Etherea Draft L.G - 17000
Etherea Draft L.G - 17000
BETWEEN
AND
MR. ____________________
Project "ALPHATHUM"
This Agreement together with annexure is made and executed on ______th ________ 20____, at NOIDA
(“Agreement”):
BY AND BETWEEN
PARMESH CONSTRUCTION CO. LTD., a company registered under the Companies Act 1956 and having
its registered office at Plot No. 3 & 4, 2nd Floor, A Block Market, Preet Vihar, Delhi &Marketing Office at
Plot No. 1, Sector-90, Noida represented by its duly authorized person Mr. Kunal Chhabra (hereinafter
together referred to as the “Company”) which expression shall, unless repugnant to the context thereof, be
deemed to mean and include its successors, representatives and assigns) of the FIRST PART.
AND
MR. ____________________
S/W/D/O MR. _____________
HOUSE NO. ______________,
______________,
______________,
______________
PAN –______________
[Hereinafter jointly or individually as the case may be referred to as “Allottee(s)” which expression shall,
unless repugnant to the context thereof, be deemed to mean and include its successors, representatives and
permitted assigns) of the SECOND PART.
A. New Okhla Industrial Development Authority (NOIDA) (hereinafter referred to as the “Lessor”)
allotted 1,02,949 square meter of land at Plot No. 1, Sector 90, Noida (hereinafter referred to as the
“Said Land”) vide allotment letter No. Noida/IInd/2007/1659 dated 03-09-2007 to CBS International
Projects Private Limited, a Company registered under Companies Act, 1956, having its registered
office at 326, Master Mind-1, Royal Palm, Aarey Colony, Goregaon (East) Mumbai 400090
(hereinafter referred to as the “Lessee”). ALease Deed was executed by the Lessor in favour of
Lessee which is duly registered with assurances of Sub-Registrar II(second), Noidaas doc. no.3221
dated 30-05-2008 (hereinafter referred to as the “LeaseDeed”).” In respect of the Said Land, Noida
Authority has issued Approved Building plan Vide Letter No. Noida/MU.VA.NI./2014/V-786/357 dated
24/07/2014;
B. The Lessee has granted development rights over the Said Land to the Company and the Lessee and
the Company have entered into an agreement wherein the Lessee has granted development,
construction, marketing, and selling rights over the IT/ITES FSI to the Company in terms of agreement
dated 7th March 2016 To authorize the Company and to perform its obligations under the agreement,
the Lessee has further appointed the Company as its attorney vide General Power of Attorney dated
7th March 2016.
D. The Allottee(s) has after fully satisfying themselves applied to the Company for the allotment of IT/ITES
Office Space-_________, Block-___, Floor-___TH, having a Super area (approximately) of 134 Sq. Ft.,
Covered Area- ______ Sq. Ft., Carpet Area- _______ Sq. Ft., or thereabouts, as on site (hereinafter
referred to as the “Said Premises”);
E. The Allottee(s) acknowledges the Company has readily provided all information, clarifications, details
etc., as required by them and that the Allottee(s) has relied solely upon his own judgment and
investigations while deciding to execute this Agreement and no other oral or written representation or
statement made by the Company or any of its representative/channel partner/employee (s) shall be
considered to be part of this Agreement.
NOW, THEREFORE, in consideration of the mutual covenants, terms and conditions and
understandings set forth in this Agreement and other good and valuable consideration (the receipt
and adequacy of which is hereby mutually acknowledged), the Parties with the intent to be legally
bound hereby agree as follows:
1. DEFINITIONS:
The words and expressions beginning with capital letters and defined in this agreement shall, unless
the context otherwise requires, have the meaning ascribed thereto herein, and the words and
expressions defined in the Schedules and used therein shall have the meaning ascribed thereto in
the Schedules
a. “Application Form” shall mean an application form duly filled by the Allottee or duly authorized
person on his/her behalf including the documents for identification, PAN number, address proof, bank
statements etc. submitted by him along with application form;
b. “Allotment Letter” shall mean the letter issued by the Company giving details of Project, unit,
Consideration and Terms and Conditions of allotment including any amendment and supplement
letters issued by the Company in respect of allotment subsequently;
c. “Amenities” shall mean and include the facilities, compulsory paid facilities, optionally paid facilities
etc.;
d. “Applicable Laws” shall mean all laws, brought into force and effect by the Government of India
(GOI) or the State Government including rules, regulations and notifications made thereunder, and
judgements, decrees, injunctions, writs and orders of any court of record, applicable to this Agreement
and the exercise, performance and discharge of their respective rights and obligations of the Parties
hereunder, as may be in force and effect during the subsistence of this Agreement;
e. “Applicable Permits” shall mean all clearances, licenses, permits, authorizations, no objection
certificates, consents, approvals and exemptions required to be obtained or maintained under the
Applicable Laws in connection with the construction, operation and maintenance of the Project
Highway during the subsistence of this Agreement;
FOR PARMESH CONSTRUCTION CO. LTD. ACCEPTED BY ALLOTTEE(S)
f. “Approved Plan” shall mean and include the plan prepared by architect of the Project/Company and
as approved by the NOIDA/competent authority and may include the changes as may be approved
by the competent authority in accordance with Applicable Laws and Applicable Permits;
g. “Change in Law” means the occurrence of any of the following after the date of Allotment:
c. The commencement of any Indian law which has not entered into effect until the date of
Allotment;
d. A change in the interpretation or application of any Indian law by a court of record which has
become final, conclusive and binding, as compared to such interpretation or application by a
court of record prior to the date of Allotment; or
e. Any change in the rates of any of the Taxes that have a direct effect on the Project;
h. “Consideration” shall mean the total cost of the Said Premises in terms of Allotment Letter including
the cost of amenities to be annexed, attached to the Said Premises or for the beneficial utilization of
the Said Premises excluding the cost of the amenities which are not disclosed at the time of allotment
but to be determined by the Company later in terms of this Builder Buyer Agreement or as per the
Applicable Laws;
i. “Layout Plan” shall mean and include the tentative plan prepared by the architect/Company for the
development of proposed Project commercially prior to approval by competent authority;
j. “Maintenance Agreement” shall have the meaning set forth in Clause 9.2 of this Agreement;
k. “Covered Area”of the said Unit includes the area of the said Unit including area enclosed by its
periphery walls, area under walls, columns, half the area of walls common with other Uni
m. “Super Area“ shall mean all such parts/areas in the Said Project, which the Allottee(s) of the Said
Premises shall use by sharing with other occupants of the Said Project including corridors land
passages, atrium, common toilets, lifts and lift lobby, escalators, area of cooling towers, AHU rooms
security/fire control rooms, all electrical shafts, D.G. Shafts, A.C. Shafts, Pressurization shafts,
plumbing and fire shafts on all floors and rooms, stair cases mumties, lift machine rooms and water
tanks etc. In addition, entire service area in the basement may be included but not limited to electric
substation, transformers, D.G. set rooms, underground water and other storage tanks, A.C. plant
room pump rooms, maintenance and service rooms, fan rooms and circulation areas etc. shall be
counted towards common areas.
