GCC

/This work order shall form part of the Contract to be entered into and shall also include the following:

- Articles of agreement on Stamp paper.

- Contract document with complete details.

The following terms and conditions shall be binding on the Contractor and the Employer. These supersede any other terms mentioned
in Contractor`s correspondence during the tender/negotiation process:-

1. Definitions: In the contract the following words and expressions shall have the meaning stated as below:

a) Employer shall mean xxxxxxxxxxxxx represented by Head of Contracts.

b) Contractor shall mean Larsen and Toubro Limited.

c) Engineer shall mean person appointed by Employer to act as the Engineer -in-charge for the purposes of the Contract.

d) Design review consultant means any person, company or firm appointed by the Employer in accordance with the Employer's
Requirements to perform the duties set forth in Clause.

e) 'Contract' means the Contract Agreement, the Letter of Acceptance, the Letter of Tender, these Conditions, the Specification and the
Drawings.

f) 'Contractor's Representative' means the person named by the Contractor who acts on behalf of the Contractor for the purposes of the
Contract.

g) 'Commencement Date' means the date on which the execution of Works is to begin in accordance with Contract.

h) 'Contract Price' means the price agreed for completing the whole of the Work under the Contract excluding VAT Service tax as
shown above and Labour cess.

i) 'Contractor's Equipment' means all apparatus, machinery, vehicles and other things required for the execution and completion of the
Works and the remedying of any defects. However, Contractor's Equipment excludes Temporary Works, Employer's Equipment (if
any), Plant, Materials and any other things intended to form or forming part of the Works.

j) 'Drawings' means the drawings of the Works, as shown on the list included in the Contract, and any additional and modified drawings
issued by the Engineer in accordance with the Contract.

k) 'Defects Liability Period' means the period for notifying defects in the Works or a Section (as the case may be) calculated from the date
on which the Engineer issues the Substantial completion certificate for the Works or Sections.
l) 'Final Payment Certificate' means the certificate issued by the Engineer once the Contractor submits a Final Statement which represents
full and final settlement of all money due to the Contractor under or in connection with the Contract.

m) 'Force Majeure' means an exceptional event or circumstance, beyond the control of Contractor.

n) 'Letter of Acceptance' means the letter of formal acceptance, signed by the Employer. If there is no such letter of acceptance, the
expression 'Letter of Acceptance' means the Contract Agreement.

o) 'Payment Certificate' means certificate issued by the Engineer to state the amounts which the Contractor is entitled to, for the
execution of a part of Work.

p) 'Plant' means the apparatus, machinery and vehicles intended to form or forming part of the Permanent Works.

q) 'Performance Security' means the Security given by the Contractor to the Employer for the proper performance of the Works.

r) 'Retention Money' means the accumulated retention moneys which the Employer retains for executing any kind of rework due during
Defects liability period to the poor / bad materials or workmanship of the Contractor.

s) 'Specifications' means the document titled specification, as included in the Contract.

t) 'Sub-Contractor' means any person / organization appointed as a Sub-Contractor, for a part of the Works and the legal
successors.

u) 'Substantial Completion Certificate' means a certificate issued for taking over of these works by the Engineer when the Works have been
completed in accordance with the Contract.

v) 'Site' means the places where the Permanent Works are to be executed and to which plant and materials are to be delivered, and any
other places as may be specified in the Contract as forming part of the Site.

w) 'Time of Completion' means the time for completing the whole of the Works and each Section (if any)

x) 'Temporary Works' means all temporary Works of every kind (other than Contractor's Equipment) required on Site or elsewhere for the
execution and completion of the Works and the remedying of any defects.

y) 'Works' mean the Permanent Works and the temporary Works, or either of them as appropriate.

z) 'Design' means Structural design for the building.

2. The Contract price also includes the following:-

a. All taxes and fees required and payable to the government authorities other than the building permit to obtain the construction licenses
excluding Value added tax, Service tax and Labour cess.

b. All additional costs for working in the festivals, monsoon and long holiday periods.

c. Providing all assistance and necessary documents to the Employer for obtaining the building occupation and construction permits. All costs
incurred in obtaining building occupation permits shall be to Employer's account.

d. In the event of any discrepancy between the contract provisions and any government regulations within the Contractor's scope, the stricter
and higher provision shall prevail. If the contractor has to execute beyond his agreed scope of work, any cost towards the same
shall be adjusted to contract price as per clause 19.

e. All costs arising from compliance with necessary government authorities in respect to construction works as included and as specified
in the scope of work of the contractor in the contract documents.

f. Cost for design, execution and maintenance of temporary work/structures/slope protection system to protect the surroundings from damage.

g. Cost of any De-watering system to keep the site free from accumulation of water by any means. Contractor shall get acquainted with site
conditions, nature of soil and adopt suitable appropriate dewatering system as deemed fit for the nature of soil and prevailing
water table and water collected by runoff or rain to get the surface reasonably dry. Dewatered water/ Slush shall be drained out/
transported out of the site by tankers/suitable means to places not objected by civic authorities.

h. Clearing up for pre-completion inspection during construction of the Structure.

i. Compliance with the Architectural Drawings, Perspectives issued by the Employer and Design basis report (Annexure3).
j. All fees and costs for water, power, including clearing and carting away surplus earth, debris by suitable means to places not objected by
civic authorities.

k. All ancillary and other works and expenditure, including the provision by the Contractor for all necessary site establishment and facilities and
all necessary utilities whether separately or specifically mentioned or described in the contract documents or not, which are indispensably
necessary to carry out works and bring to completion, which may be contingently necessary to overcome difficulties.

l. VAT amount shall be firm subject to no change in the Contract Price.

