MIURA Bangladesh Office Rent Agreement

S00 8 S DEED OF LEASE- (AMENDMENTD This Deed of Lease (Agreement) is made in Dhaka, Bangladesh on the date of 25th October 2022 of the Christian era. BETWEEN KALAM REAL ESTATE SERVICES, represented by MR. SALMAN KALAM, Managing Director (NID: 2692619483813; Contact Details: +88 01712251310 and +88 01730356666; Email: salman@krasbd.com; Website: www.irasbd.org ), Tread License Number: 023895, NID Number: 2692619483813; with its corporate headquarters located at "Baro Bhuiyan" in 13th floor (level:14/B), House # CWN (A) 3A, Road # 49 and Kemal Ataturk Avenue,Gulshan Model Town, Dhaka-1212; hereinafter called "THE LeSSOR"(which expression shall mean his heirs, successors, executors, administrators, legal representative, nominees and assignees) of the FIRST PARTY. AND Mr Kido Yuji bearing passport number: TR$525313, Organization: MIURA BANGLADESH CO., LTD.; (hereinafter called the "SECOND PARTY" or "THE LESSEE" which expression shall mean his heirs, successors,executors, administrators, legal representative, nominees and assignees) of the SECOND PARTY. WHEREAS, the aforesaid SECOND PARTY has approached the FIRST PARTY to take on leas of the space in the said Level: 11 (Lift 11) situated at "SANMAR TOWER-2", COMMERCIAL BUILDING at PLOT# 38A, ROAD-35, GULSHAN-2, DHAKA 1212 covering an area of approximately 3055 sq-ft. (three thousand fifty-five) square feet. And WHEREAS, the LESSOR has agreed to let and the LESSEE on lease on the terms and conditions set forth hereinafter. s agreed to take the premises 1. DURATION: The LESSOR hereby agrees to let, and the LESSEE hereby agrees to extend the lease, with exclusive possession and control for commercial use / office space for a period of two (02) years, commencing on 1t December 2022 and ending on 30th Novembe 2024 (the TERM). 2. RENT, SERVICE CHARGE AND OTHER PAYMENTS: 2.1. Rent: This rent is incluslve of at least 01 (one) car parking space which will be handed over to the LESSEE at the time of handover of the leased premises. All figures mentioned relating to the Rent Rate in this agreement is the Net Amount. The monthly rent and maintenance charges yable by the LESSEE to the LESSOR shall be as follows: The nonthly rent (excluding service charges) for the Leased Premises for two (02) years of lease period shall betp|2r 7or 3 1a wwwww 8 Level Total Rent per month raka (BDT) (Excluding VAT & TAX ) 340,000/- (Three Hundred Forty Thousand Taka Only)_ 11 2.2. Services Charges / Building Management Fee: The Lessee shall pay the monthly service charge/ building management fee at actual to the building which is excluding the rent. 2.3. Advance Payment: The LESSOR shall be entitled to receive an advance payment equivalent to initial three (03) months rental, amounting to BDT 1.020.000/-(One Million Twenty Thousand Taka Only) which will be adjusted with the first three (03) months' rent of the duration fromn 1st December 2022 to 28th February 2023. The LESSEE shall pay subsequentiy on a quarterly basis (3 months one time) from 1st March 2023. 2.4. Security Deposit: The Lessee has paid to the LESSOR as security deposit a sum ofBDT 1.385.680/: (One Mili Three Hundred Eighty-Five Thousand and Six Hundred Elghty Taka Only).equivalent to four (04) months' rent at the time of signing the agreement which is carried forward from the principle lease signed on 29th April 2019. 2.5 Two (02) months' security deposit shall be adjusted with the last two months' rent and two (02) months' security deposit will be refunded to the LESSEE at the end of lease period, barring no damages to the premises. 2.6. Payment Schedule: PERIOD: 1st December 2022 to 30th November 2024 This monthly rent shall remain unchanged for the duration of the above-mentioned lease period. Ref. Particulars Amount in BDT 340,000 Monthly Rent (Excluding VAT & TAX) Service Charge Al Excluded A2 Security Deposit (Equal to 4 months' rent) - Carried forward from the principle lease 1,385,680 (Carried forward from the security deposit of the princlpal contract) A3 Advance Rent of 3 months (adjustable with the three month rent from 1t 1020,000 A4 December 2022 to 28th February 2023 Quarterly payment onward for the whole leas duration 1st March 2023 A5 S00 So0 8 S 2.7. The LESSEE shall pay the monthly rent within the first 7 (seven) days of each quarter (the rent is due) according to the English Calendar. 