AGREEMENT FOR SALE

THIS AGREEMENT FOR SALE is made and entered into at Mumbai on this
_____ Day of May, 2022,

BETWEEN

Mrs. Shilpa Kiran Malavia, an adult, aged about 69 years, PAN NO.
AAOPM1488J, Indian Inhabitant, having address at 1105/06, Meghdoot -
B, Lokhandwala Back Road, Andheri West, Mumbai - 400053,
hereinafter referred to as the "SELLER" (which expression unless it be
repugnant to the context or meaning thereof shall mean and include him,
her heirs, executors, administrators and assigns) of the ONE PART;

AND

1) Mr. Ramesh Dattatray Dhumal, an adult, aged about 56 years, PAN NO.
AHPPD0455L, Indian Inhabitant, having address at Dhumal House, John
Mendonsa Chawl, Church Road, Near St. John Church, Marol, Andheri
East, Mumbai - 400059,

2) Mr. Rohan Ramesh Dhumal, an adult, aged about 30 years, PAN NO.
BAFPD0302N, Indian Inhabitant, having address at Dhumal House, John
Mendonsa Chawl, Church Road, Near St. John Church, Marol, Andheri
East, Mumbai – 400059, hereinafter referred to as the "PURCHASERS"
(which expression unless repugnant to the context or meaning thereof shall
mean and include them, their respective heirs, executors, administrators
and assigns) of the OTHER PART;

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WHEREAS the SELLER is the registered member of Orchid Premises Co-
Operative Housing Society Ltd., registered with Dy. Registrar of Societies
at Mumbai, under the Maharashtra Co-Operative Societies Act 1960. Vide
Registration No. MUM / W-KE / GNL / (O) / 1198 / 2005 - 2006, dated 31-
05-2005 (hereinafter referred to as ''SAID SOCIETY'') and by virtue of
being the member of the said society, she has been holding on ownership
basis Office Unit No. C-203, 2nd Floor in the building known as “Twin
Arcade” of Orchid Premises CHS Ltd, Military Road, Marol, Andheri
East, Mumbai - 400059, admeasuring Carpet area i.e. 310.33 sq. ft /
Built-up area i.e. 34.6 sq. mtrs, hereinafter referred to as the "SAID
OFFICE".

AND WHEREAS the SELLER 100% Owner of the said Office, vide Release Deed,
dated 19th January, 2019, duly Registered with the concerned Joint Sub-Register Of
Assurances, Mumbai, under Document Registration No. BDR1-438-2019.

AND WHEREAS the Late. Kiran Bhagwandas Malavia & Mrs. Shilpa
Kiran Malavia had purchased the above said Office from Mr. Kishor
Manohar Parulekar, vide Agreement for sale dated 28th October, 2004,
duly Registered with the concerned Joint Sub-Register Of Assurances,
Mumbai, under Document Registration No. BDR9-6044-2004.

AND WHEREAS the above said Office have been purchased by Mr. Kishor
Manohar Parulekar from M/S Twin Construction, (hereinafter for the sale
of brevity referred to as "the Builders"), vide Agreement for Sale dated 15 th
day of May, 1997, duly Registered with the concerned Joint Sub-Register Of
Assurances, Mumbai, under Document Registration No. PBBJ-487-1997.

AND WHEREAS the SELLER has since paid the full and entire
consideration thereof to the concerned authorities and is presently holding
the said Office on Ownership Basis.

AND WHEREAS by virtue of being the member of the Said Society viz.
Orchid Premises Co-Operative Housing Society Ltd., the SELLER has been
issued Share Certificate No. 17 for fully paid Five shares of Rs. 50/- Each
bearing distinctive Nos. 91 to 95 (Both Inclusive).

AND WHEREAS the SELLER is absolutely seized and possessed of and well
and sufficiently entitled to the Said Office and the said shares of the Society
viz Orchid Premises Co-Operative Housing Society Ltd.

AND WHEREAS the SELLER has represented to the PURCHASERS that she
has been holding the said Office along with the Five shares as stated
hereinabove and being the members of the said society, she is desirous of
disposing off her rights, title and interest in the said Office along with the
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Five shares and the membership of the said Society and the PURCHASERS
herein have agreed to acquire all the rights, title and interest of the SELLER
in the said Office along with Five shares, issued to her and the membership
of the said society on the following terms and conditions:

NOW THIS AGREEMENT WITNESSETH AND IT IS HEREBY AGREED BY

AND BETWEEN THE PARTIES HERETO AS UNDER :

1. The SELLER hereby agrees to sell, transfer and assign all her rights,
title and interest in the Said Office being Office Unit No. C-203, 2nd
Floor in the building known as “Twin Arcade” of Orchid Premises
CHS Ltd, Military Road, Marol, Andheri East, Mumbai - 400059.
The PURCHASERS have agreed to acquire all her rights, title and
interest in the said Office, along with the Five shares and the
membership of the said Society.