3. Design Build Contract:

The Contract Price is for a design build contract. The contract amount as agreed and as mentioned in the Work Order shall remain firm
during the contract period including extensions granted, if any and no price escalation shall be made in respect of increase or decrease in
cost of materials and services, except for any adjustments of Built up areas which shall be done pro-rate and for items involving the
materials whose basic prices are defined in this contract.

. The area shall be mutually finalized and an amendment for the revised area (if any) shall be made.

4. Adjustments for Material Rates:

The Contract Price shall be adjusted in case of any variation in rates, upward or downward for the materials described below. These rates
are for landed at site, inclusive of all taxes and duties:

a. Cement OPC Grade 53/43 - Rs. 250/bag of 50kg.

b. Bulker Cement - Rs. 5,000 / t.
c. Reinforcement Steel - Rs. 40,000 / t.
d. Structural Steel - Rs. 47,000 / t.

e. Vitrified Tile -Rs 35/Sqft

f. Ceramic Tile -Rs 30/Sqft

g. Kota Stone -Rs 40/Sqft

h. Granite -Rs 100/Sqft

i. Indian marble -RS 100/Sqft

j. Imported Marble -Rs 200/Sqft

In case of any variation in the rates of materials listed above during the execution of the project (either increase or decrease) including
extended periods (mutually agreed by both parties based on Extension of time granted or suspension period approved by Employer) if
any, Contractor shall be debited or credited, as the case may be, only to the extent of +/- variation in the rates.

Rate variation for cement shall be permissible upto maximum lakhs bags consumed for concrete works, plaster and masonry works
and reinforcement steel upto maximum 35,359 t.

Cement and steel consumed for any temporary works and any wastage shall not be considered for rate adjustment.

Procedure for price adjustment for Cement and Reinforcement steel shall be as below:

1. Engineer shall send approved rates to the Contractor in the reference month based on the Employer's procurement rates; these rates shall
determine the rate variation.

2. Contractor shall be free to buy from vendors of his choice but after Engineer's approval of the vendor.

3. Engineer shall reimburse/recover the difference whenever a minimum value of 50 lakhs accumulates due to rates adjustments.

4. The rate variation shall be the difference between approved rates and rates as mentioned in the work order. Vendor list

for procurement of steel and cement shall be approved by the Employer.

Any new Vendor for procurement of steel and cement shall be presented to Employer's approval with all pre-qualification documents 45
days prior to requirement of material at site.
 No other material price variation shall be considered for Contract Price adjustment. Contractor shall submit a procurement schedule for the
materials listed above in accordance with the approved construction program, which contractor will update the quantity and re-submit
regularly.

No claims shall be entertained after expiry of completion/extended completion date.

If the Contractor is not able to procure reinforcement steel at the approved rates, then Employer on formal request from the Contractor
shall procure reinforcement steel and debit the amount from the immediate interim payment certificate. This provision is being extended
only to facilitate contractor to achieve the desired progress on site and Employer shall be indemnified from cost of any tests and quality of
the material being supplied which shall always be the responsibility of the Contractor.

5. Contract Commencement and Completion:

The works shall be completed in Fourty two (42) months for xxxxxxx & Twenty nine(29) for xxxx Towers. This includes completion of
all structure related works, masonry, waterproofing and plastering, Finishing,MEP works etc

The Contractor shall be entitled to participate in the tenders floated by Employer for Completion of other works beyond the scope of works
of the Contractor and if the Contractor is awarded such works the same shall be executed by the Contractor within the time period
stipulated for executing such additional works.

6. Address for Correspondence:

The Contractor hereby agrees that for the proper and effective administration of the Contract, all notices, instructions, payments etc. under
the Contract shall be addressed to Mr.xxxxxxxxxxxxxxx. Such notices and instructions shall be deemed as duly served to Contractor
pursuant to the conditions of Contract. Any change as to the address for correspondence or the contact person shall be duly intimated to
the Engineer in writing.

7. Scope of Work:

The Contractor shall be responsible for Design and Construction of Residential development, xxxxxxxxxxxxxxxxxxxxxx including
backfilling, structure,, Finishing & MEP all as per Employer's requirement and Architectural drawings.

Xxxxxxxxxxxxx :-

A) XXXXXXXXXXX

1) Name of Project:- xxxxxxxxxxxxx

2) Location:- Hyderabad
3) Tower Configuration:- 3B+G+33 Typical Floors- 10 towers
4) Total Built Up Area:- 58.07 Lakh Sqft

B) XXXXXXXXXXXX

1) Name of Project:-xxxxxxxxxx
2) Location:- Hyderabad
3) Tower Configuration:- 2B+G+16 Typical Floors-3 towers
4) Total Built Up Area:- 9.701 Lakh Sqft

8. Contractors Responsibilities/Obligations:

1) The Contractor shall with due care and diligence and in good and workmanlike manner design, execute and complete the Works and
remedy any defects in accordance with the Contract Documents using equipment, materials, goods, and all other things (whether of
a temporary or permanent nature) of good quality and standards and be the best of their described kinds and shall, in all cases, be to the
satisfaction of the Engineer.

2) Without prejudice to the generality of point (1) of this Clause, and to the Contractor's obligations under the Contract,

a) The Contractor shall be fully responsible for the design of the Works in accordance with architectural drawing, and shall complete the design
in accordance with the Employer's requirements;

b) The Contractor shall be fully responsible for the choice of materials, goods, plants, workmanship to enable the Works to be
constructed and completed and/or be fully operational in accordance with the Employer's requirements;

c) The Contractor shall be fully responsible for preparation and development of all design and construction at all stages of the Works from design
stage to completion and use of the Works.
d) The Contractor shall be fully responsible for the adequacy, stability and safety of all site operations and methods of construction, and for
the removal, if so required under the Contract or by the Engineer, of all temporary works.

e) Performance Guarantee for Waterproofing works: - Contractor shall guarantee against any defects of materials, and workmanship under this
contract for a period of 10 years in a format approved on a stamp paper from the date of completion of work. Any defects /
leakage during this period shall be rectified free of cost by Contractor.

f) The Contractor shall be fully responsible for the adequacy and integrity of the design and the Works, and for the Works being suitable or
fit in all respects for the purpose for which the Works are constructed, and in accordance with the Employer's Requirements.

