Exhibit 10.1


 


[Seal]


 


AGREEMENT TO LEASE


 


THIS AGREEMENT TO LEASE (the “Agreement”)
executed on the 21st day of December Two Thousand Twenty-Two (21/12/2022) at Bangalore:


 


BE T W E E N:


 


		1)	M/S. SHUKOOR HABIB TRUST,



A Trust having its office at
No.10/9,


M.V. Bhadran Street, Periamet,


Chennai-600 003 represented by its Trustee,


Mr. Kundalam Ifzal Ahmed


 


(hereinafter referred to as the
“Lessor No. I”, which expression shall, wherever the context so requires or admits, mean and include, its successors-in-office
and assigns);


 


		2)	M/S. RAFEEQ TRUST,



A Trust having its office at 11/1,
1st Floor, E.V.K Sampath Road, Vepery, Chennai - 600 007,


represented by its Trustee,


Mr. Anaikar Khaleeq Ahmed.


 


(hereinafter referred to as “Lessor
No. II”, and collectively with Lessor No. I, the “Lessors”, which expression shall, wherever the context so requires
or admits, mean and include, its successors-in-office and assigns);


 


AND:


 


M/S. AUGMEDIX SOLUTIONS PVT. LTD.


Having its address at


K 1003, Jacaranda, Adarsh Palm Retreat


Out Ring Road, Behind Intelcampus,


BangaloreKA 560103 IN


Represented by its Managing Member


Mr. JASWANT BANGERA.


 


(hereinafter referred to as the “Lessee”, which expression shall, wherever the context so requires
or admits, mean and include, its successors-in-office and assigns);


 


/s/ Jaswant Bangera        /s/ Anaikar
Khaleeq Ahmed         /s/ Shaaz Ahmed


 




     


    [Seal]


    


 


WITNESSES AS FOLLOWS:


 


I. WHEREAS, by
virtue of a joint development agreement, dated 21.05.2004, by and between M/s. Silverline Business & Techparks Limited, on the
one hand, and M/s. MFAR Holdings Private Limited, on the other hand, were entitled to own and/or grant a lease to that certain
Office Unit No. 2 on the Third Floor of the building known as “MFAR SILVERLINE TECHPARK” constructed on Industrial Plot
No. 180 of EPIP, II Phase, Whitefield, Bangalore (formed in portion of Survey No. 28, Kundalahalli Village, K.R. Puram Hobli,
Bangalore East Taluk), containing a super built up area of approximately 13,500 rentable square feet, along with 13 car parking
spaces, as more fully described in Schedule I attached hereto and hereinafter referred to as the “Premises”;


 


II. WHEREAS
M/s. MFAR Holdings Private Limited and M/s. Silverline Business & Techparks Limited sold the Premises to Lessor No. I and Lessor
No. II under two separate Sale Deeds in the following manner:


 


(i) an undivided
8775 square feet of the constructed area comprised in the Premises along with 9 car parking spaces, under a Sale Deed dated
15.02.2010 (registered as Document No.4810/2009-10, Book-I, stored in C.D. No. MDPD53 in the office of the Sub Registrar,
Mahadevpura, Bangalore), to Lessor No. I;


 


(ii) an
undivided 4725 square feet of the constructed area comprised in the Premises along with 4 car parking spaces, under a Sale Deed
dated 15.02.2010 (registered as Document No.4812/2009-10, Book-I, stored in C.D. No. MDPD53 in the office of the Sub Registrar,
Mahadevpura, Bangalore), to Lessor No. II; and


 


WHEREAS, Lessors desire to lease to
Lessee, and Lessee desires to lease from Lessors the Premises, upon the terms and conditions hereinafter set forth.


