Exhibit 10.1


 


[signatures of parties]


 


Bismillahir Rahmanir Rahim


 


QUADRIPARTITE AGREEMENT 


 


This DEED OF QUADRIPARTITE AGREEMENT (hereinafter
referred to as the “Agreement”) is made in Dhaka, Bangladesh on this the 18th day of April 2022 of
the Christian era and shall be effective from the 18TH day of _April, 2022 (“Effective Date”).


 


AMONG


 


(1)    Sabuz
Banik (Owner of 10th Floor, Type: A, Area: 5668 Sft), Father’s name : Subal Chandra Banik, Profession: Business,
Nationality: Bangladeshi, Faith: Hindu, having NID:3014167688786, Address : Tama Ismail Lodge, Flat- 7b, 2/1, Shukrabad, Dhaka; (2)
Bipul Kumar Dam and Poly Dutta (Owner of 11th floor, Type: A11, Area:5668 Sft), Father’s name : D N Dam, Profession:
Doctor, Nationality: Bangladeshi, Faith: Hindu, having NID:9568565395, Address:129/3, Upashohor Housing Estate, Sonapur, Rajshahi; (3)
Mamun or Rashid (Owner of 12th  floor, Type: A12, Area:2012 Sft), Father’s name : Late Reaz Uddin, Profession: Business
man, Nationality: Bangladeshi, Faith: Islam, Having NID:2697556374010, Address: 6/4 Shegun bagicha, Hasinur Green Cottage,I-8, Dhaka-1000;
(4) Shahana Afrose, Shumona Akhter, Mahee Durdana, and Maliha Muhtasim (Owner of 12th floor, Type C, Area:1570 Sft),
Father’s name: M. A Qashem , Profession: Businessman, Nationality: Bangladeshi, Faith: Islam, having NID: 4176263863, Address: Flat
5 AB, Shaheedas Dream, House:246, New Elephant Road, Dhaka; (5) Mrs. Ambareen Islam (Owner of 12th floor, Type-D, Area-1151
Sft), Husband’s name – Md Saiful Islam, Profession: Business, Nationality: Bangladeshi, Faith: Islam, having NID:7355523361,
Address: House: 86, Road 11/ A Dhanmondi R/ A , Dhanmondi,Dhaka; (6) MD Suruz Alam (Owner of 12th Floor, Type-E, Area:
861 Sft), Father’s name: Md Shahabuddin Mia, Profession: Business, Nationality: Bangladeshi, Faith: Islam, having NID:7792595659;
Address:41/A, Road: Harichandra Ray Faridabad, Shampur, Dhaka; (7) Ranajit Kumar Saha (Owner of 13th Floor, Type-A,
Area-2834 Sft) , Father’s name: Ramendra Kumar Saha, Profession: Job, Nationality: Bangladeshi, Faith: Hindu, having NID: 2696536129521,
Address: Rupayan Swapna Niloy,55/1, Siddeswari Road, Ramna, Dhaka – 1217; (8) Amin Mohammad Foundation Ltd, Owner of (13th
Floor, Type-B, Area-2834 Sft) represented by its Managing Director, Md. Ramzanul Haque Nihad, Profession: Business,


 






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[signatures of parties]


 


Nationality: Bangladeshi, Faith: Islam,
having NID: 7333799604, Address: 752, Satmasjid Road, Dhanmondi C/A, Dhaka, Bangladesh; (9) Amin Mohammad Foundation Ltd, Owner
of (5th -9th Floor, amounting to total Area-28,340 Sft represented by its Managing Director, Md. Ramzanul Haque
Nihad, Profession: Business, Nationality: Bangladeshi, Faith: Islam, having NID: 7333799604, Address: 752, Satmasjid Road, Dhanmondi C/A,
Dhaka, Bangladesh hereinafter collectively referred to as the Landlords (which expression, where the context shall so admit, shall
mean and include their successors, nominees, representatives, assignees and legal representatives) of the First Party.


 


AND


 


Augmedix Bangladesh Ltd. a company incorporated
in Bangladesh under the provisions of the Companies Act, 1994 represented by its Country Manager, Rashed Mujib Noman, having its registered
office address at Augmedix Building, Suite #203, 17/C, Panthapath, Dhaka 1207, Bangladesh; hereinafter referred to as the Tenant
(which expression, where the context shall so admit, shall mean and include its nominees, and legal representatives and assigns) of the
Second Party.


 


AND


 


Amin Mohammad Foundation Ltd. a company
incorporated in Bangladesh under the provisions of the Companies Act, 1994 represented by its Managing Director, Mr. Md. Ramzanul Haque
Nihad having its registered office address at 752 Satmasjid Road, Dhaka- 1205, Bangladesh hereinafter referred to as the Developer
(which expression, where the context shall so admit, shall mean and include its nominees, and legal representatives and assigns) of
the Third Party.