n. “Terms and Conditions of Allotment” shall mean terms and conditions of allotment broadly relating
to the Said Project, Said Premises, Consideration, mode of payment, Amenities, possession,
maintenance, payment of charges, user charges etc.
2.1 The cost of construction of the Said Premises is escalation free subject to Force Majeure under
Clause12-, and Change in Scope under Clause 7, the Allottee(s) hereby agrees to pay additional
charges due to increase in area, external charges, internal charges and other applicable charges,
levies, taxes, cess, value added tax or any other tax demanded or imposed by the Government, at
present or in the future.
2.2 The intending Allottee(s) has paid an amount of ` 0.00 ( Only) to the Company and agrees
to pay the balance amount of ` 0.00 ( Only) hereinafter together referred to as the “Consideration”)
to be paid by the Allottee(s) in the manner set out in the cost sheet & payment plan annexed herewith
as Annexure -1A of this Agreement. The Consideration is the total sale consideration which includes,
wherever applicable, interest free maintenance charges and other charges applicable on the date of
agreement. It is further clarified that the total price of said premises does not include the cost of electric
and water sub-meters .i.e. 250/- per sq. ft. shall be charged or installed by the Allottee(s) at his own
cost and expenses on offer of possession. If due to any subsequent legislation/government order or
change in Fire Code or National Building Code or if deemed necessary by the company at it’s sole
discretion, additional fire safety measures are undertaken, then the Allottee(s) undertakes to pay
within 15 (fifteen) days from demand, the additional expenditure incurred thereon along with other
Allottee(s) on basis of area. Allottee(s) understands and undertakes that if there is any increase in
any of the taxes, which are levied at present, including the incidental statutory demands, the same
shall be borne by the Allottee(s) in proportion to the area of the said premises. The Allottee(s)
undertakes to pay such proportionate amount, if any, promptly on demand by Company or through
general notification. All the payments made by the Allottee(s) herein under this Agreement shall be
made by way of a cheque/ Pay Order or Demand draft payable at New Delhi. If any provision of the
existing or future laws, guide lines direction etc. of government of the competent authorities is made
applicable to the Said Premises/complex requiring the Company to provide pollution control devices,
effluent treatment plant etc. in the complex, in such event, the cost of such additional devices
equipment etc. shall be borne and paid by the intending Allottee(s) in proportion to the area of his/her
as and when demanded by the Company.
2.3 On completion of the Said Project, the final area of the Said Premises shall be determined after
accounting for changes, if any. The final and confirmed areas shall be incorporated in the Sub Lease
Deed. Any increase or decrease in the Area of the Said Premises the difference in the consideration
amount shall be payable by the Allottee(s) or returned, as the case may be, without any interest
thereon. No other claim, whatsoever, monetary or otherwise shall lie against the Company or be made
by the Allottee(s) against the Company. In case of absolute deletion of the Said Premises from the
project due to any reason, no claim, monetary or otherwise, shall be raised or accepted. However,
the actual amount so received against the same shall be refunded to the Allottee(s) in full without any
interest payable by the Company to the Allottee(s) subject to deduction of charges incurred by
Company including but not limited to processing fee, marketing charges etc on the Said Premises.
2.4 The Allottee(s) understands, agrees and acknowledges that although the consideration for the Said
Premises is calculated on the basis of the Area what is being agreed to be
sold/transferred/conveyed/leased/sub-leased herein is only the actual covered area comprising the
Said Premises. However, subject to the due observance and compliances, it is obligatory under this
Agreement and the Maintenance Agreement to be executed in due course, including due payments
of maintenance and additional charges there under, the Allottee(s) shall have non- exclusive and
common rights along with the other lawful occupants of the Said Project to use the Common Areas
and the facilities provided in the Said Project. The Allottee(s) agrees and understands that he shall
have no ownership claim or right of any nature/kind, over/in respect of all/any open spaces,
community sites, any other space/facility etc. Such spaces shall remain the property of the Company,
which shall be free to deal with the same in any manner whatsoever, in accordance with the law.