 




    /s/ Jaswant Bangera        /s/ Anaikar Khaleeq Ahmed         /s/ Shaaz Ahmed
 
2


    [Seal]


    


 


III. NOW, THEREFORE, in consideration of
the mutual covenants herein provided, the Lessors and Lessee agree as follows:




 


		1)	LEASED PREMESIS:



 


		1.1)	In consideration of the Rent (as defined in Section 2.1 below) agreed to be paid
as set forth herein, Lessors leases to Lessee the Premises (including the 13 car parking spaces), together with the fittings and fixtures
set out in Annexure A hereto (“FF&E”), subject to the terms and conditions set forth herein.



 


		1.2)	Prior to the Commencement Date (as defined in Section 3 below), a joint inspection
of the Premises shall be conducted by Lessors and Lessee, recording in writing, with copies for both the Lessors and Lessee, any damage
or deficiencies that exist prior to the Commencement Date. To extent deficiencies are identified, the Lessors shall be responsible for
the cost of any cleaning or repair to correct any damages and/or deficiencies identified at the time of such inspection. On the Commencement
Date, Lessors shall deliver to Lessee the Premises in broom clean condition.



 


		1.3)	Lessors’ delivery of the Premises to Lessee shall include the FF&E described
on Annexure A, which FF&E shall be in good working condition. Lessee shall have a reasonable opportunity to inventory and inspect
the FE&E prior to taking possession, and Lessors shall remove any items designated by Lessee for removal prior to the Commencement
Date. Lessee shall, upon termination of this Agreement, surrender to Lessors the FF&E in the same condition as on the Commencement
Date, ordinary wear and tear excepted.



 


		1.4)	Provided Lessee has (i) delivered the Security Deposit (as defined below) to Lessors,
and (ii) paid to Lessors the Rent for the first month of occupancy, Lessee shall have the right to early occupancy of the Premises fifteen
(15) days prior to the Commencement Date (“Early Occupancy Period”) solely for the purpose of constructing any tenant improvements
and installing furniture, trade fixtures, telephone systems and business equipment. Lessee’s occupancy of the Premises during the
Early Occupancy Period shall be subject to all covenants and conditions hereunder other than with respect to the payment of Rent.



 


		1.5)	Lessors shall furnish Lessee with two (2) keys for each door entering the Premises.



 






    /s/ Jaswant Bangera        /s/ Anaikar Khaleeq Ahmed         /s/ Shaaz Ahmed
 
3


    [Seal]


    

 


		2)	RATE OF RENT:



 


		2.1)	Commencing on the Commencement Date and continuing through the
Expiration Date (as defined in Section 3 below), the monthly rent (“Rent”) payable by the Lessee to the Lessors for the Premises
shall be as set forth in the table below:



 


	Period	 	 	Rent Per Rentable Square Foot	 	 	 	Total Monthly Rent	 	 	 	Annual Rent – Lessor No. I	 	 	 	Annual Rent – Lessor No. II	 	 	 	Total Annual Rent	 
	1/1/2023 – 31/12/2024	 	 	Rs.56.00
	 	 	 	Rs.7,56,000	 	 	 	Rs.58,96,800	 	 	 	Rs.31,75,200	 	 	 	Rs.90,72,000	 
	1/1/2025 - 31/12/2026	 	 	Rs.58.80	 	 	 	Rs.7,93,800	 	 	 	Rs.61,91,640	 	 	 	Rs.33,33,960	 	 	 	Rs.95,25,600	 
	1/1/2027 – 31/12/27	 	 	Rs.61.74	 	 	 	Rs.8,33,490	 	 	 	Rs.65,01,222	 	 	 	Rs.35,00,658	 	 	 	Rs.100,01,180	 



 


		2.2)	The Lessee shall pay the monthly Rent regularly to the Lessors on or before the 7th
day of each and every month following that for which it is due.



 


		2.3)	The Lessee hereby confirms that they shall pay the GST at applicable rates, the present
applicable rate being 18%, on Rent for the Premises, in addition to the payment of monthly rent detailed in Section 2.1 above.