3) The Contractor shall interface, programme and organize the work and liaise closely with all direct contractors and allow on
chargeable basis, use of available facilities and access that may be necessary to ensure the satisfactory and timely sequencing and
completion of all works on the site.

a. Patents, Trademarks, Copyrights, etc:

The Contractor shall defend, indemnify and save harmless the Employer from and against all claims and proceedings for or on account
of infringements of any patent rights, design, trademark name or copyright or other protected rights in respect of any design, plant,
materials, goods used for or in connection with or for incorporation in the Works and from or against all loss, expense, costs or damages
whatsoever in respect of such claims or proceedings or in relation thereto.

b. Design, Specifications and Other Information:

The Contractor shall design and provide all necessary specification for the Works in accordance with the site plans and requirements of
the Employer. Any design detail, plan, drawing, specification, note, annotation and information required shall be provided by the
Contractor in such sufficient format, detail, extent size and scale and within such time as may reasonably be required to ensure
effective execution of the Works and/or as otherwise required by the Engineer.

c. Prior Written Acceptance:

The Contractor shall not make any deviation, alteration, addition and/or omission from the accepted design without the prior
acceptance in writing by the Employer. Any acceptance or approval by the Employer of such submission shall not relieve or in
any way limit the responsibility of the Contractor under the Contract.

9. Design:

General Design Responsibility:

a. The Contractor shall carry out, and be fully responsible for the suitability, adequacy, integrity, durability and practicality of the designs.
Design shall be prepared by qualified designers who are engineers or other professionals who comply with the criteria as per Employer's
Requirements. Unless otherwise stated in the Contract, the Contractor shall submit to the Engineer for consent the name and particulars of
each proposed designer.

b. The Contractor accepts and is deemed to have checked and accepted full responsibility for the design, and warrants, absolutely and
independent of fault, that the same meets the Employer's Requirements.

c. The Contractor shall indemnify the Employer against any damage, expense, liability, loss or claim which the Employer might incur, sustain
or be subject to arising from any breach of the Contractor's design responsibility and/or warranty set out in this Clause and under
common law:

i. Notwithstanding that such design may be or may h Contractor's consultants, his sub-contractors and/or his qualified
professionals/persons or caused to be prepared, developed or issued by
others;

ii. Notwithstanding any warranties, guarantees and/or i

any other person; and
 iii. Notwithstanding that the same may have been accepted

d. The Contractor shall assist to get all statutory approvals for the construction and occupation of the building at no additional cost.

Technical Standards and Regulations:

The design, the Contractor's documents, the execution and the completed Works shall comply with the country's technical standards,
building, construction and environmental laws, National disaster management codes, National Building Code laws applicable to the
product being produced from the Works, and other standards specified in the Employer's Requirements.

Design Error:

If errors, omissions, ambiguities, inconsistencies, inadequacies or other defects are found in the Contractor's Documents and work
executed based on these Contractor' documents shall be corrected at the Contractor's cost during the contract period, notwithstanding
any consent or approval under any Clause.

e. Employer shall appoint a Design review consultant to check the design of the permanent work and/or Temporary Works prepared by the
Contractor's designer to ensure that the design complies in all respects with the Contract.

The Employer reserves the right to revoke its approval at any time for dissatisfaction with the conduct or performance of the Design
review consultant.

A certificate issued or any other act done by the Design review consultant under the Contract shall not relieve the Contractor from any of
his duties, responsibilities, obligations and liabilities under the Contract.

10. Quality in Construction:

1) Plant, Materials, Goods and Workmanship:

a. All plant, materials and goods shall be good quality and of their respective kinds described in the Contract, be suitable and fit for
the purpose for which they are required under the Contract and in accordance with the instructions of the Engineer and shall in all cases
conform to technical standards of the country.

b. All workmanship shall be of a good standard and without prejudice to the aforesaid, of the standard contained or referred to in the
Contract and in accordance with the instructions of the Engineer.

c. All Works shall be carried out in a good and workmanlike manner.

d. All plant, materials, goods, workmanship and Works shall be subjected from time to time to such tests as the Engineer may by
instruction require at the place of manufacture, fabrication or preparation, or on the Site.

e. No manufactured goods shall be modified or varied in any way unless such modifications will not affect the desired properties of
the materials as given by the manufacturer/vendor and the Contractor obtains the approval of the Engineer in writing for carrying out such
modifications.

2) Contractor to Provide Everything Necessary for Testing:

The Contractor shall provide everything necessary as are required for examining, measuring and testing any materials goods or
workmanship and shall supply samples of materials, before incorporation in the Works, for testing as may be selected and required by the
Engineer. The samples must be submitted in ample time for the Engineer's review prior to quantity fabrication.

The finished works must correspond to the approved samples of materials and workmanship.

3) Defects during the Progress of the Works:

If the Engineer during the progress of the Works finds any defects, he may instruct the Contractor in writing to do any or all of the
following:

a. To demolish and reconstruct any work so that it is in accordance with the Contract.

b. To remove from or not to bring to the site any materials which in the opinion of the Engineer are or may not be in accordance with
the Contract and to replace such materials or goods with materials which are in the accordance with the Contract.

The Engineer's instruction may specify the time or times within which the Contractor is to comply with the instruction.