2.5 The Company has also made clear to the Allottee(s), who understands and agrees that the rights of
the Company in the Said Premises agreed herein to be conveyed/sold/transferred/leased are
circumscribed to the subject conditions imposed by NOIDA Authority.
2.6 As part of the Said Premises the Company has reserved NILcovered parking space(s). The reserved
parking space shall automatically be cancelled in the event of any cancellation, surrender,
relinquishment, resumption and repossession etc. of the Said Premises under any of the provisions
herein. No construction shall be allowed over the reserved parking space.
2.7 In case, Allottee(s) has opted for a Construction Linked Plan/Flexi Payment Plan, the Company shall
send the call/demand notices for installments on completion of the respective stages of construction.
The call/demand notices shall be sent by Speed Post/Registered Post/ Courier and/ or through email
and shall be deemed to have been received by the Allottee(s) within 5 days in case of registered Post
and within 3 days in case of speed post/courier, from the date of dispatch, as the case may be.
2.8 That except in the Construction Linked Plan/Flexi Payment Plan, it shall not be obligatory on the part
of the Company to send demand notices/ reminders regarding payments of installments of whichever
nature as may be due from Allottee(s). The Allottee(s) hereby agrees that the Company shall have
the right to forfeit 15% of the total sale consideration, in cases of non-payments, cancellation of
booking etc. and in case of non-fulfillment of the terms and conditions herein. The balance amount, if
left with the Company, shall be returned as per the Company policy and rules after surrender of
original receipts and all papers issued by the Company and subsequent to furnishing of the indemnity,
and other undertakings in person as may be required by the Company. The Allottee(s) hereby further
agrees to sign and return the Agreement to the Company within thirty (30) days from the date of its
intimation by the Company.
2.9 That the Allottee(s) undertakes, agrees and expressly permits the Company to appropriate all the
payments made by the Allottee(s) in any priority to adjust taxes, interest, arrear of installments,
additional charges as per prevailing requirement and circumstances before the Company.
2.10 That the Company and the Allottee(s) hereby agrees that the amount paid by the Allottee(s) at the
time of Allotment/Payment of installments hereunder and/or Registration of the said Premises
whatsoever, to the extent of 15% (Fifteen Percent) of the Consideration of the said premises, (shall
collectively constitute the “Earnest Money”). Non fulfillment by the Allottee(s) of the terms and
conditions of this Agreement, especially those pertaining to the non-remittance of the installments and
other dues shall entitle the Company at its sole discretion to cancel the Allotment and this Agreement
and forfeit the amount equal to 15% of the total consideration of the said premises. The Allottee(s)
shall not be entitled to claim partition of his/her/their share in the said land and/or the Said Project
thereon and the same shall always remain undivided and impartible.
3. POSSESSION
3.1. The Company shall endeavor to complete the construction of the Said Premises on or before
____________ _______ and subject to Force Majeure events as described under Clause 12 from the date
of execution of this Agreement subject to timely payment of due Consideration and additional charges by
the Allottee(s), failing which the Company shall extend the assured return period till the said premises is
offered for possession to the allottee(s) by the company on the basis of amount received by the Company
from the Allottee(s) as delay charges for delayed period provided no force majeure event prevails. The
Company, on obtaining certificate for occupation/completion from the competent authorities, shall hand
over the possession of the Said Premises to the Allottee(s) subject to the Allottee(s) having complied with
all the terms and conditions of the Agreement. In the event of his failure to complete all possession
formalities of the said premises provisionally and/or finally allotted within 30 days from the date of offer of
possession the same shall lie at his risk and cost and the Allottee(s) shall be liable to pay the Company a
holding charge @ `: 10/- per sq. ft. of area per month for the entire period of such delay subject to Assured
Return received from the Company. For removal of any doubt, the Company shall not be liable to pay any
delay charges to such Allottee(s) who are entitled to receive Assured Return amounts from the Company
as provided under Annexure-1A. The holding charge shall be a distinct charge in addition to maintenance
charges, and not related to any additional charges as provided in this Agreement. Under any
circumstances, the Allottee(s) shall take possession of the said premises within 90 days from the aforesaid
date of offer of possession failing which the allotment in favor of the Allottee(s) shall be cancelled and the
provision of Para 2.10 shall be applicable thereafter.
3.2. That the Company shall not be held responsible or liable for not performing of its obligations or
undertaking provided for in this Agreement if such performance is prevented, delayed or hindered on
account of happening of any Force Majeure Event and which is not within the reasonable control of
the Company. Further the Company shall not be held liable for any delay in delivery of possession to
the Allottee(s) due to any Force Majeure Event.
3.3. The Allottee(s) shall only be entitled to the possession of the Said Premises after making the full
payment of consideration, additional charges, taxes, maintenance and security payable. Under no
circumstances shall the possession of the said premises be given to the Allottee(s) unless all the
payments in full, along with interest due, if any, have been paid by the Allottee(s) to the Company.
4. DUE DILIGENCE
The Allottee(s) has carried out due diligence to his entire satisfaction relating to the right, title, and
interest of the Company in the Said Land, Said Project and the Said Premises by going through the
ownership record, inspection of site and other related documents/approvals to confirm the
competence of the Company to develop and deliver the Said Premises. It is hereby understood and
agreed that upon signing of this Agreement, the Allottee(s) is deemed to have completed all due
diligence to his entire satisfaction.
