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8/2/2019 Law Presentation NEW

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BUSINESS LAW PROJECT

SUBMITTED TO

PROF. MAKRAND BAKORE

SUBMITTED BY

Prasana Korhale PF 1113

Pratik Kelkar PM 1117

Aniruddha Nag PF 0007

Kalpesh Poojari PF1122

Himanshi Joshi PF 1111


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Dated this 12th

of October 2011Sub-Consultancy Agreement

Between

MAHADEV CAPITAL ADVISORS PRIVATE LIMITED

( Consultant)

And

VISTAR ARCHITECTURE AND PLANNING

( Sub-Consultant)


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The Sub-Consultancy Agreement made inMumbai on 12th day of October 2011between

MAHADEV CAPITAL ADVISORS PRIVATELTD, company incorporated underCompanies act 1956 ( Consultant) &

VISTAR ARCHITECTURE AND PLANNING,company incorporated under Companies Act,1956 ( Sub-Consultant)


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SUMMARY

Consultant agreed to render services based onmutually agreed terms and conditions set out asconsultancy agreement with Bhopal Developmentauthority. ( Employer)

consultant in order to fulfill its obligations underconsultancy Agreement desires to appoint Sub-Consultancy to provide certain services

Sub-consultant is engaged in business of technicalservices in field of architecture and urban planning

Sub-Consultants has represented that it has requisiteexperience, capacity, and resource to perform theservices


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Vistaar (sub-consultant) agrees to providenecessary architectural and planning relatedservices in connection with Preparation of

Detailed Project Report of Mahalaxmi ComplexProject

The proposal has been acceptable by the

Bhopal Development Authority ( Employer ) Parties have agreed to enter into agreement for

the purpose of recording mutual agreements,rights and obligations.


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SCOPE OF SERVICES

The objective underlying development of theland at Mahalaxmi Complex is toconceptulize an appropriate and feasible

project. Sub-Consultant will be required to carry:

- translate the results of the market and

demand assessment carried out by MahadevAdvisors into most appropriate projectcomponents ( eg. Convention centre, hotels,recreational facilities, malls, multiplex)


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Prepare three alternate conceptual plan

for project outlining area/location Prepare architects drawings of various

project components

Prepare area statements for propsedconcepts

Prepare block cost estimates for proposed

development Sub-consultants will also involved in

making presentations/ meetings withclients.


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ENGAGEMENT

Consultant engages sub consultant asindependent consultant to render services.

Sub consultant may engage in any activewithout approval of consultant

The sub consultant shall report BOD of

consultant


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COVENANTS

The sub consultant shall : Perform duties assign to him from time to time

Should make himself available to consultants

officers either for telephone conferences at anmutually agreed time in relation to theservices.

Provide consultants with weekly reports andplan activities for week a head.

Be responsible for method details and meansof performance services.


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COVENANTS (CONTD.)

Be responsible for determining themethod, details and means of performingthe services and its timely completion.

Abide by the rules, policies and practicesas may be adopted by consultant time totime.

Carry on the business in its ordinarycourse with all applicable laws.


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Refrain from violating, breaching or defaulting

and from taking or failing to take any action that(with or without notice or lapse of time or both)would constitute a violation, breach or defaultunder, any term of provision of any law or

regulation our contract to which the consultantis a party or by which any of its assets is ormay be bound or that would

A) prevent or invalidate the consummation of thetransaction contemplated by this agreement;

B) or cause this agreement at the transactioncontemplated hereby to violate any legalrequirements.


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FURTHER SUB- LETTING

Sub-Consultant may employ or engageemployees or subcontractors (Assistants ) toperform services at own expense

These assistants are not employees ofconsultant or sub-consultant

Assistants are required to execute

confidential information agreementsatisfactory to Sub-Consultant.


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REPRESENTATIONS AND WARRANTIES

Sub-Consultat represents and warrants toConsultant that:

- It has power, right to deliver, execute and

perform its obligations- This Agreement does not require any

authorisation, consent, approval, exemptions byany other party

- Execution, delivery & Performance will notconflict with any other agreement to which Sub-Consultant is party and which results intobreach of contract.