 


		3)	DURATION:



 


The duration of the lease in respect of the Premises shall be for a period of five (5) years (the “Term”),
commencing on 01.01.2023 (the “Commencement Date”) and ending on 31.12.2028 (the “Expiration Date”). Except for
termination due to material breach of the Agreement (or a force majeure event), the Lessee and Lessors shall not be entitled to terminate
the lease for an initial period of thirty-six (36) months following the Commencement Date (i.e., from 01.01.2023 to 31.12.2026) (the “Lock-in
Period). If the Lessee does not want to continue the lease beyond the Lock-In Period, then the Lessee may terminate the lease by providing
ninety (90) days’ advance written notice to the Lessors prior to the end of the Lock-in Period.


 


		4)	RENEWAL:



 


The parties hereto
agree that on expiry of the Term, the parties may mutually agree to renew the lease for the Premises on such terms and conditions as mutually
agreed by the parties. The Parties shall execute a fresh lease on such renewal.


 






    /s/ Jaswant Bangera        /s/ Anaikar Khaleeq Ahmed         /s/ Shaaz Ahmed
 
4


    [Seal]


    

 


5) INTEREST
FREE REFUNDABLE SECURITY DEPOSIT:


 


		5.1)	The Lessee shall pay an interest-free, refundable security deposit of Rs.45,36,000/-
(Rupees Forty-five lakhs thirty-six thousand only) (the “Security Deposit”). The Security Deposit may be held by the Lessors
until the Expiration Date or the earlier termination of the Agreement (as permitted herein). The Security Deposit shall be paid to the
Lessors in the following manner:



 


		(i)	Rs.29,48,400/- (Twenty-nine lakhs forty-eight thousand four hundred only) in favor
of Lessor No. 1.



 


Paid herein
with the following transaction details C71612081222183113 on 09/12/2022


 


		(ii)	Rs.15,87,600/- (Fifteen Lakhs eighty-seven thousand six hundred Only) in favor of
Lessor No. 2



 


Paid herein
with the following transaction details C71610081222183113 on 09/12/2022


 




		5.2)	The Security Deposit shall be refunded by the Lessors to the
Lessee at the time of Lessee vacating and delivering possession of the Premises to the Lessors upon the Expiration Date or such earlier
termination of this Agreement, subject to mutually agreed deductions (if any) for past due Rent, electricity charges, water charges or
recovery/repair charges for any damage to the Premises, ordinary wear and tear excepted. The Lessors shall be jointly and severally liable
for the refund of the entire Security Deposit to the Lessee.



 


		6)	PAYMENT OF TAXES:



 


		6.1)	The Lessors shall bear and pay the property taxes, rates and cesses payable to the
concerned authority for the Premises, as applicable. In the event the Lessors fail to pay any applicable taxes, and if the Statutory Authority
demands payment from the Lessee, the Lessee may, in its sole discretion, pay the municipal taxes upon notice to the Lessors, and deduct
such amount from future Rent. The Lessors shall be responsible for any inconvenience and damages caused to Lessee and/or its employees,
officers, and representatives due to any default or negligence on the part of Lessors to fulfill their tax related obligations in a timely
manner.



 






    /s/ Jaswant Bangera        /s/ Anaikar Khaleeq Ahmed         /s/ Shaaz Ahmed
 
5


    [Seal]


    

 


		6.2)	Any tax in the name of general service tax or lease tax or any tax levied or to be
levied or cess or incidental to lease Rent payable in respect of the Premises and/or the car parking spaces and/or on the usage of fixtures
and furnishing on lease or hire basis or tax of any other nature, other than income tax or property tax, or any tax levied on the transaction
of the lease as set out herein as applicable from time to time on lease rentals or hire charges shall be borne by the Lessee irrespective
of whether the tax is levied by the Central Government or Statement Government or any other statutory authority entitled to levy such
kind of tax.