11. Contractor to provide and do everything:

The Contractor is to provide everything necessary (including all workmen, tools, plant, machinery, scaffolding, etc) for the proper design,
execution and completion of the Works according to the true intent and meaning of the Contract regardless of whether the same may or
may not be particularly shown on the Contract Drawings or described in the Specification provided that the same is reasonable to be
inferred from there for completion of the Works.

The Contractor may not evade or seek extra payments for obvious requirements due to any discrepancy or omission in the Contract or
between the Employer's Requirements / Contractor's Proposal and/or these Conditions.

The Contract Price shall be deemed to cover all obligations of the Contractor under the Contract and all work and expenditure necessary
to carry out and bring the Works to completion and all preliminary items and site management costs. This shall include all ancillary works
or processes which are indispensably necessary and may contingently become necessary to achieve completion whether described or
otherwise in the face of practical difficulties or for other technical reasons.

12. Assignment and sub-contracting:

Unless the Employer shall agree in writing, the Contractor shall neither assign his interests, rights or benefits under the Contract nor
transfer his liability nor make arrangements for the vicarious performance of such functions by any other person nor make arrangements
whereby the execution of the works is carried out by another person or persons.

Except where expressly provided in the Contract, the Contractor shall not sub-contract the works or any part thereof without the prior
written consent of the Employer, which consent shall not be unreasonably withheld.

13. Payment:

The Employer shall effect an advance payment of ten percent (10%) of the contract price as an interest-free advance for mobilization
which shall be paid to contractor in three installments. Half of this advance (5 percent) will be paid on acceptance of work order and
against the submission and approval of contractor's bank guarantee of equal amount. The second installment (2.5 percent) shall be paid
on commencement of Raft slab and approval of contractor's bank guarantee of equal amount final installment (2.5 Percent) shall be
paid on completion of Raft slab and against the submission and approval of contractor's bank guarantee of equal amount.

Contractor shall be paid a formwork advance of 1.98% of the Contract price upon mobilization of minimum five sets of specialized
formwork material and upon commencement of usage in the project and against the submission and approval of contractor's
bank guarantee of equal amount

The mobilization advance shall be deducted from the interim payment starting from receipt of payment to the pre final interim payment
certificate on pro rata basis.

The formwork advance shall be deducted starting from the subsequent interim payment and complete recovery by pre-final interim
payment.

Payment shall be based on completion of milestone as per the Annexure-2 attached.

The date of submitting the Milestone Payment Application shall be 25th day of calendar month and the Employer shall pay fifty (50%)
percent of the bill value within 15 days from the receipt date of the bill with all necessary required submittal / supporting documents as
acceptable to Engineer and the balance Fifty (50%) Percent shall be released within 30 days from the receipt date of the bill with all
necessary required submittal / supporting documents after all necessary deduction for retention, mobilization advance, and formwork
advance and after receipt of Payment Certificate from Engineer.

The Final Payment Application shall be submitted by the Contractor within 60 days of completion of the Work with all relevant documents
including but not limited to as-built drawings, indemnities, reconciliation statement etc. accepted by the Engineer and will be cleared
within 90 days from the date of submission of the Final Payment Application. The maintenance period shall commence from the date of
acceptance of measurements and abstract of final bill or issue of completion certificate by the employer, whichever is later.

The Security Deposit of Two and half percentage (2.5%) of the contract value shall be submitted within 15 days of award of work in the
form of a bank guarantee from a nationalized bank valid for three months beyond the scheduled completion date of the project. In case of
extension of completion, this Bank guarantee will be extended three months beyond the revised date of completion.

14. Retention Money:

The Employer shall retain two and half percent (2.5%) of the amount certified in each interim payment. This shall be released after issuing
the substantial completion certificate along with the Final Payment and after receiving the Bank Guarantee for an equivalent sum valid up
to the end of Defects Liability Period. The Employer shall be free to set off the Retention Money against expenditure incurred by him in
rectification of defects if the Contractor fails to attend to same to the satisfaction of the Employer. No interest is payable on retention
money deducted.

15. Termination of Contract:

a) Termination for Default:

The Employer may by notice by registered post or recorded delivery or e-mail to the Contractor forthwith determine the employment of the
Contractor whereupon the Contractor's employment under this Contract shall terminate if, in the opinion of the Employer, the Contractor:

i. has abandoned the Contract;

ii. has, without reasonable cause, failed to commence the Works in accordance with the Contract;

iii. has, without reasonable cause, failed to proceed diligently with the Works or wholly suspended the carrying out before completion;

iv. has persistently refused or failed to comply with a written instruction from the Employer/Engineer
which he is give under the Contract;

or if the Contractor:

i. becomes bankrupt or makes any composition or arrangement with his creditors or has a winding up order for the purposes of
reconstruction) a resolution for voluntary winding up passed or a receiver or manager of his business or undertaking is
duly appointed or possession is taken by or on behalf of any creditor or any property the subject of a charge;

ii. has offered or given or agreed to give to any person, any gift or consideration of any kind as an inducemen doing or forbearing to do
or for having done or forborne to do any action in relation to the obtaining or execution of this Contract with the
Employer, or for showing or forbearing to show favor or disfavor to any person in relation to this Contract or any other Contract with the
Employer, or if any of the like acts shall have been done by any person employed by the Contractor or acting on his behalf (whether
with or without the knowledge of the Contractor);

In the event of the Employer determining the employment of the Contractor as aforesaid, the Contractor shall immediately vacate and
give possession of the site of the Works to the Engineer, leaving all construction equipment, plant, temporary works, temporary
buildings, structures, tools, goods, equipment and unfixed materials upon the site, other than those which the Contractor may be
specifically directed in writing by the Engineer to remove. The Employer shall give notice to the Contractor for removal of those
equipment, plants, etc. within 28 days of the termination provided the Contractor has made all payments due to the Employer. The
Contractor shall promptly arrange their removal at the risk and cost of the Contractor. However, if by this time the Contractor has failed to
make a payment due to the Employer, these items may be sold by the Employer in order to recover this payment. Any balance of the
proceeds shall then be paid to the Contractor.

b) Termination without Default:

The Employer shall be entitled to terminate the Contract, at any time for the Employer's convenience, by giving a notice of such
termination to the Contractor. The termination shall take effect 28 days after the later of dates on which the Contractor receives this notice
or the Employer returns the Security Deposit. The Employer shall not terminate the Contract under this clause in order to execute the
works himself or to arrange for works to be executed by another Contractor.

