Deed of Agreement

This agreement is made Sixth Twenty Fourth September Two thousand four Christian eras. ABC Properties. Is a registered company under the companies Act 1994 having its operation office at Plot # 3 Main Road, Section # 11, (1st floor), Mirpur, Dhaka-1216, Bangladesh represented by its Managing Director Mr. X hereinafter referred to as the Developer first Party which expresses the context so admits shall include its successors, Administrators, executors, legal representatives and assigns, of the first part.
AND

Mrs. W W/O Mohammad Hassainul Alam Faisal 26/3 Pallabi,Mirpur Dhaka12.. Hereinafter referred to as the Allottee which expression where the context so admits
shall include her heirs, successors, administrators, executors, legal representatives and assigns, of the second part. WHEREAS

All that piece or parcel of land measuring an area of more or less 3.00 Kathas situated at Mirpur, Dhaka in the Sub Registration Mirpur, Dhaka being plot # 3, Road # 28, Pallabi, Mirpur, Dhaka.
AND Whereas under a Bilateral Agreement with the Builder Dated Twenty Nine March Two Thousand Four the builder obtained the authority and right subsequently virtue of a registered Irrevocable power of Attorney dated 07/04/2004 from the Land Owners to construct in the scheduled Land a 6(Six) storied Apartment Building at plot # 3, Road # 28 Pallabi, Mirpur, Dhaka at the cost of the Builder. The Land owner gave the Builder the aforesaid Power of Attorney inter alias, to enter into the agreement for sale of apartments in the said 6(Six) storied building.

AND

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The Builder proposes to construct and complete the 6(Six) storied building in the scheduled Land as per sanctioned plan and shall design, supervise and construct as per specifications prepared by the Architects and Civil Engineers of the Developer.
AND

Whereas the Allottee has applied to and discussed with the builder for allotment of an apartment in SWAPNO NILOY and has agreed to abide by the terms and conditions of allotment. NOW THIS DEED WITNESSES AND THE PARTIES HERETO MUTUALLY AGREE AND DECLARE AS FOLLOWS: 1. That the Builder hereby allots to the Allotted apartments which are as follows: APARTMENT NO : 2 B SIZE : 780 sfts (more or less) Level/Floor : 2nd (Second Floor) 2. That the apartment plan and general features will be prepared and specified as per Brochure of SWAPNO NILOY. 3. That the costs to be paid by the Allotee to the builder are as follows:

One apartments price 9,75,000/=(Nine Lacs & Thousand Only) One car Parking Utility connection cost Total Nill 80,000.00 (Eighty Thousand ) 10,55,000/=(Ten Lacs & Fifty Thousand Only) Five Seventy Five

4. That the payment of the above cost has been agreed between the

Allottee and the Builder as follows: Booking Money Here by paid by Chq# 1724900,dt-23/09/04,Sonali 50,000/= (Fifty Thousand Bank. Mirpur-12 Br. Tk. Only)
Chq#6807675,dt-18/10/04,Sonali Bank,Br-11 80,000/=,Chq#6807674,dt20/10/04,Sonali Bank,Br-11 70,000/= (80,000+70,000 = 1,50,000 ) One Lac Fifty Thousand Tk Only)

Down payment must paid within 45 days from booking date

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1st Installment 2nd Installment 3rd Installment 4th Installment 5th Installment 6th Installment 7th Installment 8th Installment 9th Installment 10th Installment 11th Installment 12th Installment 13th Installment 14th Installment 15th Installment 16th Installment 17th Installment 18th Installment 19th Installment 20th Installment 21st Installment 22nd Installment 23rd Installment 24th Installment

On/before On/before On/before On/before On/before On/before On/before On/before On/before On/before On/before On/before On/before On/before On/before On/before On/before On/before On/before On/before On/before On/before On/before On/before

5. Rest amount -------------------------------- taken Over [DBH, NHFL, IDLC] or any other financial Institution. (As per Commitment of Client) (After hand over) 6. That the Allottee will be owner of his/her booking apartment and as well as proportionate ratio of the said land and Registration cost (As per government rate) and other incidental cost shall be borne/ paid by the Allottee subject to actual assessment by concerned authorities in due course of time. Such payments are required to paid whenever needed.
7. That the costs of Optional work shall be paid by the Allottee on acceptance by the builder of the Allottee requests for optional works. 8. That the Apartment is scheduled to be handed over by June - 2007 9. That the builder and the Allottee agree to the General Terms as per the attached Annexure which is an integral part of this Agreement for Allotment.