 


		7)	MAINTENANCE CHARGES:



 


In addition to the Rent, upon receipt
of the actual invoice for maintenance charges, the Lessee shall pay the maintenance charges to MFAR Silverline Technology Park Owner’s
Association. The maintenance charges shall cover cleaning and upkeep of the building, 24/7 security, maintenance and upkeep of common
areas and DG AMC, lift and others. The current rate of maintenance charges is Rs.8/- (Rupees Eight only) per square foot of the Premises
per month (plus taxes if applicable). The maintenance charges are subject to rates fixed time to time by the association of the building.


 


		8)	ELECTRICITY/WATER CHARGES:



 


		8.1)	The Lessors have informed the Lessee that the Premises has 135
KVA of power for high side air-conditioner via Bangalore Electric Supply Company Limited (BESCOM). The Lessee shall bear and pay only
the utilized electricity charges along with proportionate electric charges for chillers as per the separate meter provided therein. In
the event the Lessee fails to pay the amounts due for the electricity, the Lessors may, in their discretion, upon notice to the Lessee,
pay the amounts due under this Clause to ensure that the electricity is not disrupted for the entire building in which the Premises is
situated. The Lessee shall repay the amounts stated in official receipt issued by BESCOM within thirty days of receipt of notice by the
Lessors that they paid such amounts. The Lessee’s failure to pay such undisputed amount within 30-days shall be construed as material
breach on the part of the Lessee. The Lessee also agrees to pay for any transmission loss between the main meter and sub meter provided
to the Premises caused by the Lessee’s actions in proportion to the amounts payable by the Lessee upon receipt of a notice from
Lessors/ concerned authority setting forth such amount.



 






    /s/ Jaswant Bangera        /s/ Anaikar Khaleeq Ahmed         /s/ Shaaz Ahmed
 
6


    [Seal]


    

 


		8.2)	The Lessee shall pay the DG Consumption charges at actual as per the meter provided.



 


		8.3)	The water consumption charges shall be paid by the Lessee to the concerned authorities
as per sub meter readings.



 


		9)	TELEPHONE LINES:



 


In its own name and at its own cost,
the Lessee shall have the right to apply for, obtain and install as many telephone/fax/ISDN/International Private Leased Circuits and
other telecommunication systems and devises, and internet connections for the Premises as it may deem necessary for its business activities.
The Lessee shall pay the charges for such lines installed to the appropriate authorities. On receipt of a request from the Lessee, the
Lessors shall provide all assistance to the Lessee in this regard and shall execute such documents as may be required by the Lessee for
applying, obtaining and installing such telecommunication systems and devices. The Lessors will provide right of access without any hindrance
or charge to any third party appointed by the Lessee for the purpose of providing telecommunication services to the Lessee.


 


		10)	USE OF PREMISES:



 


		10.1)	The Lessee shall use the Premises for its business purposes as permitted by law and
shall not carry on or permit to be carried on in the Premises, or in any part thereof, any activities that are unlawful, obnoxious or
of nuisance, annoyance or disturbance to other tenants/occupants in the building.



 


		10.2)	The Lessee agrees that it shall not use or permit the Premises to be used for any
form of unlawful purposes and/or in any manner that will disfigure the Premises or spoil its aesthetic appeal and/or damage its façade
or interiors, normal wear and tear and Acts of God excepted.



 


		10.3)	The employees, officers, clients, customers, invitees, suppliers,
contractors and visitors of all kinds whatsoever, of the Lessee shall have free and unimpaired, uninterrupted access to the Premises
at all times. The Lessee shall be entitled to enjoy the Premises peacefully as a tenant, to use the entrances, staircases, corridors,
passages and other common spaces in the building for the purpose of ingress to and egress from the Premises.



 




    /s/ Jaswant Bangera        /s/ Anaikar Khaleeq Ahmed         /s/ Shaaz Ahmed
 
7


    [Seal]


    


 


		11)	REPAIRS AND MAINTENANCE:



 


		11.1)	The Lessors shall take care of any major repairs to the Premises, which may be in
the nature of structural repairs, leakage or repair caused due to tempest, fire, earthquakes or any other natural calamity.



