NOTICE INVITING EXPRESSION OF INTEREST

CONTAINER CORPORATION OF INDIA LTD.

Invitation for Expression of Interest (EOI)

CONCOR invites Expression of Interests (EOIs) from the interested parties who wish to

avail warehousing facility as their logistics requirement at following Inland Container Depots

(ICDs), Domestic Container Terminal (DCT) & Multi-modal Logistics Park (MMLP) of

Northern Region, i.e.:

ICDs: Dhandarikalan, Kanakpura, Rewari, Panipat, Ballabhgarh, BGKT, Baddi

DCT: DCT/Okhla.

MMLP: Khatuwas

Interested parties are requested to submit their proposal with their company profile & area

required, duration of license, nature of activities to be carried out in a sealed cover/envelop.

EOI details can be downloaded from CONCOR website: www.concorindia.com. The last

date and time of submission of EOI in sealed cover/envelope, is 27/09/2016 upto 15:00 hrs.

Sd/-

Executive Director

Container Corporation of India Ltd. (CONCOR), Northern Region, Inland Container

Depot, Tughlakabad, New Delhi – 110 020 invites Expression of Interest for leasing out

Warehouses area to the interested parties for operating their logistics activities at ICDs,

DCTs & MMLPs of the CONCOR’s Northern Region Terminals for the period of 11

Months.

EOI Reference Number CON/NR/EOI/WH/2016

EOI Floating Date 17/09/2016

EOI Type Open for all

Form of Contract Expression of Interests (EOIs) from the interested

parties who wish to avail warehousing facility for

operating their logistics requirement at following Inland

Container Depots (ICDs), Domestic Container Terminal

(DCT) & Multi-modal Logistics Park (MMLP) of Northern

Region.

EOI validity 120 days

Document downloading

date & time

From: 17/09/2016 To 27/09/2016 till 15.00 hours on

working days.

Document Submission

date & time

EOI to be submitted against each warehouse separately

in a sealed cover/envelope on or before 27/09/2016

upto 15:00 hrs. at office of The Executive Director,

Northern Region, Inland Container Depot, Tughlakabad,

New Delhi – 110 020.

EOI Document Opening

date & time

27/09/2016 at 15:30 hrs

BACKGROUND: The Container Corporation of India Ltd. (CONCOR) manages and

operates container terminals including Inland Container Depots (ICD), Container Freight

Stations (CFSs) and Domestic Container Terminals (DCTs) at several places in the

country. Over the years, CONCOR has diversified into several container logistics activities

such as container ports, Air cargo Complexes, Air Freight Stations, Warehousing, Logistics

Parks, Supply chain management etc. CONCOR’s Northern Region invites Expression of

Interest (EOI) from eligible parties for leasing out Warehouses space for operating their

logistics activities at ICDs, DCTs & MMLPs at Terminals for the period of 11 Months. The

company's also offers to the interested parties’ multimodal logistics support for India's

international and domestic containerized cargo using Indian rail network.

The location of ICDs. DCTs & MMLPs along with the space available is given below:

Warehouse available of NR Terminals

Terminal Name Type of Warehouse Area

State under which

Warehouse is located

(Export/Import/Bonded/ Dom) (sq. mtrs.)

ICD/Dhandarikalan, Ludhiana

Export/Import Warehouse (FCL) 1200

Punjab Export Warehouse (LCL) 200

MMLP/Khatuwas

Export Warehouse 3500

Rajasthan

Import Warehouse 3500

Domestic Warehouse 3500

ICD/BGKT Export & Import W/H 770

ICD/Kanakpura Export/Import Warehouse 800

Bonded Warehouse 1000

DCT/Okhla

Domestic Warehouse (Old) – 4 blocks of 117.5 Sqm. each Approx..

470

South Delhi

Domestic Warehouse (New) – 8 blocks of 278.81 Sqm. each Approx.

2230

ICD/Panipat Export Warehouse 752

Haryana

Import Warehouse 400

ICD/Ballabhgarh Common W/H for Export & Import 484

ICD/Rewari Bonded Warehouse 366

Export/Import Warehouse 1392

ICD/Baddi Export/Import Warehouse 1000 Punjab

ROAD: All the above terminals are well connected to National Highways by well-maintained

Roads.

RAIL: Except Baddi & Panipat all terminals are having Rail siding connectivity.

AIR PORT: Terminals are well connected with Airport by Road.

