DATED THE. PAYOR _TANUARY 2013 Between — CHIDAMBARAM AML, PALANIAPPA (NRIC. No, 480414-71-5045/ 7877422) as executor of the Estate of, “AV: P MR-M;MR-Palaniappa Chettiar @ MR. Palaniappa Chettia-s/o Muragappa Chettiar - (deceased) And Murugappa Chettiar Lakshmanan (indian passport no, 119724685) as executor of the lstate of — -—MRMurugappr- Chettiar @ = Moona Rona Lena Murugappa chettiar, ‘L, Murugappa chettiar, Murugappa chettiar 8 /O Letchumanan chettiar (@eceased) ‘Ai KLANG WAISDN BHD (Company 640812-1) SALE AND PURCHASE AGREEMENT Land together with buildings held under Goran 75636 for Lot No.28802, Mukim Setapal, Daerah Kuala Lanmpur, Negeri Wilayah Persekutuan VENDORS’ SOLICITORS PURCHASER’S SOLICITORS MESSRS, SHEARN DELAMORE & CO. SHAMSHUDDHUBA HO & PARTNERS 1" Floor, A10-M, Mezzanine Floor, Wisma Hamzah-Kwong Hing, Block A, Jalan Sotaman 1/1, No. | Leboh Ampang, Dataran Palina, 50100 Kuala Lumpur. 68000 Ampang, Selangor sD 3079902 (ABK) “ Original Documont Sighted” sta 2THIS AGREEMENT ismadeon the 3 — dayof Seruary 2013, BETWEEN: ——--.). Chidambaram A/L, Palaniappa-(NRIC, No, 480414-71-5045/ 7877422) as executor of the Estate of AV. P, MR. M. MR. Palaniappa Chettiar @ MR. Palaniappa Chettiar s/o Murugappa “Chettiar (deceased) ad—Murugappa Chettiar Lakshmanan (indian Passport No. 9724685) as executor of the Estate of MR. L. Murugappa Chettiar @ Moona Roona Lena Marugappa chettiar, L. Muragappa chettiat, Murugappa chettiar $ /O Letehamanan chettiat, (eceased) both of No. 85 Leboh Ampang, 50100 Kuala Lumpur (together, “the Vendors”) of the one pat; Blang Wah Sdn Bhd (Company No, 640812-T) a company incorporated in Malaysia with its registered office and place of business at Lot 1535-1538, Lorong Hj Hussein 1, Off Jalan Raja Bot, 50300 Kuala Lumpur (“the Purchaser”) of the other part, Looe I Each of the parties hereto shall individually be referred to as “Party” and wT “Byres 5 Ee He 2 SE ae ~RECILALS [ ~ 43 eo 8%2 » @) @) isaes,2 Chidambatam A/L Palaniappa (NRIC, No, 480414-71-5045/ 7877422) JIhsenmrerall Estate of AV. P, MR, M, MR, Palaniappa Chettiar @ MR. Palaniappa Chettiar s/o Murugappa Chettiar (deceased) pursuant to the Grant of Probate dated 2 October 1976 and Murugappa Chettiar Lakshmanan (Indian passport no, H9724685) is the executor of the Estate of MR. I. Murugappa Chettiar @ Moona Roone Lena Murugappa chettiat, L. Murugappa chettiar, Muragappa chettiar $ /O Letchumanan chettiar, (deceased) pursuant to the Grant of Probate dated 5 January 1993 issued on 3 December 1993, All that piece of land together with buildings erected thereon held under Geran 75636 for Lot No 28802 in the Mukim of Setapak, District of Kuala Lampa, State of Wilayah Persekutuan, KL (“the Title”) measuring in area approximately 2135 square metres (equivalent to 22,980.94 square feet) (Which Iand and buildings shall hereinafter be referred to together as “the f -Chidauabaram A/L, Palaniappa as representative and Property”? is reqtered in the na Fan ra ce ‘Murugappa che ‘Lakshmanan astexecutor: 4 x Ang eyo SDAA wat >] ve [se ‘ter atl(©) The Property is free fiom encumbrances. (D) The Vendors have agreed to sell and the Purchaser has agreed to purchase the Property on an “as is where is” free from all charges, encumbrances, liens, caveats and restraints but subject nnoverthless to all conditions whether express_or implied, jn.the document of title thereto and without vacant possession for the consideration and upon the terms and conditions hereinafter contained: ‘The Purchaser intends to obtain facilities from a financial institution to assist the Purchaser with a) the purchase of the Property. ! For the purpose of this Agreement the Vendors are represented by Messts Shiearn Delamore & 0-0 "Hor, Wisma-Hamzah-Kwong Hing, No-1-beboh-Ampang; 50100 Kuala Lumpur (“the Vendors? Solicitors”) whilst the Purchaser is represented by Messrs Shamshuddhuha Ho & Partners of A10-M, Mezzanine Floor, Blook’A, Jalan Selaman 1/1, Dateran Palma, 68000 Ampang, Selangor (“the Purchaser's Solicitors"), ‘ NOW THIS AGREEMENT WITNESSETH as follows: AGREEMENT OF SALE ; ‘The Vendors hereby agree to sell and the Purchaser hereby agrees to purchase the Property on i an “as-is-where-is” basis free from all charges, encumbrances, liens and restraints but subject to iu ail conditions express or implied in the document of title fo the Property and without vacant i possession at the purchase price of Ringgit Three million six hundred and seventy-six thousand nine hundred and fy (RM3,676,950.00) only (“the Purchase Price”) upon the terms and conditions hereinafter appearing, 2 Sighted " 2 PAYMENT OF PURCHASE PRICE 21 ‘The Purchase Price shall be paid by the Purchaser in the following many KUAL/ LUMPUR EATERPRISE CENTRE (9) sum of Ringgit Three hundred sixty-seven thousand six hundred and ninety-five ice shall be paid to (RM367,695.00) amounting to ten percent (10%) of the Purchase the Vendor's Solicitors, as stakeholders, upot the Purchaser's execution of this ‘Agreement as deposit (the receipt of which the Vendors hereby acknowledges as being towards, account of the Purchase Price) and th Vendors’ Solicitors are hereby ~X : .o wee 1134868-2,——;————Gomp authorised to deal with the Deposit in accordance with Clause 4 below; and () sum of ( Ringgit Three million three hundred and nine thousand two hundred fifty- five (RM3,309,255.00) only amounting to ninety percent (90%) of the Purchase Price (the Balance Sum”) shall be paid to the Vendors’ Solisitors.as stakeholders within three (3) months from the date ofthis Agreement (“the Completion Period”) and the ‘Vendors? Solicitors are hereby authorised to-deal with the Balance Sum in accordance Wah Chaise 2.2 In the event the Purchaser fails to pay the Balance Sum or any part thereof on or before the expity of the Completion Period, the Vendors shall grant to the Purchaser an automatic -extonsion of one (1) month ftom the expiry of the Completion Period (“the Txtended 9-to-pay-the-Balance-Sum-ead-the-Purchaser-shall-payto the Vendors ion-Per inferest on such part of the Balance Suin as remains unpaid at the rate of eighit percent (8%) per ‘annim caloulated on a day to day basis from the day noxt after the expiry of the Completion Petiod to the date of payment of such patt of the Balance Sum as remains unpaid, based on a ties hiindred ‘ind sixty five (365) day year on the actual number of days elapsed, such interest shall be payable together with such patt ofthe Balance Sum as vemains unpaid DELIVERY OF DOCUMENTS AND ADJUDICATION AND PRESENTATION OF PRANSEER 3.1 @ Upon execution of this Agreement, the Vendors shall deliver to the Vendors’ Solicitors the following documents (collectively, “the Vendors’ Documents”) which shall be dealt with by the Vendors? Solicitors in accordance with Clause 3.1(b) below () avalid and registrable memorandum of transfer of the Properly duly executed by the Vendors in favour of the Purchaser (“the ‘Transfer”); (i) certified true copies of the current quit rent and assessment receipts in respect ofthe Property; and (ii) acopy of the document of tite to the Property. (b) The Vendors’ Solicitors shall forthwith forward the Vendors’ Documents to the Purchaset’s Solicitors who are hereby deemed to be irrevocably authorised by the Patties fo submit the Transfer to the Collector of ftamp Duties, after execution of the wy sof 1134868-2‘Transfer by the Purchaser (which execution and delivery of the ‘Transfer to the Purchaser's Solicitors shall take place within seven (7) days of delivery of the Transfer to the Purchaser's Solicitors), for the purpose of adjudication and payment of stamp duty and thereafter hold the same as stakeholders and deal with the same in accordance _vwith the provisions hereof. (©The Purchaser’ shall and hereby-undertakes-to pay the stamp duty payable ow the ‘Transfer as soon as possible after receipt of notification from the Purchaser's Solicitors of tho amount payable and in any event within the time pesiod specified in such notification, 3.2 (a). The Veridors shall further upon execution of this Agreement deposit with the Vendors" —Solicitors;—as-stakeholders;--the—following-documents--(collectively-“the ‘Transfer Documents”) which shall be dealt with by the Vendors" Solicitors in accordance with ‘Clause 3,2(b) betow:- @ the original issue document of ttle to the Property; and (i) a certified true copy of the Vendors’ identity card and/or passport, (b) _ Forthwith upon the Vendors’ Solicitors* receipt of the Balance Sum in accordance with Clause 2.1() above, the Vendors? Solicitors shall forward the Transfer Documents to the Purchaser's Solicitors to enable the Transfer to be presented for registeation with the relevant Land Registry/Land Office within seven (7) days fiom tho date on which the Parchaser’s Solicitors receive the Transfer Documents (“the Presentation Period”) Provided Always that at the expiry of the Presentation Period the Purchaser shall be deemed: to-have-presented the Transfer Documents. and the stamped Trausfer for registration regardless of whether the same shall have beon actually presented for registration, 33 Within soven (7) days from the date of execution of this Agreement, the Purchaser shall deliver to the Vendor's Solicitors the following doouments:~ (@) the resolutions by the board of directors and members of the Purchaser cettified by a director or the secretary of the Purchaser as true copies, authorising the purchase of the Property fiom the Vendor in accordance with the ep ena te Journ Sighted? 