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REPRESENTATIONS AND WARRANTIES (CONTD)

Sub-consultant has experience and ability toperform required services with professionalmanner and high standard of quality

Consultant represents and Warrants to Sub-Consultant that:

- It has power, right to deliver, execute and

perform its obligations


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COMPENSATION

In consideration of services performed by Sub-Consultant, the Consultant will compensate theSub-Consultant for services in terms of

Payment Schedule of agreementPayment Schedule

Fees payable to sub-consultants for Scope ofWork defined in Schedule 1 will be Rs.

3,50,000/- ( Rupees Three Lacs Fifty ThousandOnly) inclusive of travel and all relatedexpenses incurred by Sub-Consultant


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COMPENSATION ( CONTD.)

Sr.no

Milestone as defined in the Request forProposal

Amount ( Rs.)

1 80% of total fees will be paid upon approval fromAuthority on Report on Final Transactionstructure with Financial & Risk analysis and

evaluation of Transaction structure reports.2 The balance 20% of fees would be payable upon

the submission of final report on transaction afterreaching financial close of project andsubmission of report on capital expenditureassessment based on field study


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INDEMNIFICATION

Sub-Consultant agrees to indemnify theconsultant in respect of any damages, loss,expenses that consultant may suffer or incur

arising out of- A breach of any of representations of warranties

by Sub-Consultant, covenants made by Sub-Consultant

- Sub-Consultant shall reimburse the consultantfor all expenses ( including attorneys fees anddisbursements) in connection with investigating,defending any action, suit, claim.


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TERM AND TERMINATION

Agreement shall be terminated, unless

sooner terminated(i) on the date of termination of Consultancyagreement or

(ii) issue of completion certificate issued byConsultant ,

Either party may terminate Agreement bymutual consent, prior to expiration of term.

The desiring party shall give fifteen (15) daysprior notice to the other party and subject tono objection to such termination by otherparty.


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TERM AND TERMINATION (CONTD)

Consultant may terminate agreement by

written notice on occurrence of Breach or default of the terms, conditions of

Agreement

Willful and knowing violation by Sub-Consultant

of rules of governmental body which expected toinjurious to Consultants financial condition

Sub-Consultant engaging in act results in injury toreputation, business relationships of consultant

In event of termination Sub-Consultant shouldreturn all document s in possetion in connectionwith services.


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CONFIDENTIAL INFORMATION

Consultant agrees at all times, not to use or to

disclose information to any person, firm orincorporation

If Sub-Consultant has any doubts, they should

consult the Consultant for guidance in advance Sub-Consultant except in performance of

duties shall not disclose any information to anyperson, entity under any circumstances (except

Consultant) Confidentiality has no temporal, geographic or

territorial restrictions


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CONFIDENTIAL INFORMATION (CONTD)

Sub-Consultant shall not make any publicannouncements or publications or giveinterviews


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DISCLOSURE OF INTEREST

Sub-Contractor shall make disclosure of anyinterest or benefit he has derived or likely toderive through dealings, transactions,

contractual arrangements.


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RETURNING COMPANY DOCUMENTS

Sub-Consultant agrees that at expiration ofthe Agreement, Sub-Contractor will deliver allthe records, data, software, notes, reports,

proposals, lists, sketches, materials,equipments, documents to consultant


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DEFENCE OF CLAIMS

Sub-Consultant agrees that on or aftereffective date, it will co-operate Consultant indefence of any claims made against

Consultant to extent that such claims mayrelate to the services performed by Sub-Consultant for Consultant


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ARBITRATION

In case of any breach, termination orinvalidity( the Dispute ) of agreement, partiesshall attempt to resolve disputes or claims

through discussions If not resolved within 30 days, dispute shall

be settled by Arbitration under Arbitration andConciliation Act 1996.

Place of Arbitration shall be Mumbai andlanguage be English.


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THANK YOU

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