16. Variations:

a) Variation shall mean any change in the Employer's requirements which makes necessary the alteration or modification of the design or
quantity of the Works as described by or referred to Employer's requirements or in the Contractor's Proposals.

b) The Engineer may order in writing any Variation that is necessary for the completion of the Works or is in his opinion desirable for or to
achieve the satisfactory completion and functioning of the Works. The Contractor shall forthwith carry out such Variation in
accordance with the Engineer's instruction, provided that no Variation shall require significant alteration or modification in the design
already checked without the consent of the Engineer which consent shall not be unreasonably delayed or withheld.

c) No Variation ordered by the Engineer shall in any way vitiate or invalidate the Contract but all such Variations shall be valued in
accordance as stated below.

d) Variation ordered by the Engineer shall require the Contractor to prepare and submit within 14 days of the Contractor receiving the
Variation order, a quotation in writing for complying with the order on the following principles:

Cost of labor, materials, hire charges of any special equipment required to execute plus 15% (fifteen percent) to cover overheads
and profit plus applicable taxes.
e) The Engineer shall determine the sum (if any) which in his opinion shall be added to or deducted from the Contract price as a result of
a Variation order.

17. Taxes and Duties:

The Contractor hereby affirms that total cost as contained herein before is inclusive of all prevailing taxes, duties, VAT, Service tax
excluding labour cess.

The contract sum shall be adjusted in case of any variation upward or downward in the rate of Value Added Tax (VAT) and Service Tax.
The contract price also shall be adjusted in case these two taxes are replaced with the Goods and Service Tax (GST). Introduction of
any new taxes/Cess/Levies shall be considered for adjustment. The contractor shall furnish all necessary tax calculation to the Employer
for any such adjustments.

The contractor hereby agrees that any saving as tax relief benefits with respect to duties, levies and taxes as the result of the granting of
tax incentives and concessions from the Government of India for the works shall accrue to the benefit of the Employer and the benefit
arising from there shall be returned to and paid in favor of the Employer failing which the Employer shall have the right to deduct the
same from the amounts due to Contractor from the Employer.

18. Power, Water and Site Facilities for Construction:

The Contractor shall arrange water and power required for the works at his own cost with due permission from the Authorities. The
Contractor shall also arrange for further distribution of power and water at his own cost. Penalty charges in case of any delay in payment
for temporary power supply / other reasons with the authorities shall be borne by the Contractor. All statutory deposit shall be
reimbursed by Employer.

The Contractor shall make adequate arrangements for storage and pumping of water at site to ensure work does not suffer for want of
construction water.

The Contractor shall provide electricity and water required for the other direct contractors appointed by the Employer on chargeable
basis. The charges and payment in connection with the supply of electricity and water shall be dealt directly by the Contractor with each
direct contractor as the case may be. However the charges shall be reasonable and shall be substantiated.

The Contractor shall construct the site offices, conference hall, laboratory and stores. All costs towards the construction, providing
facilities and maintenance of site office and stores are included in the Contract Price and Contractor is not entitled to claim any additional
cost towards same.

The Contractor shall be allowed to make use of available space within the site for his stores, work yard, and erection of batching plant on
approval of the Engineer.

19. Insurances:

The Contractor shall provide requisite CAR insurance policy for the Total Contract value. It will cover burglary, fire, rain, flood,
earthquake, etc. It will also cover all losses/claims for third party liability and damage to any material, equipment and property
(excluding contractor's own temporary buildings, constructional plant and equipment), including those of third party and those of
Employer, which may arise out of, or in consequence of construction and maintenance of the work.

Third party liability will include bodily injury, death, and property damage against all risks due to unforeseen and sudden physical loss or
damage.

The contractor shall comply with the terms and conditions and is solely responsible for the uninsured excesses in the event of a claim.
The Contractor shall be responsible for insurance required for constructional plant, equipment and temporary buildings and for
indemnities.

The Contractor shall produce to the Engineer a copy of Workmen's Compensation Policy with an insurance company in accordance with
Workmen's Compensation Act and other Acts in force from time to time, within one week of issuance of this order which shall be active
till the receipt of completion certificate from the Employer.

The period of all the insurances shall be the Contract period plus three months.

The policies to be provided by Contractor shall be in order with premium payment receipt copies submitted to Employer within two
week of the issuance of the Work Order.

The Contractor shall extend the period(s) of insurance cover till the completion date/extended completion date plus three months fixed in
accordance with the Conditions of Contract.
20. Liquidity Damages:

The Contractor shall to pay damages to the Employer at the rate of 0.5% of the Contract Price per week up to maximum of 5% of the
Contract Price if Contractor fail to complete the Works in accordance with the Contract.

Progress will be reviewed in weekly site meetings and assessed in detail on monthly basis as per the mutually accepted milestone
schedule forming part of the contract. The milestone shall be including completion of structure, masonry, waterproofing and internal
plaster works three floors below the completion of slab. In case the progress falls behind the milestone schedule, the Employer shall levy
delay damages from the Contractor at the rate of 0.5% of the milestone value per week. However, in case the shortfall as per the original
targets is made up before the next monthly assessment and progress is brought to as per the agreed time schedule, the amount earlier
deducted will be released in the next bill.