FOR PARMESH CONSTRUCTION CO. LTD. ACCEPTED BY ALLOTTEE(S)
5. REPRESENTATION& WARRANTIES
5.1.1 The Company is a validly existing, duly registered company and is fully authorized to enter into this
Agreement;
5.1.2 the Company has obtained requisite approvals, licenses, plans, exemptions, clearances, sanctions,
authorizations and permissions accorded by the Competent Authorities pertaining to the development
and construction of the Project according to the Applicable Laws and Applicable Permits;
5.1.3 The Company represents that it is entitled to carryout development, market, deal, sell units
constructed on the Said Land for the Said Project and to receive advances, consideration,
money(ies), give receipts, cause conveyance, other documents etc. in accordance with the
Applicable Laws and Applicable Permits.
5.1.4 It is specifically clarified by the Company and accepted by the Allottee(s) that the layout plan of the
Said Premises as depicted in the floor plan, annexed herewith and its area which forms the basis for
calculation of the sale consideration under this Agreement is subject to change till the construction of
the Said Project in all the respects. If any change in area takes place, it shall automatically change
the consideration of the Said Premises also.
5.2.1 That the Allottee(s) is fully competent and authorized to enter into this Agreement according to the
Applicable Laws;
5.2.2 That the Allottee(s) is executing this Agreement with full knowledge of all Applicable Laws and
Applicable Permits to the Said Project/Said Premises and the terms and conditions contained in this
Agreement and the Allottee(s) has clearly understood its rights, duties, responsibilities, obligations
under each and all of the clauses of this Agreement;
5.2.3 That the Allottee(s) acknowledges that the Company has provided the requisite information and
clarifications as required by the Allottee(s) and that the Allottee(s) is fully satisfied with the same and
the Allottee(s) has relied on his own judgment and investigation in deciding to apply for allotment of
the Said Premises and has not relied upon and/or is not influenced by any plans, advertisements,
representations, warranties, statements or estimates of any nature, whatsoever, whether written or
oral made by the Company, or its agents/organizers/brokers.
5.2.4 All notifications, approvals, exemptions, sanctions and permissions accorded by the Government have
been seen and understood by the Allottee(s) along with all relevant documents and papers pertaining
to the Said Project. The Allottee(s) has/have fully satisfied itself/ himself/ herself/ themselves as to the
title of the Company to the Said Land, its marketability and right and authority of the Company to
develop, promote market, and sell the Said Project and to allot or otherwise convey the Said Premises
to any party(ies) whatsoever in terms of the permission granted and the applicable Acts and the rules
and regulations promulgated/enacted thereunder. The Allottee(s) being fully satisfied and agrees and
undertakes that no further investigations are required regarding the title, right and authority of the
Company and that no objection, challenge or queries shall be raised by the Allottee(s) at any time in
future and the whatsoever reasons in regard to the title and rights of the Company to enter into this
5.2.5 The Allottee(s) is aware of the facts and legality, that the Company is in the process of developing the
Said Project on the Said Land, and in pursuance thereof it is understood and agreed by the Allottee(s)
that the location of the Said Premises and its Area are tentative and subject to changes.
5.2.6 In case of variation in area to the extent of 10% of the floor area space, either in excess or in deficiency,
the rates as agreed hereinabove shall operate or the same shall be binding upon the Allottee(s).In
case of variation in area to the extent of 15% or more of the floor area space, the Allottee shall have
the option to cancel the allotment and terminate this Agreement seeking refund of the entire
Consideration paid against the Said Premises without any interest payable by the Company but
subject to deduction charges incurred by the Company including but not limited to processing fee,
marketing charges etc., towards the Said Premises.
5.2.7 The Company has made it clear to the Allottee(s) that it shall be carrying out extensive development
/construction activities now and in future in the entire area falling outside the Said Premises and the
Allottee has confirmed that he shall not raise any objection or make any claims or fail to pay
installments in time as stipulated in the Payment Plan on account of inconvenience, if any, due to such
construction activities.
6.1 The Allottee(s) hereby agrees and understands that the Company has a right to effect suitable and
necessary alternations/ alterations/additions/ modifications/deletions in the layout/building plans/floor
plans, designs and specifications etc. or as directed by the competent authority(ies). The Allottee(s)
hereby, agrees and gives unconditional acceptance to all such
alternations/alterations/additions/modifications/deletions in the layout/ building plans/floor plans,
designs and specifications etc. as may be deemed necessary by the Company.
6.2 The Company, with the due statutory approval/permissions shall have the right to add, construct, in
addition to the present sanctioned building/ layout/floor plan and to sell or rent such additional units/
offices/ shops etc., in the Said Project, as the Company may in its absolute discretion think fit.
6.3 The proposed and present layout, numbering plan of premises and facility are clearly seen and
understood by the Allottee(s). However, the Allottee(s) understands that Noida Authority and/or other
competent authorities etc. may allow additional FAR to the Company on purchasable/non purchasable
basis. If the Company decides to use the additional floor area ratio FAR then the Allottee(s) shall not
have any objections to the same. The Allottee(s) will also sign the required document and no objection
certificates when required by the Company or Authority. The layout plan is envisaged such that the
premises on all floors are independent with impart able and undivided share in the land area
underneath the said building. The Allottee(s) shall not be permitted to construct anything on the
terrace. However, the Company shall have the right to carry out construction of further premises in
the eventuality of such change in the FAR. However, if as a result thereof, there is any change in
boundaries or areas of the Said Premises, the same shall be valid and binding on the Allottee(s).
