AGREEMENT OF SALE

This Agreement of Sale (Agreement) is entered at Hyderabad on this _______ day of

__________2016 among

UNIVERSAL REALTORS PRIVATE LIMITED, a company incorporated under the

Companies Act. 1956 having its registered office at Adjacent to Botanical Gardens,
Hotel Radisson Lane, Botanika Avenue, Gachibowli, Hyderabad 500032, represented
by its Director, Mr. Vinod Sahney, S/o Late Mr. J. C. Sahney, (hereinafter referred to as
the Developer which expression shall, unless it be repugnant to the context or
meaning thereof, be deemed to mean and include its successor or successors and
permitted assigns) of the First Part.
AND

MR.______________ (PAN No. _____________________) S/o

___________________________ aged ___ years, Occupation:
___________________ & Ms. _______________ (PAN No. _________________)
W/o ______________ aged ___ years, Occupation: _____________ both R/os
_________________________________.
Hereinafter referred to as the Unit Owner, which expression shall, unless it be
repugnant to the context or meaning thereof, be deemed to mean and include his/her
successor or successors and permitted assigns) of the Second Part.
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NOW THIS AGREEMENT WITNESSES, RECORDS, GOVERNS AND BINDS THE

CONTRACTUAL RELATIONSHIP BETWEEN THE PARTIES AS FOLLOWS:

1. Subject Matter of Agreement for Sale:

1.1. Description: Semi-finished Condominium No. ______________________ in

Floor No.19 of TOWER CALADIA (Tower E), admeasuring saleable area (Super
Built up Area) of ______ Sq.Ft. along with proportionate undivided share of
land. (Said Flat), comprised in the layout named THE BOTANIKA (Project)
Phase I being created on land admeasuring 7.27 Acres in Sy. Nos. 107 & 108 (P)
of Gachibowli Village, Serilingampally Mandal, Ranga Reddy District., Telangana
described in the Schedule (B) (Project). The Said Flat is collectively described
in the Schedule (C) below (collectively Said Flat).

1.2. WHEREAS the Developer, party of the Second Part is the authorised developer
on behalf of APHB, the Party of the First Part and possessor of the land
admeasuring 7.27 Acres in Sy. Nos. 107 & 108 (P) of Gachibowli Village,
Serilingampally Mandal, Ranga Reddy District., Telangana, the property more
fully and particularly described in Schedule (B) (Project ) hereunder written
and herein after for the sake of brevity collectively referred to as the Project
Land.

2. Background:

2.1. Ownership of APHB:The Andhra Pradesh Housing Board having its main office
at Gruhakalpa, MJ Road, Nampally, Hyderabad 500001 (APHB) owns the
land admeasuring 19.95 acres in survey Nos. 134(Part), 132(Part), 110(Part),
108 (Part), 107, and 104/2 and 136/3 situated at Gachibowli village,
Serilingampally Mandal, Ranga Reddy District, Telangana executed the Regd.
Development Agreement-cum-GPA vide Document No.1213/2006 dated
19.01.2006 before Joint Sub-Registrar, R.R. District and Regd. Deed of
Rectification vide Document No.5262/2007 dated 28.03.2007, before Joint Sub-
Registrar, R.R. District in favour of the Developer herein as more particularly
described in Schedule A to this Agreement of Sale and the map and plan
annexed hereto and marked as Schedule - A (hereinafter referred to as the
Total Land).

2.2. Engagement of Seller: APHB decided to develop the project land by

construction of commercial and residential complexes on the total land (Total
Land) and through competitive process, engaged the developer to develop and
implement the Said Project.

2.3. Said Documents of Engagement: APHB Vide Registered Development

Agreement cum Power of Attorney No.1213/2006 dated 19.01.2006 before Joint
Sub-Registrar-II, R.R. District and registered Deed of Rectification vide
Document No.5262/2007 dated 28.03.2007, before Joint Sub-Registrar-II, R.R.
District (the Development Agreement), has transferred and assigned its
rights and obligations with regard to designing, planning, financing, marketing,
development of necessary infrastructure, provisions of necessary services,
operation and maintenance of infrastructure, administration and management of
a project to be developed on the Land to the Developer.
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Further vide a General Power of Attorney dated 04.01.2006 APHB has granted
powers to the Developer with respect to the Land and in the terms and
conditions of the Development Agreement till the completion of the project and
sale of units as envisaged in the Development Agreement.

