TERM SHEET

This Agreement is made effective as on DDMMYYYY for good and valuable

Consideration between Mr. X “Owner of the Plot” (Party A”) and Mr Y “Owner of Retail
mall” (Party B”) who jointly agree the following terms and conditions when exchanging
properties as outlined below:

Party A offers the following properties for exchange:

20 Acre Plot at Knowledge Park 5 Greater Noida

The fair market value is _______cr.

The debt on land on authority is ______ cr.

Exchange value ______ Cr

In Exchange, Party B offers the following property for exchange:

___________SQFT Retail Space on ground floor in upcoming Project in Knowledge

park 3

Valued at _________ Rupees per SQFT

The Terms for Exchange of said Properties will be as per below

1. Party A will do an Agreement to sell for his property with Party B.

2. Party B will construct and complete the Retail Mall, allot and give possession of
allotted retail Space in 18 Month of execution of this agreement which Party A
can sell in open market.
3. Party A will sell the allotted retail area in open market and the sale consideration
will go to Party B, also Party B can assist Party A for the sale of allocated retail
space.
4. Party B will transfer the same consideration to Party A and Party A will transfer
the shareholding of same amount of the company which owns the land to Party
B.
5. After 18 Month the Party A will transfer the 100% shareholding of company to
Party B and Party B will register the allotted retail space (unsold area of total
considered retail space) to Party A
6. Penalty Clause as per Mutual Understanding.