Together, these will ensure quick and efficient transit of cargo to and from locations across

the country.

The Terminal are equipped with state of art handling and transport infrastructure, well

protected with DGR appointed security guards, office space for users & 60 MT weighbridge,

drinking water, and other basic amenities. In all respects ready to cater to the local freight

industries as well as storage requirement of retail chain and FMCG, industrial products in

and around cities/towns & very near to various commercial and consumer market which

will be connected for timely dispatches to sales distribution depots/malls or direct to

consumers.

These terminal are also dealing with various cargos such as ceramic tiles, detergents, soda

ash, engineering goods, foodstuff, Salt, bentonite and other general commodities.

CONCOR is catering to the Industries/trade by providing regular train services to Chennai,

Patna, Kolkata, Bangalore, Amingaon, Hyderabad, Salem market, etc. as per the need. It

is connected with Western/Eastern Ports and also providing cabotage movement for Delhi,

Pipavav/Mundra & other places through shipping line containers and through our Business

Associates (BAs).

2. Terms & Conditions of Leave & Licence:

The detailed terms & conditions of Leave & License agreement can be downloaded as

Annexure-I along with this EOI.

3. WHO SHOULD RESPOND

CONCOR would welcome response to EOI from:

· Logistics /3PLService Providers

· Warehouse Developers and Operators

· Freight Forwarders/Shipping Lines/CHAs

· Container Transport/ Logistics Service Providers

· Bulk Commodity Consolidators and Transporters

· Manufacturing/trading company/firm/JV/SPV/Consortium

· Exporters/Importers

· Business Associates of CONCOR

· Existing Contractors of CONCOR 4. HOW TO RESPOND

Interested parties may submit their Expression of Interest enclosing the following:

4.1 Attested copies of the constitution of their Firm/Company/Partnership/Proprietorship etc.

4.2 Company Profile including details of current business activities

4.3 A covering letter with the requirement of space in detail consisting of a. Types of warehouse:

b. Warehouse Area:

c. Proposed use of area:

d. Rate per Sqm. (Rs.) = (to be proposed by interested parties)

The designated authority for submission of EOI, against each warehouse separately in a

sealed cover/envelope, will be:

Office of The Executive Director,

Northern Region,

Inland Container Depot,

Tughlakabad,

New Delhi – 110 020.

Phone: 011-26368100

5. SELECTION PROCESS

After evaluation of EOI submitted by the parties on their letter head mentioning

following details:

a. Types of warehouse:

b. Warehouse Area:

c. Proposed use of area:

d. Rate per Sqm. (Rs.) = (to be proposed by interested parties)

Parties offering Highest Amount in Rs. ‘Per sq. mtrs.’ against the facility offered,

will be called upon for negotiation,

the Highest Rate arrived after negotiation will be base price and

all parties will be offered the Highest rate arrived against the respective warehouse,

to enter into license arrangement with CONCOR for the uses of said warehouse

area. However, CONCOR reserves the rights, without any obligation or liability, to accept or

reject any or all the EOIs at any stage of the process, to cancel or modify the process or

any part thereof or to vary any of the terms and conditions at any time, without assigning

any reason whatsoever.

6. LAST DATE FOR SUBMISSION.

The EOI documents complete in all respects should be submitted, against each

warehouse separately in a sealed cover/envelope, on or before 15:00 hrs on

27/09/2016, in the office of The Executive Director, Northern Region, Inland Container

Depot, Tughlakabad, New Delhi – 110 020. The EOI shall be opened at 15:30hrs on

27/09/2016.

Please contact following officials for any information or clarifications on EOI:

i) Sh. Anil Kotnala, Sr. GM/C&O/NR- 011-26363526

ii) Sh. Gaurav Mani, Addl. Officer/C&O/NR - 9560597210

Sl.

No

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Annexure-I

Warehouse Agreement

1 THIS AGREEMENT is made at ___________ this ____ day of ________,

BETWEEN

Container Corporation of India Limited, a company incorporated under the

provisions of the Companies Act, 1956 and having its registered office at CONCOR

Bhawan, C-3, Mathura Road New Delhi-110076, hereinafter referred to as “the

Licensor” (which expression shall, unless repugnant to the context or meaning thereof,

be deemed to mean and include its successors and permitted assigns) of the One Part

AND

___________________________, a company/firm/proprietorship concern incorporated

under the provisions of the __________and having its registered office

at________________, hereinafter referred to as “the Licensee” (which expression shall,

unless repugnant to the context or meaning thereof, be deemed to mean and include its

successors and permitted assigns) of the Other Part.