Subsequent to the Development Agreement, the following 4 Agreements of Sale

were executed in favour of the Agreement holders and the same were approved
by APHB, as per the details given below:

S. Bit Extent Name of Agreement Holder Date of

No. No. (Acres) Agreement

1 I 1.20 Manjeera Hotels & Resorts 06.03.2006

2 II 4.11 Manjeera Constructions Ltd. & 20.03.2006
Gowra Ventures Pvt. Ltd.
3 III 2.93 AGR Constructions Pvt. Ltd. 17.03.2006
4 IV 4.44 Murthy 4 U Infra Services Pvt. 15.03.2007
Ltd.
Total 12.68

The balance land admeasuring 7.27 Acres, out of total land of 19.95 Acres, is
identified as Bit V in Sy.No.107 & 108(P) (described in Schedule B and
hereinafter referred to as the Project Land and is being developed by the
Developer herein for construction of High Rise Residential Apartments, spread
over 6 Towers.

2.4. Right of the Developer: In accordance with the powers and authorities
granted by APHB under the said Registered Development Agreement cum GPA,
the Developer has the right to deal and enter into sale transactions of the
Residential Blocks under construction to various prospective Unit Owners.

2.5. Layout Plan: The Developer, for the purpose of development of the Project
Land admeasuring 7.27 Acres in Sy. Nos. 107 & 108 (P) of Gachibowli Village,
Serilingampally Mandal, Ranga Reddy District., Telangana, have already finalized
the Multi-storied Residential Apartments plans and obtained the clearance from
Director General of Fire Services, Govt. of A.P. and Greater Hyderabad Municipal
Corporation (GHMC) approved plans are awaited.

2.6. Approach of Unit Owner: With the intent and object of owning a residential
flat (Said Flat), the Unit Owner approached the Developer to purchase the
Semi-finished Condominium No. ______________________ in Floor No.19 of
TOWER CALADIA admeasuring saleable area (Super Built up Area) of ______
Sq.Ft. along with proportionate undivided share of land. Described in the
Schedule (C) below.

3. Basic Understanding:

3.1. Discussions and Negotiations: Discussions and negotiations have taken

place between the Developer and the Unit Owner for purchase of the Said Flat
and commercial terms and conditions in this regard have been finalized.
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3.2. Agreement to Sell and Purchase: Pursuant to such discussions and

negotiations, the Developer has agreed to sell to the Unit Owner and the Unit
Owner has agreed to purchase from the Developer the Said Flat. Conclusive and
comprehensive terms and conditions superseding all previous documents and
understandings have been agreed upon which are now being recorded by this
Agreement. And that APHB being owners along with Developer shall execute the
sale deed transferring absolute rights of title, ownership, possession and
enjoyment of the said flat forever without any fetters attached thereto.

4. Conditions Precedent:

4.1. Satisfaction of Unit Owner: On or before entering into this Agreement, the
Unit Owner has fully satisfied himself, acquainted himself with, is fully aware of
and is thoroughly satisfied about (1) the title of the Owners, (2) the extent of
the Project Land, (3) the total area to comprise in the Said Flat, (4) the Layout
Plan and building plans, (5) the situation of the various open spaces, pathways,
roads and sidewalks (collectively Open Spaces) and amenities to be provided in
the Project for common use and purposes (the Open Spaces are finally subject
to transfer to the local municipality as per rules and regulations), (6) the
situation of the Club, (7) all the background papers recited in Clause 2 above
and Clause No.2.4 the right of the Developer to enter into this Agreement. The
Developer may from time to time employ Architects/Engineers in pursuance
of directives of the Government and/or any other authorities and the Unit Owner
shall not raise any objection or question with regard thereto at any time in
future. However, the developer indemnifies the unit owner regarding the title
and all the rights acquired under the registered Development Agreement and
Power of Attorney as mentioned above herein.

4.2. Financial Capacity of Unit Owner: The Unit Owner has the financial
resources to meet and comply with all financial obligations under this
Agreement, punctually.

4.3. Measurement: The measurement of the Said Unit has been finalized in
consultation with the project architects and shall be final and binding on the Unit
Owner and the Unit Owner confirms that the Unit Owner shall not challenge the
same unless a discrepancy is found in the actual measurements and area
calculations. In such event the project architect will be consulted and his final
certificate in terms of area shall be binding on both the parties and neither
parties shall challenge the same.