 


AND


 


Amin Mohammad Property Management Services
Ltd. a company incorporated in Bangladesh under the provisions of the Companies Act, 1994 represented by its Managing Director, Mr.
Md. Ramzanul Haque Nihad having its registered office address at 752 Satmasjid Road, Dhaka- 120, Bangladesh hereinafter referred to as
the Building Management Company (which expression, where the context shall so admit, shall mean and include its nominees, and legal
representatives and assigns) of the Fourth Party.


 



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[signatures of parties]



 


RECITAL


 


		A.	The Landlords and the Developer have executed several deed of allotment agreements dated 18 April 2022
(as described in Annexure-A), whereby the Landlords have opted to purchase the area at Green Landmark Tower, 129, Kalabagan, Mirpur Road,
Dhaka- 1205, Bangladesh (hereinafter referred to as the “Premises”) from the Developer. The Landlords have not paid the total
purchase consideration to the Developer and still owe the Developer a certain amount of the purchase consideration. As the total purchase
consideration has not yet been paid by the Landlords, sale deeds have not yet been executed in favor of the Landlords.



 


		B.	That the Landlords together expressed a desire to let out certain rentable space in the Premises identified
in Annexure A (the “Demised Premises”) collectively to a potential tenant(s).



 


		C.	That the Landlords of the Demised Premises appointed/entrusted Amin Mohammad Property Management Services
Ltd. as the Building Management Company through special power of attorney, dated 18 April 2022 , to manage the Demised Premises
and/or find out the potential tenant(s) for the Demised Premises.



 


 


		D.	That the Landlords and the Building Management Company are willing to let the Demised Premises to the
Tenant on a monthly rental basis on the terms and conditions stated hereinafter in this Agreement.



 


The Landlords, Developer, Building Management
Company and the Tenant are collectively referred to as the “Parties” and individually referred to as the “Party”.


 


Now, therefore, in consideration of the mutual
promises, covenants, terms and conditions contained herein, the Parties hereto mutually agree as follows: 


 


1.
Tenure and Extension:


 


(a) The Landlords and Building
Management Company hereby grant and the Tenant hereby accepts a tenancy of the Demised Premises for a period of 10 (Ten) years
(hereinafter referred to as the “Tenancy Period”) commencing on 1st July, 2022 (the
“Commencement Date”) and ending on 30th June, 2032 (the “Expiration Date”), unless
earlier terminated as provided in this Agreement, as such date may be extended pursuant to Section 1(d) below .


 






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(b) On the Commencement Date, Landlords
and Building Management Company shall deliver to Tenant the 10th, 11th, 12th and 13th floors
in broom clean condition. Thereafter, the Landlords and Building Management Company shall deliver possession of an additional floor every
6 (six) months (or as otherwise agreed) in broom clean condition until Tenant has taken possession of the entire Demised Premises. Floors
9 (nine) through 5 (Five) shall be delivered in descending order (i.e., floor 9 shall be delivered first, followed by floor 8 and so on).
The Tenants obligation to take possession of each floor within the Demised Premises shall be subject to approval by Tenant, it its sole
discretion, following a joint inspection. To the extent any damage or deficiencies are identified during a joint inspection, Landlords
and/or Building Management Company shall be responsible for repair and/or correcting such deficiencies.


 


(c) Notwithstanding the Commencement
Date or anything to the contrary herein, if for any reason Landlords and Building Management Company are unable to deliver possession
of the 10th, 11th, 12th and 13th floors on the Commencement Date, and the remaining 5 (five)
floors on the schedule set forth above in section 1(b) above, all of Tenant’s obligations, including the obligation to pay Rent
(as defined below) for any undelivered floor of the Demised Premises, shall be suspended until Landlords and Building Management Company
are able to deliver possession of such undelivered floor(s). Notwithstanding the foregoing, if for any reason the Landlords and Building
Management Company are unable to deliver possession of 10th, 11th, 12th and 13th Floors to
Tenant within 3 (three) months from the date of execution of this Agreement, or any of the remaining floors of the Demised Premises thereafter,
Tenant may, at its option, by written notice to Landlords and Building Management Company, terminate this Agreement, and upon such termination,
Tenant shall have no further obligations hereunder.


 


(d) The Parties shall have the option
to extend the Agreement for a further period by executing a written agreement on such terms and conditions which shall be mutually agreed
between the Parties. If renewed, the renewal term will commence immediately from the expiry of the Tenancy Period.


