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Exhibit
10.48
INDENTURE OF
LEASE
THIS INDENTURE MADE AT BANGALORE
is dated the date on which the lease is registered with the Indian
State Government.
BETWEEN
INFORMATION TECHNOLOGY PARK
LIMITED , a Company incorporated under the Companies Act, 1956,
having its Registered Office at International Tech Park, Whitefield
Road, Bangalore 560 066 hereinafter called “
ITPL” (which expression shall unless repugnant
to the context or meaning thereof be deemed to include its
successors in business and assigns) of the One Part, represented by
its Authorised Signatory Mr.S.Chandrasekar;
AND
Synplicity Software India
Pvt. Ltd., a Company incorporated under the Companies Act, 1956
having its registered Office at, Unit NO. 02, 3 rd
Floor,
Innovator, International Tech Park, Bangalore, hereinafter called
“the Lessee” (which expression shall unless
repugnant to the context or meaning thereof be deemed to include
its successors and permitted assigns) of the Other Part,
represented by its Authorised Signatory
Dr. H.V.Ananda.
W H E R E A S
| 1. |
KIADB granted to ITPL a lease of land for a period of eleven
years and thereafter to be converted into freehold, subject to
fulfillment of certain conditions. |
| 2. |
On ITPL fulfilling the conditions KIADB executed a sale deed in
respect of the property and granted a freehold title to
ITPL. |
| 3. |
In accordance with the various permissions, ITPL has developed
the said land by constructing on the said land inter alia
several multi-storied buildings consisting of Office, Production,
Commercial and Residential Units (hereinafter referred to as
“ the said buildings ”) the entire
development intended to be used for Electronics, Information
Technology, Telecommunication, IT Enabled Services and other allied
activities. |
| 4. |
The Lessee being eligible for allotment of a Unit in the
International Tech Park and having evinced an interest in acquiring
by way of Lease the Office Unit described in clause 1 herein below
and ITPL is agreeable to lease such Office Unit to the
Lessee. |
| 5. |
The Parties are now desirous of entering into this Indenture
setting out the terms and conditions on which the Office Unit is to
be taken on lease by the Lessee. |
NOW THIS INDENTURE WITNESSETH AND IT
IS HEREBY AGREED BY AND BETWEEN THE PARTIES HERETO AS
FOLLOWS:
| 1.1 |
Unit No. 01 & 02 having a super built up area of
approximately 17,271.81 square feet situated on the Seventh floor
of Navigator Building in International Tech Park, Sadarmangala /
Pattandur Agrahara, Whitefield Road, Bangalore and demarcated on
the floor plan annexed hereto as ANNEXURE 1 and shown
surrounded by a red colour boundary line. |
| 2.1 |
The Lessee shall use the Unit only for the purpose of IT/ITES
and shall not use the same for any other purpose without the prior
written consent of ITPL. |
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2.2
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ITPL may, if it deems fit and
subject to such terms and conditions as may be specified in
writing, allow the change of or carrying on of additional
activities, provided that the same are permitted by the terms of
the Lease Deed dated 6 th June 1995 executed between Karnataka
Industrial Area Development Board (“ KIADB ”)
and ITPL and the permissions granted to ITPL by Government
bodies/authorities in connection with the IT Park.
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| 2.3 |
The Lessee undertakes and represents that it has obtained all
necessary permissions and approvals as required, to carry out its
activities in the Unit and is legally competent to enter into this
Indenture and shall be solely responsible and liable for the
same. |
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3.1
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The Lease shall be for a
fixed term of 3 years. The tenure of the Lease shall be as
mentioned in Annexure – 2 . The Lease shall commence
on 15 th January 2007 and ending on 14
th January 2010.
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| 4.1 |
The specifications of the Unit are enclosed at
ANNEXURE-3 . |
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5.1
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Rental: The rent for
the unit is Rs.45/- (Rupees Forty Five Only) per square foot per
month. The monthly rent payable is Rs 7,77,231/- (Rupees Seven
Lakhs Seventy Seven Thousand Two Hundred And Thirty One only). The
rental is payable every month in advance on or before the 5
th day of the month.
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| 5.2 |
Refundable Security deposit: The Lessee shall deposit an
interest free refundable security deposit equivalent to 12 months
rental as and by way of security for the due observance and
compliance of the terms and conditions of this Indenture/Byelaws.
The amount of such deposit shall be as mentioned in ANNEXURE
– 2. The Security Deposit shall be returned to the Lessee
after reinstatement of the unit by the Lessee to its original
condition (as was at the time of handover), subject to deduction of
such sum as may be due and owing by the Lessee to ITPL under this
Indenture including any damages caused to the unit. The Security
deposit or such sum after making the necessary deductions shall be
returned by ITPL to the Lessee, within a period of two weeks after
handing over vacant, debonded and reinstated possession of the
Unit. It is clarified that it shall be the obligation of the Lessee
to reinstate the Unit to its original condition (normal wear and
tear excepted). |
| 5.4 |
Late payment: ITPL shall be entitled to charge interest
at the rate 15% per annum or part thereof on all delayed
payments under the terms of these presents, from the date the said
amount is payable by the Lessee, till the date of payment of the
said amount. However such interest shall not be charged unless a 30
days notice in writing has been given and the payment is still due
by the lessee. |
| 5.5 |
Stamp duty and Others: The Lessee shall pay stamp duty,
registration charges and other costs and expenses incidental to the
registration of this Indenture of Lease. |
| 5.6 |
Payment Date: The rent shall be payable in advance
without any deduction on or before the 5th day of every month. The
rental for the first month from the date of lease commencement
shall be payable in advance on a pro-rata basis for the remaining
part of the month. All other amounts towards payment of electricity
etc shall be paid within a period of 7 days from the date of
billing. |
| 5.7 |
Services Agreement : The Lessee shall enter into a
separate Services Agreement with the ITPL or its assignee(s) in
relation to the operation and maintenance of the common areas and
the use of the car park. |
| 6.1 |
Subject to clause 5.4 above, ITPL shall be entitled to
terminate the lease in the event the Lessee commits any breach of
the terms of this Indenture. The liability to pay interest on
delayed payments shall not affect ITPL’s right to terminate
these presents or any other legal right that may accrue to ITPL as
a result of such breach by the Lessee, including the right to claim
damages. A failure by the Lessee to make payment of the amounts on
the dates they are due, will be considered as breach of this
Indenture and the consequences provided upon such breach shall
follow. |
| 6.2 |
In the event the rent and the amounts payable as provided in
these presents and any increase therein, shall be in arrears for
the period of 30 days after becoming due, or if the Lessee fails to
observe and perform any of the covenants, terms and conditions, it
shall be lawful for ITPL at any time thereafter to enter upon the
said Unit or any part thereof with power to recover all the arrears
of amounts payable as provided in these presents and thereupon the
Lease shall absolutely be determined, but without prejudice to the
other legal rights of ITPL in respect of the breach of any of the
terms and conditions herein. |
| 6.3 |
ITPL shall give a 30 days notice in writing to the Lessee
before exercising the aforesaid right of re-entering. The notice
shall require the Lessee to pay the amounts payable as provided in
these presents or to make good the breach of the terms and
conditions in respect of which the aforesaid right is intended to
be exercised by ITPL and the failure by the Lessee to do so within
30 days from the date of receipt of such notice shall constitute a
breach. |
| 6.4 |
The Lock-in period is three years and in the event of premature
termination Of Lease during the Lock-in period, the |
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