5. Total Consideration:

5.1. Amount: The consideration for transfer of the Said Flat has been mutually
agreed upon, settled and fixed at Rs.___________/- (Rupees
____________________________________ Only) (Total Consideration),
which the Parties confirm and accept.
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5.2. Total Consideration Equitable: The Unit Owner accepts that the Total
Consideration is just and equitable.

5.3. Payment of Total Consideration, Stamp Duty and Registration

Charges: In addition to the total consideration of the unit and parking lots
allotted, the unit owner shall also pay the Service Tax, VAT and other applicable
taxes and duties at the time of taking possession of the unit. The registration
charges and stamp duty as applicable along with incidental expenses thereto
shall be paid by the purchaser against demand note raised by the developer and
when APHB takes up the registration of the units.

5.4. Extras: In addition to the Total Consideration, the Unit Owner shall also pay
the various other amounts as specified in this Agreement.

6. Payment:

6.1. Mode: The Unit Owner shall pay to the Developer, the Party of the Second Part,
the total Consideration mentioned in Clause 5.1 above, in the following manner:

Payment Installments Amount-Rs.

A Booking advance
B on or before completion of plinth
C After 01 floors slab
D After 02 floors slab
E After 03 floors slab
F After 04 floors slab
G After 05 floors slab
H After 06 floors slab
I After 07 floors slab
J After 08 floors slab
K After 09 floors slab
L After 10 floors slab
M After 11 floors slab
N After 12 floors slab
O After 13 floors slab
P After 14 floors slab
Q After 15 floors slab
R After 16 floors slab
S After 17 floors slab
T After 18 floors slab
U After 19 floors slab
V After 20 floors slab
W After 21 floors slab
X After 22 floors slab
Y Brick work initiation
Z Internal plastering Initiation
A1 External plastering & painting
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B1 Doors & Windows Installation

C1 Flooring, Electrical, Plumbing & sanitary
D1 At the time of Handing over

6.2. Essence: Timely payment of the Total Consideration is the essence of this
contract.

7. Possession:

Possession: Vacant and peaceful possession of the said condominium shall be

delivered by the developer to the unit owner simultaneously with the full payment of
the total consideration payable excluding the registration charges and the stamp duty
which will be payable at the time of registration of the unit by APHB.

8. Commencement of Outgoings:

8.1. From the Date of Possession, all outgoings including maintenance charges etc.in
respect of the Said Flat shall become payable by the Unit Owner.

9. Warranty:

9.1. Developer: The Developer warrant that (1) it is the possessor of the Said Flat,
(2) the title to the Said Flat is marketable and presently free from
encumbrances, (3) it has all necessary rights, licenses, permissions, power and
capacity to enter into this Agreement and to perform the obligations pursuant
hereto and in so doing, is not in breach of any obligations nor duties owed to
any third parties and will not be so as a result of performing its obligations
under this Agreement, (4) it is not aware, as on date hereof, of anything within
its reasonable control that may or will adversely affect its ability to fulfill its
obligations under this Agreement.

9.2. Unit Owner: The Unit Owner has the financial capacity to pay the balance of
the Total Consideration in the manner mentioned herein and the Unit Owner has
the legal capacity to enter into this Agreement.

10. Covenants:

10.1. Right of Nomination: The Unit Owner shall be entitled to nominate the rights
under this Agreement only with the consent of the Developer, which may be
given upon payment of transfer fees as decided by the Developer.

10.2. Completion of Sale: The date of completion of sale is on or before

______________ (Stipulated Period) However, a grace period of additional
3 (three) months shall be allowed. Subject to the Unit Owner paying the Total
Consideration within the Stipulated Period, the sale shall be completed by the
Developer upon handing over possession of the unit and registration of sale
deed.

10.3. Transfer of Deposits: The various deposits mentioned hereunder are to be

paid by the Unit Owner to the Developer and shall be held by the Developer free
of interest and shall be transferred (if not adjusted against any arrears or
 7

payments) to the body of Flat owners to be formed for maintenance and

management of the Project (Association).