2 (i) The licensee has applied for the grant of license of a portion of the premises

measuring about ….. sq. mtr.

(ii) The Licensor is in possession and control of the premises No….. at Okhla Phase II

New Delhi-110020 hereinafter referred to as premises.

(iii) The Licensors hereby represent that the title of the Licensors to the Licensed

Premises is marketable and free from encumbrances of any nature whatsoever

and the Licensors have full right and authority to grant the License of the Licensed

Premises to the Licensee for the purpose of its business;

(iv) Pursuant to the negotiations held in that regard, and at the request of the Licensee,

the Licensor has agreed to grant the Licensee a license of a portion of the premises

measuring approximately _________ sq. mtr. (hereinafter referred to as the ‘said

Premises’) on leave and license basis for a period of 11 months for the purpose of

warehousing subject to the payment of the license fee and upon the terms and

conditions herein specified.

3 1. LICENSE

1.1 Subject to and in accordance with the terms of this Agreement, the Licensor

hereby grants a bare, non transferable, non assignable, non heritable license

(“License”) to the Licensee to use the said Premises for term specified in Clause-

2 hereto and for Specified Purpose set forth in the Agreement.

4 2. TERM

2.1 In consideration of the licensee fee to be paid in the manner as mentioned in

accordance with the provisions of this Agreement by the licensee to the

licensor and licensee’s covenant to observe and perform and abide by the terms

and conditions of the license to the licensor, both hereby grant permission by

way of lease and license basis for warehousing use only for 11 months

commencing from ______to ______.

2.2 After expiry of the Term, the term of the License will not be extended beyond 11

months and a fresh agreement for another 11 months will be considered by the

competent authority (ED/NR in this case) with an increase of 10% in the existing

License Fee or the rate of license fee and maintenance charge as decided by the

Licensor for the period of such continuation. The terms and conditions to be

decided by the licensor in its sole discretion and the decision of the licensor shall

be final and binding.

This provision does not give any right to the Licensee to obtain an extension of

the Term and does not impose any obligation on Licensor to grant any

extension.

5 3. LICENSE FEE AND PAYMENT TERMS

3.1 In consideration of grant of license of the said Licensed Premises by Licensor,

the License fee shall be payable by the Licensee at the rate of Rs ……/- (Rupees

………………………) per sq. mtr. of ……. area per month in advance.

Additionally, Service tax as applicable shall have to be paid on License fee and

Service charges/Maintenance Charges.

3.2 License fee, Service charges/Maintenance Charges and service tax shall be

payable before 7th of each month in advance. All payments in this regard shall

have to be made by the Licensee through Pre–Deposit Account (PDA) of

Licensee at DCT/Okhla.

3.3 The Licensee shall ensure that an amount equivalent to License Fee as per the

terms of the 3.1 of the agreement shall be available in its PDA without fail. The

Licensor shall have right to recover/collect/debit the amount as per the terms

of the 3.1 of the agreement from the PDA of Licensee.

3.4 It is specifically agreed by the Licensee that, all present and future taxes, duties,

cesses and levies in relation to this Agreement, including without limitation, any

service tax, cess, levy shall be solely borne and paid by the Licensee alone.

3.5 The Licensee hereby agrees to indemnify and shall at all times keep the

Licensor fully and effectually saved, harmless and indemnified from and against

all actions, claims, demands, proceedings, losses, damages, costs, charges and

expenses which the Licensor may incur, sustain or suffer by reason of non-

payment or delayed payment by the Licensee of the amounts, duties, taxes

(including cesses thereon) or any of them or any part thereof in respect of or

relating to the said Premises payable by the Licensee under the foregoing

clauses.

3.6 Each payment and deposit to be made under this Agreement by Licensee shall

be made without set-off or counterclaim and free and clear of and without any

deduction or withholding of any kind whatsoever.

3.7 In the event of the failure to pay the license fee on the stipulated date, licensor

will be at liberty to charge interest @ 18% per annum and may terminate license

for repeated non-timely payment.

3.8 Maintenance Charges: In addition to the License Fee specified above, on and from

the Effective Date the Licensee shall pay its proportionate share of the

maintenance charges amounting to Rs.25/- per square meter per month on

Monthly basis.