1134868-2 Ke.(b) acettfied true copy of the Memorandum and Articles of Association of the Purchaser; ©) aceitified true copy of the Purchaser's latest Forme 24, 44 and 49; aud ~~) — the Purehaser’s income tax partioulars-—— ~ aaa ._ RELTAST: ORRALANCE SUM ‘The Vendors’ Solicitors shall, and are hereby authorised by the Parties to release to the Vendors the Balance Sum upon expity of fourteen (14) days of presentation or deemed presentation of the Transfer for registration with the relevant land registry or upon the expiry of twenty one (21) days of the-dolivery of the Transfer Docuntents to the: Purchaser's Solicitors, whichever is 5.1 In the event the Purchaser is obtaining a loan (“the Loan”) from a financial institution ("the Finaneter”) Co assist the Purehaser in the purchase of the Property then the Balance Sum shall be paid by the Purchaser in the following manner:- (@)- On or before the Completion Period or the Extended Completion Period, as the case ~ ifiay be, the Purchaser shall (i) fumish to the Vendors’ Solicitors a letter fiom the Finaticier confirming the ‘tanting of the Loan to the Purchaser aud undertaking to release the Loan to the Vendors? Solicitors upon presentation of the Transfer and the charge in favour of the Financier for registration, which presentation in any event to take plac within the Completion Period or the Extended Completion Period, and Gi) deposit with the Vendors’ Solicitors, the difference between the Balance Sum and the Loan, (b) Upon compliance by the Purchaser of the provisions of sub-clause (a) above, the ‘Vendors? Solicitors and the Purchaser's Solicitors are hereby authorised to liaise with the Financier or its solicitors and release to the Finaneler or its solicitors all documents in the possession of the Vendors? Soficitors and the Purchaser's Solicitors including the ‘Transfer and the Transfer Documents to enable presentation of the same together with Ae sowiea + * hee6, 1134868-2 the charge for registration with the relevant Land Registry/Land Office. © The Vendors shall within fourteen (14) Business Days of the Vendors? Solicitors receipt of a request by the Financier or its solicitors give a letter of undertaking to the ‘Financier for the-refund-of the Loan-in-the-event-the-Transfer-cannot-be.registered for any reason whatsoever by the relevant Land Registry/Land Office provided that all KVOF the Puiréhaser's Solicitors are returned to the Vendors” Solicitors with the Vendors” interest in the Property as registered proprietors intact and free fiom the Purchaser’s and/or tho Financier’s encumbrances, Tt is hereby agreed that for all intents and purposes of this Agreement the issuance by the Financier of the Financier’s undertaking. shall be deemed and treated as compliance by the ‘obligations herein” to~pay-the-Balance-Sum in: the manner and ‘Porehaser-of the Purchaser" within the applicable time frame stipulated hereunder this Agreement Provided Always that if the full Balance Sum shall not be released by the Financier to the Vendors’ Solicitors on or before the Completion Period or the Extension Completion Period as the case may be, the provisions of Clause 9 herein stall apply. REAL PROPERTY GAINS TAX ACT 1976 “The Vendors and the Purchaser expressly agree covenant and undertake with each other that cach of the Parties shall comply with the requirements of the Real Property Gains Tax Act, 1976 and any subsequent amendments thereto and that each Party shall individually do all acts execute all letters documents or instruments fil all returns and furnish and supply all information to the Direotor-General of Inland Revenue as may be necessary under the Real Property Gains Tax Act, The Vendors heteby confirm that the Property has been acquired for more than five (5) years and is exempted from payment of real property gains tax, In reliance of the Vendors’ reprosentation aforesaid, and SUBJECT to the Vendors filing and serving on the Purchaser's Solicitors a copy of the Form CKHT 3 duly