10.4. Negative Covenants:

10.4.1. Transfer/Alienation/Third Party Right by Developer: The Developer

has agreed not to sell or transfer or alienate the Said Flat to any third party or
to create any third party right in the Said Flat unless this Agreement is
terminated and except for availing loan from Financial Institutions to raise
working capital funds.

10.4.2. No preventing the Work of Development by Unit Owner: The Unit

Owner has agreed not to do any act, deed or thing whereby the Developer
or any person authorized by it is in any way prevented from proceeding
with the work of development/sale of the Project.

10.5. Covenants Regarding Use: The Unit Owner agrees that the Unit Owner shall
use the Said Flat only for Residential purpose and shall not be used for any
other use except for residential use only subject to the following restrictions:

10.5.1. No Obstruction: The Open Spaces shall not be obstructed or used for any
purpose other than for ingress to and egress from the Said Flat.

10.5.2. No Disturbance: The Unit Owner shall not make or permit to be made
any disturbing noises nor do or permit anything to be done that will
interfere with the rights, comforts or convenience of other occupants. The
Unit Owner shall not play upon or suffer to be played upon any musical
instrument if the same shall disturb or annoy other occupants of the
neighbouring Flats.

10.5.3. No Name Plates Except as Stipulated: The Unit Owner shall not put
any name plate excepting in the place as directed by the Owners.

10.5.4. No Dust or Rubbish: The Unit Owner shall neither beat nor cause to be
beaten rugs on the Open Spaces nor allow dust rubbish or litter to be
swept from the Said Flat into the Open Spaces.

10.5.5. No Loitering: The Unit Owner shall not do nor permit to be done any
loitering on the Open Spaces.

10.5.6. No Misuse of Water: The Unit Owner shall not use or permit to be used
the water closets and other water apparatus for any purpose other than
that for which they were installed and no sweeping, rubbish, rags, papers,
ashes or other substance shall be thrown therein. Any damage resulting to
them from misuse of any nature whatsoever by the Unit Owner shall be
compensated by the Unit Owner.

10.5.7. Damages to Common Facilities and Open Spaces: All damages to any
Common Facilities or Open Spaces caused by the Unit Owner or any person
related or linked to the Unit Owner, shall be compensated for by the Unit
Owner.
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10.5.8. No Use of Machinery: The Unit Owner shall not install or operate any
machinery or equipment except household appliances and shall neither
indulge in any activity offensive or destructive of the atmosphere sought to
be created nor violate any law.

10.5.9. No Unlawful Acts: The Unit Owner shall not do any unlawful acts and
shall abide by all the bye-laws and/or rules and regulations which may be
framed by the Owners or the Association.

10.5.10. Notification Regarding Letting: If the Unit Owner sells, leases or lets,
the Unit Owner shall give prior written intimation to the Owners/Association
and obtain approval. However the said approval shall not be withheld
unreasonably by the owners/association.

10.5.11. Additions and Alterations to Restrictions: The Developer shall have

the right to add to, alter or amend these restrictions from time to time, as
deemed necessary. And such alterations which are reasonable.

11. Construction, Common Facilities and Club:

11.1. Construction Agreement: It is hereby expressly agreed and declared by and

between the Parties hereto that the Unit Owner has agreed to purchase the
Semi-finished Condominium No. ______________________ in Floor No.19 of
TOWER CALADIA (Tower E), admeasuring saleable area (Super Built up Area) of
______ Sq.Ft. along with proportionate undivided share of land and enter into a
Construction Agreement with the Developer or its Nominee for the purpose of
the completion of the balance construction of the Said Flat in accordance with
the Layout Plan and/or building plan sanctioned for the entirety of the Project.
For the purpose of causing the completion of the balance construction of the
said Flat, the Unit Owner shall appoint the Developer or its nominee as the
exclusive contractor, for the consideration and on the terms and conditions to be
agreed upon in a separate agreement (Construction Agreement) and in no
event the Unit Owner shall cancel or rescind the Construction Agreement
without the consent in writing of the Developer.

11.2. Terms Regarding Construction:

11.2.1. Residential Use Only and Rules of Use: The Said Flat shall be used
only for the purpose of residence and for no other purposes and shall be
held by the Unit Owner subject to such rules and regulations as may be
made applicable by the Developer or the Association from time to time.