The Said Premises is based on the approved Layout Plan but due to unavoidable circumstances if
there are changes in the location of the Said Premises, then the Allottee(s) shall have the option to
accept the equivalent alternative arrangement made by the Company without claiming any
compensation. However, in case the Allottee(s) wishes to cancel its provisional allotment under this
Agreement, the Company shall refund the Earnest Money and other amount(s) paid by the Allottee(s)
towards its Allotment under this Agreement without any interest payable to the Allottee(s) subject to
deduction of charges incurred by the Company including but not limited to processing fee, marketing
charges etc. towards the Said Premises. Notwithstanding anything contrary contained in the clause
above, the Company shall have the right to effect suitable and necessary alterations in the layout
plan, if it is essential in order to meet the requirements of the development of said Project upto 10%
of the deviations in the specifications of the Said Premises, which shall be binding on the Allottee(s)
without incurring any compensation. Such alterations may include but not limited to all or any of the
following changes namely change in its boundaries, change in its specification, change in its
dimensions or change in its area etc. Any changes beyond the 10% of the deviations in the
specifications of the Said Premises shall attract compensation as may be agreed upon mutually by
the Parties. If in case, the Parties fails to agree on the arrangement provided herein, the Parties shall
have the right to cancel this Agreement, without incurring any compensation, damages or any other
penal charges, interest etc. For removal of any doubt, in case the Allottee(s) exercises his right to
cancel his Agreement under this clause, the Company shall refund all amounts received from such
Allottee(s) without any interest payable upon it subject to deduction of charges incurred by the
Company including but not limited to processing fee, marketing charges etc. towards the Said
Premises.
8.1 Subject to the payment of full Consideration, additional charges/ payments and adherence to the
terms and conditions of this Agreement by the Allottee(s), the Company shall arrange to execute and
appropriate Sub Lease/Transfer/Sale Deed so as to sell, transfer and convey its rights, title, and
interest pertaining to the Said Premises in favor of the Allottee. However, the Allottee(s) shall, on his
part be responsible and bound to execute the appropriate Sub lease/Conveyance/Transfer deed as
and when called upon to do so by the Company.
8.2 The obligations undertaken by the Allottee(s) herein shall survive and be read as part of the Sub
lease/Transfer/Conveyance deed. The obligations and covenants of the Allottee(s) shall run with the
Said Premises and be enforceable at all times against the Allottee(s), its transferees, assignees of
successors in interest.
8.3 The stamp duty, legal charges, registration charges and other charges of the Sub
Lease/Conveyance/Transfer Deed and any other document to be executed by under this Agreement
shall be borne by the Allottee(s).
9.1 The Allottee(s) from the date of offer of possession of the said Premises shall be responsible and
liable for the payment of all Municipal Taxes, Property Tax, Ground Rent/Premium and any other
statutory charges etc., (hereinafter referred to as “Statutory Dues”) as may be levied on the Said
Project in the share proportionate to the Area of the Said Premises referred to as “Proportionate
Dues”. All such amounts shall be payable on demand, as the case may be, either to Company or to
any maintenance agency nominated by the Company to provide maintenance/ administration services
in the Said Project upon completion.
9.2 The security deposit for the electric connections is not included in the Consideration of the Said
Premises determined herein and the same shall be paid by the Allottee(s) as and when demanded
by the Company or Maintenance Agency or Maintenance Service Provider to which the Allottee(s)
agrees and shall have no objection.
9.3 The Allottee(s) is aware that they are agreeing to purchase the Said Premises in the Said Project on
the specific understanding and undertaking by them that the right to use common facilities vested in
company shall be subject to payment of maintenance charges as decided by the Company or
Maintenance Service Providers after the lock-in of first lease for the period of 3 years.
9.4 The Allottee(s) shall permit the supervisors, agents of the Company or the said Maintenance Service
Provider at all reasonable times to enter into the Said Premises for the purpose of inspection or
repairing any part of the same premises and/or for the purpose of maintaining, rebuilding, servicing,
cleaning, installing or otherwise keeping in good order and conditions all services, machinery,
appliances, equipment, fitments, ducting, wiring, cables, water supply, electricity, gutters, pipes,
covers, connections etc.
9.5 The Company shall have the first charge on the Said Premises for all its dues and other sums payable
by the Allottee(s).
9.6 The relationship between the Company with the Maintenance Service Provider designated for the
maintenance services shall be on principle to principle basis. The Company shall not be liable or
responsible for any acts of commissions or omissions thereof on the part of the Maintenance Service
Provider and/or any other agencies employed by the Maintenance Service Provider whether arising
from the Maintenance Agreement or otherwise. The contract between Allottee(s) and Maintenance
Service Provider shall be independent and enforceable against the Maintenance Service Provider
only and the Allottee(s) hereby, shall not have the right to sue the Company for the breach of any
terms or conditions and covenants of the Maintenance Agreement.
10. NOMINATION
10.1 The Allottee(s) shall have a mere contingent right to obtain Sub-Lease Deed/ Conveyance Deed for
the Said Premises in the name of his nominee(s) subject to absolute discretion of the Company,
granting or refusing such permission and also subject to the conditions/compliances as may be
required to be fulfilled by the Allottee(s) with the Company/ the Maintenance Service Provider,
submitting of all requisite documents, payment of administrative charges as applicable for the time
being as per policy of the Company and furnishing all such affidavits, undertakings, indemnity bonds
and other documents as may be deemed necessary by the Company for granting such permissions.
10.2 Every such application for the substitution of the name of the nominee (s) of the Allottee(s) in his place
shall not be entertained unless it is in writing in the format prescribed by the Company and
accompanied by such administrative, transfer charges as may be applicable under the prevailing
policy & transfer charges of the Company.
10.3 In the process of the nomination and/or transfer, if any tax, stamp duty or other levies are charged by
the Government, it will be exclusive liability of the Allottee(s) and his nominees/transferees, jointly or
severally.