6 4.SECURITY DEPOSIT

4.1 The Licensee shall, deposit with the Licensor before taking possession of the said

premises, a sum of Rs. _________/- (Rupees_________) equivalent to 3 months

License fee including maintenance charge which the Licensor shall hold as

Security Deposit, which shall be free of interest.

4.2. It is agreed by the Licensee that the Licensor shall be entitled to deduct any sums

from this Security Deposit recoverable by the Licensor from the License by virtue

of this License Agreement towards the said Premises or towards arrears of

License fee, electricity dues, damages, default, or breach of any terms and

conditions or any other charges relating to the Licensed Premises. On

termination of this License, the Security Deposit or such part thereof as has not

been appropriated as aforesaid, shall be refunded to the Licensee after

adjustment of all money (ies) and outstanding dues under this License or from

any other contract entered into between the Parties. The security deposit or BG

will be refunded/returned within 1 (one) month of the completion of the Lease

period or extended period of Lease, on obtaining ‘No Dues Certificate’ from the

Terminal Manager. No interest is payable on the security deposit under any

circumstances.

4.3 The Licensor shall restore the Premises to its original condition at the expiry or

pre termination of the agreement or else the Licensor shall be entitled to make

good the loss and deduct the same from the Security Deposit.

4.4 The licensee shall deposit the aforesaid security in the form of Demand Draft or

deposit in the licensee’s PDA and licensor shall issue debit note to licensee.

4.5 In the event of the licensee failing to pay the amount of the license fee, electricity

and maintenance charge in the manner specified, within 15 days of the time

appointed, then without prejudice to any other right to the licensor against the

licensee, the licensor shall be at liberty to revoke this license and call upon the

licensee to remove his good and fixtures from the said premises. The licensee

shall hand over the premises in the same condition as were given to it subject

however to normal wear and tear.

7 5.PROPERTY RIGHTS

5.1.1 The License is only a bare permission to the Licensee to use the Licensed

Premises, without its physical possession and only for running the business of

aggregation of outward cargo or stacking inward cargo temporarily for

transporting through Container Corporation of India 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 License without prior written permission of the licensor in

writing. In case of subletting misuse and improper utilization, licensor shall

have a right to cancel the allotment by giving on a month’s notice.

5.2 The Licensee acknowledges that that for all practical purposes the possession of

the said Premises here in shall always remain vested with the Licensor.

5.3 The Licensee further acknowledges that the possession and the control of the

Licensed Premises shall be that of the Licensor throughout and it is clear that the

Licensee shall not have any right to exclusive possession of the Licensed

Premises at any time.

5.3.1 The Licensee agrees and declares that it shall not create any permanent

structures or make any alteration to the said Licensed Premises without the prior

written approval of the licensor.

5.3.2 That the licensor hereby gives permission to the licensee to put lock on the door

of the licensed premises for security reasons. Licensors shall have the right at all

times, to enter the licensed premises, whenever if he thinks necessary for

inspecting the same or for and other purpose for which the licensee’s permission

shall not be required.

5.3.3 It is clearly understood that no lease of the premises is being granted that the

possession and control of Licensor including the licensed premises, shall be that

of the licensor throughout and it is clearly understood that the licensee shall not

have any right of exclusive possession of the licensed premises at any time.

5.3.4 Any violation of the provisions mentioned herein will constitute misuse of the

licensed premises and licensor may exercise its discretion to terminate license.

5.3.5 CONCOR will not be in any way be responsible for any loss or damage accruing to any

goods, stores or articles that may be kept by the Lessee / Licensee in the allotted space.

The Lessee/Licensee shall, at their own cost, take insurance cover for the cargo stored

at DCT, Okhla Warehouse for the above lease period. The Lessee/Licensee must have

their own Security arrangements for the cargo stored in the warehouse.

8 6.LICENSEE COVENANTS AND UNDERTAKINGS

6.1 The Licensee shall maintain the internal structures of the said Premises properly

in good order and serviceable condition. If the Licensee fails to do so, the

Licensor will carry out the work of repair and/replacement and realize the cost

thereof, from the Licensee, notwithstanding Licensor’s right for termination of

License for negligence or any other reasons whatsoever.

6.2 The Licensee shall request the Licensor seeking permission to furnish the said

Premises in a temporary, ready to move manner at its/his own cost, the

Licensor after being satisfied that the furnishing shall not in any manner be

detrimental or cause any damage to the property may permit and

approve/sanction the plan of the Licensee.