11.2.2. Architect: In as much as there are several Flats and the said Flats are to
form part of the Project, the Said Flat shall conform in all respect to the
Project design and particularly the exterior facade (elevation) and colour
schemes and other external elements as are to be decided solely by the
Architects.

11.2.3. No Additions and Alterations: The Unit Owner shall not be entitled to
make any additions or alterations and/or changes in the exterior facade
and/or the colour schemes of the Said Flat without the permission and
consent in writing of the Developer.
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11.3. Club: A specified space in the Project Land shall be earmarked by the Developer
for establishing a recreational club (Club). With regard to the Club, it is clarified
as follows:

11.3.1. Recreational Facilities: Unless prevented by circumstances beyond

control of the Developer, recreational facilities (as decided by the
Developer) shall be provided in the Club.

11.3.2. Circumstances Beyond Control: Circumstances beyond control shall

include closure of the Club due to non-viability or statutory implication or
any change in policy of the State or Central Government or internal
or external administrative problems including financial losses and
employees unrest or a combination of one or more of these factors. In
events of circumstances beyond control, the Developer shall be fully
entitled to discontinue the Club, in which event the Developers liability shall
be restricted to refund of the interest free Fit-Out charge paid by the Unit
Owner as per Clause 11.3.3(a) below.

11.3.3. Financials Regarding Club Membership: The Unit Owner accepts the
following financials (which are subject to upward revision from time to
time) regarding Club membership:

(a) Fit-Out Charges: The one-time non-refundable interest free Fit-Out

charges for the Club shall be Rs. 2,50,000/- (Rupees Two lakhs, fifty
thousand only). This admission fee shall be refundable only in the
circumstances mentioned in Clause 11.3.2 above.

(b) Monthly subscription: The monthly subscription for Club

membership shall be Rs. 1,500/- (Rupees One thousand five hundred
only).
12. Default:

12.1. Unit Owner: The Unit Owner shall have to pay delay charges @ 15% (Fifteen
percent) per annum or part thereof to the Developer for the payments received
by the Developer after the due date. A grace period of 4 days shall be allowed.

13. Obligations of Unit Owner:

13.1. From Date of Possession: On and from the Date of Possession, the Unit
Owner shall:

13.1.1. Observing Rules: Observe the rules framed from time to time by the
Developer/Association for the beneficial common enjoyment of the
Common Facilities. The Unit Owner shall also observe the statutory and
other rules and regulations applicable to the Open Spaces of the Project.
With regard to the Association, it is clarified that as soon as possible, after
the completion of Project in all respects, the Developer shall form the
Association solely for the purpose of maintenance and management of
the Project and the Unit Owner shall co-operate with the Developer fully
and shall become a member of the Association and shall sign all
documents and papers necessary for the purpose. The Unit Owner
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shall subscribe for, pay and contribute towards proportionate share of

capital of the Association, as decided by the Developer and intimated to the
Unit Owner at the time of formation of the Association. Non-compliance of
this clause of the Agreement shall render this Agreement liable for
cancellation.

13.1.2. Paying of Common Expenses: Pay and bear the proportionate share of
the expenses to be incurred in common, as described in the 2nd Schedule
below (collectively Common Expenses), on the basis of the bills as raised
by the Developer or the Association, as the case may be, without claiming
any deduction or abatement in any manner or on any account. Till the
formation of the Association, the Unit Owner shall pay Rs.3.50/- (Rupees
Three & fifty paisa only) per sq.ft. on the super built-up area of the Said
Flat, per month, towards the Common Expenses, for maintenance of
services and common amenities such as sweeping, cleanliness,
generators, borewells, water supply system, electrical systems, security
arrangements, landscaped pockets and avenue plantations, footpaths etc.
The Common Expenses is subject to increase or decrease from time to time
at the sole discretion of the Developer, till the Association is formed.

13.1.3. Contributing Towards Corpus Fund: The Unit Owner shall, on or before
the Date of Possession also make contribution @ Rs.84/- per Sft. on Super
Built up Area to the fund to be paid and/or contributed by each Flat Unit
Owner towards Corpus/Reserve Fund (Corpus Fund), which amount shall
be held by the Developer on account of capital expenses after the Project is
completed. Upon formation of the Association, the said amount on account
of the Corpus Fund shall be transferred to the Association. The Unit Owner
accepts that creation of the Corpus Fund is necessary for the proper
upkeep of the Common Facilities.