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IN WITNESS WHEREOF the parties hereto sign executes this Agreement on the day, month and year aforementioned.
SCHEDULE

Whereas all the piece or parcel of land measuring an area of more or less 3.00 Kathas situated at Mirpur, Dhaka in the Sub Registration Mirpur, Dhaka being plot # 3, Road # 28 Pallabi, Mirpur, Dhaka. On the North of Land : Plot On the South of Land : Road On the East of Land : Plot No.2 On the West of Land : Plot No.4

Developer For HAITANS PROPERTIES LTD.

1.

Allottee M.A.ELAHI Managing Director 2. Mrs. Sultana Mahmuda Witness: 1. 2.

3. ..

ANNEXURE OF AGREEMENT FOR ALLOTMENT APARTMENT (THIS ANINEXURE BEING AN INTERGRAL PART OF THE AGREEMENT DATED SIXTH TWENTY FOURTH SEPTEMBER TWO THOUSAND FOUR CHRISTIAN Era)

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First Party
HAITANS PROPERTIES LTD. A company registered under the Companies Act, 1994 having its operation office at at Plot # 3 Main Road, Section # 11, (1st
floor), Mirpur, Dhaka-1216, Bangladesh.

Second Party
Mrs. Sultaana Mahmuda W/O Mohammad Hassainul Alam faisal 26/3 Pallabi,Mirpur Dhaka-12.Phone:-0173-015731. Hereinafter referred to as the Allottee which expression where the context so admits, shall include his/her/heirs, successors, administrators, executors, legal representatives and assigns. WHEREBY THE BUILDER AND THE ALLOTTEE MUTUALLY AGREE AND DECLARE AS FOLLOWS:
1. The builder will undertake construction of the building complex of the plot of land as designated in the agreement for allotment as per the builders prepared plans and specifications consisting of apartments with other facilities and amenities (all of which hereinafter are referred to as The project or as The Complex) The Allottee has seen and accepted the builders plans and specification.

2. The apartment described in the agreement for allotment has been allocated to the Allottee with his /her consent (hereinafter referred to as the demised apartment) and the allottee, with the money to be provided by the allottee, along with other apartments of the building and its facilities & amenities. The allottee agrees that the builder can make allotments to each of the other allottees.If the client want to cancel the booking he/she must informed the company within 45 days from the date of agreement. 3. The schedule agreed in the agreement for allotment for all payment for all payments by the allottee shall be of the essence of the contract. It is agreed that the allottee will make all payments within the due date any delay will
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make the allottee liable to pay a delay charge of 0.1% per day on that amount of payment delayed delayed. If a payment is delayed beyond 30 days, the builder has the absolute right to cancel the allotment and may exercise this right to cancel the allotment by a registered letter posted in the name and address of the allottee. In such a case the earnest money paid by the allottee will be fully forfeited. In the case of cancellation of allotment, the allottee will have no claim whatsoever on the builder or on the demised apartment or property for which application and other formalities had been made by the allottee. 4. Any change in the address of the allottee shall be communicated in writing to the builder. Otherwise any loss arising from non-communication of the change of address by the allottee shall be borne by the allottee. Any notice or letter of demand sent by the builder by registered post, to the address of the allottee recorded with the builder, shall be deemed as a sufficient service thereof and the allottee shall be deemed to have received the same. It is nor necessary and feasible for the builder to respond in writing to all communication by the allottees. 5. In case of annulment of this allotment the builder shall have the right to allot the demised apartment and reserved Car Park if any, to someone else and out of the amounts realized thereby, all money paid by the allottee shall be refunded to the allottee except a sum eqivalent to the earnest money which shall be forfeited and also except a sum equivalent to any financial loss to the builder on account of cancellation and/or re-allotment of the demised apartment. After cancellation of an allotment of the apartment, the allottee will not make any payment to the builder. If the allottee does make any payment by cheque, cash or any other mode of payment after cancellation of his/her allotment, such payment will not repudiate the cancellation and will not establish any claim on behalf of the allottee regarding the allotment of the apartment. 6. Delay charges payable by the allottee to the builder as per the builders declared rate shall start accruing automatically on the expiry of the due date of payment of each installment.