6.3 The Licensee shall keep the said premises in a neat, clean and orderly condition

and for that purposes shall do whatever is required/ desired by Licensor.

6.4 The Licensee shall during the tenure and terms of the license, be permitted to use

the said premises, measuring ……..sq. mtr ……..area located at the said

Complex only for Specified Purpose and in no case the Licensee shall be

permitted to carry on any other business except those mentioned herein.

6.5 The Licensee shall be responsible to take out, obtain and keep in force and pay

for all necessary licenses/permissions from the State, Municipal or any other

authorities wherever necessary.

6.6 The Licensee shall be provided with electric connection for the purposes of office

lights, computers & fans. If any damage is done to the electrical installation and

fitting the Licensor shall be entitled to recover from the Licensee the cost of such

repairs and replacement. The Licensee shall not interfere in any manner with the

electric connection or the point from which the electricity is being supplied to the

said premises. Any interference by the Licensee shall attract penal apart from

other remedies available to the Licensor.

6.7 The Licensee shall pay to the Licensor the electricity charges as fixed by the

Licensee within 15 days of the presentation of each periodical bill in respect of

the said Premises. If the licensee fails to pay the same within the above said

period 18% p.a. will be levied as delayed payment charges, without prejudice to

other remedies which may be available to the Licensor.

6.8 The Licensee shall not use the licensed premises, designated parking space or

access ways in such a way as to cause any nuisance, damage disturbance,

annoyance, and inconvenience to the persons or adjoining or neighboring

property or to the owners, occupiers or users of such adjoining premises.

6.9 That no employee or guest of the Licensee shall be entitled to stay in the said

Premises after office hours or the time fixed by the Licensor. The Licensee shall

further ensure that no contraband or explosive material should be kept there

which may cause damage to the said Premises.

6.10 In the event of the Licensee failing to pay the amount of the License fee,

electricity and service charges in the manner specified within fifteen days of the

due date, then without prejudice to any other rights of the Licensor against the

Licensee the Licensor shall be at liberty to revoke this License and call upon the

Licensee to remove his goods and fixtures from the said Premises. The Licensee

shall hand over the premises in the same conditions as were given to it.

6.11 The Licensee shall not do or permit to be done any act whereby Licensor’s right,

title or interest in to and upon the Licensed Premises is in any way prejudicially

affected, impaired or extinguished.

6.12 The licensee shall not stock cargo beyond the load ability of the floor and ensure

that the floor is not damaged during handling or storage of cargo. The licensee

shall bear full responsibility and reimburse for any damage occurring in the

area and in this regard the decision of the appointed officer of the licensor shall

be final and binding in the matter of determining the cause of such damages.

6..13 The licensee shall maintain proper record of inflow, outflow and inventory of

cargo and the same may be inspected by the licensor at any time.

6.14 The licensee is to observe all safety norms in the handling and storage of cargo

in the licensed premises. The licensee shall take adequate insurance cover to

protect the cargo being stored in the warehouse.

6.15 CONCOR shall authorize its official to inspect and oversee functioning of services with

a view to ensure efficient services. In case there are repeated failures or lacuna noticed

due to failure of Lessee/Licensee, the authorized CONCOR official can impose a fine

up to Rs. 1000/-at one time to be paid immediately by the Lessee/Licensee. The

Lessee/Licensee will ensure that hazardous or inflammable or any other intoxicating /

radioactive material are not stored in and around the warehouse space.

9 7.PERSONNEL

7.1 The Licensee shall, for the purpose of this agreement, employ only such servants

as shall have good character and be well behaved and skillful in their work. The

Licensee shall normally have the character of all persons employed by him verified

by the police department before employment. The Licensee and the servants

employed by him shall be subject to the general discipline and decorum of the said

Premises and shall confirm to such direction in respect of points or routes of entry

and exit to and from the licensed premises and in respect of the use of toilets and

washrooms. If any irregularity is found on the part of any of the employee of the

licensee and licensor will bring it to the notice of the licensee, and if no action is

taken against the employee for such unauthorized use and occupation within a

reasonable time, the licensor will have sole right to terminate the contract after

giving 15 days clear notice.

7.2 The Lessee/Licensee will issue ID cards to their staff / workers in the format approved by

CONCOR. Entry of Licensee’s employees into the office premises at Warehouse

Area/Terminal and the Administration complex will be on the basis of the entry permit by

CONCOR only.