 






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[signatures of parties]


 



2. Rent:


 


(a) Commencing on the Commencement
Date and continuing through the Expiration Date, the Tenant agrees to pay Landlords rent for the Demised Premises (hereinafter referred
to as the “Rent”) in the following amounts, based on the Floors occupied/possessed during the relevant period (Details
of Rent & Security Money of individual Landlord are shown in Annexure B):


 


 


 


 






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(b) Each monthly installment of Rent
shall be payable by the tenth (10th) day of each calendar month during the Tenancy Period. However, in the event of the failure of the
Tenant to pay the monthly rent by the 30th day of the then-current month, the Landlords shall be entitled to claim interest at the rate
of the Bangladesh Bank per annum as a compensation. If the Tenancy Period commences or ends on a day other than the first (1st) day of
a calendar month, then the Rent for the month in which this Agreement commences or ends shall be prorated by the number of days this Agreement is in effect during such month based upon a thirty
(30) day month, and such partial month’s installment shall be paid no later than the tenth (10th) day of such calendar month. The
applicable VAT shall be borne by the Tenant and AIT (Advance Income Tax) will be deducted at source as per Government Rules.


 






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(c) The Tenant shall pay a monthly
service charge (“Service Charge”) to Building Management Company as set forth in the Service Level Agreement, dated 18
April 2022.


 


3. Security Money: 


 


(a) (i) Floors 10-13. The Tenant,
as per the instructions of the Landlords and/or the Building Management Company, shall deposit with the Developer a sum of Tk. 1,22,02,920.00
(One Crore twenty-two lacs two thousand nine hundred twenty) only, which sum is the equivalent of 06 (six) months’ rent
for Floors 10 through 13 of the Demised Premises as of the Effective Date. The foregoing amount shall be paid to Developer at the time
of execution of this Agreement.


 


(ii) Floors 5-9. In addition,
Tenant, as per the instructions of the Landlords and/or the Building Management Company, shall deposit with the Developer a sum of Tk.
1,53,03,600.00 (One Crore fifty-three lacs three thousand and six-hundred) only, which sum is the equivalent of 06 (six) months’
Rent for all of Floors 5 through 9 of the Demised Premises as of the Effective Date. Tenant shall deposit 25,50,600.00 (Twenty five
lacs fifty thousand and six-hundred) of this amount at the time of execution of this Agreement and 25,50,600.00 (Twenty five lac
fifty thousand and six-hundred) only upon delivery of each subsequent floor.


 


The amounts set forth above in Sections
3(a)(i) and (ii) are security for Tenant’s faithful performance of Tenant’s obligations under this Agreement and shall be
collectively referred to herein as the “Security Money”.


 


(b) Tenant may, at its option, apply
the Security Deposit to the payment of Rent for the last 6 (six) months of its tenancy (whether due to expiration of this Agreement or
termination pursuant to Section 4(a) below). To the extent any amounts are not applied to the last 6 (six) months of Rent, the Landlords
shall have the responsibility and obligation to return the Security Money to the Tenant after the Expiration Date or in event of earlier
termination of the Agreement, at the time of such earlier termination. Such Security Money shall be returned to Tenant within 30 (thirty)
days after deduction for unpaid Rent, Service Charges or other unpaid bills that are the responsibility of the Tenant (e.g., electricity
and water) (if any) under this Agreement. In the event the Landlords fails to pay the any Security Money owed to Tenant within 30 (thirty)
days from the date of termination of Agreement, a penalty at the rate of the Bangladesh Bank per annum shall be charged over the outstanding
Security Money owed to Tenant. 


 






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[signatures
of parties]


 


4. Termination & Hold over:


 


(a) Tenant shall have the right to
terminate the Agreement in its entirety, or any portion of the tenancy, at any time by giving 6 (six) months’ prior notice in writing
to the Building Management Company and/or Landlords.


 


(b) Since Rent is the essence of this
Agreement, the Building Management Company and/or the Landlords shall have the right to terminate the Agreement upon 30 (thirty) days
prior notice and opportunity to cure, if the Tenant fails to pay the monthly Rent for 3 (three) consecutive months and fails to cure such
default. In such case, the Building Management Company and/or the Landlords shall send a written notice to the Tenant requiring the Tenant
to pay the outstanding rent within 30 (thirty) days from receipt of the notice. In the event the Tenant fails to pay the outstanding Rent
within the aforesaid period, the Agreement shall be treated as terminated due to payment default. In such case, the Tenant shall handover
vacant possession of the Demised Premises to the Building Management Company or the Landlords within 7 (seven) days of such termination.
Except as set forth above, or in the event of Tenant’s material failure to perform the obligation and covenants set forth herein,
the Building Management Company and/or Landlords shall not have the right to terminate this Agreement.