 


		11.2)	The Lessors, upon being notified of any major repairs, will repair the same within
thirty days of such notice, failing which the Lessee may, in its discretion, make the repairs and deduct the amounts spent from future
rents. In case of dispute regarding the nature of major repairs, the repairs shall be decided by a mutually agreed, certified engineer,
whose decision shall be final.



 


		11.3)	Minor repairs shall be done by the Lessee at its cost.



 


		11.4)	The Lessee shall pay the agreed monthly maintenance charges as set forth in Section
7.



 


		12)	SIGNAGE:



 


The Lessee shall be entitled to display
its own signs, name plates, logos and signboards on the building directory in the ground floor lobby signboard, on exterior sign board
and entrance point to the building and the Premises. The Lessee shall not be required to pay any additional charges for such signs, nameplates,
logo/sign boards, etc. to the Lessors.


 


		13)	INSURANCE:



 


During the Term,
Lessors shall keep in effect (i) commercial property insurance on the building, and (ii) a policy or policies of commercial general liability
insurance insuring against liability arising out of risks of death, bodily injury, property damage and personal injury liability with
respect to the building and (iii) such other types of insurance coverage, if any, as Lessors, in Lessor’s sole discretion, may elect
to carry. The Lessee may insure its movable assets in the Premises at its own cost.


 


		14)	INDEMNITY:



 


		14.1)	The Lessee shall indemnify and keep indemnified the Lessors
from and against all claims, demands, actions, proceedings, expenses, losses and damages which the Lessors may suffer or incur in respect
of the Premises due to or by reason of non-payment of statutory tax liability or non-payments of any amounts owed by the Lessee to third
parties in connection with the Premises.



 






    /s/ Jaswant Bangera        /s/ Anaikar Khaleeq Ahmed         /s/ Shaaz Ahmed
 
8


    [Seal]


    

 


		14.2)	The Lessors shall defend, indemnify and hold harmless the Lessee, its officers, employees,
and invitees from and against any claim, liability, demand, third party claims, loss, actions, proceedings, damage, judgment, expenses
(including without limitation to attorney’s fees) or other obligation or right of action, which may arise due to non-compliance
with any statutory requirements, defect in title leading to the Lessee’s occupation being disturbed, interrupted or hampered in
any manner whatsoever, relating to the schedule premises and all portions thereof, so as to ensure that the Lessee can enjoy peaceful
possession of the schedule premises for the intended use without any let or hindrance from any third parties, authority/ies or any other
government or statutory bodies or misrepresentations of and by the Lessors, in addition to other right to Lessee, the Lessor shall immediately
refund the security deposit to Lessee.



 


		14.3)	Except for claims arising from willful misconduct, fraud, misrepresentation or gross
negligence, the maximum liability of either party shall be limited to the Rent paid or payable by Lessee to the Lessor under this Agreement.



 


		15)	STRUCTURAL ADDITIONS/ALTERATIONS:



 


The Lessee shall not make any structural
additions or alterations of permanent nature to the Premises without the previous written consent of the Lessors.


 


		16)	NON-STRUCTURAL ALTERATIONS/INTERIORS:



 


		16.1	The Lessee shall have the right to make improvements within
the Premises and make non-structural alterations subject to local council and building regulations without the Lessors’ prior review
and approval but with prior written notice to the Lessors.



 


		16.2)	The Lessors and the Lessee agree that on the expiry or earlier
termination of the lease and at the time of vacating the Premises, the Lessee will, at its sole discretion, be entitled to remove and
take away all its machinery, equipment, personal belongings etc., as may have been installed or attached or brought in the Premises by
the Lessee from time to time without causing any damage to the Premises.



