Whereas the Lessor own and are seized, possessed and sufficiently entitled to the land

and the commercial building constructed thereon ad measuring 300 sq.ft being
building bearing No.13/823 located at MANJANAMKUZHIYUIL BUILDING,
MALLAPPALLY, PATHANAMTHITTA PIN : 689585,morefully described in the
Schedule of this Agreement (hereinafter “Leased Premises”).

Whereas the Lessee is a company engaged in the manufacture and retail sale of
jewellery and is desirous of having a customer service center/retail outlet/jewellery
showroom under the brand name and title “MyKalyan” or such other brand name it
may adopt and own from time to time;
Whereas the Lessors have represented to the Lessee that the Leased Premises
mentioned herein above has been constructed in accordance with the sanctioned
building plans and other Governmental Approvals.

Whereas the Lessor has expressed his/her interest to lease out the Leased Premises to
the Lessee herein which the Lessee has accepted.
The parties herein are individually referred as “Party” and jointly referred as “Parties”
for the purpose of this Agreement.

Lessor Lessee

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Now this Lease Agreement witnesseth and it is hereby agreed by and between the
parties hereto as following :

1. Grant of Lease

The Lessor hereby grants to the Lessee and the Lessee hereby accepts from the
Lessors a Lease of the Leased Premises for the purpose of operating a customer
service center/ jewellery showroom of the Lessee there from for the duration specified
herein and upon other terms and conditions as stated herein.

2. Lease Period

The term of the Lease shall be 11 months from the date possession of the Leased
Premises (Lease Period). Accordingly the lease period shall be from 1ST JAN 2025
to 30TH NOV 2025. The Lessor shall use his/her best efforts to give Lessee the
possession of the Leased Premises as early as possible from the date of execution of
this Agreement. In the event of the Lessee wants to continue the lease after the expiry
of the Lease Period then the lease can be renewed by executing a fresh lease
agreement for such periods which shall be mutually agreed upon.

Possession

The Lessor has handed over the vacant physical possession of the Leased Premises on
1ST JAN 2025.

3. Peaceful Enjoyment

The Lessor covenants and warrants that upon performance by Lessee of its obligations
hereunder, the Lessee shall be entitled to exclusive, quiet, peaceful, undisturbed and
uninterrupted possession of the Leased Premises during the term of this Lease.

4. Use of Premises

The Lessee shall use the Leased Premises to operate its customer service center and
related commercial activities of the Lessee, its holding company or other entities
under the Kalyan Jewellers Group such as marketing, sales, distribution of gold
ornaments, consumable articles and jewellery made of gold and other precious metals
and diamond and all other allied activities. The Lessee shall be entitled to peacefully
and quietly enjoy the Leased Premises for the purpose as herein agreed, without any
disturbance or interruptions by the Lessor.

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Lessor Lessee
5. Rent

The Lessee shall pay to the Lessor effective from 1ST Jan 2025, a rent of Rs.5785/-
per month (Rupees Five Thousand Seven Hundred and Eighty Five only) after
deducting TDS/GST as applicable from time to time for the Leased Premises. The
Rent shall be paid on the 5th of each succeeding English calendar months.

In the event, the parties decides to renew this agreement for a further period of 11
months, then there shall be an escalation of rent by 5% over the last paid rent

6. Security Deposit

(i) The Lessee shall pay an Interest Free Refundable Security Deposit (IFRSD) of
an amount of Rs.75,000/- (Rupees Seventy Five Thousand only) and Lessor
hereby acknowledge the receipt of the same for the above said IFSRD.

(ii) The IFSRD shall be held by Lessor without liability for interest and as security
for the performance by Lessee of Lessee's covenants and obligations under
this Lease.

(iii) The IFSRD shall be refunded by the Lessor, simultaneously at the time of the
Lessee handing over of the possession to the Lessor on expiry or earlier
determination of the Lease.

(iv) In the event of failure by the Lessor in refunding the IFSRD, the Lessee shall
be entitled an interest at 18% per annum till the IFSRD is refunded. Further,
the Lessee shall also have a right to continue to possess and use the Leased
Premises free of any charge including payment of Rent till actual refund of
IFSRD and interest accrued is refunded by the Lessor. Such possession and
use of the Leased Premises shall not be deemed or construed or interpreted as
trespass or illegal by the Lessor

7. Sub-lease and Assignment

Save and except for its group/holding/subsidiaries/associates, the Lessee shall not
sublease all or any part of the Leased Premises, or assign this Lease, in whole or in
part, without Lessor's consent, such consent not to be unreasonably withheld or
delayed.

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Lessor Lessee
8. Repairs and Self-Help

During the Lease Period, Lessor shall provide a toilet facility either inside the Leased
Premises or outside within the building/complex for the use of the Lessee’s
employees. From time to time the Lessor shall do the all kind of repairs and
maintenance works with regard to the Leased Premises. In the event that the Lessor
fails to carry out any of its obligations to repair and maintain, within the time lines
provided by the Lessee, Lessee shall be entitled at Lessee's expense to do all
necessary repairs with regard to the Leased Premises and deduct the costs from the
rent. Repairs shall include maintenances of all kind in Leased Premises and also such
items as routine repairs of floors, walls, ceilings, and other parts of the Leased
Premises damaged or worn through normal occupancy, except for major structural
systems or the roof, subject to the obligations of the parties otherwise set forth in this
Lease.