2. The SELLER agrees to transfer all her rights, title and interest in the
Said Office along with Five shares of the said society in Share
Certificate No. 17, bearing distinctive nos. from 91 to 95 (Both
Inclusive) pertaining to the use and occupation of the said Office
being Office Unit No. C-203, 2nd Floor in the building known as
“Twin Arcade” of Orchid Premises CHS Ltd, Military Road, Marol,
Andheri East, Mumbai - 400059, and the membership of the said
society for a total consideration of Rs. 66,00,000/- (Rupees Sixty
Six Lakhs Only) and the PURCHASERS herein has agreed to acquire
the same on payment of Rs. 66,00,000/- (Rupees Sixty Six Lakhs
Only)

3. The SELLER here by agrees to sell and transfer all their beneficial
rights, title and interest in respect of said Office Unit No. C-203, 2nd
Floor in the building known as “Twin Arcade” of Orchid Premises CHS
Ltd, Military Road, Marol, Andheri East, Mumbai - 400059, for a total
consideration of Rs. 66,00,000/- (Rupees Sixty Six Lakhs Only)
being the total consideration payable by the PURCHASERS as under:

a. The PURCHASERS hereby undertake to pay Rs. 66,000/- (Rupees

Sixty Six Thousand Only) being 1% Tax Deducted as Source (TDS) of
the total consideration amount inclusive of the TDS amount in compliance
with the provision of Section 194-I A of Income Tax Act, 1961 and the said
amount of Rs. 66,000/- (Rupees Sixty Six Thousand Only) will
be deposited by the PURCHASERS with the Government on behalf of the
SELLER and provide a challan for the same.

4. The PURCHASERS hereby undertake to pay the balance consideration

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 amount of Rs. 40,00,000/- (Rupees Forty Lakhs Only) to the SELLER
by obtaining loan from Bank/Financial Institution within 45 working
days from the date of execution of this Agreement for Sale.

5. The PURCHASER also hereby agrees to pay the SELLERS the balance
amount Rs. 25,34,000/- (Rupees Twenty Five Lakhs Thirty Four
Thousand Only) to the SELLERS on receipt of the peaceful and vacant
possession of the said flat

6. The SELLER shall deliver to the PURCHASERS vacant and peaceful

possession of the said Office along with the permanent fixtures and
fittings on completion of the sale i.e. on receipt of the full and final
consideration mentioned here in above.

7. The SELLER undertakes to pay and clear off the charges payable to
the society by way of Municipal Taxes and other Society
outgoings/dues or any nature whatsoever relating to the said Office
up to the date of handing over the possession of the said Office to the
PURCHASERS.

8. The PURCHASERS hereby agrees to pay all charges payable by way of

Municipal Taxes, and other Society outgoings / dues relating to the
said Office from the date of taking over the possession of the said Office
and hereby declare and confirm that she will abide by the rules and
regulations and bye-laws of the Society, without any reservation
whatsoever.

9. The SELLER shall pay and clear the Electricity relating to the said
Office up to the date of handing over the possession of the said Office
to the PURCHASERS and here by agrees to keep the PURCHASERS
indemnified against any such claims that may be made by the above
said Society, Adani / Tata Power Company Ltd., or any
person/persons/or any party/parties in respect of the said Office for
the above period at a later date in respect of the said Office. The
SELLER shall obtain the consent or no objection certificate from the
said Society for transferring the said Premises in favour of the
PURCHASERS.

10. The SELLER hereby declares to the PURCHASERS that she has in no
way created any charge, lien, mortgage, liabilities or any other
encumbrances on the said Office and the shares owned by the
SELLER or on the rights, benefits and privileges enjoyable by the
SELLER as member of the society. The SELLER also hereby declares
that the said Office, or membership rights of the SELLER is not a
subject matter of litigation, court order or Decree whatsoever.
Should the PURCHASERS be required to suffer, incur or meet any

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 expenses or losses due to or on account of or by the reason of any
declaration as aforesaid by the SELLER being found out to be false or
untrue at time hereinafter, the SELLER hereby agrees to indemnify
and keep indemnified the PURCHASERS against all such expenses
and losses including the expenses incurred by the PURCHASERS for
enforcing the said indemnity hereafter contained.

11. On receiving full and final consideration the SELLER hereby

relinquishes and surrenders all her right, title and interest in the
membership of the said Society, the Share Certificate and the said
Office in favour of the PURCHASERS forever. On receiving full and
final consideration the SELLER will handover all the original
documents along with the original share certificate pertaining to the
said Office to the PURCHASERS.

12. The SELLER will execute all her relevant papers required for the
effective transfer of the said Office. However, in future, she
undertakes to co-operate with the PURCHASERS and will execute all
such further papers/documents/writings whatsoever for the
effective transfer of the said Office along with the said shares in the
name of the PURCHASERS.

