Exhibit 10.12


 


THIRD
SUPPLEMENTAL AGREEMENT TO THE AGREEMENT DATED 20TH JUNE 2019 AND FIRST SUPPLEMENTAL AGREEMENT DATED 6TH DECEMBER,2019
AND THE SECOND SUPPLEMENTAL AGREEMENT DATED 30TH JUNE 2020


 


This
Third Supplemental Agreement is made and entered into at Mumbai this 5 February 2021 between LYTUS TECHNOLOGIES PRIVATE LIMITED, a company
incorporated in India under the provisions of the Companies Act, 2013, having its registered office at A-21, 1st Floor Ghanshyam
Industrial Estate, Off Veera Desai Road, Andheri West, Mumbai 400053, (hereinafter referred to as LYTUS).


 


And


 


REACHNET
CABLE SERVICES PRIVATE LIMITED, a company incorporated in India under the provisions of the Companies Act, 1956, having its registered
office at Crescent Towers, 1St Floor, 229, AJC Bose Road, Kolkatta 700 020 (herein after referred to as REACHNET)


 


WHEREAS


 


The
parties hereto had entered into an agreement to acquire the customer list of Reachnet being Agreement dated 20 June 2019 upon certain
terms and conditions more particularly set out therein.


 


And
the parties hereto thereafter executed a First Supplemental agreement dated 6th December 2019 to the main Agreement dated
20th June 2019 in respect to certain agreed modified terms of acquisition of subscriber base and its corresponding revenue
from 1ST April 2019. The Agreement was conclusive as on 26 March 2020.


 


The
Parties thereafter entered into a Second Supplemental Agreement dated 30th June 2020 whereby the parties agreed to pay the
total consideration agreed between the parties in 4 agreed tranches , the first of which was agreed to be INR 93.75 crores .


 


The
parties have once again agreed to modify some of the terms agreed upon between them and hence this Third Supplemental Agreement is being
executed to record the said modified terms,


 






     


     


    




 


N0W
THIS THIRD SUPPLEMENTAL AGREEMENT RECORDS AS UNDER:


 


		1)	The
                                            parties hereto confirm their intention and their commitment to the agreements set out hereinabove
                                            as modified from time to time.



 


		2)	It
                                            is agreed that the INR 93.75 crore collectible under the above agreements will be processed
                                            upon completion of the third party audit of Reachnet and its subscribers on or before the
                                            end of the fiscal year, March 31, 2021;



 


		3)	In
                                            the event of any unexpected delays with respect to the above collection, both the parties
                                            hereby agree to set-off the entire INR 93.75 Crore or any part thereof prior to March 31,
                                            2021. 



 


		4)	It
                                            is agreed that apart from these modified terms all other covenants set out in the previous
                                            agreements shall be valid and subsisting and binding upon the parties.



 


		5)	It
                                            is agreed that all the above agreements shall be read in consonance with each other.



 


IN
WITNESS WHEREOF , the parties hereto have set and subscribed their hands and seals hereto


 


	SIGNED , SEALED
    AND DELIVERED	)	 
	BY THE WITHINNAMED LYTUS	)	 
	TECHNOLOGIES PRIVATE LIMITED	)	 
	By the hand of its duly
    authorised Director	)	 
	MR. Jagjit Singh Kohli	)	/s/ Jagjit Singh Kohli
	pursuant
    to the resolution of the	)	 
	Board of Directors dated
    February 5, 2021 	)	 
	 	 	 
	SIGNED , SEALED AND DELIVERED	)	 
	BY THE WITHINNAMED REACHBET
    CABLE	)	 
	SERVICES PRIVATE LIMITED	)	 
	By the hand of its duly
    authorised Director	)	 
	MR. Aravindan Nair	)	/s/ Aravindan Nair
	pursuant to the resolution  of
    the	)	 
	Board of Directors dated
    February 5, 2021	)