13.1.4. Paying Municipal Rates and Taxes: The Unit Owner shall regularly and
punctually make payment of the proportionate share of the municipal rates,
taxes and outgoings payable in respect of the Said Flat.

13.2. Paying for Additional Facilities: In the event of the Developer providing any
additional materials, facilities or gadgets for the benefit of the Flat Unit Owners
in general, then the Unit Owner shall be liable to make payment of the
proportionate share in respect thereof and the same shall form part of the
Common Facilities. Whether such additional facilities or amenities are to be
provided shall be at the sole discretion of the Developer and the Unit Owner
hereby consents to the same.

13.3. Paying for Utility Charges: The Unit Owner shall pay a sum of Rs.125/- per
Sft. of Super Built up area towards non-refundable charges for water connection,
electricity connection along with installation of transformer & related equipment
and towards installation charges for stand by diesel Generator and for common
services for inside connections in the said flat. The Unit Owner shall also pay
necessary deposits for getting independent electric connection and meter from
the electricity service provider.
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13.4. Determination of Proportion: The Unit Owner shall abide by (without demur)
the proportionate share to be paid with regard to various matters and after
giving reasonable notice to unit holder and obtaining his consent., as be
determined by the Developer in its absolute discretion and the Unit Owner will
be bound to abide by the same. However prior consent of the unit owner shall
be obtained and unit owner shall not withhold such consent unreasonably.

13.5. Holding Subject to Rules: The Unit Owner shall hold the Said Flat and the
Said Flat subject to such rules, regulations, bye-laws and restrictions as may be
decided by the Developer and the Association.

13.6. Payment Towards Maintenance Deposit: The Unit Owner shall deposit with
the Developer an interest free sum @ Rs.84/- per Sft. of Super Built up Area as
security deposit towards Common Expenses payable either to the Developer or
the Association.

13.7. Payment Towards Transfer Fee: The Unit Owner shall pay a Transfer fees of
Rs.5,00,000/- ( Rupees Five Lakhs Only) in case the Unit Owner desires to
transfer the booking of the said flat to his spouse/children/parents/HUF or to
any other person.

13.8. Payment Towards Car Parking Charges:The Unit Owner shall pay for __
Car Parking charges @ Rs. 3,00,000/- (Rupees Three only) per car
park.(Payment due)

13.9. Payment Towards Legal Expenses: The Unit Owner shall pay Legal
Expenses of Rs. 20,000/- (Rupees Twenty thousand only) as one time payment.

14. Indemnity:

14.1. Unit Owners Indemnification: The Unit Owner indemnifies and agrees to
keep the Developer saved, harmless and indemnified of, from and against any
loss or damage the Developer may suffer as a result of non-payment, non-
observance or non-performance by the Unit Owner of the covenants, obligations
and terms contained in this Agreement.

15. Force Majeure:

15.1. Meaning of and Consequence: In case there be delay in the Developers

fulfilling its obligations hereunder due to any natural calamities, acts of God,
shortage of resources, legal bars, reasons beyond control of the Developer or
reasonable estimation, then it shall not be liable to pay any interest or damages
therefore.

16. Miscellaneous:

16.1. Indian Law: This Agreement shall be subject to Indian Laws.

16.2. No Agency: This Agreement relates to only a single transaction contemplated

herein and shall not constitute any Party to be the agent of the other Party.
 12

16.3. Confidentiality and Non-Disclosure: The Parties shall keep confidential all
non-public information and documents concerning the transaction contemplated
herein, unless compelled to disclose such information/documents by judicial or
administrative process or by other requirements of law.

16.4. Partial Invalidity: If any provision of this Agreement or the application

thereof, to any circumstance, shall be invalid or unenforceable to any extent, the
remainder of this Agreement and the application of such provision to other
circumstances shall not be affected thereby and each provision of this
Agreement shall be valid and enforceable to the fullest extent permitted by law.
If any such provision is so held to be invalid, illegal or unenforceable, the Parties
hereto undertake to use their best efforts to reach a mutually acceptable
alternative to give effect to such provision in a manner, which is not invalid,
illegal or unenforceable.

16.5. Entire Agreement: This Agreement constitutes the entire agreement between
the Parties and the terms and conditions in this Agreement shall supercede the
terms and conditions whatever agreed between the Parties prior to execution of
this Agreement but does not include or supercede any agreement
contemporaneously or subsequently entered into between the Parties.

