DEED OF AGREEMENT

BUILDER-VENDOR: K.K. FOUNDATION LIMITED.

PURCHASER: -

THE DEED OF AGREEMENT in favor of GRAND BEACH CASTLE a 16 storied

hotel and resort project at Kolatoli, Cox Bazar is made on dated 15/02/2010.

BETWEEN
K.K. FOUNDATIONS LIMITED having its corporate office at Ispahani Park,
Holding No. 47/C, Ground Floor, Road- 01, South Khulshi, Chittagong,
represented by its Managing Director Wahidul Quader Titu, S/O Alhaz Moulana
Kabir Ahmed, Harbang, Chakaria, Cox bazaar. Hereinafter referred to as the
BUILDER- VENDOR (which expression shall mean and include its successors in
interest, legal representatives, legal administrators and assigns) of the first party.

AND

Purchaser ------------ S/O--------------Mother –---------, Mailing address----------,

Herein after referred to as the PURCHASER (which expression shall mean and
include his/her heirs, legal representatives, administrators and assigns) of the
second party.

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WHEREAS Mrs. Bilkis Chowdhurani, W/O Mohd. Abu Osman Chowdhury,Vill:
Puthivilla, P.S: Lohagara, Dist: Chittagong, at present 1055/2050, Zakir Hossain
Road, Snowva Building,Khulshi, Chittagong, religious –Muslim ,profession –
Business, Nationality –Bangladeshi .Mouza –Jilonja ,P.S –Shadar Cox’s
Bazaar,Dist-Cox;s Bazar,Assistant Commissioner(land),Shadar, Cox;s bazaar,
The land measuring 58.5 shatak together with other land has been during
recored ed in R.S Khatian no-1224/247 under R.S Khatian No- 647 R. S Plot No.
546/9108 is the name of jote owner Nazir Ahmed 810,then from him Abdur
Rashid by purchase through sale dated 26.08. from him by Khaliur Rahman by
purchase through sale dated 21.07.51 ,then from him by Monira khatun and
shamsha khatun by purchase sale dated 01.01.59 , then from them by purchase
Nurunnahar Begum ,Rowshan ara Begum , by purchase through sale deed no-
843 dated 15.03.73., then from them by land owner /first party/ principal by
purchase through sale deed no-2899 dated 10.09.02.
The corresponding original B.S khatian 1999 which has been mutated in the
name of the land owner/first party/principal under the number of B.S 3192 no.
Mutation Khatian against B.S. 20001/27553, Mutated plot.the land owner/first
party/ principal is on regular payment of rent and other relevant taxes. As such
the land owner/first party/ principal has entered into a registered deed of
Agreement no. 677 dated 24.02.09 with K.K Foundation ltd and as per the
condition of the said deed of agreement the land owner/first party/ principal has
given an irrevocable General Power of attorney no. 678 on the same date giving
power to construct multistoried building on the said land to sell the share of the
attorney as the Deed of Agreement together with other relevant power.
And

WHEREAS Mohammed Shahid Islam S/O Mohammed Nurul Islam ,Mother –

Thaharun Nessa Begum ,Address -22/1/4,Bara nbag ,Mirpur .Po.&P.s-Mirpur
Dist –Dhaka and others –Mouja-Jilonja ,P.s –Shadar-Cox’s bazaar, Dist-Cox’s
Bazaar, the land measuring 81 satak has been recorded under permanent
settlement ease no.71 is the name of Najir ahmed, under R.S Khatian No-

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647,then from him by Abdur Rashid through sale deed no. 2795 dated 26.08.
1946, from him by Kabir Ahmed through sale deed no 2542 dated 19.07.51 ,then
from him by land owner /first party/ principal and the name of the sais purchaser
has been recorded in the B.S mutation Khatian no. 7186. The said purchaser has
sold the said land to the land owner/first party/principals have been recorded in
the B.S Mutation Khatian No. 7299 and they have been on regular payment of
rent and other relevant taxes.
As such the land owner/first party/ principal has entered into a registered deed of
Agreement no. 154 dated 10.0.10 with K.K Foundation ltd and as per the
condition of the said deed of agreement the land owner/first party/ principal has
given an irrevocable General Power of attorney to construct multistoried building
on the said land to sell the share of the attorney as the Deed of Agreement
together with other relevant power.