21. Secured Advance:

The Contractor may request for secured advance against re-inforcement steel brought by him to site of work up to 100% of its verified
tax invoice value, limited to maximum two months requirements of such materials. This advance is recoverable from the subsequent
interim payment certificates based on actual consumption of materials.

22. Contract Documents and Drawings:

Contract documents and drawings shall be read as a whole and each section shall be construed as being complimentary to one another.

The Contract Price is deemed inclusive of all costs required for compliance with the requirements as stipulated in the Contract, drawings
and bill of quantities and no claim for additional costs shall be entertained.

Notwithstanding any information and technical particulars submitted, all materials and workmanship shall comply with the Contract
drawings, to specifications to the satisfaction of the Employer and relevant government authorities (in respect of Contractor's scope of
works) concerned. There would be no claim for cost or time in connection with the same.

23. Construction Programme:

Any programme submitted during the tender stage shall not be applicable.

Within two (2) weeks from the date of issue of the Work Order, the contractor shall furnish a master construction programme and
organization chart for the Engineer's approval and for use as tool for monitoring work progress. The program shall be inclusive of
all milestones and deliverables required for interfacing with suppliers and direct contractors.

The contractor shall also furnish a macro level milestone programme to the employer within two (2) weeks from the date of issue of Work
Order.

24. Site:

The Contractor shall be responsible for maintenance and protection of the all areas within the boundary of the site, including but not
limited to environmental protection measures, anti-mosquitoes breeding, etc.

There shall be no claim for additional costs in connection with the above.

25. Compliance of Labour Regulations:

The Contractor shall observe and comply with all laws applicable to all statutory provisions under the Labour Law including but not limited
to, minimum wages act, Provident Fund, Employees State Insurance Act, Contract Labour Act, Interstate Migrant Workers Act, Building
Construction and Workers Act and other applicable enactments from time to time covering the workmen employed by Contractor or any
sub-contractor employed on the Works. In the event of any default by way of non-observance or non-compliance of the said laws / rules
on your part or the sub-contractors, the contractor shall indemnify the Employer against any claims, damages, liabilities, actions,
proceedings and costs / expenses arising out of or in connection therewith. Labour camps shall be allowed within the site.

Contractor shall not employ any Child Labour.

26. Monthly monitoring and reporting:

The monthly reports shall incorporate the following:

Section 1: Milestone Summary.

Section 2: Planning / Progress:

a. Overall Master Program.
b. Sector program indicating the progress of the respective trades and project progress for the next 30, 60 and 90 days.

Note: Accelerations programs as required shall be submitted within 7 days of the Engineer's request.

Section 3: Design and Submissions:

a. Good for Construction Drawing Status.

b. Schedule of key deliverables required from the consultants to be given 30 days in advance.

Section 4: Quality Assurance / Control:

a. Material Quality Plan.

b. Method Statement.
c. Status of checklist and testing certificates/ reports (format to be approved by the employer).

Section 5: Procurement:

a. Procurement Schedules; indicating all key dates and quantities.

b. Monthly Procurement Schedules.

Section 6: Construction:

a. Temporary Site Facility Layout; overall and monthly update.

b. Plant and equipment status.
c. Contractor Request for Information Status.

Section 7: Variations:

a. Items for client approval.

b. Statement of claims to date.

Section 8: Areas of Concern:

a. Statement from contractor.

b. Co-ordination issues.

Section 9: Manpower Status:

a. Staff status and respective responsibilities.

b. Manpower status based on each trade and allocation to each block.
c. Manpower Projections for each trade respective to each sector.

Section 10: Health and Safety:

a. Summary statement.
b. Statistical reporting (format to be approved by Engineer).
c. Labour Camp: Photographs and write-up confirming that the camp is well kept and sufficient amenities for the well being of the
labour and their families are being maintained.

Note: This is to include a Creche for the children

d. Construction Site: Write-up and photographs confirming the site is well maintained

Section 11: Protection of works:

a. Monthly update on the protection of the works.

Section 12: Commercial:

a. Cash Flow Projections.

Section 13: Site Progress Photographs:

a. Progressive photos in sequence for each sector.

Note:
i. Three copies are to be given and one soft copy.
ii. The format and extent of the report shall be as directed by the Engineer.

27. Interfacing Works:

The contractor is responsible for all interfacing works related to his scope of works with the following parties:

a. Direct Contractors.
b. Neighbours.
c. Authorities.

28. Sub-Letting:

The contractor shall not sub-let whole or any portion of the Works, without prior approval of the Employer.

29. Quality Control:

The Contractor agrees that he shall implement a quality control programme as approved by the Engineer and shall employ a
designated team to ensure quality control procedures are fully complied with and that workmanship meets the highest standards of
good trade practice and the Specifications.

30. Partial Possession:

If before completion of the Works the Employer wishes to take possession of any part or parts of the Works and, then notwithstanding
anything expressed or implied elsewhere in this Contract, the Employer may take possession thereof. The Contractor shall there upon
issue to the Employer a written statement identifying the part or parts of the Works taken into possession and giving the date when the
Employer took possession.

For the purposes of the contract, completion of the relevant part shall be deemed to have been certified by the Engineer by the issue of a
substantial completion certificate of the relevant part and the Defects liability Period in respect of the relevant part shall be deemed to
have commenced on the relevant date.

31. Defects Liability Period:

The Defects Liability Period shall be twelve (12) months from the date of issue of Completion Certificate by the Engineer.

The Contractor shall coordinate with his sub-contractors for the pre completion inspection of the sectors one month prior to the Contract
/ sectional hand-over completion date (s) to make good, remedy or reconstruct any item of defective work, goods or materials in
accordance with the Conditions of Contract and to ensure the smooth handing over to the Engineer .

