BODYSHOP CONTRACT WITH MATERIAL AND LABOUR

This Bodyshop Contract With Material And Labour (hereinafter referred

to as “Agreement”) is entered into and executed at DELHI on this ____ day of
_______, 2019.

BY AND BETWEEN

M/S Sikka Motors Pvt. Ltd., having its Registered Office at

__________________________, through its ______________, duly authorised
vide Board Resolution dated _____ to sign and execute the present agreement,
herein after referred to as the “First Party” (which expression shall unless
repugnant to context hereof shall mean and include its successors, assigns and
administrators)

AND

___________________________, hereinafter referred to as the “Second Party”

(which expression shall, unless repugnant to context hereof shall mean and
include their Legal Heirs, successors, permitted assigns).

WHEREAS the First party is the owner of Authorised Service Centre of Hyundai
Motor India Ltd. situated at ______________ and run under the name and style
of Hemkund Hyundai.

AND WHEREAS the second Party is engaged in the business of running body shop
(repair and paint) workshops on contract and independent (principal to Principal)
basis.

AND WHEREAS the Second Party has approached the First party and offered to
professionally run and operate the bodyshop of the First Party situated at
________________ (hereinafter referred to as “Body Shop”) on independent
contract basis.

AND WHEREAS the First Party has accepted the proposal of the Second Party.

IN WITNESS WHEREOF THE PARTIES AGREE FOR THE FOLLOWING TERMS AND
CONDITIONS:-
1. That the term of the present agreement shall be for a total period of ______
starting from _______ and ending on _______ after which date the present
agreement shall stand automatically terminated.

2. Any renewal of the agreement shall be at the sole and exclusive option and
discretion of the First Party. Any renewal shall take effect only upon an
agreement reduced in writing and duly executed by the First Party.

3. That the Second party shall have no right over any of the properties,
machineries and the land of the First party under any situation whatsoever.

4. That the Second party shall act solely as the Independent Contractor and
shall be responsible for independent running of the Body Shop of the First
Party. The Second Party shall be under obligation to perform all the
responsibilities, duties and work of the Body Shop and related works.
Nothing contained herein shall be construed as creating a partnership or a
joint venture or managing/operating a sole agency or any other relationship
and render either Party liable except as expressly provided herein. The
relation between the parties shall be purely on Principal to Principal basis.

5. Nothwithstanding anything else contained in the present agreement, the

present Agreement is only a bare personal privilege to the Second party to
operate the said Body Shop, without its physical possession, and only for
Specified Purpose and is subject to the terms, conditions and covenants
contained in this Agreement. No tenancy, sub-tenancy, lease or any other
protected right, title, interest, or easement whatsoever is or shall be
deemed to have been created or sought to be created by or under this
Agreement (whether by this Agreement or by any amendment in law), and
the Second party shall not plead any oral variation to the provisions hereof.
The Second Party acknowledges, agrees and declares that:
(i) it has not been granted possession of the said Body Shop but has
been granted a mere license to use designated area where the Body
Shop is located without which its use of the said Licensed Premises
as permitted herein would be unlawful; and
(ii) The First Party continues to retain exclusive and absolute possession
and control of the said Body Shop and the legal and actual physical
possession of the Service Centre shall always remain and vest with
the First Party. Use and occupation of the Second Party shall only be
a limited license at the sole option and discretion of the First party
 which can be terminated by the First Party at any time. No written
notice shall be necessary in this regard.

6. It is agreed by and between the parties that the First Party shall be
responsible for providing the material and reimburse for the payment made
to the labour. The Second Party shall raise the bills upon the First party
towards the work completed by it as per the rates agreed in writing. The
First Party shall deduct the payment towards the labour and material while
making the payments to the Second party.

7. It is agreed by and between the parties that for the purpose of the operation
of the Body Shop by the Second party:
(a) the Billing will be done only as per the software and Rates approved by
the Hyundai Motor India Ltd. There shall not be any overcharging from
the customers.
(b) Genuine Spare Parts from Hyundai only to be used.
(c) Genuine Oil supplied by the First party only to be used. The Second
Party shall not use any additive or foreign material.
(d) Genuine Paint only to be used. The Second Party shall not use any
additive or foreign material
(e) Spare Parts to be purchased only from the First Party or the List of
Vendors approved by the First Party in writing.
(f) The Second party shall ensure timely delivery of the Vehicles after
proper repair and paint as per the standards of Hyundai Motors India
Pvt. Ltd.
(g) All Staff Salary including the salary of labour to be borne exclusively by
the Second Party.
(h) Cost of Spare Parts, Maintenance of Machinery, day to day expenses
and all other expenses in general to be borne exclusively by the Second
Party however the same shall be supplied by the First Party only.
(i) If any Machinery or Capital goods got damaged, the cost thereof shall
be borne exclusively by the Second Party.