2.8. Mode of Payment: The SECOND PARTY shall pay the rent of the apartment on or before the 7th day of each quarter for which rent is due. Payment will be made in cash or sheque in favorofKALAM REAL ESTATESERVICES,A/C No.01-9163549-01 Standard Chartered Bank. Gulshan, Dhaka,or whichever mode mutually agreed by both parties. 2.9 The LESSEE hereby accepts all responsibility for payment ofapplicable Advance Income Tax and VAT as per law and exclude from rent. The tax certificate relating of AIT (TAX CHALLAN) shall be submitted to LESSOR. 3. THE LESSEE HEREBY AGREES: 3.1. Not to transfer, mortgage or part with possession of any part of the leased premises in any way to any person or party, or allow anyone to carry on any business, trade or indulge in any undesirable social or anti-state activities in and around the leased premises or charge or cause change of the character and nature of the leased premises. 3.2. Not carry out any alteration or additions or modifications to the leased premises or demolish any part thereof. 3.3 To be responsible for proper internal maintenance and to keep the leased premises (with furniture, fixtures and fittings) clean and tidy and in good order and condition. 3.4 To be responsible for any injury and damages to any part of the leased premises and any sanitary, electrical, gas, air condition and water fittings and fixtures done and caused by the LESSEE or employees. 3.5. To always permit the LESSOR or his representatives to enter into the leased premises at a pre-appointed time for inspection thereof and/or for effecting repairs., maintenance, additions, alterations, modifications, construction, improvements and such other works whenever necessary and required for the leased premises or any part thereof. 3.6. The LESSEE shall do all minor repairs of sanitary, electrical fittings, glass panes, hinges etc. of the leased premises at their own cost and structural problems will be addresseu by LESSOR. 3.7. Not to keep or store any exploslve or dangerous or combustible substances liable to cause injury to anyone or damage to the leased Premises. The manner of the use of the leased premises will in no way create any disturbance to the neighbors. 3.8. To pay monthly electric bill, gas, bill, cable bill and Internet bill of the leased premises as per consumption by the first week of the following month and the LESSEE shall hand over the original paid receipt to the LESSOR every month. 3.9 Not to make or construct any structural alteration or additions of the demised premises without the written consent of the LESSOR , but the LESSEE shall be at liberty to do so at its own expenses to fix and attach, erect in the demised premises removable fixture and fittings, such as screens, partitions, small laboratory, water drainage system electrical fittiogs, etc and all such removable tixtures/fittings shall remain the absolute property of the LESSEE who shall be entitled to remeve the sarne or any part thereof at 3 5TtaTO ZAklalalslalslalalaRA wwwwwwwwwwwwwwwwwwwwwww.w.wwwww.w 8 bo the expiration of t same condition in which it was before such fixtures/fittings were made. The Lessee is allowed to make changes but he has to restore the structure in the same condition as was taken at the time of the handover. s tenancy and the LESSEE shall restore the demised premises to the 4. THE LESSOR HEREBY AGREES: 4.1. That during the term of the Agreement as long as the LESSEE pays the rent, and materially fulfils their obligations under the Agreement, the LESSOR warrants that neither the LESSOR nor anyone active on his behalf shall disturb the LESSEE in their exclusive occupation, possession, control and enjoyment of the leased Premises. 4.2. That the LESSOR shall handover the demised premises to the LESSEE with all completed facility like car parking, all fittings and fixture of level-11. 