The Contractor shall provide all assistance to the Engineer in resolving all matters arising from such handing over, including but not
limited to attending the inspection by the Engineer. On receipt of the defects lists from the Engineer, he shall inspect and subsequently
rectify the said defects. Should he fail to comply with the above, the Engineer will issue another notice for compliance of the same.
Should he still fail to comply with the second notice; the Employer shall reserve their right to engage another contractor to rectify the
defect or elect to allow any third party to engage another contractor to rectify the defect. The Employer shall reserve right to deduct from
any payments costs of such rectification or engagement.

For the purpose of defect rectification Contractor shall create a designated team (or teams as required) of skilled contractors covering
each trade under his direct supervision, that will systematically clear each sector / area of concern as a team. These teams shall be
designated solely for rectifications works and from time to time will work with the respective direct Contractor's skilled tradesman to clear
each sector.

In cases where the defect is a consequence of direct contractor or a defective supply outside the Contractor's control (for example
plumbing contractor breaks tile to fix pipe) his team shall indicate the defect to the Engineer, photograph and undertake the rectification
works documenting the time and materials used to be claimed from the Employer. Contractor shall be responsible for the rectified
works.
The Contractor shall indemnify the Employer of all loss, damages, costs and expenses suffered as a result of his defective
and/or rectification works.

32. Billing Instructions:

To facilitate the proper administration of progress payments the Contractor shall requested to adhere to the following:

a. Submit the Bill as follows:-

i. Submit the Bills in 2 copies (1 original + 1 duplicate) to the Engineer.

ii. Abstract only to be submitted to the Employer (Addressed to Head-Contracts)
iii. Engineer shall forward the verified/ certified bill with recommendation for payment as per agreed timelines.
iv. Engineer shall verify and intimate amount to Contractor for Tax Invoice

v. After submitting suitable Tax Invoice Bill, payment shall be processed by the employer.

b. Each set shall be submitted in a lever arch file with the following:-

Project: Name:
Package:
Contractor Name:
Progress Claim No.
Date:

c. Overall Summary (Section-wise)

d. Section-wise break-up indicating Contract Amount / Current Cumulative Claim / Previous Claim / Monthly Claim.
e. Supporting documentation comprising detailed Milestone completion report / delivery challans / materials invoices etc.
f. Should the submissions not be submitted in the above format the same will be returned.
g. The below mentioned supporting documentation shall be submitted with the 1st RA Bill -

o Milestone completion report.

o Policy copies (Workmen's Compensation, plant & machinery).
o Labour License.
o Construction programme, list of tools and Machinery, Safety Plan, Quality Plan, Formats of Daily / Weekly and monthly progressive
reports.
o Tax Invoice (VAT and ST)
o Safety Declaration Letter - Signed by the Contractor's Representative.
o Bank Guarantee against Mobilization.
o Engineers Certificate.
o Sub-Contractor Certificate.

h. The below mentioned supporting documentation shall be submitted with the RA Bills -

o Milestone completion report.

o Policy copies (Workmen's Compensation, plant & machinery).
o Labour License.
o Tax Invoice (VAT and ST)
o Safety Declaration Letter - Signed by Contractor's Representative.
o Bank Guarantee against Mobilization.
o Engineers Certificate.
o Sub-Contractor Certificate.

i. The below mentioned supporting documentation shall be submitted with the Final Bills -

o Work Completion Confirmation Letter.

o Policy copies (Workmen's Compensation, plant & machinery).
o Labour License.

o Warranties, As-Built drawings as applicable.

o Structural stability certificate as required by Authorities/CMDA.
o Tax Invoice (VAT and ST)
o Detailed measurement sheets.
o Safety Declaration Letter.
o Sub-Contractor Certificate.

33. Non-Disclosure & Confidentiality:

All commercial and technical information and data provided by the Employer or the Contract in relation to the project shall be kept
confidential and the Contractor shall not at any time directly or indirectly disclose such information and data to any person or firm or use
or exploit the same in any manner other than in connection with the pursuit of the object of this Agreement, without the prior written
consent of the Employer.

34. Indemnity:

The contractor shall indemnify and keep indemnified the Employer from and against any and all loss, damage, expense (including legal
costs on a full indemnity basis), or liability (whether criminal or civil) and costs of settlement suffered or incurred by us, due to any neglect
or default by him, agents, employees, partners, directors or representatives or due to any breach of undertaking, loss, regulation and other
statutory requirements in force in the territory or any other reason so long as such loss, expense, damage, fees or costs resulted from his
acts, operations or negligence.

35. Levies:

Any Levies such as E.S.I., P.F. and any other statutory levies, etc. are all to Contractor's account and no reimbursement of any kind shall
be done by Employer. The Contractors shall conform to all laws, rules, regulations, safety measures, etc., relating to labour and other
matters and shall ensure that all necessary procedures etc. are followed as per law. The Contractor will maintain all records and submit all
necessary returns, timely to the respective authorities / departments, as required by law pertaining to PF, ESI etc., and shall indemnify the
Employer from any claims towards PF and ESI.

36. Income Tax:

TDS shall be deducted from any payment made to the contractor as per the prevailing rates and the relevant certificates shall be issued to
the contractor.

37. Dispute Resolution:

The Employer and the Contractor shall make every effort to resolve amicably, by direct formal negotiations, any disagreement or dispute
arising between them either under or in connection with the Contract.

If after 30 days of commencement of such informal negotiations, the Employer and the Contractor have been unable to resolve the dispute
amicably then the same shall be referred to the arbitration of two arbitrators, one to be nominated by each. The arbitrators shall nominate a
Presiding Arbitrator before the commencement of arbitration proceedings. In case the arbitrators fail to arrive at a decision, the dispute will
be referred to the Presiding Arbitrator. The decision of the Presiding Arbitrator shall be final, conclusive and binding on both the parties.
The arbitration shall proceed as per the provisions contained in the 'The Arbitration & Conciliation Act 1996' as amended up to date and its
jurisdiction shall be at Bangalore

Any dispute relating to this contract shall be subject to competent jurisdiction situated exclusively within the limits of Bangalore City in
Karnataka state.