 


(c) The Tenant shall have the right
to terminate the Agreement if there is a material breach or material failure on part of the Landlords and/or Building Management Company
to perform obligations and covenants in accordance with the terms and conditions of this Agreement, in which case the Tenant shall have
the right to terminate the Agreement by giving 2 (two) months’ prior notice in writing to the Building Management Company.


 


(d) The Tenant shall have the
right to remove all/ any removable fittings and fixtures from the Demised Premises that were installed by the Tenant or belong to
the Tenant, anytime during the Tenancy Period or upon earlier termination or expiry of the Tenancy Period. Upon earlier termination
or expiry of the Tenancy Period, the Tenant shall hand over the vacant possession of the Demised Premises to the Landlords in such
condition as it was at the time of taking over the Demised Premises, together with all the fixtures and fittings which was provided
by the Landlord, subject to ordinary wear and tear.


 






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(e) Unless the Tenancy Period is extended
pursuant to Section 1(d) above, the Tenant shall be bound to vacate the Demised Premises and handover vacant possession in good condition
(ordinary wear and tear excepted) to the Landlords/Building Management Company on or before the Expiration Date, failing which Landlords/Building
Management Company shall have right & authority to initiate legal proceedings against the Tenant as per the prevailing laws of Bangladesh.


 


5. The Building Management Company
hereby covenants to do and perform during the Tenancy Period as follows:


 


(a) To pay the ground rent, urban tax
and any other taxes in connection with the land and the Demised Premises.


 


(b) To pay the land revenue, municipal
tax, income tax and any other charges of public nature, which exist or may be assessed against the Demised Premises.


 


(c) To abide by all laws, by-laws and
rules, regulations, orders and notifications of the Government, including other authorities at present and from time to time applicable
to the Demised Premises.


 


(d) To comply with all regulations
issued from time to time by the Government and other local authorities in connection with the tenancy of the Demised Premises.


 


(e) To arrange, maintain and take all
necessary measures to ensure uninterrupted supply of water, sewerage and electricity in the Demised Premises at its own cost without imposing
any additional charge or increase of Rent on the Tenant. If these supplies are interrupted due to the fault of the concerned authorities,
i.e., WASA/DESA/DESCO/DPDC etc., it shall be the responsibility of the Landlord to restore the same.


 


(f) To allow the Tenant to do internal
renovation of the Demised Premises as per its requirements. Any additional permission, if required, for these renovations, will be acquired
by the Tenant from concerned authorities.


 


(g) During the Tenancy Period, to permit
the Tenant to peacefully and quietly hold, possess and enjoy the said premises for business purposes without interruption or eviction
by the Landlord or any person rightfully claiming under or in trust for them or any other person whomsoever during the Tenancy Period
upon payment of the Rent in due time mentioned in the clause No. 2.


 






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(h) In the event of any requirement for permission or license, change of law or regulation or
imposition of any instruction or guideline by any government authority to collect permission for the Demised Premises from the concerned
government authority, the Building Management Company shall take all necessary steps to comply with any such applicable rules, regulations
or guidance at its own cost. Any claim or penalty related to noncompliance of the Demised Premises with the aforementioned laws, regulations
or guidance will be borne by the Landlords.


 


(i) To keep the walls of the Demised
Premises, sanitary water and electrical connections and apparatus in good condition to the satisfaction of the Tenant.


 


(j) To execute and pay for all structural
repairs, both external and internal rod, walls, floors, drains and other parts of the Demised Premises within 7 (seven) days of notification
from the Tenant.


 


(k) To carry out the major repairs
of the Demised Premises. Major repairs shall mean any amount aggregating to or more than Tk. 5,000 (Taka Five Thousand) only.


 


(l) To allow the Tenant to use and
enjoy peaceful possession of the Demised Premises 24 (Twenty-Four) hours a day and 7 (seven) days a week, without any hindrance or obstruction.


 


(m) To allow the Tenant to install
air-conditioners, appliances and fixtures and fittings in the Demised Premises during the Tenancy Period. The Tenant shall have the right
to remove the same after the expiry of Tenancy Period or termination of the Agreement.


 


(n) To install CCTV in and around the
Demised Premises and be responsible for the security of the Demised Premises and to manage and control the total security of the Demised
Premises as per its own security policy.


 


(o) To dispose of the garbage and rubbish
from the Demised Premises every day.


 


(p) To ensure the functioning of all
infrastructure, including, but not limited to, substation, gyrator-capacitor and lifts during the Tenancy Period of this Agreement.


 


(q) To keep all the fire exits and
fire escapes clear of any obstruction. The Building Management Company may not decorate the building in a manner that may cause hindrance
for exit in the event of a fire incident.


 


(s) During the Tenancy Period, at Building
Management Company’s own cost, operate and maintain in good condition all common areas and/or shared spaces within the Demised Premises.


 


(t) To ensure an uninterrupted supply
of water, electricity and fully functioning sewerage system.