11.1 The Allottee(s) shall observe all the terms and conditions of this Agreement, Maintenance Agreement,
the license governing the development of the Said Project and shall also abide by applicable
laws, bye-laws, rules, regulations, policies made thereunder or by any other competent authority
including but not limited to Noida Authority, Town & Country Planning, Government of U.P., Pollution
Dept., local bodies, state bodies and central bodies etc. The Allottee(s) shall further observe all
the terms and conditions of the Lease Deed and/or sub-lease deed.
11.2 The Allottee(s) shall not use/cause to be used the Said Premises for any other purpose except the
permissible use as specified by the government agencies in aforesaid paragraph. The Allottee(s)
undertakes that it shall not specifically use the Said Premises or suffer it to be used for any activity
that is prohibited/irregular and/or any other activity that may be hazardous or cause nuisance.
11.3 It is abundantly made clear that in respect of all remittances/acquisitions/transfer of the Said Premises
it shall be the sole responsibility of Non-Resident Indian/foreign nationals of Indian origin to comply
with the provisions of Foreign Exchange Management Act, 1999 or statutory enactments or
amendments thereof and the rules, policies and regulations of the Reserve Bank of India or any other
applicable law and provide the Company with such permissions, approvals which would enable the
Company to fulfill its obligations under this Agreement. All remittances shall be made by the Allottee(s)
after statutory compliances.
11.4 It is clarified that in case the Said Premises is likely to be used for the business in which wet area is
required the intention of the same must be given in writing to the Company at the time of execution of
this Agreement. Otherwise the said premises shall not be used for said business. And it is further
clarified that the Allottee(s) shall take prior consent of the Company for liquor shop/raw meat
shop/hookah bar/etc.
12.1 Force Majeure or Force Majeure Events shall mean occurrence in India of any or all of Non-Political
Event, Indirect Political Event and Political Event, as defined in hereinafter, if it affects the
performance by the Company of its obligations under this Agreement and which act or event (i) is
beyond the reasonable control of the Company, and (ii) the Company could not have prevented or
overcome by exercise of due diligence and following reasonable care, and (iii) has material adverse
effect on the Company.
(A) Non-Political Event shall mean one or more of the following acts or events:
(i) act of God, epidemic, extremely adverse weather conditions, lighting, earthquake,
landslide, cyclone, flood, volcanic eruption, chemical or radioactive contamination or
ionizing radiation, fire or explosion (to the extent of contamination or radiation or fire
or explosion originating from a source external to the Said Plot);
(ii) strikes or boycotts (other than those involving the Company, contractors or their
respective employees/ representatives, or attributable to any act or omission of any of
them) interrupting development, construction work for a continuous period of 24
(twenty four) hours and an aggregate period exceeding 7 (seven) days in an
accounting year, and not being an Indirect Political Event set forth;
(iv) any judgment or order of any court of competent jurisdiction or statutory authority made
against the Company in any proceedings for reasons other than (i) failure of the
Company to comply with any Applicable Law or Applicable Permit, or (ii) on account
of breach of any Applicable Law or Applicable Permit or of any contract, or (iii)
enforcement of this Agreement, or (iv) exercise of any of its rights under this
Agreement by the Allottee(s).
An Indirect Political Event shall mean one or more one or more of the following acts or events.
(i) An act of war (whether declared or undeclared), invasion, armed conflict or act of
foreign enemy, blockade, embargo, riot, insurrection terrorist or military action, civil
commotion or politically motivated sabotage;
(iii) Any civil commotion, boycott or political agitation which prevents the Company from
fulfilling his obligation to complete the Project for an aggregate period exceeding 7
(seven) days in an Accounting Year;
(iv) any failure or delay of a contractor of Company to the extent caused by any Indirect
Political Event and which does not result in any offsetting compensation being payable
to the Company by or on behalf of such contractor,
C. Political Event
A Political Event shall mean one or more of the following acts or events by or on account of
any Government Instrumentality:
(i) Change in Law, only if consequences thereof cannot be dealt with under and in
accordance with the provisions of this Agreement and its effect, in financial terms,
exceeds the sum of`:10 Lac to the Project;
(ii) Compulsory acquisition in national interest or expropriation of any Project or its land
or part thereof or rights of the Company;
(iv) Any failure or delay of a contractor but only to the extent caused by another Political
Event;
12.2.1 Upon the occurrence of any Force Majeure event, the Company shall notify the Allottee(s) in case
such Force Majeure Event has material adverse effect on the completion of theSaid Project. On
occurring of such Force Majeure Event as stated under clause 12.1, the Company shall be entitled
to a reasonable extension of time for delivery and possession of the Said Premises. The Company
as a result of such a contingency arising reserves the right to alter or vary the terms and conditions
of allotment or if under the aforesaid circumstances beyond the control of the Company so warrant
that the Company may suspend the scheme for such period as it may consider expedient and no
compensation of any nature whatsoever can be claimed by the Allottee(s) for the period of suspension
of scheme.
12.2.2. In case of cancellation/cessation of right acquired by the Company to develop the Said Project on
account of Force Majeure Event and destruction of the construction, the Parties shall bear their
damages/loss of respective investment subject to the Insurance of the Said Premises under Clause
23 of this Agreement i.e. advance Consideration paid by the Allottee(s) towards the Said Premises
and investment made by the Company towards development of the Said Project;
12.2.3. In case of destruction of the construction to irreparable level the Company has the right to redevelop
the Said Project at its cost.