 






    /s/ Jaswant Bangera        /s/ Anaikar Khaleeq Ahmed         /s/ Shaaz Ahmed
 
9


    [Seal]


    

 


		17)	SUSPENSION OF RENT AND
LEASE:



 


In the event the Premises or parking
spaces related thereto or any portion thereof are uninhabitable or unusable or the utilities servicing the Premises or common areas or
facilities are interrupted, so as to render the Premises or part of it uninhabitable or unusable, for any reasons other than for any act
of omission or commission of the Lessee, and such restraint continues beyond fifteen (15) days, the Lessee may suspend payment of further
Rent and other charges until such time that the defects are rectified. Further, in addition to being able to terminate pursuant to Section
23, Lessee shall be entitled to terminate, without any cost or liability to the Lessors. The aforesaid remedies are in addition to the
obligation of the Lessors to repair the Premises.


 


		18)	SALE AND ATTORNMENT:



 


The Lessors have the right to sell/transfer
the Premises subject to the purchaser being bound by all the terms and conditions of the lease. Subject to the purchaser agreeing in writing
to be bound by all the terms and conditions of this Agreement, including the provisions pertaining to refund of the Security Deposit,
and on the Lessors making available confirmation from the new landlord who has purchased the Premises, along with its attornment for transferring
the tenancy in favour of the new landlord, the Lessors shall stand released of its obligation under this Agreement. Nevertheless, Lessors,
obligations, liabilities, and responsibilities incurred before the transferring of the schedule premises shall not be influenced.


 


		19)	RENTAL DISCOUNTING/MORTGAGE:



 


		19.1)	In the event the Lessors arrange with any bank or financial institution for the discounting
of the Rents receivable by them or mortgage the Premises under this Agreement, such creation of mortgage shall be subject to the Lessee’s
lease hold rights on the Premises and Lessee’s rights under this Agreement, including the right to full enjoyment and use of the
Premises.



 


		19.2)	The Lessors shall indemnify and keep indemnified the Lessee against any claims from
the lender/s in respect of the principal amount of loan or interest and other charges owed by the Lessors. Should the Financial Institution
require a “no objection letter,” the same will be issued by the Lessee; subject to reasonable review and revision at Lessee’s
discretion.



 






    /s/ Jaswant Bangera        /s/ Anaikar Khaleeq Ahmed         /s/ Shaaz Ahmed
 
10


    [Seal]


    

 


		20)	SUB-LETTING



  


Upon written notice to Lessors, the Lessee shall have the right to sublease all or any portion of the Premises
only to its subsidiaries, associate/sister concerns, without the consent of the Lessors. The Lessee will continue to be responsible for
all the obligations and performance under the Agreement. 


 


		21)	DEFAULT IN PAYMENT OF RENT



 


In the event of
late payment of the Rent, the Lessor shall be entitled to interest on the delinquent rent at the rate of 1.5% per month provided, however,
that Lessee shall be entitled to notice of non-payment and a five (5) day cure period prior to the imposition of such interest charge
on past due Rent. Such interest shall be calculated based on the number of days delinquent. This is without prejudice to the rights of
the Lessors to terminate this Lease subject to Section 23 herein.


 


		22	INSPECTION:



 


The Lessee shall permit the Lessors
or its authorized agents to enter upon the Schedule Premises for inspection and carrying out repairs at reasonable business hours of operation
in the daytime without disruption of Lessee’s normal business after at least two (2) business days’ prior written request
and consent of the Lessee and in the presence of a representative of the Lessee.


 


		23)	TERMINATION OF LEASE:



 


		23.1)	In the event either party commits a material breach of this
Agreement, or the Lessee becomes two (2) months delinquent in payment of Rent, then the non-defaulting party may give written notice
of such default to the defaulting party and the defaulting party must, within 15 days of the receipt of such notice, rectify such default,
failing which this lease will stand terminated. If Lessee is the defaulting party and the default is not cured, the Lessee shall hand
over possession and deliver vacant possession of the Premises to the Lessors within 15 business days after the notice of termination
issued by Lessors is received If Lessors are the defaulting party and default is not cured, Lessors shall refund the Security Deposit
and any pre-paid Rent to Lessee within 15 business days of the date the notice of termination is received from the Lessee against delivery
of vacant possession by the Lessee.



