MEMORANDUM OF UNDERSTANDING THIS MEMORANDUM OF UNDERSTANDING made and executed day of 23rd JANUARY two thousand fourteen (23-01-2014)

at Shivamogga BETWEEN: SRI. T.L. SRINIVASA, S/o. T. Lakshmappa, Aged about 53 years R/o. Devarahalli village Santhebennur Hobli Channagiri Taluk, Davangere dist. Herein after referred to as the FIRST PARTY OF THE ONE PART. AND: Mr. S.V. SHIVAKUMAR S/o. Veerabhadrappa Aged about 40 years, R/o. Sunnadahalli village Tarikere (Tq) Chikkamagaluru (Dist) Herein after referred to as the SECOND PARTY of the other part. The terms FIRST PARTY and SECOND PARTY shall mean and include their respective heirs, successors/s, representatives, administrators, officers in charge, executors, agents assigns, nominee/nominees etc., WHEREAS, the FIRST PARTY is the absolute owner in possession and enjoyment of the immovable property being the converted land bearing Sy. No.111/4, measuring to an extent of 2 acres and in Sy.No.111/2, measuring 0-10 Guntas , total measuring to an extent of 2-29 Acres, situated at Devarahalli village, Santhebennur Hobli, Channagiri taluk, Davangere Dist. And the residential sites therein and which is more fully described in the schedule A & B hereunder. Whereas the FIRST PARTY has acquired the said property through partition deed among their family members, and WHEREAS, the FIRST PARTY subsequent to the acquisition of the property and the same muted in his favour and the Revenue record in respect of the schedule property stands in the name of the FIRST PARTY and the FIRST PARTY ever since the date of acquisition of the schedule property is in the peaceful possession and

enjoyment of the schedule hindrance from any ONE.

property

without

let

or

WHEREAS, the schedule property has been converted from the agricultural purpose to Residential purpose and the conversion order passed by the Deputy Commissioner Davangere Dist. Davangere, conversion order vide bearing No.ALN/SAKAALA/SR/39/12-13, dated:02-08-2012. WHEREAS the FIRST PARTY has formed the residential layout out of the schedule property and the SECOND PARTY has approached the FIRST PARTY with the offer to carry out further development and marketing the individual sites to the prospective purchasers and the FIRST PARTY has agreed to the said offer of the SECOND PARTY and there being no legal impediment this MEMORANDUM OF UNDERSTANDING is made. NOW THIS MEMORANDUM OF UNDERSTANDING WITNESSTH AS FOLLOWS: 1. That the FIRST PARTY has agreed that the SECOND PARTY has right to negotiate with the prospective purchasers of the Residential sites formed out of the Sy.No.111/4 and 11/12 of Devearahalli village, Santhebvennur Hobli, Channagiri taluk, Davangere dist referred as schedule A & B property. 2. That then second party shall pay the agreed price of Rs. 238/- per Sq. ft. to the FIRST PARTY to effect the sale of the sites in the schedule property to the prospective buyers nominated by the second party. The first party after the receipt of afford said sale consideration from the prospective buyers nominated by the second party shall register the respective sites in favour of the individual purchaser/s. The first party has agreed and convents that the said price is applicable to all the sites offered to the second party, under this understanding. 3. The second party has agreed to pay the earnest/advance amount of Rs. 25,00,000/- to the FIRST PARTY. 4. This day the second party has paid a sum of Rs. 5,00,000/- (Rupees Five lakhs only) through cash as advance to the first party the receipt of which the first party does hereby acknowledge. 5. The second party shall pay the remaining/further advance of Rs. 20,00,000/- to the FIRST PARTY after completion of Electrification work.

6. The second party does hereby agree to pay to the first party further amounts towards the purchase of the entire schedule property by the second party and/or his nominees subject to and as per the terms of this MOU. 7. The total consideration payable by the second party to the first party shall be fixed on the basis of the total extent of 51 sites developed in the schedule property out of which the First party has agreed to sell the 47 sites being calculated at the rate of Rs. 238/- per sq. ft. excluding the site No.1 and 17, and site No. 30 and 29. 8. The second party shall have right to further developed schedule-B property by farming only infrastructure. The expenses towards infrastructure shall be exclusively borne by the second party. 9. It is agreed between the parties that the aforesaid time schedule fixed for the payment of sale consideration by the second party shall be of the ESSENCE OF THIS MOU. 10. It is specifically agreed and understood between the parties that the sale of sites in the schedule B property and the execution of the relevant sale deed the sale of respective sites shall be carried out by the first party as follows: a) The advance amount of Rs.25,00,000/- (Twenty five lakhs only) paid by the second party to first party as mentioned in clause-3 shall be treated as deposit and the same shall be adjusted towards the sale of Balance of sites remaining unsold till the last stage. b) For the amounts paid by second party to the first party as above in excess of the afford a said advance amount of Rs. 25,00,000/- the first party shall effect sale of the proportionate areas of sites to the prospective buyers nominated by the second party. c) The entire sale consideration shall be paid by the second party to the first party within the period of 9 months from this date. If there is delay by SECOND PARTY in settling the sale consideration within the period of 9 months and such an events, the second party shall pay to the