4.3. It is agreed by the LESSOR that no rental enhancement will be imposed on this lease and we shall adhere to the terms of the entire duration of the Lease. 5. BOTH THE PARTIES HERETO FURTHER AGREE: 5.1. To maintain a good relationship throughout the Term of the Agreement. shall, at the time of handover, replace/repair all breakages, That the LESSE deficiencies and damages to any fixtures and fittings in the leased premises, which may happen during the tenancy (except normal wear and tear) except damage by fire not caused by the LESSEE, flood, earthquake, war or other cause not due to the negligence 5.2. of the LESSEE. 5.3. That upon the expiration or termination of the Agreement, the LESsEE shall deliver possession of the leased premises with the whole of said fixtures and fittings in a sound and clean condition, subject to normal wear and tear. If any discrepancy or loss arises at the time of leaving the leased premises, the LESSEE shall pay compensation. 5.4. In case during the period of lease, the said premises or any part thereof shall be destroyed or rendered unfit for use or ocCupation by fire, storm, flood, tempest, earthquake, civil commotion or other acts of God, the Lessor shall repair and restore the said premises to its former state within the shortest reasonable time which shall in any case not exceed two (02) months from the date of occurrence or such damage or destruction and for this purpose the Lessor shall be entitled to enter/ use all facilities and ingress in and egress from the sald premises with or without workmen. 6. TERMINATION AND EXTENSION OF THE AGREEMENT 6.1. That this Agreement shall be terminated only wlth a 90 days' written notice by the LESSEE. If the LESSEE falls to glve writen notice THREE months before termination of the lease, then the LESSEE shall pay one months' rent to the LESSOR as compensation. The LESSEE shall also inform to the LESSOR three (03) months in advance or three (03) months before the expiry of the lease, if this lease shall not be extended for further lease duration. 6.2. That the lease period of the Agreement may also be extended by mutual agreement STtar AlalalalallalalsiaiA G wwwwwwwwwwwww.wwwwwwwWwwwwwwwwwwwoai 8 bS in writing on such monthly rent, terms and conditions as may be mutually agreed uporn 90 days before the effective date of termination of the Agreement. 7. IT IS MUTUALLY AGREED AND DECLARED BY AND BETWEEN THE PARTIES HERETO AS FOLLOWS 7.1. Any dispute or difference relating to the lease which is not settled by negotiation or other mode of settlement agreed between the LESsOR and the LESSEE, shall be submitted to arbitration at the request of either party in accordance with the Arbitration Rules. The Parties hereto agree to be bound by any arbitration award rendered under this clause as the final adjudication of the dispute. 7.2. In case the LESSEE decides to remove its office from Bangladesh due to war, hostilities, civil commotion or any other reason or decide to curtail, withdraw or change its program, the LESSEE shall have the right to terminate this lease upon giving written notice to the LESSOR of no less than 60 (sixty) days in advance, with the LESSEE having to make 60 days' rent and all utility and service charges until the date LESSEE surrenders the premises in good condition. The LESsOR shall remain liable to refund the security deposit (after adjustment of rent) to the LESSEE. SCHEDULE OF THE RENTED PREMISES Premises consist of Commercial floor space on Level: 11 (Lift 11), consisting of total constructed area measuring approximately 3055 sq-ft. in "SANMAR commercial building along with 1(one) car parking space on ground floor, with Address: PLOT #38A, ROAD-35, GULSHAN-2, DHAKA-1212. WER-2", a IN WITNESs WHEREOF, the PARTIES HAVE AGREED HEREWTH to put their respective signatures on the day, month and year first mentioned above. This Agreement has been duly signed on the date set forth above in two (2) identical copies of which the parties have each taken one (1). Signature of the LESSOR: Signature of the LESSEE: RLADE mjuRA Mr. Salman Kalam Mr Kldo Yuji Managing Director Witness: Witness: Mn Noonn 1