 




    /s/ Jaswant Bangera        /s/ Anaikar Khaleeq Ahmed         /s/ Shaaz Ahmed
 
11


    [Seal]


    

 


		23.2)	In the event of violence due to war or civil commotion, act of terrorism, fire accident,
storm, tempest, flood, earthquake, any act of God or other event beyond a party’s reasonable control (not being an act or omission
on the part of the Lessee, its agents servants etc.) causing damage to the Premises or part thereof, the Lessee shall have the option
to terminate the Agreement or require that the Lessors restore the Premises. If the Lessee chooses to require that the Lessors restore
the Premises, the Lessors shall restore and reinstate the Premises to the same condition as it was immediately prior to the above events,
within a period of three (3) months, at its own expenses, and during such time, the Rent or proportionate part thereof and other charges
shall remain suspended until the Premises is restored and reinstated and made ready for use and occupation by the Lessee. If the Premises
is not restored and reinstated and made ready for use and occupation within a period of three (3) months from the date of the happening
of any of the aforesaid events, the Lease shall stand terminated unless mutually agreed to extend the period.



 


		23.3)	In the event the Lessee is ordered to be wound up for any reason by any Court or
direction and/or liquidator/receiver being appointed, this lease shall stand terminated and the Lessor shall become entitled to vacant
possession of the Premises and to resume possession. However, this clause will have no application in the event of mergers in which the
Lessee may be a part.
	 	 	 



		23.4)	At any time following the Lock-in Period, Lessee may terminate this lease by providing
ninety (90) days prior written notice to the Lessors.
	 	 	 



		23.5)	The Lessee agrees that the Lessors shall upon termination of the lease in any of
the circumstances mentioned in Sections 23.1 to 23.4, the Lessors shall be entitled resume possession of the Premises upon termination.
	 	 	 



		23.6)	After completion of the Term, the Lessors shall refund the entire Security Deposit
to Lessee at the time of vacating possession of the Premises as per clause 5.2.
	 	 	 



		23.7)	The Lessee agrees that upon termination of the lease as stated herein, the Lessee
is bound and liable to hand over full, free and vacant possession of the Premises.;



 




		23.8)	If Lessors fail to return the Security Deposit upon termination
or expiration of the lease, then the Lessee shall be entitled to retain possession of the Premises until return of the Security Deposit
with interest at the rate of 1.5% per month for the period from the date of termination/expiry till the date of actual refund. During
such time Lessors will not be entitled to charge the Rent. Notwithstanding, during the aforesaid period, the Lessee will continue to
be liable to pay for the electricity and other utilities consumed in the Premises.



 





		24)	RETURN OF PREMISES:



 


The Lessee shall upon expiration of
the lease or earlier termination of in accordance with the terms hereof, return the Premises in the same condition when taken by the Lessee
on the execution of this Agreement, ordinary wear and tear excepted.


 


		25)	PROTECTION OF INTELLECTUAL PROPERTYRIGHTS:



 


Neither this Agreement
nor any of the terms of this Agreement shall be construed or sought to be interpreted to authorize either of the Parties to use any of
the intellectual property rights of the other. Nor will any of the terms of this Agreement be understood to be nor should it be sought
to be interpreted to permit either of the parties to use the other party’s, any of the logo, trade names and trademarks in any manner
whatsoever.


 




    /s/ Jaswant Bangera        /s/ Anaikar Khaleeq Ahmed         /s/ Shaaz Ahmed
 
12


    [Seal]


    

 


		26)	STAMP DUTY AND REGISTRATION CHARGESS:



The cost of stamp
duty and registration charges and other incidental expenses in connection with execution and registration of this Lease and the renewed
Lease shall be borne by Lessee. The Lessor shall as and when called upon by the Lessee, present themselves for registration of this Agreement
in the office of the concerned Sub-Registrar.


 


		27)	MODIFICATION/VARIATION:



 


No change, variation or modification
of any of the terms and conditions set forth herein shall be valid unless incorporated as an amendment to this Agreement and signed by
a duly authorised representative of both the parties.