13. The Society's transfer charges will be paid by the SELLER &
PURCHASERS in equal ratio i.e. 50% each. However, the Stamp Duty
and Registration Charges on this agreement will be paid by the
PURCHASERS alone. The PURCHASERS indemnifies the SELLER from
any such claim laid in this respect.

14. Should there be any claim in respect of the said Office from any person
or persons or any other authority pertaining to any period prior to the
transfer of the said Office in the name of the PURCHASERS, the
SELLER hereby agrees to indemnify the PURCHASERS against any
such claims from their own funds only and taking all the legal
responsibilities upon them.

15. The SELLER hereby undertakes and declares that in case any
nomination, assignment, lien or charge in respect of the above said
Office and the said shares has been made and/or created by the
SELLER and/or any one claiming through his prior to this day, in
favour of any person or persons other than the said PURCHASERS,
the same shall after the execution of THESE PRESENTS, be deemed
to be null and void, inoperative, cancelled and deemed to be
withdrawn and not binding upon the said society/builders/property
and/or PURCHASERS.

16. The SELLER here by declares that no member either major or minor

5
 of the family has any right, title and interest in the said shares and
the said Office in any manner whatsoever and that she is in exclusive
use and/or occupation of the said Office in any manner whatsoever.

17. The SELLER hereby undertakes to furnish any other documents,

which may be required by the PURCHASERS to make the title of the
said Office complete and absolute without claiming any extra charges
or compensation. The SELLER also agrees and undertakes to sign any
other documents or forms for the payment of Stamp Duty to be paid
on this Agreement.

18. Subject to provision of clause No. 2 above of this Agreement, the

SELLER hereby transfers the said shares and her interest in the said
Office to the PURCHASERS and the PURCHASERS is entitled to hold,
possess and occupy and enjoy the said Office without any let,
hindrance, denial, demand, interruption or eviction, claim or demand
by the SELLER or any one claiming through them. The SELLER here
by further declares that she has full right and absolute authority to
enter in to this Agreement and that she has not done or performed any
act, deed, matter or things whatsoever whereby she may be prevented
from entering into this Agreement for Sale as purported to be done
hereby or where by the PURCHASERS may be obstructed, prevented or
hindered in enjoying the rights to be conferred or transferred or
assigned in his favour or where by quite and peaceful enjoyment and
possession of the PURCHASERS in respect of the said Office be disturbed
and in the event of it being found that the SELLER was not entitled to
enter into this Agreement for Sale and transfer her right ought or
purported to be transferred here by and the PURCHASERS is not
able to enjoy quite and peaceful possession of the said Office due to any
such reasons the SELLER shall within the limit of the consideration
mentioned hereinabove and received be liable to compensate,
indemnify and/or reimburse the PURCHASERS may suffer or sustain
in this behalf within the limit of consideration mentioned here in
above.

19. This Agreement has been executed in Mumbai, the payments are
made in Mumbai and the Said Office is situated in Mumbai, hence it is
subject to jurisdiction of Mumbai's court of law.

SCHEDULE OF THE PROPERTY

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ALL THAT Office premises being Office Unit No. C-203, 2nd Floor in the
building known as “Twin Arcade” of Orchid Premises CHS Ltd, Military
Road, Marol, Andheri East, Mumbai - 400059, lying being and situated
at parcel of land bearing C.T.S. No. 380 (part), 380/1 and 380/2 (part),
Village - Marol, Taluka - Andheri, situated in the Registration Sub-District
of Mumbai City and Mumbai Suburban, within Greater Mumbai.

Year of Construction : 1997

Type of Construction : R.C.C.

No. of Floors : Ground + 7 Upper Floors

Area of Office : Carpet area i.e. 310.33 sq. ft /

Built-up area i.e. 34.6 sq. mtrs

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IN WITNESS WHEREOF the parties hereto have hereunto set and
subscribed their respective hands on the day and the year first hereinabove
mentioned.

SIGNED AND DELIVERED by the

Within-named "SELLER"

1) Mrs. Shilpa Kiran Malavia

In the presence of

1.

2.

SIGNED AND DELIVERED by the

Within-named "PURCHASERS"

1) Mr. Ramesh Dattatray Dhumal

2) Mr. Rohan Ramesh Dhumal

In the presence of

1.

2.

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 RECEIPT

RECEIVED of and from the within named Mr. Ramesh Dattatray Dhumal
& Mr. Rohan Ramesh Dhumal, a sum of Rs. ______________/- (Rupees
________________ Only) being the Part Payment Consideration for the sale and
transfer of Office Unit No. C-203, 2nd Floor in the building known as
“Twin Arcade” of Orchid Premises CHS Ltd, Military Road, Marol,
Andheri East, Mumbai - 400059, as under:

Sr. No. Date Cheque/UTR/ Bank & Branch Amount

Transaction
Reference No.

I SAY RECEIVED
Rs. ___________/-
(Rupees
______________ Only)

Mrs. Shilpa Kiran Malavia

SELLER

WITNESS: -

1.

2.