16.6. Counterparts: This Agreement is being executed simultaneously in 2 (two)

counterparts, each of which shall be deemed to be an original and all of which
shall constitute one instrument and agreement between the Parties. One copy
shall be retained by the Developer and another shall be retained by the Unit
Owner.

16.7. Amendment/Modification: No amendment or modification of this Agreement

or any part hereof shall be valid and effective unless it is by an instrument in
writing executed by all the Parties.

17. Interpretation:

17.1. Number and Gender: Words denoting the singular number include, where the
context permits and requires, the plural number and vice-versa. Words denoting
any gender include the other genders.

17.2. Headings: The headings in this Agreement are inserted for convenience only
and shall be ignored in construing the provisions of this Agreement.

17.3. Clauses and Schedules: Any reference to a clause or schedule is a reference

to a clause or schedule to this Agreement and the schedules form part of, and
are deemed to be incorporated in this Agreement.

17.4. Definitions: In this Agreement, words have been defined by putting them
within brackets and printing them in bold. Where a word or phrase is defined,
other parts of speech or grammatical forms of that word or phrase shall have
corresponding meaning.

17.5. Documents: A reference to a document includes an amendment or supplement

or replacement or novation of that document.
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17.6. Successors: A reference to a Party to any document includes that Partys

successors and permitted assigns.

17.7. Statutes: Any reference to a statute, statutory provision or subordinate

legislation shall be construed as referring to that statute, statutory provision or
subordinate legislation as amended, modified, consolidated, re-enacted or
replaced and enforced from time to time, whether before or after the date of
this Agreement and shall also be construed as referring to any previous statute,
statutory provision or subordinate legislation amended, modified, consolidated,
re-enacted or replaced by such statute, statutory provision or subordinate
legislation. Any reference to a statutory provision shall be construed as including
references to all statutory instruments, orders, regulations or other subordinate
legislation made pursuant to that statutory provision.

18. Termination and its Effect:

18.1. Cancellation by Unit Owner: In the event the Unit Owner cancels/
rescinds/terminates/determines this Agreement on any ground whatsoever, 10%
(Ten percent) of the Total Consideration shall stand forfeited and the balance, if
any paid by the Unit Owner, shall be refunded to the Unit Owner within 30
(Thirty) days from the date, the developer sells the said unit to a prospective
buyer.
18.2. Breach of Covenants: In the event the Unit Owner fails and/or neglects to
perform any of the terms, conditions, covenants and obligations mentioned
herein, this Agreement, at the discretion of the Developer, shall stand
cancelled/rescinded. Upon such cancellation the mode of forfeiture and refund
will be in the manner mentioned in the Clause as above.

19. Alternative Dispute Resolution:

19.1. Disputes: The Parties shall attempt to settle any disputes or differences in
relation to or arising out of or touching this Agreement or the validity,
interpretation, construction, performance, breach or enforceability of this
Agreement (collectively Disputes), by way of negotiation. To this end, each of
the Parties shall use reasonable endeavors to consult or negotiate with the other
Party in good faith, and in recognizing the Parties' mutual interests, attempt to
reach a just and equitable settlement satisfactory to both Parties.

19.2. Arbitral Tribunal and Conduct of Proceedings: If the Parties are unable to
settle the Disputes by negotiation within 30 (Thirty) days from the date on
which negotiations are initiated, the Disputes shall be referred to and finally
resolved by arbitration under the Arbitration and Conciliation Act, 1996. In this
regards the Parties irrevocably agree that:

19.2.1. Constitution of Arbitration Tribunal: The arbitration tribunal shall

consist of the following 3 (three) arbitrators, each of whom shall be an
Advocate:

(a) Developers Appointee: 1 (one) arbitrator to be appointed by the

Developer.
 14

(b) Unit Owners Appointee: 1 (one) arbitrator to be appointed by the

Unit Owner.

(c) Chairman: The Chairman of the arbitration tribunal, to be jointly

appointed by the other 2 (two) arbitrators appointed as above. The
Chairman of the arbitration tribunal shall be a retired High Court
Judge of any High Court in India.

