Date: 01.01.

2019

AGREEMENT LETTER

This agreement made on 1st January of 2018 between Habeebulla Kalladi, CEO, E3 Theme Parks, a venture
by Western Ghats Green Initiative LLP, Makkiyad, Vanjod, Wayanad, Kerala, (Hereinafter called “the
PRINCIPAL” of the one part and M/s Apple Bakery & Cool Bar Mr. Ramesh N.K, Proprietor ( Hereinafter
called CONTRACTOR of the other part.

Whereas the Principal is desirous that the CONTRACTOR is permitted to run the “KISOKS” at the
allocated place “Ampi Theater & Kids Zone” in project named E3 Theme Parks with revenue sharing as
mutually agreed upon as per the TERMS AND CONDITIONS as mentioned below.

1) This agreement shall be in force for a period of 3 (Three) months. This agreement will thus expire
by 31-03-2019. The period of the agreement can however be extended with the mutual consent of
the parties hereto.

2) The Contractor shall have the right to stock and sell the food items / Merchandise as mentioned in
the Annexure in the allotted place “KISOKS” at E3 Theme Parks.

3) Contractor shall provide to all the visitors of E3 Theme Parks aforesaid services from 9:30 A.M to
6:00 P.M of each day, including Sundays, Holidays, and also any extended time when E3 Theme
Parks requires the services after 6P.M.

4) Contractor shall deliver such quantity of Food items / Merchandise that is required for sale from
his place of business to be procured from different vendors and different places. Procurement to be
made by Contractor as per the Principal’s approved list of items.

5) Insurance against stock in the warehouse and inside the shop is the responsibility of the Principal
and expenses to be shared equally by both the parties.

6) Contractor shall be responsible for any loss or damage to food items / Merchandise while it is
under his control.

7) All sales made by Contractor shall be for cash. Credit sales may be made by Contractor on written
authority only, and on terms which Principal may approve prior to such sales.

8) The selling price of all food items / Merchandise will be fixed by the Principal and the Contractor
shall not sell the items at his outlet for higher or lesser price than the fixed rates.

9) Principal shall furnish Contractor with monthly statements indicating all sales transactions during
the preceding month and the extent of current inventory. Contractor net revenue for such sales in
accordance with the revenue sharing schedule set forth in Exhibit I, which is attached to this
agreement. Such statements shall be received by Contractor not later than the 5th day of each
month.

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10) Principal reserves the right to supervise and control over contractor in the facilities, employees,
and methods to be used and employed by contractor in carrying out the purposes of this agreement,
and shall in no event be responsible for negligence of Contractors employees.

11) The staff required for the purpose of carrying on the aforesaid activity should be recruited by
Contractor at his own cost. The Contractor shall ensure that the staff employed by you at the stalls
shall conduct themselves in a disciplined manner and that they shall discharge the duties entrusted
to them to the best of their ability and skill. It shall be the discretion of the Principal to remove any
member of the staff, if his / her conduct is found to be subversive of discipline expected of a
diligent employee.

12) Contractor shall and does accept full and exclusive liability for the payment of any and all
premiums, contributions, and taxes for workers’ compensation insurance, EPF, ESI and retirement
benefits, now or later imposed by or pursuant to central and state laws, which are measured by the
wages, salaries, or other remuneration paid to persons employed by consignee in connection with
the performance of this agreement. Contractor shall enter into any agreement that has been or may
later be prescribed by any central or state governmental body or authority to effectuate the above-
stated purposes.

13) This agreement is not assignable and may be terminated by either party on 30 days’ written notice
to the other. On termination, Principal shall have the right to replenish the food items in such
facilities; (2) sell and deliver the food items and (3) remove all his food items from the facilities
during such period; provided, however, that Principal shall pay a revenue share per month for the
period such facilities are so used. It is agreed that this agreement shall be governed by Kalpetta
jurisdiction only.

14) The failure of either party to this agreement to insist on the performance of any of the terms and
conditions of this agreement, or the waiver of any breach of any of the terms and conditions of this
agreement, shall not be construed as waiving any terms and conditions, but such terms and
conditions shall continue and remain in full force and effect as if no forbearance or waiver had
occurred.

15) All disputes, claims, and questions regarding the rights and obligations of the parties under the
terms of this agreement are subject to arbitration. Either party may make a demand for arbitration
by filing such demand in writing with the other party within 15 days after the dispute first arises.
Subsequently, arbitration shall be conducted by the Principal with third party.

16) In the event that any action is filed in relation to this agreement, the unsuccessful party in the
action shall pay to the successful party, in addition to all the sums that either party may be called
on to pay, a reasonable sum for the successful party’s attorney fees.

17) The invalidity of any part of this agreement will not and shall not be deemed to affect the validity
of any other part. In the event that any provision of this agreement is held to be invalid, the parties
agree that the remaining provisions shall be deemed to be in full force and effect as if they had
been executed by both parties subsequent to the expungement of the invalid provision.

18) This agreement shall constitute the entire agreement between the parties. Any prior understanding
or representation of any kind preceding the date of this agreement shall not be binding on either
party except to the extent incorporated in this agreement.

19) Any modification of this agreement or additional obligation assumed by either party in connection
with this agreement shall be binding only if evidenced in writing signed by each party or an
authorized representative of each party.
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 20) Nothing contained herein shall be deemed to create any relationship of employee / employer,
partnership, joint venture or agency, nor shall any similar relationship be deemed to exist between
both Principal and consignee.

21) Any claim or dispute arising out of this agreement, shall be subject to the jurisdiction of the courts
of Law at Kalpetta, Wayanad district and the jurisdiction of any other courts of Law, Association,
Authority, Tribunal or Forum is expressly excluded.

22) The attached Annexure shall be deemed to form and be read and considered as part of this
agreement.

Signed, sealed and delivered by the said,

For E3 Theme Parks

Habeebulla Kalladi
(CEO)

Binding signature of Consignee …………..

Witness
1

Witness
2

Exhibit I

REVENUE SHARING

1. It is agreed that revenue will be shared by both the parties in the ratio of 50:50 Revenue is defined for
sharing is Gross Profit i.e., Sales minus Cost of Goods purchased.

2. Principal will provide the space with interiors and necessary racks. No changes allowed in the
interiors and the Contractor has to use it in as and where it is condition.

3. Food Items to be procured at Contractor’s cost including freight loading and unloading.

4. Storage facility will be provided by the Principal at Contractor’s cost.

5. Cash and Billing by the Principal at Principal’s cost.

6. Insurance premium to be shared by both the parties equally.

7. Sales team cost including supervisor by Contractor i.e., salaries, facilities, statutory costs, uniform and
any other expenses connected with employees.

8. Repairs and Maintenance as and when required to carry out the business is the responsibility of the
Principal.

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 Kisoks at Ampi Theater & Kids Zone

Cost Price(In Rs) per unit

Item Description (Approximately )
Juices & Seasonal Juices
Fresh Lime- Ginger Lime 7
Fresh Fruit Juices & Seasonal All variety 25
Shakes & Ice-cream Shakes
All Variety 30
Fruit Salad with Ice cream 30
Falooda 30
Cakes & Pastries
Carrot 6
Banana 6
Pineapple 6
Rich Plum 10
Tea & Coffee
Tea 5
Coffee 5
Lemon Tea 5
Black Tea 5
Snacks
Egg Puff 8
Veg Puff 6
Cutlets 8
Sandwich’s 25
Samosa 4
Chicken Samosa 6

Any Other Items as per E3 Theme park requirement we can add in this list.

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