And
WHERE AS the BUILDER- VENDOR entered into an agreement with Mrs. Bilkis
Chowdhurani on 24/02/2009 vide a deed of agreement being No. 677 and also
executed a Registered Irrevocable General Power of attorney being. No-678 in
favor of the BUILDER – VENDOR with powers, to sell, to transfer, mortgage the
property including power to construct suitess there on and to sell 50% of the
property to the prospective buyers.
And
Whereas Mohammed Shahid Islam S/O Mohammed Nurul islam ,Mother –
Thaharun Nessa Begum ,Address -22/1/4,Bara bag ,Mirpur .Po.&P.s-Mirpur Dist
–Dhaka and others.mouza –Muuja-Jilonja ,P.s –Shadar,Dist-Cox’s Bazar, being
owned and possessed of the scheduled property and exclusively entitled thereto
has intended to construct or cause construction of a 16 (sixteen) storied hotel
and resorts project on the said land as a Joint Venture project and the SECOND
PARTY has agreed to the proposal.
And

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WHEREAS the BUILDER- VENDOR entered into an agreement with Mohammed
Shahid Islam on 11/01/2010 vide a deed of agreement being No-155 and also
executed a Registered Irrevocable General Power of attorney being No.154 in
favor of the BUILDER – VENDOR with powers, to sell, to transfer, mortgage the
property including power to construct suitess thereon and to sell 53% of the
property to the prospective buyers.
And

WHEREAS the PURCHASER agrees that the BUILDER-VENDOR can enter into
similar agreement with each of the other PURCHASERS for other suitess.
The K.K. Foundation Ltd. Have been given powers to construct a multistoried
building over 139.5 satak of land and to sell its share together with other relevant
powers.
And
WHEREAS the BUILDER- VENDOR having possession of the property has
undertaken to construct a 16 storied building consisting 856 suites with the
permission of Cox Bazar Pourshova, hereinafter referred to as the “Project”.
And
WHEREAS the BUILDER- VENDOR intends to sell and the PURCHASER
agrees to buy the undivided and undemarcated one share out of 856 shares of
the land measuring more or less 139 satak along with a suite of his choice and
selection as mention in the schedule.
And
WHEREAS the PURCHASER has seen and accepted the approved plan as well
as brochure and on inspection of the documents of title as satisfied about the title
of land and the rights of the BUILDER- VENDOR to construct the suites and sell
the same.
And
WHEREAS the PURCHASER agrees to purchase the undivided and
undemarcated one share out of 856 Shares of land measuring139 satak for
construction by the BUILDER- VENDOR of a suite specified hereunder and

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further agrees to utilize and use his/her share in the land jointly with undivided
and undemarcated share of such other purchasers.

And
WHEREAS Suite no. L11-A2 having more or less 1000sft fully described have
been allotted to the purchaser at his/her request and application and the said
suite shall be constructed by the BUILDER-VENDOR with the money to be
provided by the PURCHASER along with other Suitess in accordance with the
plan.
And
WHEREAS the PURCHASER agrees that the BUILDER- VENDOR can enter
into similar agreement each of the other PURCHASERS for other suites.

NOW THESE DEED WITNESS AND THE PARTIES HERETO MUTUALLY

AGREE AND DECLARE AS FOLLOWS:-

1. That the BUILDER- VENDOR proposes to sell and the PURCHASER agrees
to buy the undivided and undemarcated one share out of 856 shares.