 



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6. The Developer hereby covenants
to do and perform during the Tenancy Period as follows:


 


(a) To allow the Tenant to use and
enjoy the Demised Premises 24 (Twenty-Four) hours a day and 7 (seven) days a week, without any hindrance or obstruction.


 


(b) To comply with all regulations
issued from time to time by the Government and other local authorities in connection with the tenancy of the Demised Premises.


 


(c) To abide by all laws, by-laws and
rules, regulations, orders and notifications of the Government, including all other authorities, at present and from time to time applicable
to the Demised Premises.


 


(d) The Developer shall not build additional
floors on the Premises without express written consent from the concerned authority of RAJUK. Any additional floors so built shall be
for office use and shall be exclusively offered to the Tenant at a rental to be mutually agreed in line with market, but not exceeding
the existing Rent.


 


7. Covenants of the Building
Management Company and Landlords:


 


The Building Management Company and
the Landlords jointly and severely represents that:


 


(a) They are legally entitled to rent
out the Demised Premises with full power and absolute authority and can rent the same, free of any adverse claim or demand or any legal
impediment or hindrance whatsoever and are in physical possession of the Demised Premises.


 


(b) They have full right and authority
to rent out the Demised Premises to the Tenant and to execute and deliver this Agreement on the terms and conditions set forth herein.


 


(c) There are no easements, restrictions
or encumbrances affecting the Tenant’s use and enjoyment of the Demised Premises or which diminish any of the Tenant’s rights hereunder.


 


(d) They have/will have complied with
all legal and statutory requirements to enable the Tenant to use and occupy the Demised Premises in the manner envisaged herein.


 






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(e) The Demised Premises has been built in compliance with all rules and regulations applicable
to the Demised Premises.


 


(f) Notwithstanding anything contained
in this Agreement, nothing herein shall bar the Landlords from executing any form of sale, gift, heba, transfer or mortgage to any person
or institution, provided that, (i) prior to executing any form of sale, gift, heba, transfer or mortgage, the Landlords shall provide
written notice to Tenant; (2) this Agreement shall remain in force and effect and the new title holder(s) shall take title to the property
subject to all terms and condition of this Agreement.


 


(g) They shall open an escrow account
to deposit an amount of 25% of the Service Charge i.e., Tk. 3 (Taka three) only per square foot per month (hereinafter referred to as
the “Reserve Fund”) within 7 (seven) days from the date of the execution of this Agreement throughout the tenancy period.
The amount of the Reserve Fund shall be used for the maintenance of the Demised Premises. In the event they fail to deposit the Reserve
Fund within 7 (seven) days of the beginning of each month and submit the deposit slip to the Tenant, a penalty at the rate of the prevailing
bank rate shall be charged over the amount of the Reserve Fund. Use of funds within the escrow account shall be subject to the joint signature
of the Building Management Company and Tenant.


 


(h) They shall grant Tenant exclusive
naming rights for the building and they shall allow the Tenant to erect its name or signage prominently on the Premises and the Tenant
shall not be liable to pay any extra amount for erecting its name or signage on the building.


 


(i) They shall allow Tenant to install
a radio tower on top of the building (if required) and a ISP fiber drop point at the basement from
where Tenant can use the cable duct to pass the cables towards the server room. 


 


8. Tenant hereby covenants
to do and perform during the Tenancy Period as follows:


 


(a) To keep the interior of the Demised
Premises clean, tidy and in good order and conditions.


 


(b) To use and occupy the Demised Premises
with proper care and not to cause any damage to the Demised Premises, ordinary wear and tear excepted, and to keep the same in tenantable
condition.


 






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(c) To take due and proper care of the Demised Premises, including fittings and fixtures installed
by the Landlords and/or Building Management Company and to maintain the same in good, proper and clean condition at its own costs and
expenses and to repair any damage it causes to the Demised Premises immediately, other than normal wear and tear.


 


(d) Not to keep any inflammable article,
explosives or such other articles as are forbidden by the law of the country within the Demised Premises.


 


(e) To permit the Landlords and/or
Building Management Company or their representative to enter and inspect the Demised Premises during the working day and within the working
hours with prior consent from the Tenant.


 


(f) To be responsible for the payment
to the Building Management Company for any and all damages that may be caused willfully or negligently to the Demised Premises, or any
part thereof, by either Tenant or any person whom the Tenant permitted to enter the Demised Premises.


 


(g) To pay bills for electricity and
water incurred during the Tenancy Period. After payment of the aforesaid bills, the Tenant shall be required to provide the Building Management
Company with the original receipt of the bill and the Tenant may retain the duplicate copies.


 


(h) To carry out minor repairs in the
Demised Premises caused by Tenant’s use. Minor repairs shall mean any repairs below Tk. 5,000 (Taka Five Thousand) only.