completed and signed by the Vendors within sixty (60) days from the date of this Agreement, the Parties agree that there is no requivemtent for the Purchaser's Solicitors to retain or to remit to the Director-General of Inland Revenue any monies for real property gains tax, Notwithstanding anything contained herein, the Vend ke to keep the Pu tviisanding anything consined ersin, de Vendors mi ig Keen tg Pay indemnified against all claims, demands, fines and/orrppnalties that may be suffered orsustained by the Purchaser arising from the Vendors’ non-compliance with any of the provisions of the Real Property Gains Tax Act, 1976 in relation to the disposal of the Property. ONDITION OF PROPERTY, LEGAL POSSESSION.AND Ct ‘As the Property is occupied by several fenants-and-squatters, the Property is sold without vacant oe possession and subject fo all the tenancies and squatters. Legal possession of the Property shall be deemed dolivered to the Purchaser upon the Vendors’ Solicitors’ receipt of the full payment of the Purchase Price (together with interest, if any) in accordance with Clause 2 or 5, as the cease may be. For-avoidanee~of-doubt;-the-Vendors-are-under-nie-obligation to evict-any tenants and/or ‘squatters on the Property. swhere-is” basis and the Purchaser shall not under any ‘The sale of the Property is on an cicoumstances be entitled to rescind or claim compensation or damages in respect of the state and/or condition of the Property, The Vendors make no representation as to the state and condition of the Property or the suitability or fitness for the purpose of the Property. INSURANCE, ‘The tisk and benefit of any insurance on the Property against fire shall remain with the Vendors until the date when legal possession is delivered to the Purchaser, whereupon the risk shall pass fo the Purchaser, NON-COMPLETION BY THE PURCHASER In the event that the Purchaser shal! fil to pay the Balance Sum or any part thereof within the time stipulated for payment inthis Agreement, or in the event of any breech by the Purchaser of any ote of mote of the terms and conditions of this Agreement, the Vendors shall be entitled at 1 the Vendors? absolute discretion to terminate this Agreement by written notice tothe Purcheser i ‘whereupon the Deposit shall be forfeited to the Vendors as agreed liquidated damages. Upon i the termination of this Agreement as aforesaid, the Vendors shall within fourteen (14) working, H dlays of the Vendors? notice of termination refund or cause to be refunded (fre of intrest) to the Purchaser all moneys (if any) paid towards the Purchase Price less the Deposit and the Purchaser shall in exchange for such refund cause the return to the Vendors’ Solicitors all Vi i e ee 1134868-2i i } j i i j i “10; —NON-COMPEETION-BY-THEVENDORS. 1134868-2 documents delivered to the Purchaser's Solicitors and/or the Financier or its solicitors with the ‘Venclors’ interest as registered proprietors of the Property intact and free from the Purebaser and/or the Financier's encumbrances, Provided that if the Transfer has been duly stamped, the Purchaser shall have the right to fitst apply to the Collector of Stamp Duty for a refund of the stamp.duty-paid.on the-Transfer before netting the cancelled ‘Transfer to the Vendors. Upon termination of this ‘Agreoment under this Clause, the Vendors shall be five to deal with the Property in such manner as the Vendors deem fit and neither the Purchaser, their successors- incttle, assigns nor any person claiming title under the Purchaser shall have any claim against the Vendors in respect ofthis Agreement other than those conferred upon the Purchaser by the provisions of this Clause, In the event that the Vendors shall fail to complete the sale and purchase hereunder in accordance with the terms and conditions of this Agreement, the Purchaser shall be entitled to * either= (@) specific performance of this Agreement together with damages against the Vendors, or “Terminate this Agreement and the Vendors shall within fourteen (14) working days of tho Vendor's Solicitors” receipt of written notice of stich termination refund or cause to refimnd to the Purchaser all sums paid by the Purchaser hereunder including the Deposit free of interest and further pay to the Purchaser the sum of Ringgit Three hundred sixty-seven thousand six hundred and ninety-five (RM367,695) being the sum of the Deposit as agreed liquidated damages, and thereafter the Vendors shal be ftee to deal ‘with the Property in such manner