It shall be incumbent on the Allottee(s) to comply with the terms of payment and/or other terms and
conditions of this Agreement failing which the Company shall forfeit the Earnest Money for the Said
Premises deposited by the Allottee(s) along with interest on delayed payment etc. and the allotment
and this Agreement shall stand cancelled and the Allottee(s) shall be left with no lien, right, title,
interest or any claim of whatsoever nature in the Said Premises. The Company shall thereafter be
free to sell and/or deal with the Said Premises in any manner whatsoever at its sole discretion. The
Company shall have the first lien and charge on the Said Premises for all its dues payable by the
Allottee(s) to the Company. Without prejudice to the Company’s aforesaid rights, the Company may
at its sole discretion waive the breach by the Allottee(s), provided the cancelled unit is not allotted to
new applicant(s), if he is not making payments as per the payment plan but on the condition that the
Allottee(s) shall pay to the Company interest which shall be charged after the due date @ 18% per
annum till the time the due amount is fully paid to the Company.
Timely payments by the Allottee(s) shall be essence of this Agreement. If the Allottee(s) neglects,
omits or fails for any reason whatsoever to pay to the Company any of the installments or other
amounts due and payable by the Allottee(s) under the terms and conditions of this Agreement
(Whether before or after the delivery of possession) or by respective due dates thereof or if the
Allottee(s) in any other way fails to perform or observe any of the terms and conditions on his part
herein contained or agreed to, the Company shall be entitled to cancel this Agreement and forfeit the
Earnest Money and if possession has been handed over, then to re-enter and resume possession of
the Said Premises and everything whatsoever contained therein. The Allottee(s) hereby agrees to
forfeit all his rights/interests/title in the Said Premises and the Allottee(s)/any other occupant of the
Said Premises shall also be liable to immediate ejectment as a trespasser. This is without prejudice
to any other rights available to the Company against the Allottee(s).
15.1 The obligations undertaken by the Allottee(s) in general and specifically those regarding payment of
statutory dues, maintenance charges, water and electricity charges shall be conditions that run with
the Said Premises irrespective of own/any other occupant of the Said Premises for the time being and
they shall survive the Sub Lease Deed/ Conveyance Deed/ Sale Deed of the Said Premises to the
Allottee(s) and be binding on the subsequent transfers, successors in interest and/ or other persons
claiming under them in future and no owner for the time being of the Said Premises shall be entitled
to put up the defense of non-disclosure or lack of knowledge of such conditions at any time
henceforth. The Allottee(s) hereby agrees that appropriate recitals to this effect may be incorporated
in the Conveyance Deed.
15.2 Adequate firefighting equipment as may be required inside the Said Premises shall be installed by
the Allottee(s) at his/her own cost.
15.3 The Allottee(s) shall get his complete address registered with the Company at the time of booking
and signing of this Agreement. It shall be the Allottee(s)’s responsibility to inform the Company by
Registered A.D. about any subsequent changes, if any, in the address, failing which, all demand
notices and letters posted at their earlier address will be deemed to have been received by the
Allottee(s) within the time ordinarily taken by such communication. The Allottee(s) shall be responsible
for any default in payment and other consequences that might occur therefrom.
15.4 In case there are joint allottees, all communication shall be sent by the Company to the Allottee whose
name appears first and at the address given by them for mailing and which shall for all the purposes
be deemed to have been served on all the Allottee(s) and no separate communication shall be
necessary to the other Allottee(s).
15.5 In all such communication the reference of the booking of the Said Premises must be mentioned
clearly.
15.6 That the Allottee(s) agrees and undertakes that he shall not at any time before or after taking
possession of Said Premises have any right to object to the Company in constructing or continuing
with the construction of other building structures in the Said Project or putting up additional floors to
the building in the Said Project or otherwise in the Said Project.
15.7 That the delay or indulgence by the Company in enforcing the terms of this Agreementor any
forbearance or giving of time to Allottee(s) shall not be constructed as a waiver on the part of the
Company of any breach or non-compliance of any of the terms and conditions of this Agreement by
the Allottee(s) nor shall the same in any manner prejudice the rights of the Company.
15.8 It is agreed by and between the Parties that unless a sub-lease deed/conveyance deed/transfer deed
is executed and registered, the Company shall continue to have absolute authority over the Said
Premises and all amounts paid by the Allottee (s) under this Agreement shall merely be a token
payment for purchase of the Said Premises and shall not give him/them any lien or interest on the
Said Premises until he/they have complied with all the terms and conditions of this Agreement and a
transfer document of the Said Premises have been executed and registered in his/their favour.
15.9 That two copies of this Agreement shall be executed, and the Company shall retain the first and send
the second executed copy to the Allottee(s) for his/her/their reference and record. That if at any stage
this document requires to be registered under any law or necessity the Allottee (s) binds him-self and
agrees to have the same shall be registered through the Company in itsfavour at its cost and expenses
and keep the Company fully absolved and indemnified in this connection.
15.10 That prior to issuance of Provisional Allotment Letter (“PAL”), no transfer or change in the name of
the applicant(s) shall be permitted. After issuance of PAL, transfer will be allowed only after 40% of
the total price consideration shall be received from the Allottee(s) along with the payment of
administrative charges, if any.
The Allottee(s) may with the prior consent of the Company, in writing, and other competent authorities
mortgage or charge theSaid Premises(s) to such bank/financial institution/government authority or
any other person(s) as may be permitted by the Company provided that in the event of sale or
foreclosure of the mortgaged Said Premises, the remaining payment under this Agreement shall have
priority over the said mortgage or charge as the case may be.