 


(i) Not to carry on any activities
in the Demised Premises that shall be deemed as immoral and/or any illegal acts as per law of Bangladesh.


 


9. Approval/Consents:


 


(a) The Landlords and/or Building Management
Company shall, at their own cost, obtain all documents (deeds, certificates, clearances, permissions, approvals, etc.), and procure and
install all requisite utility facilities for the Demised Premises that may be levied or payable to the concerned authorities (Municipality,
RAJUK, WASA, Directorate of Environment, Civil Aviation, Fire Service & Civil Defense, or any Government office).


 


(b) The respective Parties hereto
shall maintain in full force and effect all permits, documents, policies, licenses, certificates, consents, approval and other
permissions and authorizations required to enable such Party to perform its obligations hereunder or required for the validity or
enforceability of this Agreement.


 






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10. Passing
of Obligations:


 


The obligations of the Developer under
this Agreement shall come to an end as soon as the Demised premises is handed over to the Landlords, as signified by the Landlords executing
Deed of Handover in favor of the Developer. Thereafter, the Building Management Company and the Landlords shall be jointly and severally
liable and held responsible for the terms and conditions of this Agreement.


 


11. Force Majeure:


 


(a) If the Demised Premises or any
part thereof is wholly or partially destroyed by earthquake, tempest, flood, civil commotion, war or other irresistible force beyond human
control and becomes unfit for the purpose the Agreement is made, or the Tenant is unable to use the Demised Premises because of any pandemic/epidemic,
in such circumstances the Tenant shall have the following options:


 


(i) If the Demised Premises is completely
destroyed, uninhabitable or unfit for use, terminate the tenancy immediately upon giving written notice to the Building Management Company
and/or the Landlords.


 


(ii) Continue the tenancy and give notice
to the Building Management Company requesting it to repair the damaged portions of the Demised Premises, whereupon the Building Management
Company shall complete the repairs at its own cost within a reasonable period of time. Tenant shall have no obligation to pay Rent for
the affected or damaged area during the period of repairing work and till the time the space is handed over for further use to the Tenant.


 


(iii) In the event of the act of God,
peril of the sea, war, sabotage, riot, act of terrorism, insurrection, civil commotion, national emergency (whether in fact or law), martial
law, lightning, flood, earthquake, landslide, strike, epidemic, pandemic or quarantine the Parties shall amicably discuss to reduce the
Rent of the Demised Premises.


 






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(b)
That in the event of Demised Premises or any part thereof being requisitioned or appropriated by the Government under any law, the Agreement
shall forthwith be terminated (but without prejudice to the rights and remedies of either Party against the other in respect of any antecedent
claim or breach of covenant).


 


12.
Taxes:


 


(a)
The Building Management Company for and on behalf of the Landlords shall be responsible for payment of all taxes, rates, ground rent,
holding tax, property tax and any other taxes, levies, charges that may be levied or payable to the Municipality, Local Authorities,
RAJUK and any Government office in respect of the Demised Premises.


 


(b)
The Tenant shall be solely responsible for deduction of applicable AIT and payment of VAT in respect of the Rent payable under this Agreement.


 


13.
Liability:


 


The
Building Management Company and the Landlords do hereby agree and consent to act in compliance with the terms and conditions of the Agreement.
In the event all or anyone of them fails to do so, the Building Management Company, and the Landlords shall be jointly and severally
liable and held responsible for breach of the Agreement.


 


14.
Indemnification:


 


Each
Party shall indemnify, keep indemnified and hold harmless the other Party from any third-party claim, action, demand, loss, damage, expenses
and any other liabilities whatsoever which may arise due to, as a result of or as a consequence of its material breach, failure to fulfill
its obligations or covenants, gross negligence or misconduct under this Agreement and/or under any terms of any applicable law or regulation.
Notwithstanding anything to the contrary contained in this Agreement, in no event shall either Party to this Agreement be responsible
to the other for any indirect, special, consequential, punitive, exemplary or incidental damages (including but not limited to loss of
business or profits) related to this Agreement, even if, in any such case, advised of the possibility of such claims or demands, regardless
of the form of action or legal theory whether under contract law, tort law (including without limitation negligence), strict liability,
statute, warranty or otherwise.


 



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15.
Governing Law:


 


This
Agreement shall be governed and construed in accordance with the laws of Bangladesh. Any change in the laws governing this Agreement
or any transaction related thereto rendering the performance of this Agreement onerous and/or harsh shall not discharge the Parties from
performing their respective obligations hereunder.


 


16.
Dispute Resolution:


 


(a)
All disputes and differences concerning the validity, scope, meaning, construction or effect of this Agreement or any dispute or
disagreement between the Parties as to any matter relating to this Agreement shall be first settled by amicable
discussion.