8. That, it is specifically and categorically agreed by and between the Parties

that:-
(a) the Second Party shall timely pay all electricity, water and other
applicable charges.
(b) the Second Party shall not to do or permit or suffer to be done anything
in/or upon the Body Shop or any part thereof which may become
nuisance, annoyance or damaging to the First Party, or to the other
occupants of the nearby building/land.
(c) the Second Party shall keep the Body Shop in a clean and hygienic
condition and shall keep the interior of the Service Centre in good
condition.
(d) the Second Party shall not assign, transfer, etc. any of duties,
obligations, rights, etc. under the present agreement or any part
thereof to any third party in any manner without the written consent of
the First Party.
(e) the Second Party shall always permit the First party and its their
authorized agents at all times and without prior notice, to enter upon
the Body Shop and to view/inspect the state or condition thereof.
(f) the Second Party shall always abide by and comply with all the by-laws
and rules and conditions of the local authorities and all other orders,
directions and notifications issued by the any authorities or by any other
local body or Government in so far as they are required to be observed
by the Second party in performance of the present agreement.
(g) the Second Party shall not to do any act, deed or thing in violation of
Rules and Regulations of the concerned authorities in respect of the
land on which the service centre has been constructed.
(h) the Second Party shall always follow all the terms, conditions, rules and
regulations of the Hyundai Motor India Ltd. in performance of the
present agreement and all such terms, conditions, rules and regulations
of the Hyundai Motor India Ltd. shall be deemed to specifically form the
part of the present agreement.
(i) the Second Party shall always be well behaved and provide full
courtesies to the costumers of the service centre.
(j) the Second Party shall provide the sales/collection report to the First
party on daily and weekly basis.
(k) The Second party shall be responsible for the compliance of all the
labor/employment laws with respect to the labour/employees
employed by it at the Body Shop including but not limited to ESI, PF,
minimum wages, Workmen Compensation, etcf. Etc. without any
 liability of any nature whatsoever of the First party. The
employees/labour employed by the Second Party shall always and in
every condition shall be considered to be the employees/labour of the
Second Party exclusively.

9. For the purpose of effective and satisfactory performance the Second Party
shall deposit a refundable performance security deposit of Rs.________/-
(Rupees _________ Only) with the first party. The said deposit shall not bear
any interest. Subject to the applicable deductions, claims of the First party
against the Second party and the terms of this Agreement the said security
deposit shall be refunded to the Second Party upon the expiry or
termination of the present agreement and after the satisfactory and proper
handover of all the tools, machineries, equipments, spares, inventories, etc.

10. The second party may terminate the present agreement by giving one
month written notice to the Second Party. However, since the right of the
Second party is not more than of a bare Licensee, the First Party can
terminate the present agreement without giving any notice. However, in
case of any breach of any of the terms of the present agreement by the
Second party, the First Party may in its absolute discretion give a notice to
the Second Party to remedy the breach within such time as may be provided
in such notice. It shall not be necessary for the second Party to give a written
notice for such purpose and an oral notice shall be sufficient for this
purpose.
11. The Second Party hereby assures the First party that the Second Party shall
use the Body Shop during the term of the present agreement for running
lawful activities authorised by this agreement and shall comply with all the
rules and regulations as prescribed under law and the terms and conditions
of the present agreement. The Second Party shall pay and discharge all its
obligations in respect of the present agreement and the Body Shop and shall
always keep the First Party indemnified against all actions, suits,
proceedings, costs, expenses, charges, loss or damage incurred or suffered
by or caused to the First Party by reason of any breach, non-observance,
non-performance or non-payment by the Second party as aforesaid.
12. The terms of this Agreement shall not be altered, added or varied nor shall
anything be omitted there from except by means of a supplementary
 agreement in writing duly signed by the parties hereto and acknowledged
by the parties as an amendment.
13. If any provision of this Agreement or any one or more of the phrases,
sentences, clauses or paragraphs contained herein is determined to be
invalid, illegal, void or voidable by any order, decree or judgment of any
court, this Agreement shall be construed as if such phrases, sentences,
clauses or paragraphs had not been inserted in this Agreement.
14. If any dispute or difference shall at any time arise between the parties to
this agreement or under any clause or their respective rights, claims or
liabilities hereunder or otherwise in any manner whatsoever, in relation to
or arising out of or concerning this agreement, or its termination, the parties
shall promptly and in good faith negotiate with a view to its amicable
resolution and settlement. In the event no amicable resolution or
settlement is reached within a period of ten (10) working days from the date
on which the dispute or difference arose such disputes and/or differences
shall be referred to a single/sole arbitrator to be appointed by the First
Party. In this connection it is made specifically clear that any such appointed
person maybe someone who is likely to be interested in the First Party.
Despite all these facts having been explained, the Second Party has of its
own free "WILL" and consent has agreed to the appointment of the sole
Arbitrator by the First Party. The arbitration proceedings shall be governed
by the Arbitration & Conciliation Act, 1996 and/or statutory amendments/
modifications thereof for the time being in force. The arbitration
proceedings shall be held at an appropriate location in Delhi /New Delhi. The
language of arbitration proceedings shall be English and the award shall also
be passed in English language. The cost of Arbitration proceeding shall be
fixed at the discretion of the Arbitrator and shall be borne equally by the
parties however, the Arbitrator may direct in the award as to who will in due
course bear such costs. It would be open to both the parties to refer their
disputes as and when arise to the said Arbitrator and it will not be necessary
for any party to have the concurrence of the opposite party to make such
reference to Arbitration and the same shall not be questioned or challenged
by the opposite party. The decision/findings of the Arbitrator shall be final
and binding on the parties. The Arbitrator shall have the powers to pass such
interim orders as may be deemed fit, including for the handing over of the
possession of the Service Centre, payment of charges for use and occupation
of the Service Centre or any arrears or the refund of the Security Deposit
 etc. It is agreed that the cost of the arbitration proceedings shall be borne
by the parties in equal proportion.

15. Subject to arbitration clause above, the courts at Delhi and the High Court
of Delhi at Delhi shall have the exclusive jurisdiction to adjudicate upon any
dispute between the Developer and the Allottee(s).

IN WITNESSES WHEREOF the parties hereto have set their hands and have
signed this Agreement at the place and on the day, month and year first written
herein above, and in the presence of the following witnesses.

Witness: First Party

1.

Second Party
2.