FIRST PARTY out of the profits earned on sale of unsold sites to an extent of 33.33% of profit excluding the sale consideration of Rs. 238/- per Sq. ft. d) Each of the parties herein carrying out his part of the contract under this MOU shall have the right to enforce specific performance of this MOU against the other party. This right is in addition to the right of each party to claim damages from the other party in the event of the other party commits any breach of contract under this MOU. 11. That the parties agreed the terms of this Memorandum of understanding shall be within the 9 months from the date of execution of this Memorandum of understanding and the parties agreed to complete all the formalities and the FIRST PARTY shall execute the sale deeds in favour of the individual prospective purchasers after receipt of the entire sale consideration. 12. That the FIRST PARTY shall upon the request of the SECOND PARTY execute the sale agreement or any other agreement or understanding for the individual sites, to the prospective purchasers, agreeing to convey the sites in favour of them. 13. That the FIRST PARTY after receipt of the entire sale consideration, shall execute the sale deed or relevant conveyance deed to legally convey the residential sites in favour of the prospective purchasers and the SECOND PARTY shall intimate to the FIRST PARTY the date and time of the Registration, to enable the FIRST PARTY to present himself in the sub-Registrar office to convey the property. 14. That the SECOND PARTY shall furnish the copy of the draft of sale deed before the Registration of the each of the sale deeds. 15. The FIRST PARTY has no objection whatsoever for the prospective purchasers to verify the original documents of the schedule property in the presence of the SECOND PARTY. 16. FIRST PARTY shall provide all the necessary documents in respect of the schedule property to the SECOND PARTY and the FIRST PARTY under takes

to deliver such document or documents when requested by the SECOND PARTY on completion of sale of entire sites. 17. Save and except what are herein before provided, the rights and obligations of the PARTIES herein shall be governed by the law in force. 18. The cost towards the registration charges, purchase of stamp duty professional charges, miscellaneous expenses that may be incurred towards registration of the sale deed shall be exclusively borne by the second party or his nominees/s or prospective purchasers. 19. The FIRST PARTY has taken responsible to bring his wife and children for signing the absolute sale deed at the time of registration of sale deed in favour of purchaser. 20. The second party covenants with the first party that he shall not raise or borrow funds or loans from any bank, financial institutions and other public creating equitable or other mortgages on security of the said Schedule properties. 21. The second party shall pay all outgoings, including taxes, assessments, dues, duties, Betterment charges impositions and outgoings upto the date of sale of entire schedule-B property. 22. That this MOU made in two sets of originals. The both parties shall keep each one set of this MOU. 23. That the original of this MOU made in two sets. SECHEDULE All that piece and parcel of the immovable property being the converted land and the Residential vacant sites formed thereon and carved out of the land bearing Sy. No.111/14 and 111/12 situated at Devarahalli village, Santhebennur Hobli, Channagiri Taluk, Davangere Dist. Measuring to an extent of 2 acres 19 Guntas and all the rights Appurtenances, privileges and interest thereon: Item No.1: Sy. No.111/4, measuring to an extent of 2 acres 19 Guntas, bounded on: EAST BY WEST BY : : Road & Hissa No. 111/10,13,14 Sy. No. 110

NORTH By SOUTH By

: :

Sy. No.111/3 Sy. No.101 & 11/14

ITEM No.2: Sy. No. 111/12, measuring to an extent of 0.10 Guntas bounded on: WEST WEST By : Road BY : Sy. No. 111/3

NORTH BY : Sy. No. 11/1, & 11 SOUTH BY : Sy. No. 11/3 SCHEDULE-B All that piece and parcel of the immovable property being the converted land and the Residential vacant sites formed different dimensions of 47 sites. Covered out of the land bearing Sy. No. 111/4 and 111/12, situated at Devarahalli village, Santhebennur Hobli, Channagiri Taluk, Davangere Dist. And all the rights, appurtenances, privileges and interest there on: IN WITNESS WHEREOF, THE PARTIES herein have signed this memorandum of understanding the day month and year first above written at Bangalore in presence of the following witness. WITNESSESS: 1. SRI. T.L. SRINIVASA, FIRST LPARTY

2.

Mr. S.V. SHIVAKUMAR SECOND PARTY