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7. The allottee shall not, without the prior written permission of the builder sale, transfer, convey, mortgage, charge or in any way encumber, deal with or dispose of the rights ad benefits under this agreement till the dues of whatsoever nature owing to the builder are fully paid up. 8. The builders interpretation of the plans, designs and specifications in details shall be deemed final and the builder shall have the discretion to modify / amend the same. The builder shall have the right to make alternations in the layout plans and constructed floor area for the best interest of the construction. The allottee will have no claim, contest or compensation for the same. 9. Any amendment or deviation desired by the allottee in the builders plans, designs, specifications etc may be done by the allottee only after hand over of the apartment for which the builder does not hear any responsibility, unless otherwise agreed to by the builder. 10. The builder shall employ workmanship and materials of the builders standard prepared specifications against which no claims shall be entertained. There is no standard provision for any refund by the builder to any allottee for not having taken the builders finishing, fittings or fixtures etc. as per his/her own request. 11. The construction of the demised apartment shall be completed within the completion schedule of the builder. The schedule so fixed shall, however, be extendable for six mounts at the builder if this becomes necessary on account of non-availability, unusual price fluctuation of the required. Building materials and components, act of God, natural calamity, strike, civil commotion or for reasons beyond the control the builder.

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12. The cost of construction of the demised apartment includes, amongst other things, the proportionate cost of development of the site of the building and also proportionate cost of internal road, passages, pavements, foundation, structures, staircases, drains, Water supply line sewerage line, gas supply pipe lines underground and overhead water reservoirs, water lifting pumps, as well as the cost of construction of the apartment according to the approved plan and companys standers specifications. 13. The optional, additional or modification work request or choices of the allottee may be accommodated at the sole discretion of the builder depending on the management status and progress to be undertaken. An optional, additional or modification work choice once ordered and paid for may only be changed or withdrawn by the allottee if the builder agrees. If the Builder deems that any work not provided for as standard feature in the apartment but is done by the builder due changed circumstances or for improvement or betterment of the apartment or the project, the allottee shall be liable to pay for any increase in the costs incurred and as assessed by the builder. 14. The allottee shall be liable to pay for security deposits, fees and other incidental charges and costs payable for gas, water supply, and sewerage and electricity connection to the demised apartment. 15. The builder shall earmark, construct and demarcate reserved car parks on the ground floor basement or any other floor and in any numbers and sixes as the builders may deem necessary and sell the said car parks to the allottee , the selection of whom for respective allotment shall be at the discretion of the builder. The Builder shall remain in full control of the car parks and have free ingress and egress thereto notwithstanding the handing over of possession of the apartments to the allottee so long as all the car parks as determined by the Builders are not sold and handed over to the allottee. The Builder may changes the number, position, arrangement and allotment of car parks as the builder may deem necessary at any time up to the completion or hand over of the apartments to the allottees. The roof of the building shall be under the control of the builder until all the apartments are sold and handed over to the Allottee.

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16. The Builder shall not be responsible for any damage, injury or loss due to fire, accident/earthquake, storms, flood, mob violence, attack from the air or any other disturbances or any other reasons beyond the control of the builder during the construction of the building and installation of facilities & amenities and in the event the parties shall mutually make such arrangement as may be just and expedient in the circumstances of the case. 17. If by reason of act of God, natural calamity, earthquake, storms, flood, famine, act or enemy, war, military operations of any nature, blockade, and for other reasons, beyond the control of the builder, it is not possible to proceed with execution of the project and to complete the construction of the demised apartment, the Builder shall inform the allottee accordingly whereupon the parties hereto shall, by mutual discussion and consent, make such additional provisions as may be necessary to protect the interest of both the parties. 18. The construction of the building and apartment will be deemed completed and the apartment ready for hand over to the allottee upon notice of completion by the builder. 19. The Builders solely and fully responsible and has the authority to preserve, protect and maintain the demised apartment and which responsibility and authority shall entirely expire after 15 (Fifteen) days of dispatch of notice to the allottee to take vacant possession of the demised apartment. After the said period the builder will not be liable for any damage, pilferage, theft, loss etc of any property or materials connected with the apartment within the premises of the complex, after hand over of the apartment. 20. The Builder shall serve notice to the allottee to take vacant possession of the demised apartment within 15(Fifteen) days of the dispatch of the notice on which the responsibilities and liabilities of the builder with respect to these shall entirely expire. In case of failure on the part of the allottee to take delivery of possession of the demised apartment within the said time limit, the allotte shall be liable to pay the builder Tk.150/- (Taka one hundred and fifty) per day as charge for guarding and care taking of the demised apartment.

