ADDENDUM TO LEASE — VARIATION OF RENT
This Addendum is made at __________ on __________
BETWEEN
__________, of __________ (the "Landlord", which expression includes its successors in title and permitted assigns);
AND
__________, of __________ (the "Tenant", which expression includes its successors and permitted assigns).
The Landlord and the Tenant are together the "Parties" and each a "Party".
RECITALS
A. By a lease dated __________ (the "Lease"), the Landlord demised to the Tenant the premises described as: __________ (the "Premises").
B. The Lease is subsisting and neither Party has served notice to determine it. The rent presently payable under the Lease is __________ __________.
C. The Parties have agreed to vary the rent. The basis of the variation is __________.
D. The Parties are executing this Addendum to record the varied rent, the date from which it takes effect, and the consequences of the variation, and to confirm that the Lease otherwise continues unchanged.
NOW THIS ADDENDUM WITNESSES as follows.
- DEFINITIONS AND INTERPRETATION
1.1 Words and expressions defined in the Lease have the same meaning in this Addendum unless this Addendum provides otherwise.
1.2 This Addendum is supplemental to the Lease and forms part of it. From the Effective Date, references in the Lease to "this Lease" are to be read as references to the Lease as varied by this Addendum.
1.3 "Effective Date" means __________. "Revised Rent" means the rent stated in clause 2.1. "Term" means the term of the Lease.
1.4 If there is any conflict between this Addendum and the Lease on the subject of rent, this Addendum prevails. On every other subject, the Lease prevails.
- VARIATION OF RENT
2.1 With effect from the Effective Date, and subject to the remainder of this clause 2, the rent payable by the Tenant for the Premises is __________ __________, in place of __________ __________.
2.2 The Revised Rent is exclusive of municipal and property taxes, maintenance and common-area charges, parking charges, and utilities. Each of those continues to be borne and paid as the Lease provides, and none of them is varied by this Addendum. Goods and services tax on the Revised Rent is dealt with in clause 3 and nowhere else in this Addendum.
2.3 The Revised Rent is payable on the same dates, in the same manner and to the same account as rent under the Lease, unless the Landlord notifies a different account in writing at least fifteen days in advance.
2.4 If the Effective Date is not the first day of a rental period, the rent for that period is apportioned on a daily basis between the previous rent and the Revised Rent.
2.5 Duration of the variation. Where recital C records the variation as a temporary concession granted by the Landlord, and no date is stated in this clause 2 for the expiry of that concession, the Revised Rent applies only until the earlier of (a) the next escalation date under the Lease and (b) the expiry of six months from the Effective Date; and with effect from the day after that day, rent is payable at the rate that would have applied under the Lease had this Addendum not been made. The Landlord's agreement to any concession or reduction recorded in this Addendum is not a waiver of any other term of the Lease and creates no expectation of any further concession.
- GOODS AND SERVICES TAX
3.1 The Parties record that renting the Premises for business use is a supply of service. The Parties further record that __________.
3.2 Where the Landlord raises a tax invoice, it shall do so in a form and within a time that allows the Tenant to claim input tax credit to the extent the law permits, and shall report the supply correctly in its returns. If the Tenant is denied input tax credit because the Landlord has failed to file or has reported incorrectly, the Landlord shall reimburse the Tenant the amount so lost, provided the Tenant notifies the Landlord promptly and gives it a reasonable opportunity to correct the filing.
3.3 Nothing in this Addendum shifts to the other Party a tax liability that the law places on a particular Party.
3.4 This clause 3 governs the treatment of goods and services tax on the Revised Rent, including whether the Revised Rent is inclusive or exclusive of that tax, and prevails over any other provision of this Addendum on that subject.
- DEDUCTION OF TAX AT SOURCE
4.1 The Tenant shall deduct tax at source from the rent under section 194-I of the Income-tax Act, 1961 where that section applies, deposit it within the prescribed time, file the prescribed statement, and issue the certificate of deduction to the Landlord.