17. WAIVER
There shall be no waiver of the rights available herein to the Company, its nominee(s) or the
Maintenance Service Provider. Any delay or failure by them to exercise, any right, remedy, power and
privilege under this Agreement shall not constitute a waiver of the right or remedy or a waiver of any
other previous rights or remedies or of the right thereafter to enforce each and every provision. Upon
possession (Proprietary or otherwise) of the Said Premises being taken by Allottee(s), the Allottee(s)
shall have no claim against the Company with regard to any item or work, quality of work, materials,
installations, etc. in the Said Premises or on any ground whatsoever and all such claims, if any, shall
be deemed to have been waived. All complaints that the Allottee(s) may have with respect to the Said
Premises should first be resolved by the Allottee(s) with the Company before taking over the
possession of the Said Premises.
18. SEVERABILITY
If any provision of this Agreement shall be determined to be void or unenforceable under applicable
laws, such provisions shall be deemed amended or deleted in so far as is reasonably consistent with
the purpose of this Agreement and to the extent necessary to conform to applicable law and the
remaining provisions of this Agreement shall remain valid and enforceable by and between the parties
herein.
The Allottee(s) hereby indemnifies and undertakes to keep the Company, its nominees, the said
Maintenance Service Provider and its officers/ employees as well as the other occupants/owners of
the Said Project fully indemnified and harmless from and against all the consequences of breach by
the Allottee(s) of any of the terms and conditions of this Agreement or any law for the time in force as
also of any of its representations of warranties not being found to be true at any point of time, including
any actions, suits, proceedings, damages, liabilities, losses, expenses or costs faced, suffered,
inflicted or incurred by any of them. The Allottee(s) hereby accepts and acknowledges that this
indemnity would cover all acts of commissions and omissions on the part of the guests, occupants,
representatives and/or any other person claiming under the Allottee(s).
The Agreement shall be governed by and construed in accordance with the laws in India.
All or any dispute arising out of or touching upon or in relation to the terms of the Application Form/this
Agreement or its termination, including the interpretation and validity thereof and the respective rights
and obligations of the Parties shall be settled amicably by mutual discussion failing which the same
shall be settled through Arbitration. The Arbitration proceedings shall be governed by the Arbitration
& Conciliation Act, 1996, or any statutory amendments, modifications thereof for the time being in
force. The Arbitration Proceedings shall be held by a Sole Arbitrator who shall be appointed by the
Company. The Allottee(s) hereby confirms that they shall have no objection to the appointment of the
Sole Arbitrator nor will they challenge his/her appointment on grounds of biasness or partiality.
However, the Company assures that such Arbitrator shall be independent and impartial.
The Arbitration proceeding shall be held at N O I D A / D e l h i and the Courts at N O I D A shall, to the
specific exclusion of all other courts, have the jurisdiction in all matters arising out of/or concerning
the Application Form/this Agreement, regardless of the place of execution of this Agreement.
22. SURVIVAL
(a) not relieve the Company or the Allottee(s), as the case may be, of any obligations hereunder
which expressly or by implication survive Termination hereof; and
(b) except as otherwise provided in any provision of this Agreement expressly limiting the liability
of either Party, not relieve either Party of any obligations or liabilities for loss or damage to the
other Party arising out of, or caused by, acts or omissions of such Party prior to the
effectiveness of such Termination or arising out of such Termination.
23. INSURANCE
The Company shall have right to procure appropriate insurance policy, though not bound, get the
construction of Project during the construction period and amenities attached to a Said Premises,
facilities insured at the cost of Allottee and recover it from the Allottee.
This Agreement is intended solely for the benefit of the Parties, and their respective successors and
permitted assigns, and nothing in this Agreement shall be construed to create any duty to, standard
of care with reference to, or any liability to, any person not a Party to this Agreement.
This Agreement shall be binding upon, and inure to the benefit of the Parties and their respective
successors and permitted assigns.
26. COUNTERPARTS
This Agreement may be executed in two counterparts, each of which, when executed and delivered,
shall constitute an original of this Agreement.
IN WITNESSES WHEREOF the parties hereto have hereunto and to a duplicate copies, all original are set
and subscribed in their respective hands at places and on the day, month and year mentioned under their
respective signatures.
ANNEXURE -1A
ON BOOKING ₹ 17,00,000.00
ANNEXURE – 1B
The Allottee(s) (for unlockable space only) who has been allotted an area of 134 sq. ft. super area of undivided
space, out of 35000 sq. ft. super area on the ___TH floor of Tower - ___, do hereby expressly and
unconditionally authorize the Company to lease out/ let out/ rent out his/ her space to any prospective tenant(s)
for which the Allottee(s) will be entitled to receive remuneration in proportion to the area of the said
unlockable space as mentioned herein.
The lease tenure will be for a period of 9 years with the initial 3 years being the lock-in period. During the
lock-in period, the Allottee(s) will receive monthly remuneration at the rate of Rs. 17,000/- per month from
the Company and the Allottee(s) will not have any rights on the actual remuneration received by the Company.
Post expiration of the lock-in period, the Allottee(s) will receive the monthly remuneration on actuals in
proportion to the area of the said unlockable space i.e. @ 0.382%.
The Allottee(s) acknowledges that the leasing/ renting rights shall remain with the Company and the Company
shall start the monthly remuneration from the time Allottee(s) has cleared all his/ her dues and no dues
certificate in that respect has been issued by the Company. The Allottee(s) further acknowledges that the
monthly remuneration received from the said unlockable space will be credited to the Company.
It is agreed between the Parties that all amounts payable by the Company to the Allottee(s) shall be subject to
deduction of applicable statutory taxes/ levy/ charges as per law.