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21. The Allotte shall be enabled to take and will be deemed to have taken proportionate responsibility and possession of each common facility/amenity like main utilities connections, pump, concierge, intercom, common lighting, security etc as soon as the allotte is notified by the Builder for handing over possession of his/her allotted apartment 22. Under no circumstance possession of the demised apartment shall be given unless all payments required to be made in accordance with the agreement for allotment or any mutually agreed amendment of the same have been made in full to the builder. 23. No allotte shall, before the payment of final installment and all other bills due to the builder and before receiving from the builder the certificate of hand over, keep any belongings or any other materials within the premises of the demised apartment or the complex. The Builders shall have full legal and administrative jurisdiction over the project/complex till hand over to the apartments and car parks is completed. During this period no allotte or any person not authorized by the builder shall be allowed to enter the premises of the project/complex at any time unless the builder provides specific written permission. 24. If any post completion rectification is required from the builder, there may be carried out by the builder as per the builders schedule of work. 25. Depending on the legal nature of the landholding of the project and appropriateness and suitability of the mode of conveyance/ transfer/sale /registration of the land, the original landowner on the advice of the builder, may either register the land with or without the share of the building in shares to the allottee of may register the land in the name of a limited company or society shall be determined by the builder. 26. The allottee jointly with the allottees of all other apartments shall within 15 days of notice by the builder or on the date and tie specified by the builder in such notice which ever earlier, form is and constitute the common management of the project, as per the standard memorandum and articles of formation provided by the builder. If the allottees fail to do so within the

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specified time, then the builder will arbitrarily appoint a minimum 3 members managing committee which the allottees. The common management so formed and constituted shall be entrusted with the duty of management and maintenance of the building complex. The rules, regulations and by lows framed by the common management with regard to al matters in relation to management, maintenance and use of the complex shall be binding on the allottees, subject to terms and conditions of this agreement and its annexure. 27. The contribution the reserve fund as earlier stated above by the allottee, which amount is payable before hand over of the apartment, along with the respective contributions of the other allottees shall constitute the reserve fund of the project which fund, and the proceeds from deposits and other suitable investments of the fund, shall be utilized by builder and, in due course, the said common management of building complex and any other expenses in the general and common interest of the allottees. As determined by the common management, further contributions to the reserve fund may be made by the allottee along with the other alottees from time to time, if require. 28. The builder will install water, sewerage, electric, and gas etc. connections on the basis of estimated requirements as deemed adequate by the respective concerned authorities. The Builder will not be held liable for any shortage in supply/serves of the utilities below the installed capacity. For these the concerned authorities will be responsible and the common management of the project and the allottees may take up such matters with the same authorities directly, if the builder onwards, after the utility connections has made necessary at any time. 29. All mechanical, sanitary and other system and components like electrical and bathroom fittings shall be installed as per the builders selected specifications. After the declaration by the builder of completion of the project and installation of any of these systems, any matters or complains of the allottees related to each of these respectively shall be taken up directly by the common management of the project with the manufactures of the authorized dealers of such components. The builder will thenceforth be under obligations.