2. That the BUILDER- VENDOR agrees to undertake construction of 16 storied

suites project better known as Grand Beach Castle, Consisting of suites
described the said suites according to the approved building plan and the
BUILDER- VENDOR’S standard specifications for and on behalf of the
PURCHASER with the money provided by the PURCHASER. The value of the
land described & the cost of construction of the Suites and the said Utilities Cost
shall be Tk. 80000/- only which both the BUILDER- VENDOR and the
PURCHASER agree as binding on them.
3. A) That out of the aforesaid total of Tk.--------------- with Car parking & Utility
Charge. The PURCHASER has already paid Tk.------------- only as booking
money & down payment, receipts of which the BUILDER- VENDOR hereby
acknowledges and the balance amount of Tk. ---------------------only shall be paid

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by the PURCHASER to the BUILDER- VENDOR as per following payment
schedule.

Total Suite Value:

Suites Cost: Car Parking = Tk.
Utility Cost = Tk
Total Amount = Tk.
b) That the payment schedule in the essence of the contract. In the event
of delay of 30(thirty) days in payment of installment (s) the BUILDER- VENDOR
may charge 2% interest per month on the amount of payment delayed. If the
payment is delayed beyond 90 days the company shall have the right to cancel
the allotment of the demised suites and rescind this agreement unless as
extension is made by the BUILDER- VENDOR to this effect.

c) PAYMENT SCHEDULE:

Booking: January

INSTALLMENT:

Installment

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Total due (Suites, Car Park & Utility Cost)

4. In case this agreement is rescinded for default in payment, the BUILDER-

VENDOR shall have the full and absolute right and liberty to allot the demised
Suites and sell the schedule land allocated to the PURCHASER to someone
else and out of the amounts realized thereby all money paid by the
PURCHASER shall be refunded to the PURCHASER after deducting 5% from
the deposited money and reselling the same suites which is more and the
interest for default shall be forfeited by the BUILDER- VENDOR.
5. That the BUILDER- VENDOR shall erect, build and completely finish the
construction of the suites with materials of standard quality and in good and
workman like manner in accordance with the approved building plan and
BUILDER- VENDOR’S standard specifications and amenities attached with
this agreement.
6. That the PURCHASER shall provide with a list of optional items to be
included in the suites within 1 month of booking the Suites and shall make full
payment for such optional items.
7. That if the PURCHASER desires to have sanitary ware, bathroom fittings and
other accessories fitted and internal painting done according to his/her own
choice in place of the standard ones as selected by the BUILDER-
DEVELOPER for all the residential units generally, then the PURCHASER
shall be notified in due to course of progress by the BUILDER- VENDOR for
notification the PURCHASER shall intimate in writing such of his/her optional
choices to the BUILDER- VENDOR and agreed to pay additional costs for the
item(s) of his/her choice and for the consequential additional labor involved.
The provision herein shall apply if such optional choice PURCHASER can be
accommodated by the Builder having regard to the progress of the work and
the availability of the items of the PURCHASERS choice in the local market,
payment as envisaged hereunder shall be made to the BUILDER- VENDOR
in advance of the work(s) to be undertaken. The BUILDER- VENDOR’S

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 standard finishing, fittings of fixtures as per the PURCHASER’S own request.
An optional choice once ordered and paid for may not be charged or
withdrawn by the PURCHASER.
8. That construction of the Suites shall be completed and handed over to the
PURCHASER by December, 2013 with a grace period of further 6 (six)
months. Physical possession of the Suites will be handed over to the
PURCHASER subject to completion of payment schedule described in
clauses # 3 (a). The time limits so fixed may however be extended by the
BUILDER- VENDOR if this becomes necessary on the account of non-
availability of the required building materials, act of God, natural calamity,
strike, civil commotion or for reasons beyond the control of the BUILDER-
VENDOR.
9. That the cost of construction of the Suites includes, amongst other things, the
proportionate cost of development of the site of the building and also
proportionate cost of internal roads, passages, pavements, stairs and
staircase, lift, standby generator, community facilities, drains, underground
and over head water reservoirs, water lifting pumps with electric motors as
well as the cost of the Suites and BUILDER- VENDOR’S standard
specification.
10. That the BUILDER- VENDOR shall always have the right to make alternations
in the layout plan if it is expedient in the interest of the project.
11. If the total gross area of the suites varies before handover, then the total price
will increase/ decrease as per actual measurement.
12. That the PURCHASER along with other PURCHASERS shall be jointly
responsible for the operation, maintenance, repairs and replacement of the
lift, stand by generator, community places, garages, water lifting motors and
pumps, water reservoirs, sewerage lines, electric lines and installations,
drains, culverts, internal road and passages and other facilities, services and
amenities commonly to be used and enjoyed by the owners of flats including
the suites and the BUILDER- VENDOR shall have no responsibility in the