10 8.TERMINATION

8.1 Termination by Licensor

In the event:

8.1.1 Licensee fails to pay the License Fee or any other amounts due to Licensor under

or arising out of or pursuant to this Agreement by the respective due dates

therefore; or

8.1.2 Licensee uses the Licensed Premises for purposes other than the Specified

Purpose, or

8.1.3 Licensee is in breach of Applicable Laws; or

8.1.4 Licensee fails to perform or commits a breach of any of its obligations,

representation, warranties under this Agreement; or

8.1.5 required pursuant to a government order;

8.2 In the event of any of the above circumstances, Licensor may at its option, issue

notice to Licensee requiring it to cure or otherwise remedy such event, breach or

default, and if such event, breach or default is not remedied or cured within a

period of fifteen days from the date of the aforesaid notice (or such longer

period as LICENSOR may its sole discretion permit).

8.3 The licensor may at any time and as its discretion, call upon the licensee to vacate

the warehouse and give him suitable alternative accommodation for the purpose

of this license. In such cases, the licensee shall be obliged to vacate the warehouse

within a period of 30 days and accept the said accommodation.

8.4 The license can be terminated by the licensor at any time giving One-month

notice without assigning any reason whatsoever and in such case; the license fee

for the un-expired period of the license shall be refunded to the licensee by the

licensor.

8.6 TERMINATION BY LICENSEE

8.6.1 The licensee shall also have the right to terminate the license prior to the date of

expiry of the term of the license by giving one-month prior notice.

8.7 CONSEQUENCES OF EXPIRY OR TERMINATION

8.7.1 Upon the termination, for any reason, or the expiry of this Agreement, the

License hereunder shall stand terminated and Licensee shall:

8.7.1.1 Forthwith cease to perform its activities at the Licensed Premises and shall at its

own cost, remove itself and its employees, personnel, servants, contractors, sub-

contractors and agents and its and their properties (which includes effects and

personal belongings ) from the Licensed Premises without causing any damage

thereto or the properties of Licensor and without any disruption to operations

at the said premises and shall restore the Licensed Premises to the same

condition as it was prior to it being licensed to the Licensee within a week

thereof.

8.7.1.2 Pay Licensor all fees, charges and amounts accrued under or pursuant to this

Agreement forthwith upon the date of expiry or termination of this Agreement;

and

Notwithstanding anything to the contrary:

8.8 So long as any fees and charges payable to Licensor under this Agreement

remain unpaid, Licensee shall seek Licensor’s prior written permission prior to

removing its movable properties and Licensor shall have the right and be at

liberty to detain all or any such properties and refuse to grant

permissions/clearances to Licensee for removal of any such properties until

such time as such amounts shall have been paid in full.

8.9 If Licensee fails to perform and complete its obligations the Licensor shall be

entitled to, at the cost of Licensee, remove Licensee, its employees, personnel,

servants, contractors, sub-contractors and agents and its and their movable

properties, and take steps to prevent the entry of Licensee, its employees,

personnel, servants, contractors, sub-contractors and agents.

8.10 Upon the failure of Licensee to perform and complete its obligations hereunder

without prejudice to its rights and remedies hereunder or at law, Licensor would

be entitled to receive as damages but not in the nature of penalty, a sum equal

to twice the License Fee per day from Licensee for each day of failure by Licensee

to perform and complete such obligations.

8.11 On expiry or on earlier termination of the License the Licensor shall grant

permission to the Licensee to remove its belongings from the licensed Premised

within a week thereof, after receiving a written request in this regard and the

Licensor shall have full right to monitor such removals by the Licensee.

8.12 If the Licensed premises are required by the licensor temporarily for any

purpose the Licensee shall, upon notice being given by the Licensor, quit the

licensed premises with all belongings and the Licensor shall refund the license

fee for such period for suspension.

8.13 If the licensee does not remove its belonging on the expire revocation or

termination of the license, the licensor shall have the right to stop the entrance

of licensee and or its nominees/ employees into the licensed premises and to

remove the belonging of the licensee from the licensed premises at the risk and

cost of the licensee.

11 9.Force Majeure

9.1 Neither Party shall be liable to the other for any delay or failure in the

performance by it of any obligation hereunder to the extent affected, delayed or

prevented by an event of Force Majeure, provided that the Party that is affected

by the Force Majeure shall provide notice thereof to the other Party as soon as

practicable, but in any event not later than 7 days from the time which the

affected Party knew or should reasonably have known of the commencement of

the event of Force Majeure.