9. Alterations and Improvements

The Lessee, at Lessee's expense, shall have the right to remodel, redecorate, and make
additions, improvements and replacements of and to all or any part of the Leased
Premises from time to time as Lessee may deem fit, provided the same are made in a
workmanlike manner and utilizing good quality materials. The Lessee shall have the
right to place and install personal property, and other temporary installations in and
upon the Leased Premises, and fasten the same to the Leased Premises.

All personal property, and temporary installations, whether acquired by Lessee at the
commencement of the Lease Period or placed or installed in the Leased Premises by
Lessee thereafter, shall remain Lessee's property free and clear of any claim by
Lessor. The Lessee shall have the right to remove the same at any time during the
term of this License on expiry or earlier termination of this agreement.

11. Taxes and Utilities

(a). The Lessor shall pay tax and duties and other levies payable by him/her to the
State/Central Government and other authorities in respect of the Leased Premises.

(b). The Lessee shall pay all charges for water, sewer, gas, electricity, telephone and
other services and utilities used by Lessee on the Leased Premises during the term of
this Lease unless otherwise expressly agreed in writing by Lessor.

12. Signs or Name Boards

The Lessee shall have the right to place on the Leased Premises, at locations selected
by Lessee, any signs or name boards, which are permitted by applicable zoning
ordinances and private restrictions. The Lessor shall assist and cooperate with Lessee

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Lessor Lessee
in obtaining any necessary permission from governmental authorities or adjoining
owners and occupants for Lessee to place or construct the foregoing signs.

The Lessee shall repair all damage to the Leased Premises resulting from the removal
of signs or name boards installed by Lessee.

13. Entry

Subject to one day’s advance notice, the Lessor shall have the right to enter upon the
Leased Premises during office hours to inspect the same, provided Lessor shall not
thereby unreasonably interfere with Lessee's business on the Leased Premises.

14. Breach and Termination

a) The Lessee shall have right to terminate this Agreement, fully or partially,
prior to the expiration of Lease Period or its renewal thereof by giving 30
(Thirty) days prior notice without assigning any reasons thereof. In the event
the termination is effected partially, the Lease shall continue for the rest of the
area of the Leased Premises and all the terms and conditions herein shall
continue. The notice period rent shall be adjusted in the event of termination
or expiry, as the case may be.

b) If during the Lease Period, the Leased Premises or any part thereof is acquired
or requisitioned by the Government or any local body or authority under any
Act or rules made there under, this Agreement will automatically stand
terminated with immediate effect.

c) In the event of any breach by one party, the other party shall give 15 days
written notice to the breaching party specifying the breach and the affected
party shall have right to terminate this Agreement, forthwith, if the breaching
party fails to cure or rectify the breach within the notice period as
aforementioned.

15. Condemnation

If any statutory authority condemns the property or building or such part thereof
which shall make the Leased Premises unsuitable for Lessee, this Lease shall cease
when the public authority takes possession and this Agreement shall stand terminated
with immediate effect. Such termination shall be without prejudice to the rights of
either party to recover compensation from the condemning authority for any loss or
damage caused by such condemnation.

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Lessor Lessee
16. Notice

Any notice required or permitted under this Lease shall be deemed sufficiently given
or served if sent by registered post with acknowledgment card, addressed as follows:

If to Lessor to:
Mr. CHERIYAN ALEXANDER
MANJANAMKUZHIYIL, CHENGAROOR P.O,
MALLAPPALLY PIN : 689594,

If to Lessee to:
Kalyan Jewellers India Ltd
TC 32/204/2, Corporate Office
Sitaram Mill Road
Punkunnam, Thrissur – 680002.

17. Compliance with Law

Both Parties shall comply with all laws, orders, ordinances and other public
requirements now or hereafter pertaining to the Leased Premises.

18. Force Majeure:

(i) Notwithstanding anything contained herein above,

(i) In case of the Leased Premises, or any part thereof, being destroyed or
damaged by fire, earthquake, tempest, riot, strike, flood, lighting, violence of
any army or mob or enemies of the country or by any other irresistible force

or

(ii) On the orders of any statutory authorities so as to render the Premises unfit
for the purpose for which the same was let, or the Premises due to any of the
above reasons becomes inaccessible, the Lessee shall have the right to
terminate this Lease Agreement with immediate effect.

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Lessor Lessee
(ii) The parties further agree that during the existence of Force Majeure conditions
if the Lessee is unable to conduct its operations from the Premises, all the
rights and obligations of the parties including the payment of Rent under this
Agreement shall stand suspended.