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 matter once the possession of the property is handed over to the
PURCHASER.
13. That the costs of stamps, registration/transfer fees, VAT and other fees, all
other costs required for preparation 0f the Sale deed; and for obtaining from
the appropriate authorities clearance for registration of the Deed of Sale and
all cost for registration of the Deed of Sale shall be borne by the
PURCHASER.
14. That on completion of construction, the BUILDER- VENDOR shall give notice
to the PURCHASER to take vacant possession of the Suites within 30 (thirty)
days of dispatch of the notice, in case of failure on the part of the
PURCHASER to take possession of the Suites within the said time limit, the
PURCHASER shall be liable to pay the BUILDER- VENDOR Taka 150.00
only per day up to a period of 60 (sixty) days as charge for taking care of the
Suites by the BUILDER- VENDOR. After the expiry of the said period of 60
days the BUILDER- VENDOR shall have no responsibility whatsoever with
regard to the said suites.
15. That the title of the suites built with the money provided by the PURCHASER
shall, after the execution and registration of the sale/transfer deed, absolutely
be vested on the PURCHASER who shall have the full right to exercise all
manner of acts of possession and ownership subject to the restrictions and
limitations mentioned elsewhere in this agreement. The PURCHASER shall
acknowledge in writing the fact of his taking vacant possession of the Suites
from the BUILDER- VENDOR.
16. That under no circumstances possession of the suites shall be handed over
to the PURCHASER before completion of its construction in all respects and
before payment of the full amount as stipulated in this Agreement.
17. That the PURCHASER shall not, without the prior written consent of the
BUILDER- VENDOR, sell, transfer, convey, mortgage, charge or in any way
encumber, deal with or dispose the rights and benefits under this agreement
till all due payment to the BUILDER- VENDOR are fully paid up and the
sale/transfer deed in respect of the Suites is executed and registered.

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18. That the PURCHASER consents to the use and utilization of his/her
undivided and undemarcated shares which the said land along with the rest of
that land for the purpose of construction of the Project in accordance with the
approved plan.
19. That the PURCHASER jointly with the owners or occupiers of other Suites of
the Project shall use and enjoy its common corridors, lobbies, stairs and their
landings, entrances and exits of that building and other common adjuncts,
fixtures and fittings thereto and shall bear their maintenance costs
proportionately and after the formation of the owner’s welfare association
shall share the cost of the proportion as be determined by the association.
20. That the PURCHASER shall jointly with the owners of the Suites of all the
aforesaid building mentioned here –in- before use and enjoy the open
spaces, the Internal roads for ingress and egress, passages, drive-ways,
yards, drains, sewerage, water lifting motors and pumps, water reservoirs,
electricity and gas connections and all other common facilities that may be
made available in the project site and maintain them along with arrangements
for common security. Lighting and guarding as may be necessary at their own
costs that shall be borne by them in proportion to their respective shares in
that land.
21. That the PURCHASER may use and enjoy the open space and the facilities
and amenities mentioned in this deed for the purpose for which they are
intended without encroaching upon or hindering the lawful rights of the
owners or occupiers of the other Suites on the same site.
22. That the PURCHASER shall not demolish or damage the Suites, nor shall he
make any major structural alternation or raise any construction of major kind
as an addition or modification of the schedule Suites other than internal
renovation without affecting the structure.
23. That the PURCHASER shall not use or permit the use of the schedule Suites
in a manner which might diminish the value or utility of the lifts, stand-by
generator, pipes, water-lifting motors and pumps and the common facilities
and amenities provided in the site of the building.