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30. So long as the municipal tax and other taxes and charge are not assessed separately in respect of the demised apartment, the allottee shall pay his/her proportionate share of such taxes and charges that may be imposed on the building as determined by common management of the project. 31. On the declaration of completion of each common facility/amenity like main utilities connections pump, concierge, intercom, common lighting etc. the allottee and the common management of the project become responsible for the operation and maintenance of such common facility / amenity and the responsibility of the builder simultaneously expires, the allottee and the common management shall thenceforth be able to and will take up any matter related to such facility/amenity with the concerned authority, manufacture, supplier, dealer etc as applicable if required. 32. The utility and service charge may realized by the builder after occupation of the apartment ether on the basis of actual bills or amounts estimated by the builder whichever is suitable, till such time the responsibility of such payment is handed over to the common management of the project and of the allottee. 33. The allottee along with other allottees shall be jointly responsible for the operation, maintenance, repairs and replacement of the water, lifting motors and pumps water reservoirs, sewerage mains, electric lines and installation, drains, internal roads and other facilities, services and amenities commonly to be used and enjoyed by the allottees of apartments, including the demised apartment and the builder shall have no responsibility in the matter after declaration of completion of the same by the builder. 34. The allottee shall jointly with the other allottee or occupants of other apartments of the building use and enjoy its common corridors, lobbies, stairs, entrances and exits of the building and other common adjuncts, fixtures and fittings thereto and shall bear his/her proportionate share of maintenance costs. 35. The allottee shall jointly with the other or occupants of other apartments use and enjoy the open spaces, the internal roads for ingress, passages,

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driveways, yards, drains, sewerage, mains, whatever reservoirs, electricity and gas connections and other common facilities that may be made available in the project and maintain them along with arrangements for common security, lighting and guarding as may be necessary at their own costs which shall be borne by them equally. 36. The allottee may use and enjoy any open areas and the facilities and amenities refereed hereinbefore for the purpose for which they are intended without encroaching upon or hindering the lawful rights or disturbing the peace of the allottee or occupants of other apartments. 37. The allottee shall not demolish or damage the demised apartment nor shall make nay-structural alteration or raise any construction of any kind as an addition or modification of the demised apartment without the permission writing of the common management. 38. The allottee shall not use or permit use of the demised apartment in a manner which might diminish the value or utility of the pipes, motors and pumps and the like common facilities and amenities provided in the site of the building. 39. The allottee shall not keep or rear any materials in the corridors or in any place intended for common use of all allottee or occupiers of all apartments. 40. The allottee shall not keep or rear any animals such as cows, goats, dogs or domestic birds, like hens ducks etc in the apartment or within the complex. 41. The allottee shall not display any business signboard, advertisement board or designs in any part of the demised apartment or common spaces or premises of the building without the written concurrence of the common management of the project. 42. The allottee shall pay all rents, cesses, taxes, vats, all other dues & charges that may be payable for the land and building of the project.

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43. The allottee convents that he she shall not use his/her apartment or any part thereof for any purpose other then as a residence nor use it in such manner as is likely to cause nuisance or inconvenience or annoyance of any kind to other allottees, and that he/she shall not use his/her apartment for any illegal or immoral purpose. 44. If the developer fails to hand over the Apartment to the allottee within the time schedule then the developer shall libel to pay Tk.-150/= (One fifty Tk.) for each day of such expiry to the alloottee. 45. It is hear by agreed between the developer and the alloottee that the developer shall agree a loan facility of 6,00,000 Tk (Six Lack) 60% of the total value of the apartment in favor of the allottee from any financial institution like Delta Brac Housing , National Housing or any other institution and the tenure of the said loan would be not less than 15(fifteen) year. 46. In case any disagreement, dispute or difference arises between the parties during the progress or after execution of the project touching or relating either to the said complex or to any other matter or thing arising directly or indirectly under this contract, in such case the same shall have the final right of interpretation, or otherwise, if the builder agrees, the same shale be referred to arbitration and the final decision of a sole arbitrator, mutually agreed between the parties, who shall consider and determine the same and whose certificate or award shall be binding and conclusive upon the parties, otherwise to three arbitrators, one to be appointed by each party who will appoint an Umpire at the commencement of the proceeding, and this shall be deemed as submission within the meaning of the Arbitration Act. The allottee(s) shall not take recourse to any other option to express such disagreement, dispute of difference.

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IN WITNESS WHEROF the Builder and the allottee sign and execute this annexure to the agreement for allotment on the same day, month and year as the said agreement.

Builder
1. M.A.ELAHI Managing Director

Allottee

2. Mrs. Sultana Mahmuda

Witness: 1. 2. 3.

The End

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