however, that none of the said terms and provisions shall supersede
or in any way reduce the security or affect the validity of any such mortgage or deed of trust.
If any portion of the said property is sold under a foreclosure of any mortgage or under the
provisions of any deed of trust, any purchaser at such sale, and his successors and assigns,
shall hold any and all the property so purchased subject to all of the terms and provisions of
these Regulations. BSEZ reserves the right not to grant its prior consent to the mortgage of
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the leasehold attached to the Lot and/or any Improvement in the Lot or to withhold such
consent if the following conditions are not fulfilled to BSEZ's satisfaction:
the addition of a provision in the mortgage that BSEZ (i) has a right of first refusal where
the Tenant defaults under the mortgage and the mortgagee intends to exercise its power of
sale; and (ii) where BSEZ does not exercise its right of first refusal, the mortgagee must
obtain the consent of BSEZ to any sale to a third party; and (iii) where BSEZ grants its
consent to a sale to a third party, BSEZ’s consent is conditional upon the third party
purchaser covenanting to BSEZ that it will assume the original Tenant’s rights and
obligations under LAND SUBLEASE AGREEMENT or RENTAL AGREEMENT and/or any
other agreement or covenant entered into between the parties hereof; and-before the
execution of the mortgage, the delivery to BSEZ by the mortgagee of an acknowledgment
in writing of BSEZ’s aforementioned rights.
44. Splits and assignment of the leasehold
In no event shall the Tenant be allowed to sever, assign, sublease, sell or transfer in any way
whatsoever any portion of its leasehold or any Improvements without the prior approval of
BSEZ, including where such assignment or transfer results from an assignment or transfer of
the entire or substantial part of the Tenant’s business or assets or in case of a change of
control of the Tenant. The following shall be considered as a change of control: any operation
and/or transaction by way of sale, merger, disposal, restructuring, spin off, exchange or
otherwise which results in a direct or indirect change of the majority shareholding or
ownership of the Tenant or in a change of the person(s), entity(ies) or organization(s)
empowered to decide on important management issues relating to the Tenant. BSEZ shall
not unreasonably withhold its consent to any such assignment or transfer but reserves its
right to refuse any such assignment or transfer in the case where:
(a) It is not in compliance with the laws of The People’s Republic of Bangladesh;
(b) It is not agreed by BEZA or any other relevant authorities in writing.
(c) BSEZ has not received the assignee’s written agreement and acceptance to be bound
by LAND SUBLEASE AGREEMENT or RENTAL AGREEMENT in the same terms and
conditions as the assignor.
(d) Assignment or transfer is made in breach of any of the provisions of this Article and/or
more generally of these Regulations
In any case, the assignment or transfer of the leasehold of the Lot and any Improvement shall
only be possible where the assignee of such rights and assets in one unique legal person or
entity, and in this case, the Tenant shall pay five percent (5%) of the land contract price with
assignee to BSEZ as Transfer Management Fee. Neither any assignment, transfer within five
(5) years after the commencing date of LAND SUBLEASE AGREEMENT nor the same before
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start of the construction of Improvement shall be allowed in any case.
45. Cumulative rights and waiver
No failure on the part of BSEZ to exercise, or no delay in exercising any rights, power, or
remedy under these Regulations shall be construed as or operate as a waiver thereof. Neither
shall any single or partial exercise of any rights under any of the aforesaid provisions in these
Regulations preclude any future exercise thereof or the exercise of any other rights by BSEZ.
The remedies provided in these Regulations are cumulative and are not exclusive of the
remedies under the laws of The People’s Republic of Bangladesh.
46. Confidentiality
Neither BSEZ nor the Tenant and its assignees and successors-in-interest shall make use of
any information concerning the business and affairs of BSEZ nor shall the Tenant for any
other purpose other than in accordance with these Regulations except disclose to any
shareholders of each Party and/or it be lawfully required by any governmental authorities of
The People’s Republic of Bangladesh.
47. Interpretation
47.1 Governing law
These Regulations shall be governed by and construed in accordance with the laws
of The People’s Republic of Bangladesh.
47.2 Remedies
No remedy conferred by any of the specific provisions of these Regulations is
intended to be exclusive of any other remedy, and each and every remedy shall be
cumulative and shall be in addition to any other remedy currently or subsequently
existing.
47.3 Entire Regulations
If any term or provision of these Regulations or the application thereof to any person
or circumstance shall, to any extent, be held to be invalid or unenforceable, the
remainder of these Regulations, or the application of such term or provision to
persons or circumstance other than those as to which it is held invalid or
unenforceable shall not be affected thereby and each term and provision of these
Regulations shall be valid and be enforced to the fullest extent permitted by the laws
of The People’s Republic of Bangladesh.
48. Arbitration
48.1 Any dispute, controversy or claim of whatever nature arises under, out of or in
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connection with these Regulations, including any question regarding its existence,
validity or termination or any non-contractual obligations arising out of or in
connection with these Regulations which BSEZ and the Tenant do not resolve
amicably within a period of thirty (30) days, shall be referred to and finally resolved
by arbitration in Singapore, according to the Arbitration Rules of the Singapore
International Arbitration Centre ( “SIAC” ) for the time being in force, which rules are
deemed to be incorporated by reference in this Clause.
48.2 There shall be a single arbitrator appointed by the agreement of BSEZ and the Tenant,
or failing such agreement, the said arbitrator shall be appointed in accordance with
the rules of the SIAC.
48.3 The language to be used in the arbitration shall be English. The resulting arbitral
award shall be final and binding, and judgment upon such award may be entered in
any competent court having jurisdiction thereof. BSEZ and the Tenant are entitled
to avail themselves of any treaties and laws for the time being in force allowing for
the reciprocal enforcement of arbitration awards granted in any jurisdiction in which
arbitration proceedings are taken hereunder, as though express reference is made in
these Regulations to such treaties and laws.
48.4 Any monetary award issued by the arbitrator or arbitration body shall be expressed
in and payable in U.S. Dollars immediately and shall provide for payment of interest
at the date of the arbitral award on the amount of the arbitral award to the date of
payment.
48.5 All costs arising from the arbitration proceedings shall be borne by the losing party.
49. Language
All kind of notice, submission, approval, information, rules, correspondence in writing and
regulations including, but not limited to, these regulations shall be made in English.
Translation into other language(s) than English may be prepared for reference purposes only
in case BSEZ deems it necessary at its own discretion. Should there be any discrepancy
between the English version and its translation, the English version shall prevail.
50. Reserved right
BSEZ reserves the right and authority to amend any of the provisions of these regulations
upon the guiding principles stated in Article 2, and to ensure general welfare in Bangladesh
Special Economic Zone.
51. Effective date
These Regulations shall come into force on 28 th May, 2022.
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Signature
Taro Kawachi
Managing Director
Bangladesh SEZ Ltd.,