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24. That the PURCHASER shall not store or display any materials in the corridors
or in any place intended for common use of all owners or occupiers of all
Suites in the same site. Except nameplate with professional identity.
25. That the PURCHASER shall not display any business signboard,
advertisement board or designs in any part of the Suites without the written
concurrence of the owners of the other Suites of the building and also
approval of the owner’s welfare association.
26. That the PURCHASER shall pay all rents, ceases, taxes, all other dues and
charges that maybe payable for the land covered by this Agreement for sale,
in proportion to his share.
27. That so long as municipal tax and urban immovable property tax and other
taxes and charges are not assessed separately in respect of the Suites the
PURCHASER shall pay his share of such taxes and charges that may be
imposed in respect of the building to which the demised Suites appertains in
proportion to his share in the building.
28. That the BUILDER- VENDOR’S responsibility to preserve protect and
maintain the Suites, parking space and common services shall entirely cease
simultaneously with the taking over of possession of that suites by the
PURCHASERS.
29. At the time of handover the suites shall have the right and power to form a
international hotel management team. For that purpose the company/ second
party may make rules and regulations for its supervision with the concurrence
of the allot tee and the allot tee shall be bound to be bound to abide by the
said rules and regulations for its supervision with concurrence of the allot tee
and the allot tee shall be bound to abide by the said rules and regulations as
prescribed by the company from time to time. Common facilities and
management of the general affairs of the project will be supervised by the
BUILDER- VENDOR in the manner as will be mutually decided.
30. That if by the reason of act of God, natural calamity, earthquake, flood,
famine, acts of enemy, war, military operations/restrictions of any nature,
blockade, strike, embargo etc. and for other reasons beyond the control of the

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 BUILDER- VENDOR, it is not possible to proceed with the building project
and to complete the construction of the Suites, the BUILDER- VENDOR shall
inform the PURCHASER accordingly whereupon the parties thereto shall, by
mutual discussion and consent make such additional provision as may be
necessary to protect the interest of both the parties.
31. That the BUILDER- VENDOR shall be share of responsibility mutually with
the PURCHASER to the Suites during the construction or thereafter before
taking over possession of the Suites by the PURCHASER due to earthquake,
mob violence, attack from the air or any other major disturbances beyond the
control of the BUILDER- VENDOR.
32. That the BUILDER- VENDOR may change the standard items, which is
specified in the brochure for non-availability in the local market.
33. That the BUILDER- VENDOR may not increase the price of the sold Suites if
any construction material price further increased.
34. That the BUILDER- VENDOR may give the PURCHASER house rent as
market value as compensation if the BUILDER- VENDOR fails to handover
the flat to the PURCHASER on schedule time only due to maintain the
payment schedule exactly by the PURCHASER.
35. That in case any disagreement, dispute shall arise between the parties during
the progress or after construction touching or relating either to the said
building or to any other matter or thing arising directly or indirectly under this
contract. In such an event the same shall be referred to Arbitration and the
final decision of a sole Arbitrator mutually agreed between the parties who
along shall consider and determine the same and whose certificate or award
shall be binding and conclusive upon the parties and this clause shall be
deemed as submission within the meaning of the Arbitration Act-2001.
36. The amenities of VIP suite are listed below :-
Two Presidential Bedroom with two Toilet
One Living room
One Kitchen
Two Balcony
Wall Cabinet

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One table with chair
Telecom Facilities
Air-conditioning System
Dressing Mirror
One Microwave Woven
Decorative Candle Light
Floor Carpet
Decorative Floor Cushion
Central Music System
Hot & Cold Water
Television with Satellite Channels
One Refrigerator
Balcony

Wahidul Quader Titu

Managing Director,
K.K.Foundation Limited -------------------------
BUILDER- VENDORS PURCHASER

Witness:

1.

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