9.2 If any event of Force Majeure continues beyond a period of one month, the

Licensor shall have the right to terminate this Agreement with notice to the other

Party.

12 10.NOTICES

10.1 All noticed directions and approvals to be given by the licensor shall be in

writing and may unless otherwise expressly provided by any of the condition

aforesaid, be exercised and given by the Executive Director/ Chief General

Manager, Inland Container Depot, Tughlakabad, any of the Group General

Manager/Directors or Managing Board or Directors of the company for this

(licensor for the time being or any other officer authorized by the Board of

Directors of the Company for this purpose)

13 11.Representations

11.1 Each Party represents and warrants to the other that the following

representations and warranties are true, complete and valid;

11.2 It is a company/firm/proprietorship concern duly incorporated and validly

existing under the laws of India;

11.2.1 It has the necessary power and authority and has taken all actions necessary to

validate, execute and deliver this Agreement and to perform its obligations there

under; and

11.3 Its obligations under this Agreement will be legally valid and binding and

enforceable against it.

14 12.MISCELLANEOUS

12.1 ASSIGNMENT

That the Licensee shall not assign, sublet or part with the possession of the said

licensed premises without prior written permission of the Licensor in writing. It

is further clarified that this License is not transferable or assignable in any

manner whatsoever However, the Licensor shall be entitled at any time to

assign, transfer, novate, this agreement or any of its rights and obligations

benefits hereunder to any party, without the consent of the Licensee.

12.2 That the Licensee shall observe and carry out any directions that may be issued

by the Licensor from time to time.

12.3 INDEPENDENT PARTIES:

The arrangement recorded in this Agreement is not, and shall not be deemed

to be, a joint venture or partnership between the Parties.

12.4 ENTIRE AGREEMENT:

This Agreement constitutes the entire agreement between the Parties at the date

hereof in relation to the License herein.

12.5 AMENDMENTS AND WAIVER:

No amendment or waiver of any provision of this Agreement or consent to any

deviation by any of the Parties from the terms thereof, shall in any event be

effective unless in writing and signed by the Parties hereto. Any delay in

exercising a right under this Agreement shall not operate as a waiver thereof.

12.6 SEVERABILITY:

The illegality, invalidity or unenforceability of any provision of this Agreement

under the law of any jurisdiction shall not affect the legality, validity or

enforceability of any other provision.

12.7 LEGAL COSTS:

The Licensee shall bear and pay all legal costs (including that borne by the

Licensor) in respect of this License and matters arising there from or connected

therewith.

12.8 CONFIDENTIALITY:

The Licensee shall keep this Agreement and information in relation to this

Agreement strictly confidential and shall not disclose any such information

without prior consent of the Licensor.

15 13.INDEMNITY

13.1 The Licensee agrees and undertakes to indemnify the Licensor and keep the

Licensor indemnified against all losses, claims, demands, actions, proceedings

damages, costs or expenses or other liability arising in any way from this License

and /or any breach of any of the Licensee’s undertaking contained herein above.

16 14.STAMP DUTY

14.1 All stamp duty, registration charges and other taxes payable on this Agreement

shall be borne by the Licensee.

17 15.GOVERNING LAW AND JURISDICTION

15.1.1 This Agreement shall, in all respects, be governed by the laws of India without

reference to its conflict-of-law provisions. Subject to the below provision, the

courts at Delhi/New Delhi shall have exclusive territorial jurisdiction out of or

in relation to all disputes arising from or relating to this Agreement.

15.1.2 In the event of the arbitrator denying, neglecting or refusing to act or resigning

or being unable to act for any reason or his award being set aside by the court

for any reason, it shall be lawful for the Executive Director/NR of the Container

Corporation of India Limited to appoint another arbitrator in place of outgoing

arbitrator in the manner aforesaid. Upon every assessment of the cost incidental

to the reference and award respectively shall be in the discretion of the arbitrator

subject as aforesaid the Arbitration & Conciliation Act, 1996, and the rules made

there under, any statutory modifications thereof for the time being in force shall

be deemed to apply to the arbitration proceedings under this clause. The venue

of the arbitration shall be New Delhi, or such other place as the arbitrator at his

discretion may determine.