(iii) The Lessor shall take all steps on a best efforts basis to abate the Force
Majeure conditions. However, if the Force Majeure conditions continue for a
period of two weeks, then this Agreement shall stand terminated.

19. Non-Competition

The Lessor shall not during the subsistence of this Agreement, without the prior
consent of Lessee enter into any agreement, in the premises, with or in any way be
connected with any other Retailer/consortium of Retailers competing with the Lessee.

20. Headings

The headings used in this Lease are for convenience of the parties only and shall not
be considered in interpreting the meaning of any provision of this Lease.

21. Successors

The provisions of this Lease shall extend to and be binding upon Lessor and Lessee
and their respective legal representatives, successors and assigns.

22. Consent

The Lessor shall not unreasonably withhold or delay its consent with respect to any
matter for which Lessor's consent is required or desirable under this Lease.

23. Miscellaneous

a) The Lessor do hereby agree, to save, hold the Lessee harmless, indemnify and
shall keep the Lessee fully indemnified against all direct and consequential
costs, charges, claims, demands, actions, suits, proceedings, damages, losses
or any other liability of whatsoever nature, including but not limited to legal
expenses, caused to or suffered or incurred by the Lessee, arising out of any of
the covenants / representations/ declarations or undertakings of the Lessor as
contained in this Agreement, being untrue and false as also against breaches,
non-compliances or other causes of whatsoever nature, attributable to or
induced by the Lessor or any person acting or claiming under the Lessor and
any damages, losses or expenses whatsoever suffered and incurred by the
Lessee as a result of such claims, demands, actions, or proceedings as
aforesaid. Without prejudice to the generality of the foregoing, the Lessor do

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Lessor Lessee
hereby agree and undertake to indemnify and keep the Lessee fully indemnified in the
event of the Lessee having to face any adverse consequences effecting its leasehold
rights and /or in the event of any adverse consequence, disturbance, obstruction,
limitation, prevention, restriction or the like, on the Lessee’s peaceful possession and
enjoyment of the Leased Premises and/or any loss, damages, costs, charges, expenses,
claims, actions, suits, proceedings, demands, levies, penalties, fines or any other
liability of whatsoever nature, direct or indirect, to which the Lessee may be
subjected to in safeguarding its leasehold interests in the Leased Premises or in
ensuring the Lessee’s effective use, exploitation, utilization and enjoyment of the
Leased Premises in all respects in accordance with the terms of this Agreement.

(i) That if the Lessor transfers/sells/assigns the Leased premises to a buyer or

during the tenure of this Lease, the term of this Lease Agreement shall be
attorned by the Lessee and the Buyer(s)/Transferee/s. The condition shall
always be included in the document of Transfer between the Lessor and the
Buyer (s)/ Transferor/s, who shall thereafter perform all the covenants
contained in this Agreement. In the event of any registration is required for the
attorned lease or pursuant to attornment, then the cost of the same shall be
borne by the Lessor

(ii) The Lessor agrees that the area in front of the Leased Premises, allotted to the
Lessee shall be used by its employees for parking and otherwise.

(iii) It is hereby expressly agreed and understood by and between the parties hereto
that the Lease hereby granted by the Lessor to the Lessee will ipso facto stand
terminated without any act omissions or commission on the part of the parties
hereto, on the day preceding the day of any company petition for Winding up
Amalgamation or bankruptcy/ liquidation proceedings is admitted against the
Lessee or its holding company / subsidiary companies is admitted in any
competent court.

(iv) It is mutually agreed by the parties herein that any dispute among them
concerning the terms and conditions of this agreement and / or any claims
therein, shall refer to Sole Arbitration as per the provisions of Arbitration and
Conciliation Act, 1996 or any other statutory amendments thereof and the
award so passed shall be final and binding upon the Parties herein. Each party
shall bear its own cost and expenses for such Arbitration. The venue of
arbitration will be at Thrissur, State of Kerala.

(v) This Agreement shall be executed in two copies, signatures of both the parties
are obtained in all the copies and one copy will be with the Lessors and one
with the Lessee.

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Lessor Lessee
(vi) In the event of registration of this Agreement, the cost of stamp duty,
registration charges and other ancillary expenses shall be shared equally by the
parties herein.

10. Final Agreement

This Agreement terminates and supersedes all prior understandings or agreements on

the subject matter hereof. This Agreement may be modified only by a further writing
that is duly executed by both parties.

IN WITNESS WHEREOF, the parties hereto have executed this Lease as of the day
and year first above written.

SCHEDULE OF PROPERTY

All the piece and parcel of land bearing Survey No.267/5 and shop no.13/823, situated
at Mallappally admeasuring 300 Sq.ft of the thereabouts and marked by boundary
lines as shown below:-

On the North by : SHOP

On the South by : MALLAPPALLY - THIRUVALLA ROAD

On the East by : PADIKKAL KUNNEL BUILDING

On the West by : SBI BANK

For Kalyan Jewellers India Limited Mr. CHERIYAN ALEXANDER

AJEESH C
Lessor

Authorised Signatory

Witnesses: 1. 2.

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