 


(b)
In the event the Parties fail to resolve any dispute, controversy or claim between the Parties in respect of any issue arising out
of, relating to, or in connection with this Agreement, or the breach, termination or validity thereof through mutual discussion
within 30 (thirty) days of issuance of notice by either Party to the other Party seeking an amicable resolution of the dispute,
controversy or claim then such dispute, controversy or claim, shall be settled by the Courts of Bangladesh.


 


17.
Severability:


The
provisions of this Agreement shall be deemed severable and the invalidity or unenforceability of any provision shall not affect the validity
or enforceability of the other provisions of this Agreement. If any provision of this Agreement, or application of that provision to
any Person or in any circumstance or jurisdiction, is found to be invalid or unenforceable, then (a) a suitable and equitable provision
shall be substituted for that invalid or unenforceable provision in order to carry out, so far as may be valid and enforceable, the intent
and purpose of that invalid or unenforceable provision and (b) the remainder of this Agreement, and the application of that invalid or
unenforceable provision to other Persons or in other circumstances or jurisdictions, shall not be affected by such invalidity or unenforceability.


 






    Page 17 of 22


     

    

 


[signatures of parties]


 



18.
Waiver:


 


No
failure by a Party to take any action with respect to a breach of or default under this Agreement by another Party shall constitute a
waiver of the former Party’s right to (a) enforce any provision of this Agreement or (b) take action with respect to such breach
or default or any subsequent breach or default. No waiver by a Party of any particular breach of or default under this Agreement by another
Party shall be construed as or constitute (i) a continuing waiver of such breach or default or (ii) a waiver of any other breach of or
default under this Agreement.


 


19.
Whole Agreement:


 


The
Agreement supersedes all previous negotiation and any representation or understanding, written or otherwise, between the Parties hereto
and this Agreement shall constitute the entire agreement between the Parties hereto in respect to the Demised Premises.


 


20.
Effect of Headings:


 


The
subject-headings of this Agreement are for the purpose of convenience only and shall not affect the construction or interpretation of
any of its provision.


 


21.
Amendment:


 


This
Agreement may be amended by mutual agreement in writing between the Parties hereto. Modifications made verbally, by implied conduct,
or by composition shall be deemed as invalid.


 






    Page 18 of 22


     

    

 


In
witness whereof, the Parties hereto have signed this Agreement on the day, month and year written hereinabove.


 



	Signed, Sealed and Delivered for and on behalf of the Developer	 	In the presence of:
	 	 	1. [witness signature]
	/s/ Md. Ramzanul Haque Nihad	 	2. [witness signature]
	Name: Md. Ramzanul haque Nihad	 	 
	Designation: Managing Director, Amin Mohammad Foundation Ltd.	 	 
	 	 	 
	Signed, Sealed and Delivered for and on behalf of the Tenant 	 	In the presence of:
	 	 	1. [witness signature]
	/s/ Abu Muhammad Rashed Mujib Noman	 	2. [witness signature]
	Name: Abu Muhammad Rashed Mujib Noman	 	 
	Designation: Managing Director, Augmedix BD Ltd.	 	 
	 	 	 
	Signed, Sealed and Delivered for and on behalf of the Building Management Company  	 	In the presence of:
	 	 	1. [witness signature]
	/s/ Md. Ramzanul Haque Nihad	 	2. [witness signature]
	Name: Md. Ramzanul Haque Nihad	 	 
	Designation: Managing Director, Amin Mohammad Property Management Services Ltd.	 	 
	 	 	 
	Signed, Sealed and Delivered by	 	In the presence of:
	 	 	1. [witness signature]
	/s/ Sabuz Banik	 	2. [witness signature]
	Name: Sabuz Banik	 	 
	Designation:	 	 
	 	 	 
	Signed, Sealed and Delivered by	 	In the presence of:
	 	 	1. [witness signature]
	/s/ Bipul Kumar Dam	 	2. [witness signature]
	Name: Bipul Kumar Dam	 	 
	Designation:	 	 



 






    Page 19 of 22


     

    

 


	Signed, Sealed and Delivered by	 	In the presence of:
	 	 	1. [witness signature]
	/s/ Poly Dutta	 	2. [witness signature]
	Name: Poly Dutta	 	 
	Designation:	 	 
	 	 	 
	Signed, Sealed and Delivered by	 	In the presence of:
	 	 	1. [witness signature]
	/s/ Mamun or Rashid	 	2. [witness signature]
	Name: Mamun or Rashid	 	 
	Designation:	 	 
	 	 	 