19.2.2. Place: The place of arbitration shall be Hyderabad only.

19.2.3. Language: The language of the arbitration shall be English.

19.2.4. Binding Effect: The arbitration tribunal shall be entitled to give interim
awards/directions regarding the Disputes and shall further be entitled to
avoid all rules relating to procedure and evidence as are expressly
avoidable under the law. The arbitration shall otherwise be carried out in
terms of and in accordance with the Arbitration and Conciliation Act, 1996,
with modifications made from time to time and the provisions of the said
Act shall apply to the arbitration proceedings. The interim/final award of
the arbitration tribunal shall be binding on the Parties.

20. Jurisdiction:

20.1. District Court: In connection with the aforesaid arbitration proceeding, only
the District Judge, Ranga Reddy District shall have the jurisdiction to entertain
and try all actions and proceedings.

21. Notice:

21.1. Mode of Service: Notices under this Agreement shall be served by facsimile or
messenger or registered post/speed post with acknowledgment due at the
above mentioned addresses of the Parties, unless the address is changed by
prior intimation in writing. Such service shall be deemed to have been effected
(1) immediately, if sent by facsimile, (2) on the date of delivery, if sent by
messenger and (3) on the 4th day of handing over of the cover to the postal
authorities, if sent by registered post/speed post, irrespective of refusal to
accept service by the Parties.

Schedule (A)
(Total Land)

All that piece and parcel of land measuring 19.95 acres in survey Nos. 134(Part), 132(Part),
110(Part), 108 (Part), 107, and 104/2 and 136/3 situated at Gachibowli village,
SerilingampallyMandal, Ranga Reddy District, Telangana, bounded by:

North : Road
South : Road
East : Private Land
West : Road
 15

Schedule (B)
(Project Land)

All that the land admeasuring 7.27 Acres in Sy. Nos. 107 & 108 (P) of Gachibowli Village,
SerilingampallyMandal, Ranga Reddy District., Telangana and bounded by:

North : Private Land

South : Private Land, Existing Phase IV HIG A Houses,

40 Ft. wide Road

East : Jayabheri Land & 40 Ft. wide Road

West : Bit IV, Existing Phase III MIG Houses

Schedule (C)
(Said Flat)

All that the Semi-finished Condominium No. ______________________ in Floor No.19 of

TOWER CALADIA (Tower E), admeasuring saleable area (Super Built up Area) of ______
Sq.Ft. along with proportionate undivided share of land admeasuring ____ Sq. Yds approx.
(Said Flat), comprised in the layout named THE BOTANIKA (Project) Phase I being
created on land admeasuring 7.27 Acres in Sy. Nos. 107 & 108 (P) of Gachibowli Village,
SerilingampallyMandal, Ranga Reddy District. The Said Flat being delineated on the Plan
annexed hereto and bordered in colour Red thereon and butted and bounded as follows:

North :

South :

East :

West :
 16

1st Schedule
(Specifications)

1. STRUCTURE: RCC framed structure with non-load bearing brick wall as per structural
designs and drawings.

2. SUPER STRUCTURE: All external walls of 9" thick and all partition wall of 4-1/2" thick in
brick/machinery.

3. PLASTERING: Two coats sponge finish for external faces, single coat plaster and
gypsum finish for internal walls and ceiling.

4. Flooring and Landscaping on all the common areas.

5. Rain Harvesting Pits and Sewerage Treatment Plant.

6. Electrical Sub-station with complete installation as per APCPDCL.

7. Standby Power Supply for each condominium upto 5 KW to cover all electrical lights,
fan points, gadgets and a/c units.

8. Provision of Laundromat and Integrated Electronic Security System.

9. Provision for Piped Gas System

10. Intelligent Building Management System.

11. Elevators.

2nd Schedule
(Common Expenses)

1. All the costs and expenses for operation, maintenance, upkeep and replacement of the
Common Facilities and Open Spaces.

2. All manpower costs and expenses for the above.

3. All statutory and legal costs and expenses as are required to be spent for the common
benefit of all Flat owners.

4. All costs and expenses for security, scavenging, gardening, maintenance and other
services required in the Project.

5. All premia for insurance and risk coverage of the Common Facilities.
 17

22. Execution and Delivery:

22.1 In witness whereof the Parties have executed and delivered this Agreement
for Sale on the date mentioned above.

_________________________
DEVELOPER

_________________________
UNIT OWNER

WITNESSES:

1.

2.