**CONSTRUCTION AGREEMENT** This Construction Agreement ("Agreement") is entered into as of ________ (the "Effective Date") by and between ________________, having its principal place of business at ________________ ("Contractor") and ________________, having its principal place of business at ________________ ("Owner") (each a "Party" and collectively the "Parties"). 1. **SCOPE OF WORK:** The Contractor agrees to provide all labor, materials, equipment, services, and other things necessary to complete the work described in Exhibit A attached hereto (the "Work") in accordance with the terms and conditions of this Agreement. 2. **CONTRACT PRICE:** The Owner agrees to pay the Contractor the total sum of ________________ for the Work. 3. **PAYMENT TERMS:** Payments shall be made by the Owner to the Contractor according to the payment schedule outlined in Exhibit B. 4. **COMMENCEMENT AND COMPLETION:** The Contractor shall commence the Work on ________________ and shall achieve substantial completion of the Work by ________________. 5. **CHANGES:** Any changes to the Work must be agreed to in writing by both Parties. 6. **WARRANTY:** The Contractor warrants that all Work shall be performed in a good and workmanlike manner in accordance with the standard of care customary in the construction industry. 7. **INSURANCE:** The Contractor shall maintain insurance coverage in amounts not less than those set forth in Exhibit C. 8. **INDEMNITY:** The Contractor shall indemnify and hold harmless the Owner from any and all claims arising out of the Work. 9. **TERMINATION:** Either Party may terminate this Agreement for cause upon written notice to the other Party. 10. **DISPUTE RESOLUTION:** Any disputes arising out of this Agreement shall be resolved by arbitration in accordance with the rules of the Indian Arbitration and Conciliation Act, 1996. 11. **FORCE MAJEURE:** Neither Party shall be liable for any failure to perform its obligations under this Agreement if such failure is caused by an event beyond its reasonable control. 12. **CONFIDENTIALITY:** Each Party agrees to maintain the confidentiality of all non-public information received from the other Party. 13. **INDEPENDENT CONTRACTOR:** The Contractor is an independent contractor and nothing in this Agreement shall be construed as creating an employer-employee relationship. 14. **ASSIGNMENT:** Neither Party may assign its rights or obligations under this Agreement without the prior written consent of the other Party. 15. **NOTICES:** All notices required to be given under this Agreement shall be in writing and delivered to the addresses set forth above. 16. **GOVERNING LAW:** This Agreement shall be governed by and construed in accordance with the laws of India. 17. **JURISDICTION:** The Parties agree to submit to the exclusive jurisdiction of the courts located in ________________ for any disputes arising out of this Agreement. 18. **ENTIRE AGREEMENT:** This Agreement contains the entire agreement between the Parties and supersedes all prior agreements and understandings, whether written or oral, relating to the subject matter of this Agreement. 19. **AMENDMENT:** This Agreement may be amended only by a written agreement signed by both Parties. 20. **WAIVER:** No failure or delay by either Party in exercising any right under this Agreement shall operate as a waiver thereof. 21. **SEVERABILITY:** If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. 22. **SURVIVAL:** All obligations of the Parties which by their nature should survive termination or expiration of this Agreement shall survive. 23. **INSPECTIONS:** The Owner and its representatives shall have the right to inspect the Work at any reasonable time. 24. **PERMITS AND LICENSES:** The Contractor shall obtain all necessary permits and licenses required to perform the Work. 25. **COMPLIANCE WITH LAWS:** The Contractor shall comply with all applicable laws and regulations in performing the Work. 26. **LIENS:** The Contractor shall keep the property free from any liens arising out of the Work. 27. **SAFETY:** The Contractor shall be responsible for all safety precautions and programs in connection with the Work. 28. **SUBCONTRACTORS:** The Contractor shall be responsible for all work performed by subcontractors. 29. **NON-DISCRIMINATION:** The Contractor agrees not to discriminate against any employee or applicant for employment because of race, color, religion, sex, national origin, or any other characteristic protected by law. 30. **COUNTERPARTS:** This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date. _______________________ _______________________ (Contractor's Name) (Owner's Name) _______________________ _______________________ (Signature) (Signature) _______________________ _______________________ (Date) (Date) **EXHIBIT A – SCOPE OF WORK** **EXHIBIT B – PAYMENT SCHEDULE** **EXHIBIT C – INSURANCE REQUIREMENTS**