	Signed, Sealed and Delivered by	 	In the presence of:
	 	 	1. [witness signature]
	/s/ Shahana Afrose	 	2. [witness signature]
	Name: Shahana Afrose	 	 
	Designation:	 	 
	 	 	 
	Signed, Sealed and Delivered by	 	In the presence of:
	 	 	1. [witness signature]
	 	 	2. [witness signature]
	/s/ Ambareen Islam	 	 
	Name: Ambareen Islam	 	 
	Designation:	 	 
	 	 	 
	Signed, Sealed and Delivered by	 	In the presence of:
	 	 	1. [witness signature]
	/s/ MD Suruz Alam__	 	2. [witness signature]
	Name: MD Suruz Alam	 	 
	Designation:	 	 
	 	 	 
	Signed, Sealed and Delivered by	 	In the presence of:
	 	 	1. [witness signature]
	/s/ Ranajit Kumar Saha	 	2. [witness signature]
	Name: Ranajit Kumar Saha	 	 
	Designation:	 	 
	 	 	 
	Signed, Sealed and Delivered by	 	In the presence of:
	 	 	1. [witness signature]
	/s/ Md. Ramzanul Haque Nihad	 	2. [witness signature]
	Name: Md. Ramzanul Haque Nihad	 	 
	Designation: Managing Director, Amin Mohammad Foundation Ltd.	 	 
	 	 	 
	Signed, Sealed and Delivered by	 	In the presence of:
	 	 	1. [witness signature]
	/s/ Md. Ramzanul Haque Nihad	 	2. [witness signature]
	Name: Md. Ramzanul Haque Nihad	 	 
	Designation: Managing Director, Amin Mohammad Foundation Ltd.	 	 



 






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[signatures of parties]



 


Annexure-A


Demised
Premises - Ownership Details


 


	SL	Floor	Area
    (Sft)	Total
    Area (Sft)	Type	Owners
    name	Date
    of Agreement 	Address
	1	10th
    	5668	5668	A-10	Sabuz
    Banik	 	Green
    Landmark Tower, 129, Kalabagan, Mirpur Road,  Dhaka.  
	2	11th
    	5668	5668	A-
    11	Bipul
    Kumar Dam & Poly Dutta	 
	3	12th  	2012	 	A
    - 12	Mamun
    or Rashid	 
	4	1570	C
    - 12	 Shahana
    Afrose, Shumona Akther,Mahee Durdana, Maliha Muhtasim	 
	5	1151	D
    - 12	Mrs.
    Ambareen Islam	 
	6	861	E
    - 12	MD
    .Suruz Alam	 
	7	13th
    	2834	 	A
    - 13	Mr.
    Ranajit Kumar Saha	 
	8	2834	 	B
    - 13	Amin
    Mohammad Foundation Ltd	 	 
	9	5th
    to 9th	28340	 	 	Amin
    Mohammad Foundation Ltd	 	 



 






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[signatures of parties]



 


Annexure-B


Rent
and Security Money Distribution


 


	SL	Floor	Area
    (Sft)	Total
    Area (Sft)	Type	Owners
    name	Rent/Sft	Total
    Monthly Rent (Tk)	Security
    Money (Tk)	Rental
    Payment In Favor of
	1	10th
    	5668	5668	A-10	Sabuz
    Banik	90	510120	3060720	Sabuz
    Banik
	2	11th
    	5668	5668	A-
    11	Bipul
    Kumar Dam & Poly Dutta	90	510120	3060720	Bipul
    Kumar Dam
	3	12th  	2012	 	A
    - 12	Mamun
    or Rashid	90	181080	1086480	Mamun
    or Rashid
	4	1570	C
    - 12	 Shahana
    Afrose, Shumona Akther, Mahee Durdana, Maliha Muhtasim	90	141300	847800	Shahana
    Afrose
	5	1151	D
    - 12	Mrs.
    Ambareen Islam	90	103590	621540	Mrs.
    Ambareen Islam
	6	861	E
    - 12	MD
    .Suruz Alam	90	77490	464940	MD.
    Suruz Alam
	7	13th
    	2834	 	A
    - 13	Ranajit
    Kumar Saha	90	255060	1530360	Ranajit
    Kumar Saha
	2834	 	B-13	Amin
    Mohammad Foundation Ltd	90	255060	1530360	Amin
    Mohammad Foundation Ltd
	 	 	 	 	 	 	Total	2,033,820.00
    12,202,920.00	1,22,02,920.00
    12,202,920.00	 
	 	 	 	 	 	 	Advance
    amount to be paid in favor of 	 

     

    1,22,02,920.00
	Amin
    Mohammad Foundation Ltd
	8	5th
    to 9th	28,340	 	 	Amin
    Mohammad Foundation Ltd	90	25,50,600.00	1,53,03,600.00	Amin
    Mohammad Foundation Ltd


 


 


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