as the Vendors deem fit, Upon the termination of this ‘Agreement as aforesaid, the Purchaser shal in exchange for the refimd of the Deposit, and the agreed liquidated damages of Ringgit Three hundred sixty-seven thousand six Inundred and ninety-five (RM367,695) from the Vendors return or cause the retum to the Vendors? Solicitors all documents delivered fo the Purchaser's Solicitors and/or the Financier of its solicitors with the Vendors? interest as registered proprietors of the Property intact and fies ftom the Purcheser’s and/or the Financier’s encumbrances Provided that if the ‘Transfor has been duly stamped, the Purchaser shall have the right to frst apply to the Colleotor of Stamp Duty for a refund ofthe stamp duty paid on the ‘Transfer before returning the cancelled Transfer to the Vendors. riginal Hocus Site @* JUpon termination of this Agreement neither the Vendors, their successors-in-title nor any person claiming title under the Vendors shall have any elaim agninst the Purchaser in respect of this Agreement other than and except those conferred upon the Vendors by the provisions of this Clause. 41. QUIT. RENT, ASSESSMENT AND OUTGOINGS il be apportioned as at the Al quit went and assossment payable in respect of the Properly date logal possession is deemed delivered to the Purchaser pursuant to Clause 7.1 hereof and uty sums due by virtue of such apportionment shall be paid or allowed, as the case may be, on the date of apportionment Provided Always that the Vendors shall indemnify the Purchaser in the event of penalties, fines and damages which may arise as a result of fate payment or default such are incurred prior —in-payment-by-the- Vendors of such-quit-rent-and assessment chargesyi to the date of apportionment. 12. REPRESENTATIONS AND WARRANTIES 12.1 Asatthe dato hereof, the Vendors hereby represent and warrant to the Purchaser as follows:- (@) the Recitals aro true and accurate; as at the date of this Agreement and to the best of the Vendors? knowledge, the Property or any part thereof is not subject fo any compulsory acquisition by the relevant authorities; (©) all quit ents, assessments and other lawful outgoings due to the relevant authorities in respect of the Property up to the date of this Agreement have been duly paid by the ‘Vendors and the Vendors shall not at any time hereafter do or suffer to be done or omitted any act matter or thing, in ot in respect of the Property which may render the Propetty or any part thereof liable to forfeiture or attachment; and (@ the Vendots have not entered into any other contract, transaction, arrangement os understanding forthe sal, case, assignment or other disposition in whole ot in part of , the Property and shall not after the execution of this Agreement enter into any of the transactions afore, and the Property is free from all liens, encumbrances, caveats and y other restraints other than as disclosed herein, dG y Ns “ - 1134868-2122 Asatthe date hereof, the Purchaser hereby tepresents and warrants tothe Veutdors as follows:- (@) the Purchaser has full power and authority to execute, deliver and perform the terms of this Agreoment; and (b) the Purchaser has inspected the Property and has full notice ofthe state and condition of a the Property. -- 13, COMPULSORY ACQUISITION 13.1 In the event that the Property or any part thereof shall before the presentation or deemed presentation of the Transfer for registration in favour of the Purchaser with the relevant ~authority-be-or become-affeeted-by-any-notice-of-acquisition-or-intended acquisition under the Land Acquisition Act, 1960 or other legislation in Malaysia, tho Vendors shall give notice thereof to the Purchaser within fourteen (14) days of the receipt thereof. In such event the Purchaser shall within fourteen (14) days of such notification have the option either fo terminate ihis Agréetitent oF t0 proceed with the purchaie hereunder and in the case of the latter the ‘Vendors shall give notice fo the acquisition authority of the Purchaser's interest in the Property and all compensation paid in respect of such acquisition shall be paid to the Purchaser within five (5) Business Days of the Vendors’ receipt of the same subject to the Vendors? Solicitors? receipt of the full Purchase Price, In the event of the Purchaser desiring’ to terminate this Agreement, the Purchaser shall notify the: Vendors of such their desire and the provisions of Clause 14(a) and (b) shall apply. 