 


		28)	WAIVER/FORBEARANCE:



 


The parties agree that in the event
of any delay in the enforcement of any of the terms of this Agreement by either Party, such delay shall not be construed as a waiver on
the part of the party and any such delay in enforcement or forbearance shall not be deemed to be a waiver of such party’s rights,
and the parties shall be entitled to enforce such rights without prejudice to such delay or forbearance shown.


 


		29)	LANGUAGE AND JUSTIFICATION:



 


The proceedings shall
be held at Bangalore and conducted in the English Language. The Courts in Bangalore shall alone have jurisdiction with regard to this
Lease.


 


		30)	GENERAL:



 


This Agreement is
executed in Triplicate. The original shall be retained by the Lessee, the duplicate shall be retained by Lessor No. I and the triplicate
shall be retained by Lessor No. II; Both Lessor No.1 and Lessor No. 2 are jointly and severally liable for the performance of obligations
of Lessors under this Agreement.


 


		31)	NOTICE AND SERVICE OF NOTICE:



 


Any notice required
to be served under this Agreement, shall be served and given to the other party by Registered Post A.D. or by hand at the address of the
respective parties given above. The same shall be deemed to be sufficiently served or given, on completion of five working days from the
date of dispatch, when sent by Registered Post A.D and on receipt of acknowledgement, when given by hand.


 


		32)	HEADING:



 


The headings to various clauses hereinabove,
are given for sake of convenience and easy reference only and they do not in any manner either govern or interpret the meaning thereof.


 


		33)	CAFETERIA :



 


The
cafeteria on the top floor is a common cafeteria used by all the tenants of the building at no extra cost.


 







		34)	PERMANENT ACCOUNT NUMBER:



 


The Permanent Account Number of the Lessors and the Lessee
are as follows:


 


	 	a)	LESSORS:	(1) M/S. SHUKOOR HABIB TRUST -
	 	 	 	 
	 	 	 	(2) M/S. RAFEEQ TRUST -
	 	 	 	 
	 	b)	LESSEE:	M/S. AUGMEDIX Solutions Pvt. Ltd.
    –



 






    /s/ Jaswant Bangera        /s/ Anaikar Khaleeq Ahmed         /s/ Shaaz Ahmed
 
13


    [Seal]


    

 


IN WITNESS WHEREOF, the Lessors have executed this AGREEMENT
TO LEASE in the presence of the Witnesses attesting hereunder:


 


WITNESSES:


 


	1) [Witness Signature]	1 	/s/ Shaaz Ahmed
	 	 
	 	2)	 /s/ Anaikar Khaleeq Ahmed
	 	 
	 	L E S S O R S
	 	 
	2) [Witness Signature]	L E S S E E
	 	 
	 	/s/ Jaswant Bangera


 




    14


    [Seal]


    

 


S C H E D U L E I


 


All that piece
and parcel of Office Unit No.2 on Third Floor of the building known as “Mfar Silverline Tech Park” constructed at Plot No.180
of EPIP Industrial Area situated in part of Survey No.28, Kundalahalli Village, K.R.PuramHobli, Bangalore East Taluk, Bangalore, having
a super built up area of 13,500 square feet along with 13 car parking spaces bearing Nos. 90-97, 44-46, 52-56


  


ANNEXURE A


 


		1.	Power with Necessary Equipment



		2.	Automatic Power Backup 40 KVA



		3.	With Interior



		4.	False Ceiling



		5.	Hard Carpets Flooring



		6.	Restroom Fully Furnished



		7.	Work Station with Data/ Voice points – 160 Nos



		8.	Chairs



		9.	Internal Electrical



		10.	Cabling Network



		11.	Air Conditioner



		12.	Fire Detectors



 



	 	/s/ Anaikar Khaleeq Ahmed
	 	 
	 	/s/ Shaaz Ahmed
	 	 
	 	/s/ Jaswant Bangera



 


 


15