4.2 Payment of the balance after a deduction properly made and deposited is a good discharge of the rent to that extent. If the Tenant deducts but fails to deposit, the Tenant shall make good to the Landlord any resulting loss, including interest and penalty.
4.3 The Revised Rent is a gross figure. It is not to be grossed up on account of tax deducted at source.
- SECURITY DEPOSIT
5.1 Save as expressly stated in this clause, the security deposit held under the Lease is not varied, and the Landlord shall not require any further increase in it on account of the variation made by this Addendum.
5.2 The Landlord's rights of deduction from the deposit, and the time for its refund on determination of the Lease, remain as the Lease provides.
- FUTURE ESCALATION
6.1 The Parties agree that __________.
6.2 Where the Revised Rent applies for a limited period only under clause 2, any escalation falling due after the expiry of that period is computed on the rent payable after the reversion provided for in clause 2, and not on the Revised Rent.
- EVERYTHING ELSE UNCHANGED
7.1 Save for the variation made by this Addendum, every term of the Lease continues in full force and is confirmed by both Parties. In particular, and without limiting the generality of that confirmation, the term, the lock-in period, the notice period, the permitted use, the maintenance and repair obligations, the insurance obligations, the assignment and sub-letting restrictions, the reinstatement and hand-back obligations, and the dispute resolution provisions of the Lease are unaffected.
7.2 This Addendum does not extend or renew the Term, does not create a fresh lock-in period, and does not restart or extend any notice period. Where the Lease provides for a payment on early termination calculated by reference to rent, that payment is calculated by reference to the Revised Rent for any period after the Effective Date; save that where the Revised Rent applies for a limited period only under clause 2, that payment is calculated by reference to the rent that would have applied under the Lease had this Addendum not been made.
7.3 Neither Party waives any right, claim or remedy accrued before the Effective Date. Neither the payment nor the acceptance of the Revised Rent is a waiver of any subsisting breach.
7.4 This Addendum, together with the Lease and any earlier variation of it recited in recital A, contains the whole agreement of the Parties on the rent payable for the Premises and supersedes any prior discussion, correspondence or understanding on that subject.
- STAMP DUTY AND REGISTRATION
8.1 The Parties acknowledge that this Addendum varies a term of the Lease, that it is chargeable with stamp duty in its own right, and that where the Lease is registered or is one required by law to be registered, this Addendum requires registration under the Registration Act, 1908. The Parties shall do everything necessary to have this Addendum duly stamped and, where required, registered, and shall attend before the Sub-Registrar for that purpose within the time allowed by law.
8.2 The stamp duty, registration fee and incidental charges on this Addendum are borne by __________. Each Party bears its own legal costs.
8.3 Each Party shall produce the photographs and identification the Sub-Registrar requires and shall sign the register. A Party that is a company, limited liability partnership, trust or partnership firm shall produce the resolution or authority under which its signatory acts.
- NOTICES, ORIGINALS AND GOVERNING LAW
9.1 Notices under this Addendum are given in the manner the Lease provides for notices, to the addresses stated above or to such other address as a Party notifies in writing.
9.2 This Addendum is executed in two originals, one for each Party, together with such further copies as the Sub-Registrar requires.
9.3 This Addendum is governed by the laws of India. The courts at __________ have jurisdiction, subject to any arbitration or other dispute resolution provision in the Lease, which applies equally to disputes arising out of this Addendum.
IN WITNESS WHEREOF the Parties have signed this Addendum on the date first written above.
SIGNED for and on behalf of the LANDLORD
__________
Signature: ______________________
Name: ______________________
Designation: ______________________
SIGNED for and on behalf of the TENANT
__________
Signature: ______________________
Name: ______________________
Designation: ______________________
WITNESSES
- Signature: ______________________
Name: ______________________
Address: ______________________
- Signature: ______________________
Name: ______________________
Address: ______________________