132 ‘The Paities hereby declare that in the event of the Purchaser desiring to proceed with the purchase of the Property despite any acquisition or intended sequisition under the Land Acquisition Act, 1960 or other legislation as.horeinbefore mentioned, such acquisition ot intended acquisition shall not vitiate or anoul this Agreement or in any way release the Purchaser from the Purchaser’s obligations under this Agreement, nor shall the Purchaser be entitled to any reduction of the Purchase Price which shall nevertheless be payable in full in accordance with the provisions of this Agreement, * Original Document Sighted * @ (Rozen Gee KGRLSLUMPUR ENTERPRISE. CENTRE 14, NON-REGISTRATION OF TRANSFER, The Parties hereby agree that in the event that this Agreement cannot be completed or the ‘Transfer in the name of the Purchaser is not or cannot be registered for any reason or defect not attributable to any act, omission, fault, noglect and/or blameworthy conduct on the part of the at si¥ses2 AeParties and which cannot be reclified within twenty one (21) Business Days from the Parties’ knowledge of that reason or defect, either Party may by wrtton notice to the other terminate this Agreement whereupon the Parties shall within twenty-one (21) Businass Days from the date of the aforementioned notice simultaneously do the following: (8) the Vendors shall refumd or cause fo be refunded (ftee of interest) to the Purchaser all — moneys paid towards the Purchase Pri ; (©) ifthe Porchaser shell be in possesion ofthe Property, then at th sole cost and expense i of the Purchaser, the Purchaser shall redeliver to the Vendors vacant possession of the } Property in substantially the same state and condition as at the date of delivery of i vacant possession to the Purchaser and shall frthor eeturn and cause the ret to the fe “Vendors, te Transfer and alt other oouments dolivered-to the Porchaser’s Solicitors or the Financier's Solicitors (if applicable) with the interest of the Venclors as rogistered proprietors of the Property intact and fee from the Purchaser's and/or the Financk encumbrances, Upon the complete satisfaction and fulfilment by the Vendors of sub-clause 14(a) above and by the Purchaser of sub-clause 14(b) above, this Agreement shall be null and void, and neither arty shall have any other claim whatsoever against the other and the Vendors shall be free to a ‘eal with the Property in such manner as the Vendors deem fit. PRIVATE CAVEAT ‘The Purchaser shall be entitled to lodge a private cavent against the Property at any time hereafter to protect the Purchaser's interest therein Provided that in the event that this Agreement is terminated for any reason whatsoever in accordance with the terms and conditions of this Agreement (other than the default, refusal or neglect of the Vendors to complete the sale of the Property fo the Purchaser), the Purchaser shall forthwith and in any event not later than lat acenmceinimlmat fourteen (14) days of such termination at the Purchaser's sole cost and expense withdraw such private caveat. For this pmpose, the Purchaser shall simultaneously with the exeoution of the application for entry of private caveat, deposit (as an escrow) with the Purchaser's Solicitors, as stakeholders, the withdrawal of private caveat and the Purchaser's Solicitors are hereby in the itrevocably authorised to present the same at the relevant Land Registy/Land Offic event that this Agreement is terminated or rescinded pursuant (0 the provisions of this Agreement, wet S i i | i i 1134868-2 x46, NON WAIVER OR VARIATION 16.1 Knowledge or acquiescence by either the Vendors or the Purchaser of or in any breach of any of the ferms and conditions or covenants herein contained shall not operate as or be deemed to be swaiver_of such terms and conditions or covenants and, nding. such knowledge or acquiescence or indulgence either ofthe Paity shall be entitled to exercise their respective rights —-~ under this Agreement and to requite-striet performance-by the other ofthe terms and conditions and covenants herein. ~~ $ + 162 No variation or amendment of this Agreement shall be enforceable unless effected in writing { and signed by both Parties, —— 1-47, —costs SEE - - ‘ Each Party shall bear theit own solicitors’ fees and costs in rospect of the sale and purchase of the Property hereunder. ‘The Purchaser shall bear the stamp duty and registration fee in respect ‘of and incidental to the registration ofthe Teaisfer id thie charge in favour of its Financier. 