38. Safety:

In respect of all labour, directly or indirectly employed on the works for the performance and execution of the contractor's work under the
contract, the contractor shall at his own expense arrange for all the safety provisions as listed in (i) safety code forming part of the
contract documents (ii) Indian Standards (iii) The electricity Act (iv) The mines Act, and (v) Regulations, Rules and orders made there
under and such other acts as applicable.

Precautions as stated in the safety clause are the minimum necessary and shall not preclude the Contractor taking additional safety
precautions as may be warranted for the particular type of work or situations.
Protective gear such as safety helmets, boots, belts and nets, etc. shall be provided by the contractor at his own cost to all his manpower
at site. The Contractor shall impose such requirements on all sub-contractors also.

In case the contractor fails to make arrangements and provide necessary facilities as aforesaid, the Employer shall be entitled to do so and
recover the costs thereof from the contractor. The decision of the Employer/Engineer in this regard shall be final and binding on the
contractor.

39. Conditions of Work Order:

The conditions of the Work Order shall form an integral part of the Contract Documents and shall have the same legal and binding effect
as the conditions of contract.

In the event of any inconsistency between the terms and conditions stipulated here and the earlier letters and documents
identified above, the terms and conditions in this Work Order shall prevail.

40. General:

a. The contract Price includes for all provision and maintenance of labour camps inside the site premises. Site shall be a maintained as a
dust free zone. At the Vehicle Exit location, suitable vehicle washing arrangements shall be made for cleaning of wheels of all vehicles. The
wheels of the all vehicles shall be cleaned before it leaves the site by means of Wheel Wash pits or Pressure washing such that the
mud/slush/ slurry stuck on the tyres shall be washed inside the site itself. Care shall be taken that at no time water from site shall be drained
or left into the Corporation drains and shall be carted away outside the premises to locations not objected by civic authorities at no additional
cost. All access roads to the site of work shall be kept neat clean & sufficient manpower shall be deployed to maintain the same during
construction period.

b. All statutory requirements as per MOEF shall be strictly followed at site at no additional cost.

c. The contractor shall take all steps to ensure that no hindrance / inconvenience are caused to the neighbors. The contractor shall
manage the neighbors and police/ Government authorities at site and to ensure there are no complaints whatsoever either during day or
night time during the entire contract period. The contractor shall also depute a responsible person for the above work who
shall be the single point of contact.

d. As-built drawing: Contractor without additional charge shall submit three copies of such drawings and information showing or
describing the Works or the relevant section as built to Employer along with CD-CAD format duly signed by the Consultant before
process
final payment certification.

e. We are an ISO - 9000 certified company and all documentation pertaining to ISO procedures as required at site shall be
maintained by Contractor. The Contractor shall provide all necessary documents as per ISO procedure regularly.

f. The contractor shall provide an effective communication network system at the site for your staff.

g. The contractor shall strictly adhere to the safety measures mentioned in the `Safety Manual`. Safety shoes and safety helmets are
compulsory for all workers and staff.

h. It is compulsory to provide adequate back props to the slab on which the supports are resting before taking up concreting work for
every slab.

i. Adequate lighting for the site and necessary security arrangement shall be in contractor's Scope.

j. House Keeping: Housekeeping at site should be of the highest order. All the debris generated should be disposed on regular basis.
Debris should not be dumped from heights.

k. Separate chute or via duct should be used from each floor to bring the debris down to the collection place. If debris is not disposed,
Employer is entitled to dispose the same and debit to Contractor's account at twice the cost.

l. Within one month of issue of this work order, Contractor shall submit the following documents to us:

i. Detailed item wise construction schedule in MS Project in line with construction period as stipulated.
ii. Organization chart with names of staff deployed for this project for approval.
iii. List of plant & machinery and shuttering materials to be deployed for this project for approval.
iv. Copies of the Insurance policies for the project.
v. Labour license issued by the statutory authorities.
 vi. Pan for the site infrastructure indicating position of site office, stores etc. for approval.
vii. Safety plan for this project.
viii. Quality plan for this project.
ix. The Contractor shall be invited to participate in the Finishing Works and MEP tenders.

The first interim payment certificate shall be processed only after the receipt of copies of all the above documents at the

Engineer.

43. Built up area calculation:

Built up area shall be calculated as follow.

1. Areas considered from external wall to wall without considering any projection of columns or any other structural/architectural elements
like cornice, architectural bands.
2. Area considered for Staircase headroom, Machine room [only plan area to be considered -one time]
3. Area considered for STP and Sumps which is located outside the External walls [only Plan area to be measured -One time]
4. Area considered for unprotected balcony, utility and open verandah [50 % only areas shall be measured].
5. Area considered for Shafts / cutouts openings lesser than 2 sqm.
6. Area shall not be considered for Lift shaft / cutouts areas more than 2 Sqm.
7. Area shall not be considered for Ramps, Staircase and any other structures situated outside the external wall leading to the basement
or the podium.
8. Area shall not be considered for Terrace, towers(mobile towers etc.,), domes projecting above terrace level, open platforms, DG
Exhaust, Ventilation cutouts, lofts, slab projections for flower pots, planters.
9. Area shall not be considered for Clubhouse decks and cutouts.
10. Area shall not be considered for Helipad area.
11. Area shall not be considered for open to sky and ducts.

However, Architect's certificate on Built up areas shall be final and bounding on Contractor and Employer and shall be basis for final
measurements.