18. INTEREST ON LATE PAYMENTS he Parties hereby agree that in the event this Agreement is terminated pits fant fo the terms — aud conditions of this Agreement and such-termination results in one Party's obligation to refund payments made by such Party to the other or liquidated damages as provided hereunder, such Party shall make or procure such refiind and/or payment within fourteen (14) Business ng which such Perty shall pay to the other interest on. Days of termination ofthis Agreement fa the unpaid amounts from the fifteenth (154) Business Day following such termination until fall payment thereof, calculated at the rate of eight per centum (876) per annum on a daily bass, ernschahcnesttn ttn estan tonics etna 19. TOME * Original Document Sighted" ‘Time wherever mentioned in this Agreement shall be of the essence. za OMA m1 20, FORCE MAJEURE KUALALUMPUR ENTERPRISE CENTRE isputes, riots, war, Act of God, Should either Party be prevented by strikes, industrial impediment by government regulations or force majeure from performing any of its obligations hereunder, the Party delayed or prevented shall be undyno liability for any loss suffered or we sates Aincurred by the other Party. 12; —NOTICES— Any notice or request with soference to this Agteement shall be in writing and shall be deemed delivered by hand or sent by facsimile or prepaid registered post to the Party to whom it is as the addressee Patty may notify to the i 1] | “=< to have been sufficiently served or given for all purposes herein on the respective Patios if __. lldressed at the addvess above stated or to such addres — other in-writing-oF to their-respective solicitors and shall» — (®) in the case of a notice or request sent by hand, be deemed to have been received on delivery; (b) inthe case ofa notice or request sent by facsimile, be deemed to have been received on the day of the transmission of such notice or request, provided that such day is a Business Day and ifit is not, such notice or request shall be deemed to be served on the next succeeding Business Day and provided further that, in eithier case, confirmation of - transmission is received by the sender; and © __ in the case of a notice or request sent by prepaid registered post, be deemed to have been received five (5) Business Days after posting, Bach of the provisions of this Agreement is severable and distinet ftom the others and if at any time one or more of such provisions iso becomes invalid, void and/or illegal the enforoesbility of the remaining provisions hereof shall notin any way be affected or impaired hereby. AMENDMENT TO AGREEMENT No amendment of, or addition to, the provisions of this Agreement shall be binding or effective in writing signed by both the Parties. a unless i i 1134868-2 v xore 25, HEADINGS ‘The headings in this Agreement ave inserted merely for convenience of reference only and shall be ignored in the construction aud interpretation of any of the provisions herein contained, SUPERSEDES RARLIE s Tiiis Agreement supersedes’ any’ ollict agieemeni, letters, comespondenee (oral oF written or expressed or implied) entered into prior to this Agreement in respeot of mater cealt within this “Agreement. = SUCCESSORS-IN-TITLE . ‘This Agreement shall be binding on the heirs, personal representatives successors-in-tile and assigns of the Vendors and the Purchaser respectively. BOSINESSDAVS For the purpose of this Agreement, “Business Days” shall mean any day on which ‘government offices ancl banks are open for bu: ic holiday in Kuala Lumpur and/or Sejgngor. XN A [End of Page) t we ‘Sunday ora pul * Origine! Document Sighted” it) i CUNLA LUMPUR ENTERPRISE CENTRE 1134868-2 ess in Malaysia and whic is nota Saturday, }JN WITNESS WHEREOF the parties hereto have hereunto set their hands or seal the day and year first above written, SIGNED by the ) VENDORS ) the presenc y CHIDAMBARAM AIL PALANIAPPA (NRIC. No, 480414-71-5045/ 7877422) as exceutor ofthe Estate of AV. P. MR. M, MR. Palaniappa Chettiar @ MR. Palaniappa Chettiar so Miigappa Chettiar (deceased) ANITA BALAKRISHNAN (Aio84) Advocate & Solicitor Kiiala ‘Lumpur KEIR... SladAtbamancten.. MURUGAPPA CHETTIAR. LAKSHMANAN (Indian passport no, H9724685) as executor of the Estate of MR. L. Murugappa Chettiar @ Moona Roona Lena Murugappa chettiar, L, Mucigappa chiettiar, Marugappa cheitiar $ /O. Letchumanan chettiar, (deceased) ‘The Common Seal of Elang Wah Sin Bhd (Company No, 640812-1) as hereunto affixed in the presence of Director/Secretary Name: NRICNo. : Name NRICNo, U34s68-2 &